TCR_Public/140401.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Tuesday, April 1, 2014, Vol. 18, No. 90

                            Headlines

1250 OCEANSIDE: Wins Approval of Claims Settlement With Shaws
1250 OCEANSIDE: Seeks Approval of Claims Settlement With Gutsch
1250 OCEANSIDE: Ackerman Ranch, et al. Oppose Plan Confirmation
ACCIPITER COMMUNICATIONS: Files for Chapter 11 in Phoenix
ADAMIS PHARMACEUTICALS: To Hold "Say-on-Pay" Votes Yearly

AES CORPORATION: Fitch Affirms 'B' ST Issuer Default Rating
AGFEED INDUSTRIES: Gets Plan Filing Exclusivity Thru Apr. 21
ALLY FINANCIAL: Names J. Brown CEO of Dealer Services Business
ALVARION(R) LTD: Obtains NASDAQ Listing Compliance Extension
ANACOR PHARMACEUTICALS: Posts $130.7 Million Net Income in Q4

ASHLEY STEWART: CIT Wants to Protect Rights Over DIP Loan Motion
ASPEN GROUP: Obtains $600,000 From Sale of Units
ASPEN GROUP: Appoints New Executive Officers
BERRY PLASTICS: Stockholders Elects 3 Directors to Board
BG MEDICINE: Complies with $35-Mil. NASDAQ Market Value Rule

BLITZ USA: Amended Joint Liquidation Plan Declared Effective
BLUESTONE RESOURCES: Enters Into Non-Convertible Loan Arrangement
BOOMERANG SYSTEMS: Grants 140,000 Shares Option Awards to Execs.
BONDS.COM GROUP: Director Thomas Thees Resigns
CAESARS ENTERTAINMENT: Bank Debt Trades at 6% Off

CAESARS ENTERTAINMENT: Moody's Cuts Corp. Family Rating to 'Caa3'
CAESARS GROWTH: Fitch Assigns BB- Rating to $1.3BB Credit Facility
CAESARS GROWTH: Moody's Assigns 'B3' CFR; Outlook Negative
CALDERA PHARMACEUTICALS: Settles Lawsuits with Regents, Et Al.
CASA CASUARINA: Plan Confirmation Hearing Set for May 14

CASH STORE: Appeals Ontario Ruling on "Payday Loan"
CELESTE MINING: Applies to Alberta Security Commission for MCTO
CHESTER COMMUNITY: Fitch Affirms 'BB' Rating; Outlook Positive
CODA HOLDINGS: Amended Liquidation Plan Declared Effective
COLDWATER CREEK: Preparing to File for Bankruptcy

CONSTRUCTORA DE HATO: Wants More Time to Market Assets, File Plan
DEWEY & LEBOEUF: Clawback Suit Seeks $9M From Former COO
DIGITAL REALTY: Fitch Assigns 'BB+' Rating to $1BB Preferred Stock
DOTS LLC: Can Hire A&G as Real Estate Consultants
DOTS LLC: Files Schedules of Assets and Liabilities

DUTCH GOLD: To Provide Services to Medical Marijuana Industry
E. H. MITCHELL: Files Amended Schedules of Assets and Liabilities
EDENOR SA: Reports ARS 772.7 Million Profit in 2013
EDISON MISSION: Cancels Registration of Common Stock
ELBIT IMAGING: Shareholders Elect 7 Directors to Board

ELBIT IMAGING: York Global, Et Al., to Sell 204.4-Mil. Shares
EMPIRE RESORTS: Participates in Meetings Held by EPR Properties
EMPIRE RESORTS: Amends $250 Million Securities Prospectus
ENDEAVOUR INTERNATIONAL: Issues $5 Million Convertible Notes
ENDICOTT INTERCONNECT: To File Amended Plan by April 24

ENERGY FUTURE: Seeks More Time for Restructuring Deal
ENNIS COMMERCIAL: Court Okays Hiring of JTW as Tax Consultants
ENVISION SOLAR: Sells $607,500 Worth of Units
EXIDE TECHNOLOGIES: Taps Cleary Gottlieb as Special Counsel
FLORIDA GAMING: ABC Funding's $155MM Offer Wins Auction

FREEDOM INDUSTRIES: UST, Committee Balk at Southern's Fee Request
GENERAL MOTORS: Recalls 1.5 Million More Vehicles
GENIUS BRANDS: Richard Staves Named Interim CFO
GLOBAL AVIATION: Unit Wins Dismissal of "Gilbert" Suit
GLYECO INC: Joshua Lander Stake at 8.2% as of March 5

GREEKTOWN HOLDINGS: Did Not Receive Approval to Amend Indenture
GREEN POWER: Wash. Judge Dismissed Chapter 11 Case
HASHFAST TECHNOLOGIES: Firm Obtains TRO to Freeze Bitcoin Wallets
HAWKER BEECHCRAFT: Judge Gives $2.3B Whistleblower Suit New Life
HOMEBANC MORTGAGE: Dist. Court Rules in Bear Stearns Dispute

HOMEBANC MORTGAGE: "McLean" Wrongful Foreclosure Suit Dismissed
HOT DOG ON A STICK: Can Employ Friedman Law Group as Attorney
HOT DOG ON A STICK: Brian Cole Approved as Special Counsel
HOT DOG ON A STICK: Court Approves A&G as Real Estate Consultant
HOT DOG ON A STICK: Panel Can Tap Pachulski Stang as Counsel

HOUSTON REGIONAL: Files Schedules of Assets and Liabilities
HOVNANIAN ENTERPRISES: To Issue Add'l 6.4MM Shares Under Plan
IDERA PHARMACEUTICALS: Incurs $18.2 Million Loss in 2013
IMAGEWARE SYSTEMS: Increases "Goldman" Note to $3.5 Million
INFUSYSTEM HOLDINGS: To Reimburse CEO $95,000 for Expenses

INTELLICELL BIOSCIENCES: Inks $2.1 Million SPA with YA Global
INTELLICELL BIOSCIENCES: Grants Trademark Licenses to AREF
ISC8 INC: Issues $762,500 of Convertible Notes
IVANHOE RANCH: April 10 Hearing on Essel's Bid for Stay Relief
JOHN WADE BELL: Order Denying Banks' Stay Relief Bid Reversed

KATE SPADE: Moody's Affirms B2 CFR & Revises Outlook to Positive
LAKES REGION DONUTS: Farmington Donuts May Proceed With Eviction
LDK SOLAR: Confirms Offshore Restructuring Arrangements
LDK SOLAR: NYSE to Delist American Depositary Shares
LIGHTSQUARED INC: Falcone Tried to Shut Dish Chair Out of Plan

LKQ CORP: Increased Bank Debt No Impact on Moody's Ba2 CFR
LUCID INC: Incurs $5.5 Million Net Loss in 2013
MARTIFER SOLAR: Armory Consulting Approved as Financial Advisor
MARTIFER SOLAR: Defends Bid to Hire FTI Consulting
MARTIFER SOLAR: Foley Hoag Approved as Mass. Litigation Counsel

MARTIFER SOLAR: Shea Labagh Dobberstein Approved as Accountants
MARY JULIA HOOK: Court Dismisses Tax Refund Suit
MDC PARTNERS: Moody's Rates $75MM Note 'B3' & Affirms 'B2' CFR
MILESTONE SCIENTIFIC: Reports $1.5 Million 2013 Net Income
MMODAL INC: Has Interim Authority to Use Cash Collateral

MMODAL INC: May 4 Set as Sec. 503(b)(9) Claims Bar Date
MMODAL INC: Deadline to File Schedules Extended Until April 28
MMODAL INC: Seeks to Employ Dechert as Bankruptcy Counsel
MICROVISION INC: Prices $13.9MM Offering of Stock & Warrants
MORGANS HOTEL: Incurs $57.5 Million Net Loss in 2013

N. BERGMAN INSURANCE: Judge Won't Reopen Bankruptcy Case
N-VIRO INTERNATIONAL: Joseph Giulii Holds 8% Equity Stake
NATURAL MOLECULAR: Court OKs Hiring of Dawson Group as Accountants
NIELSEN FINANCE: Fitch Assigns 'BB' Rating to $750MM Sr. Notes
NIELSEN FINANCE: Moody's Rates Proposed $750MM Senior Notes 'B1'

PLUG POWER: Incurs $28.8 Million Net Loss in Fourth Quarter
PROSPECT PARK: Seeks Extension of Schedules & Statements Filing
QUANTUM FUEL: Shares Copy of ROTH Conference Presentation
PULSE ELECTRONICS: Incurs $27 Million Net Loss in 2013
QUARTZ HILL: Court Transfers Case to Judge Cristol

QUARTZ HILL: Sec. 341 Creditors' Meeting Set for April 10
QUIZNOS: Report Connects Bankruptcy to Franchisee's Suicide
R&S ST. ROSE: Ruling Against Substantive Consolidation Vacated
RESIDENTIAL CAPITAL: 2nd Cir. Tosses Papas Ch.7 Conversion Bid
RESTORA HEALTHCARE: Has OK to Proceed with April 21 Auction

RESTORA HEALTHCARE: Has Final OK to Obtain $7MM from HFG
RESTORA HEALTHCARE: Sec. 341(a) Meeting of Creditors Continued
RESTORA HEALTHCARE: Lists $11.3-Mil. in Total Liabilities
RESTORA HEALTHCARE: Has Authority to Employ DLA Piper as Counsel
RESTORA HEALTHCARE: Has Approval to Name George Pillari as CRO

RESTORA HEALTHCARE: Has Final Approval to Pay Critical Vendors
ROBERTS HOTELS: Houston, Shreveport & Spartanburg Cases Dismissed
ROSETTA GENOMICS: Provides Product Pipeline Update
SAGITTARIUS RESTAURANTS: Moody's Affirms Caa1 Corp. Family Rating
SHEBA REALTY: Objection to ADHY Claim for Default Rate Sustained

SOUND SHORE: Panel Can Hire Deloitte as Financial Advisor
SPECTRASCIENCE INC: Discloses 2013 Q2 Financials, Bond Default
SPENDSMART PAYMENTS: Obtains $3.6 Million From Private Placement
ST. JOSEPH'S HOSPITAL: Moody's Rates Series 2014A Bonds 'Ba2'
STAG INDUSTRIAL: Fitch Rates $139MM Preferred Stock 'BB'

STAR DYNAMICS: Expiration of Whitney Bank Loan Extended to Aug. 12
STERLING BLUFF: Can Hire Counsel for Disputes With Club, Bank
SWA BASELINE: U.S. Trustee Fails to Appoint Committee
TELESAT CANADA: Moody's Affirm 'B1' CFR; Outlook Developing
TELX GROUP: Moody's Affirms 'B3' CFR & Alters Outlook to Negative

TRANSGENOMIC INC: Incurs $4 Million Net Loss in Fourth Quarter
TRIBUNE CO: Reports Fourth Quarter & Full Year 2013 Results
USEC INC: Sec. 341 Creditors' Meeting Set for April 8
VALITAS HEALTH: Term Loan Amendment No Impact on Moody's B3 CFR
VINCENT ANDREWS: Appeal Over McCarron & Pincay Judgments Tossed

VINEYARD NAT'L: Entitled to Tax Refunds; FDIC Has Unsecured Claim
WAVE SYSTEMS: Appoints Silicon Valley Executives to Board
WALTER ENERGY: Bank Debt Trades at 3% Off
WEBSENSE INC: Moody's Lowers Corporate Family Rating to 'B3'
WEST CORP: Elects Lee Adrean to Board of Directors

* PBOC Official Blogs Skepticism About Bitcoin

* 4 Experts Share View on State of Corporate Restructuring

* Large Companies With Insolvent Balance Sheets


                             *********


1250 OCEANSIDE: Wins Approval of Claims Settlement With Shaws
-------------------------------------------------------------
1250 Oceanside Partners received court approval for a deal that
would resolve its dispute with two loan borrowers.

The settlement concerns financing that Oceanside extended to
Lawrence Wayne Shaw and Lisa Jo Shaw in connection with their
purchase of a property in the Hokuli'a development as well as
their membership in the Club at Hokuli'a.

Under the settlement, the Shaws will pay $650,000 to the company.
In exchange, Oceanside will release its mortgage on the property
and its lien on the membership, and dismiss the claims asserted by
the company in a case it filed against the Shaws.

The settlement also disposes of the claim filed by the Shaws in
the company's bankruptcy case.

                   About 1250 Oceanside Partners

1250 Oceanside Partners, Front Nine, LLC, and Pacific Star
Company, LLC, owners of the 1,800-acre Hokuli'a luxury real
estate development near Kona on the island of Hawaii, sought
Chapter 11 protection (Bankr. D. Hawaii Lead Case No. 13-00353)
on March 6, 2013, in Honolulu.

The Debtors were formed by developer Lyle Anderson and were
part of his development "empire", which included developments
in Hawaii, Arizona, New Mexico and Scotland.  The secured
lender, Bank of Scotland, declared a default and obtained
control of the Debtors in January 2008.

Development of the property, which has 3.5 miles of waterfront
on the Kona coast, stopped after the developers were declared
in default under the loan.  Oceanside and Front Nine own most
of the land within the Hokuli'a project, which is the principal
development.  Pacific Star owns the land referred to as
"Keopuka", near Hokuli'a.  The Hokuli'a was to have 730
residential units, an 18-hole golf course, club and other
amenities.

The Debtors say their assets are worth $68.1 million while they
are jointly liable to $625 million of debt to Sun Kona Finance
LLC, which acquired the Hawaii loan from Bank of Scotland.

Simon Klevansky, Esq., Alika L. Piper, Esq., and Nicole D.
Stucki, Esq., at Klevansky Piper, LLP, represent the Debtor in
its restructuring effort.  They replaced the law firm of Gelber,
Gelber & Ingersoll as general counsel.

1250 Oceanside Partners, its affiliates and lender Sun Kona
Finance I LLC, won court approval of the disclosure statement
explaining a reorganization plan that would turn over ownership to
its secured lender.  Sun Kona would provide a $65 million exit
facility to help make payments under the plan and to fund the
reorganized company when it leaves court protection.  The
Bankruptcy Court will convene a hearing commencing April 2, 2014,
at 9:30 a.m., to consider confirmation of the Third Amended Plan
co-proposed by the Debtor and Sun Kona.

A creditors committee has not been appointed.

James A. Wagner, Esq., and Allison A. Ito, Esq., at Wagner Choi &
Verbrugge, represent creditor Sun Kona Finance I, LLC, as counsel.


1250 OCEANSIDE: Seeks Approval of Claims Settlement With Gutsch
---------------------------------------------------------------
1250 Oceanside Partners has filed a motion seeking court approval
to resolve its dispute with Gutsch Family Investments Limited
Partnership and the trustees for the Gutsch Family Trust.

The settlement concerns a loan, which the trustees obtained from
Oceanside in connection with their purchase of a property in the
Hokuli'a development and membership in the Club at Hokuli'a.  The
trustees have allegedly stopped making payments since September
2009 and now owe $445,45l to the company.

Under the settlement, the trustees and the Gutsch Family
Partnership will pay Oceanside $547,000.  In exchange, the company
will release its mortgage on the property and lien on the
membership, and cause its claims in a case it filed against the
trustees and the Gutsch Family Partnership to be dismissed.

Meanwhile, the trustees and the Gutsch Family Partnership agreed
to dismiss the counterclaim they filed against the company.

                   About 1250 Oceanside Partners

1250 Oceanside Partners, Front Nine, LLC, and Pacific Star
Company, LLC, owners of the 1,800-acre Hokuli'a luxury real
estate development near Kona on the island of Hawaii, sought
Chapter 11 protection (Bankr. D. Hawaii Lead Case No. 13-00353)
on March 6, 2013, in Honolulu.

The Debtors were formed by developer Lyle Anderson and were
part of his development "empire", which included developments
in Hawaii, Arizona, New Mexico and Scotland.  The secured
lender, Bank of Scotland, declared a default and obtained
control of the Debtors in January 2008.

Development of the property, which has 3.5 miles of waterfront
on the Kona coast, stopped after the developers were declared
in default under the loan.  Oceanside and Front Nine own most
of the land within the Hokuli'a project, which is the principal
development.  Pacific Star owns the land referred to as
"Keopuka", near Hokuli'a.  The Hokuli'a was to have 730
residential units, an 18-hole golf course, club and other
amenities.

The Debtors say their assets are worth $68.1 million while they
are jointly liable to $625 million of debt to Sun Kona Finance
LLC, which acquired the Hawaii loan from Bank of Scotland.

Simon Klevansky, Esq., Alika L. Piper, Esq., and Nicole D.
Stucki, Esq., at Klevansky Piper, LLP, represent the Debtor in
its restructuring effort.  They replaced the law firm of Gelber,
Gelber & Ingersoll as general counsel.

1250 Oceanside Partners, its affiliates and lender Sun Kona
Finance I LLC, won court approval of the disclosure statement
explaining a reorganization plan that would turn over ownership to
its secured lender.  Sun Kona would provide a $65 million exit
facility to help make payments under the plan and to fund the
reorganized company when it leaves court protection.  The
Bankruptcy Court will convene a hearing commencing April 2, 2014,
at 9:30 a.m., to consider confirmation of the Third Amended Plan
co-proposed by the Debtor and Sun Kona.

A creditors committee has not been appointed.

James A. Wagner, Esq., and Allison A. Ito, Esq., at Wagner Choi &
Verbrugge, represent creditor Sun Kona Finance I, LLC, as counsel.


1250 OCEANSIDE: Ackerman Ranch, et al. Oppose Plan Confirmation
---------------------------------------------------------------
A secured creditor of debtor 1250 Oceanside Partners is opposing
efforts by the Debtor to win court approval for its proposed
Chapter 11 plan of reorganization.

In court papers, Ackerman Ranch Inc. asked U.S. Bankruptcy Judge
Robert Faris to deny the confirmation of the plan proposed by
Oceanside and Sun Kona Finance I LLC, unless they amend one of the
provisions related to its secured claim.

Ackerman wants the provision amended to provide that the proposed
surrender of the property securing its claim be implemented by way
of granting the company relief from the automatic stay so that it
could proceed with its foreclosure action before a state court in
Hawaii.

The automatic stay is a legal injunction that halts actions by
creditors against a company in bankruptcy protection.

The proposed plan also drew flak from two groups of creditors
represented by Honolulu-based law firms Bays Lung Rose & Holma,
and O'Connor Playdon & Guben LLP.

The group led by the trustees of The William and Virginia Batiste
Revocable Trust complained that the plan "unfairly prejudices the
individual creditors."

The creditors cited the absence of a provision ensuring that they
would get paid by the reorganized company should they prevail in
their cases against Sun Kona.

The creditors said there is likelihood that the reorganized
company would need further financial reorganization unless it put
up a mechanism to fund the more than $33 million in payments it
would have to make should they prevail.

In October last year, the Batiste-led group filed two separate
cases against Sun Kona.  The first case seeks to reclassify Sun
Kona's claim as an equity interest in Oceanside, disallow or
subordinate it to unsecured claims.  The other case alleges that,
as general partner of Oceanside, Sun Kona should be held liable
for all of the debts of Oceanside.

For its part, the creditors group led by the trustees of the 2000
Davis Family Trust UDT questioned the company's move to have its
plan confirmed pursuant to section 1129(b)(2), which is the
"cramdown" provision of the Bankruptcy Code.

In a related development, Oceanside and Sun Kona opposed the
requests of the creditors groups to delay the hearing on the
confirmation of the plan, which is scheduled to take place on
April 2.

The creditors made the request on grounds that the companies
failed to meet the discovery deadlines set by the bankruptcy court
and to turn over documents they need for the discovery.

Ackerman Ranch is represented by:

     Patricia J. McHenry, Esq.
     Theodore D. C. Young, Esq.
     Cades Schutte
     1000 Bishop Street, Suite 1200
     Honolulu, HI 96813-4212
     Tel: (808) 521-9200
     Fax: (808) 540-5057
     E-mail: pmchenry@cades.com
             tyoung@cades.com

The Batiste creditors are represented by:

     A. Bernard Bays, Esq.
     Michael Carroll, Esq.
     Christian Chambers, Esq.
     Bays Lung Rose & Holma
     Topa Financial Center
     700 Bishop Street, Suite 900
     Honolulu, Hawaii 96813
     Tel: (808) 523-9000
     E-mail: abb@legalhawaii.com
             mcarroll@legalhawaii.com
             cchambers@legalhawaii.com

The Davis creditors are represented by:

     Jerrold K. Guben, Esq.
     Miranda F. Tsai, Esq.
     O'Connor Playdon & Guben LLP
     733 Bishop Street, Suite 2400
     Honolulu, Hawaii 96813
     Tel: (808) 524-8350
     Fax: (808) 531-8628
     E-mail: jkg@opglaw.com
             mft@opglaw.com

                   About 1250 Oceanside Partners

1250 Oceanside Partners, Front Nine, LLC, and Pacific Star
Company, LLC, owners of the 1,800-acre Hokuli'a luxury real
estate development near Kona on the island of Hawaii, sought
Chapter 11 protection (Bankr. D. Hawaii Lead Case No. 13-00353)
on March 6, 2013, in Honolulu.

The Debtors were formed by developer Lyle Anderson and were
part of his development "empire", which included developments
in Hawaii, Arizona, New Mexico and Scotland.  The secured
lender, Bank of Scotland, declared a default and obtained
control of the Debtors in January 2008.

Development of the property, which has 3.5 miles of waterfront
on the Kona coast, stopped after the developers were declared
in default under the loan.  Oceanside and Front Nine own most
of the land within the Hokuli'a project, which is the principal
development.  Pacific Star owns the land referred to as
"Keopuka", near Hokuli'a.  The Hokuli'a was to have 730
residential units, an 18-hole golf course, club and other
amenities.

The Debtors say their assets are worth $68.1 million while they
are jointly liable to $625 million of debt to Sun Kona Finance
LLC, which acquired the Hawaii loan from Bank of Scotland.

Simon Klevansky, Esq., Alika L. Piper, Esq., and Nicole D.
Stucki, Esq., at Klevansky Piper, LLP, represent the Debtor in
its restructuring effort.  They replaced the law firm of Gelber,
Gelber & Ingersoll as general counsel.

1250 Oceanside Partners, its affiliates and lender Sun Kona
Finance I LLC, won court approval of the disclosure statement
explaining a reorganization plan that would turn over ownership to
its secured lender.  Sun Kona would provide a $65 million exit
facility to help make payments under the plan and to fund the
reorganized company when it leaves court protection.  The
Bankruptcy Court will convene a hearing commencing April 2, 2014,
at 9:30 a.m., to consider confirmation of the Third Amended Plan
co-proposed by the Debtor and Sun Kona.

A creditors committee has not been appointed.

James A. Wagner, Esq., and Allison A. Ito, Esq., at Wagner Choi &
Verbrugge, represent creditor Sun Kona Finance I, LLC, as counsel.


ACCIPITER COMMUNICATIONS: Files for Chapter 11 in Phoenix
---------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reported that Zona Communications, a provider of phone and
Internet to 1,250 customers in rural Arizona, filed a petition for
Chapter 11 protection on March 28 in Phoenix, where it is based.

According to the report, the company said in court papers that
it's dependent on two government programs because the population
density in its service area is too low to support private
financing.

Under the Universal Service Fund of the Federal Communications
Commission, the company receives revenue subsidies, the report
related.  The U.S. Agriculture Department provided financing under
the Rural Utilities Service loan program.  The privately owned
company owes $20.8 million on the government loans, the report
said.

The case is In re Accipiter Communications Inc., 14-bk-04372, U.S.
Bankruptcy Court, District of Arizona (Phoenix).


ADAMIS PHARMACEUTICALS: To Hold "Say-on-Pay" Votes Yearly
---------------------------------------------------------
Adamis Pharmaceuticals Corporation's stockholders conducted a non-
binding advisory vote regarding the frequency of stockholder
approval of the compensation of named executive officers.  Among
the options presented to stockholders (every year, every 2 years
or every 3 years), the greatest number of votes were cast in favor
of holding an advisory vote regarding the compensation of named
executive officers every year, which was also the frequency
recommended to the stockholders by the Company's Board of
Directors.

After considering the results of the stockholder advisory vote,
the Company has determined that the frequency for which the
Company should include an advisory vote regarding the compensation
of its named executive officers in its future proxy statements for
stockholder consideration will be every year, until the next
required vote on the frequency of such an advisory vote.

                            About Adamis

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

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

As of Dec. 31, 2013, the Company had $14.76 million in total
assets, $4.66 million in total liabilities and $10.09 million in
total stockholders' equity.

                         Bankruptcy Warning

"Our management intends to address any shortfall of working
capital by attempting to secure additional funding through equity
or debt financings, sales or out-licensing of intellectual
property assets, seeking partnerships with other pharmaceutical
companies or third parties to co-develop and fund research and
development efforts, or similar transactions.  However, there can
be no assurance that we will be able to obtain any sources of
funding.  If we are unsuccessful in securing funding from any of
these sources, we will defer, reduce or eliminate certain planned
expenditures.  There is no assurance that any of the above options
will be implemented on a timely basis or that we will be able to
obtain additional financing on acceptable terms, if at all.  If
adequate funds are not available on acceptable terms, we could be
required to delay development or commercialization of some or all
of our products, to license to third parties the rights to
commercialize certain products that we would otherwise seek to
develop or commercialize internally, or to reduce resources
devoted to product development.  In addition, one or more
licensors of patents and intellectual property rights that we have
in-licensed could seek to terminate our license agreements, if our
lack of funding made us unable to comply with the provisions of
those agreements.  If we did not have sufficient funds to continue
operations, we could be required to seek bankruptcy protection or
other alternatives that could result in our stockholders losing
some or all of their investment in us.  Any failure to dispel any
continuing doubts about our ability to continue as a going concern
could adversely affect our ability to enter into collaborative
relationships with business partners, make it more difficult to
obtain required financing on favorable terms or at all, negatively
affect the market price of our common stock and could otherwise
have a material adverse effect on our business, financial
condition and results of operations," the Company said in its
quarterly report for the period ended Dec. 31, 2013.


AES CORPORATION: Fitch Affirms 'B' ST Issuer Default Rating
-----------------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Rating (IDR) of AES
Corporation at 'BB-'. Fitch has also affirmed the following
ratings:

-- Short-term IDR at 'B' ;
-- Senior secured debt at 'BB+' ;
-- Unsecured debt at 'BB' ;
-- Trust preferred stock issued by AES Trust III at 'B+' .

The Rating Outlook is Stable.

The rating affirmation reflects the diversity and stability of
AES' cash flows and a reduction in risk with the continuous sale
of assets in non-core regions and the exit from certain high-risk
countries.  The majority of parent cash flows are derived from
utilities and generating assets with long-term contracts in
various parts of the world.  The large number of projects provide
geographic diversity and substantial upstream dividends to support
AES' financial obligations.  Going forward the ratings are
supported by management's strategy to continue to invest in
regulated electricity utility businesses, and long-term contracted
generating assets in countries that have a strong credit profile.
Historical credit protection measures have been stronger than the
guidelines for its current ratings, but the company faces
headwinds in Brazil and higher capex in the U.S. and Chile over
the early part of the rating horizon (2014-2016).

Key Rating Drivers

Cash-flow Diversity Drives Credit Profile: AES owns a portfolio of
electric utilities and power generating assets across five
continents.  Historically, its cash flow included distributions
from over 50 projects in any given year.  Investment diversity
shields the company from the macro and micro economic environment
adversity affecting a local domestic electricity sector.
Additionally, growth through investment in contracted assets
improves cash flow quality.

Growth Investments: Fitch expects that organic growth investments
in select assets, including Indianapolis Power & Light (IPL) and
internationally, Chilean and Asian projects, will increase cash
flow beginning in 2016.  In the interim, however, lower
distributions from these subsidiaries in 2014 and 2015 and
downstream equity contributions will stress credit metrics during
the construction period. Overall, Fitch believes the construction
spending will remain manageable.

Exit from Non-Core Markets: Fitch expects AES to continue to
improve its credit and business risk profile by exiting non-core
markets, narrowing its investment focus in terms of geographical
diversity, and to use sale proceeds to proportionally reduce debt.
Since 2011, AES has received about $1.4 billion in proceeds from
the sale of non-core assets and a large portion of proceeds was
used to fund its share buyback program.

Deleveraging is Critical: As AES exits non-core markets, Fitch
expects a proportional reduction in absolute debt to maintain or
improve existing leverage.  Any increase in leverage due to
incremental shareholder distributions from sale proceeds will be
negative for AES' credit profile.  Further, a rising interest rate
environment will require lower leverage in the future to maintain
its current credit profile.

Quality of Cash flow: Distribution from utilities and contracted
generating assets improve the overall cash flow quality as these
utility businesses provide long-term cash flow visibility and
stability.  Fitch expects at least 70% of AES' future cash flow
over the rating horizon (2014-2016) to be from investments in
operating utilities and contracted generation facilities.  The
average remaining life of its power sale contracts is about seven
years.

Higher Capital Spending: Fitch believes large capital expenditure
at its U.S.-based utility, IPL, and its Chilean and Asian
subsidiaries to be adverse for AES' financial metrics through
2015. Fitch expects AES to supplement the combination of
subsidiary level operating cash flow and debt with equity
contributions to alleviate funding needs for these subsidiaries
and is reflected in current ratings.  Stress on credit metrics
during the construction period is manageable with the given
liquidity position at AES and subsidiaries, diversity of cash
distributions, and current return on its environmental capex at
IPL.

Geopolitical Risks Affect Credit Profile: AES owns and operates
electricity utility businesses in more than 20 countries that are
subject to foreign exchange rate volatility and adverse global
macro-economic conditions. In addition, governmental policy in
these countries regarding electricity tariffs, sector growth,
currency controls, and foreign direct investment also increase its
business risk profile. These risks are reflected in the credit
profile for its current IDR.

High Counterparty Credit Risks: AES continuously faces high
default risk in sub-investment grade countries, adversely
affecting its subsidiary level cash flow.  These risks are common
in emerging economies where state finances and property rights are
weak.  Fitch's forecast is adjusted for these uncertainties and
they are reflected in its IDR.

Aggressive Shareholder Distribution Policy: The potential for a
continuation of a share buyback program without an absolute
reduction in leverage remains a rating concern.  The company has
spent about $1 billion on share buybacks since 2010.  Over the
next two years the company plans average annual shareholder
distributions of about $160 million.

Liquidity

AES has sufficient liquidity to meet its short-term obligations at
least through 2015.  The company had $132 million in cash and cash
equivalents at the end of December 2013.  In addition, $799
million was available under its revolving bank credit facilities
maturing in 2018.  With the refinancing of 2017 debt maturities in
March 2014, the remainder of AES' debt maturities through 2017 are
manageable given the company's liquidity and cash flow profile.

Adjusted Parent-Only Cash Flow

Fitch analyzes AES as a holding company owning a portfolio of
assets and investments in a global electricity sector given its
somewhat unique corporate profile and structure.  Financially,
this represents a deconsolidated approach with respect to AES'
cash flows and debt levels. Fitch uses adjusted parent operating
cash flows (APOCF), a non-GAAP measure, with its emphasis on
dividends received and return on capital, to analyze AES' credit
metrics.  This approach, similar to the method used by AES'
lenders in financial covenants, recognizes that the subsidiaries
are encumbered by individual debt that is structurally superior to
the debt of the corporate parent.  The residual subsidiary cash
flow available for upstream dividends and distributions has
greater volatility than the direct cash flow of the operating
subsidiaries, and may be subject to payment restrictions
under subsidiary debt covenants, corporate by-laws, or national
laws.

Trends in Credit Metrics

In 2013, the company benefited from lower corporate overheads, low
interest rate environment, and higher free cash flow at its
Philippines and UK based businesses, but upstream dividends were
tempered by lower tariffs at its Brazilian electricity
distribution utility (Eletropaulo) and higher capex at IPL and
Gener subsidiaries.  Financial ratios for 2013 are slightly
stronger than Fitch's guidelines for the 'BB-' IDR.

Fitch expects AES' 2016 recourse debt-to-APOCF and APOCF-to-
interest ratios to be over 5.5x and around 3x, respectively.
These ratios are moderately below Fitch's guideline metrics for
the 'BB-' IDR.

Stable Rating Outlook: The Stable Outlook reflects adequate
liquidity and no significant debt maturities until 2017.  Over 70%
of total distributions received by AES in any given year are from
utilities and contracted electricity-generating assets, limiting
exposure to merchant risk.  It is Fitch's expectation that
management will fund new project investments using parent-level
free cash flow, including proceeds from the sale of non-core
assets.

Rating Sensitivities

Positive: An upgrade of AES is considered unlikely given its
credit risk profile, a business model that subordinates the
parent-level debt to the non-recourse debt and is subject to the
financing documentation covenants.  However, Fitch will consider
an upgrade if Debt/APOCF ratio remains below 4.5x and
APOCF/interest ratio improves to 3.5x on a sustainable basis.

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

-- An adverse event leading to decline in APOCF/interest to below
    2.5x and Debt/APOCF ratio increases to 6x, on a sustainable
    basis;
-- Leveraged acquisition;
-- Material reduction in dividends received on a sustainable
    basis.


AGFEED INDUSTRIES: Gets Plan Filing Exclusivity Thru Apr. 21
------------------------------------------------------------
Judge Brendan L. Shannon granted Agfeed USA, LLC, et al.'s request
for an extension of their exclusive plan filing period through
April 21, 2014.  The corresponding exclusive solicitation period
for each Debtor with respect to any plan filed has also been
extended to June 18, 2014.

                     About AgFeed Industries

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

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

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

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

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


ALLY FINANCIAL: Names J. Brown CEO of Dealer Services Business
--------------------------------------------------------------
Ally Financial Inc. has named Jeffrey Brown (JB), currently senior
executive vice president of finance and corporate planning, to the
role of president and chief executive officer of the Dealer
Financial Services business.  In this role, Mr. Brown will have
oversight for the company's leading automotive finance, insurance
and auto servicing operations.  He will continue to report to Ally
Chief Executive Officer Michael A. Carpenter.

Following a career of more than 30 years with Ally and its former
parent, William (Bill) Muir, Ally president and current head of
the Dealer Financial Services business, has elected to retire by
year-end.  Messrs. Muir and Brown are committed to an orderly
transition of responsibilities over the coming months.

Mr. Brown's current financial responsibilities will be transferred
to Ally Chief Financial Officer Chris Halmy.  With this move,
Halmy will have responsibility for all of Ally's finance, treasury
and capital markets activities.

Mr. Brown was appointed senior executive vice president of Finance
and Corporate Planning in June 2011 and has played a leading role
in strengthening Ally's capital and liquidity profile, executing
on the company's strategic transformation efforts and repaying the
U.S. taxpayer's investment.  Mr. Brown joined Ally in March 2009
as corporate treasurer and, prior to this, he was the corporate
treasurer for Bank of America.

                        About Ally Financial

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

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

Ally Financial Inc. reported net income of $1.19 billion for the
year ended Dec. 31, 2012, as compared with a net loss of
$157 million during the prior year.  The Company's balance sheet
at Sept. 30, 2013, showed $150.55 billion in total assets,
$131.49 billion in total liabilities and $19.06 billion in total
equity.

                           *     *     *

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

In the Dec. 17, 2013, edition of the TCR, Fitch Ratings upgraded
Ally Financial's long-term Issuer Default Rating (IDR) and senior
unsecured debt rating to 'BB' from 'BB-'.  The upgrade of Ally's
ratings follows the approval of Residential Capital LLC's
(ResCap's) bankruptcy plan by the Bankruptcy Court releasing Ally
from all ResCap related claims, which combined with the recent
mortgage settlements with the FHFA and the FDIC, essentially
removes any mortgage-related contingent liability to Ally.

As reported by the TCR on Dec. 23, 2013, Moody's Investors Service
upgraded the corporate family rating (CFR) of Ally Financial Inc.
to Ba3 from B1.  The upgrade of Ally's corporate family rating
follows the U.S. Bankruptcy Court's approval of ResCap LLC's
(unrated) Chapter 11 plan, which releases Ally from mortgage-
related creditor claims originating from its ownership of ResCap.

                     About Residential Capital

Residential Capital LLC, the unprofitable mortgage subsidiary of
Ally Financial Inc., filed for bankruptcy protection (Bankr.
S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012.

Neither Ally Financial nor Ally Bank is included in the bankruptcy
filings.

ResCap, one of the country's largest mortgage originators and
servicers, was sent to Chapter 11 with 50 subsidiaries amid
"continuing industry challenges, rising litigation costs and
claims, and regulatory uncertainty," according to a company
statement.

ResCap disclosed $15.68 billion in assets and $15.28 billion in
liabilities at March 31, 2012.

Centerview Partners LLC and FTI Consulting are acting as financial
advisers to ResCap.  Morrison & Foerster LLP is acting as legal
adviser to ResCap.  Curtis, Mallet-Prevost, Colt & Mosle LLP is
the conflicts counsel.  Rubenstein Associates, Inc., is the public
relations consultants to the Company in the Chapter 11 case.
Morrison Cohen LLP is advising ResCap's independent directors.
Kurtzman Carson Consultants LLP is the claims and notice agent.

Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves
as counsel to Ally Financial.

ResCap sold most of the businesses for a combined $4.5 billion.
The Bankruptcy Court in November 2012 approved ResCap's sale of
its mortgage servicing and origination platform assets to Ocwen
Loan Servicing, LLC and Walter Investment Management Corporation
for $3 billion; and its portfolio of roughly 50,000 whole loans to
Berkshire Hathaway for $1.5 billion.

Judge Martin Glenn in December 2013 confirmed the Joint Chapter 11
Plan co-proposed by Residential Capital and the Official Committee
of Unsecured Creditors.


ALVARION(R) LTD: Obtains NASDAQ Listing Compliance Extension
-------------------------------------------------------------
Alvarion(R) Ltd. (in receivership and interim liquidation) on
March 28 disclosed that on March 21, 2014, the Company received a
letter from the NASDAQ Listing and Hearing Review Council advising
the Company that the Listing Council has reversed the NASDAQ
Hearings Panel's determination to delist the Company's ordinary
shares from The NASDAQ Stock Market.  The Listing Council has
granted the Company through July 12, 2014 to emerge from
bankruptcy and evidence compliance with all applicable
requirements for initial listing on The NASDAQ Capital Market;
however, in the meantime, trading in Alvarion's ordinary shares
will remain suspended on NASDAQ and the Tel Aviv Stock Exchange.
Trading in Alvarion's ordinary shares will continue on the OTCQB
Market pending the expiration of the new extension period.  The
additional extension granted by the Listing Council represents the
full extent of its discretionary authority to grant the Company an
additional extension of time to regain compliance.

                          About Alvarion

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

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

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

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

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


ANACOR PHARMACEUTICALS: Posts $130.7 Million Net Income in Q4
-------------------------------------------------------------
Anacor Pharmaceuticals reported net income of $130.74 million on
$8.48 million of total revenues for the three months ended
Dec. 31, 2013, as compared with a net loss of $12.47 million on
$3.28 million of total revenues for the same period in 2012.

For the year ended Dec. 31, 2013, the Company reported net income
of $84.76 million on $17.28 million of total revenues as compared
with a net loss of $56.08 million on $10.74 million of total
revenues in 2012.

As of Dec. 31, 2013, the Company had $172.16 million in total
assets, $28.01 million in notes payable and $121.43 million in
total stockholders' equity.

"2013 was a transformational year for Anacor, as we advanced our
two late-stage programs and successfully resolved our arbitration
with Valeant, which led to a significant cash settlement," said
David Perry, chief executive officer of Anacor Pharmaceuticals.
"We expect continued progress for Anacor in 2014, with the
potential approval and commercial launch of our lead compound,
tavaborole, and the initiation of Phase 3 clinical trials of
AN2728 in mild-to-moderate atopic dermatitis patients."

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

                         http://is.gd/9ayfgt

                     About Anacor Pharmaceuticals

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

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


ASHLEY STEWART: CIT Wants to Protect Rights Over DIP Loan Motion
----------------------------------------------------------------
The CIT Group/Commercial Services, Inc., filed a limited objection
to the motion of Ashley Stewart Holdings, Inc., et al., for
postpetition financing and cash collateral use.

Prepetition, CIT factored accounts receivable of vendors supplying
merchandise to New Ashley Stewart, Inc.  As a result of which, the
Debtor owes CIT substantial sums arising from, among other things,
unpaid prepetition invoices.  The Debtor's obligation to CIT are
secured by $1.5 million that was delivered to the Debtor by CIT
pursuant to a Pledge and Security Agreement, counsel to CIT
relates.

Counsel to CIT contends that the Debtors' DIP Financing Motion
seeks to grant broad rights to the Debtors' prepetition secured
and DIP lender without providing protection to CIT's rights in and
to the pledged funds in its possession.

Accordingly, CIT objects and seeks that an final order entered on
the DIP Financing Motion carve out and protect CIT's rights in the
collateral that is in its possession that secures the Debtor's
obligations to CIT.

Counsel to CIT Group/Commercial Services, Inc., is:

          McCARTER & ENGLISH, LLP
          Lisa S. Bonsall, Esq.
          Fourth Gateway Center
          100 Mulberry Street
          Newark, NJ 07102
          Tel No: (973) 622-4444
          Fax No: (973) 624-7070
          Email: lbonsall@mccarter.com

                      About Ashley Stewart

Ashley Stewart Holdings Inc. and affiliates New Ashley Stewart
Inc., AS IP Holdings Inc. and NAS Gift LLC filed Chapter 11
petitions in Newark, New Jersey (Bankr. D.N.J. Case Nos. 14-14383
to 14-14386) on March 10, 2014.  Michael A. Abate signed the
petitions as senior vice president finance/treasurer.  Ashley
Stewart Holdings estimated assets and liabilities of at least $10
million.  The Hon. Michael B. Kaplan oversees the case.

Curtis, Mallet-Prevost, Colt & Mosle LLP serves as the Debtors'
general counsel.  Cole, Schotz, Meisel, Forman & Leonard, P.A., is
the Debtors' local counsel.  PricewaterhouseCoopers LLP acts as
the Debtors' financial advisor.  Prime Clerk LLC serves as the
Debtors' claims and noticing agent.


ASPEN GROUP: Obtains $600,000 From Sale of Units
------------------------------------------------
Aspen Group, Inc., raised $600,000 from the sale of units
consisting of shares of common stock and five-year warrants
exercisable at $0.19 per share in a private placement offering to
six accredited investors including five directors of Aspen; the
sixth investor became a director immediately following the closing
of the offering.  The units sold contained a total of 3,157,896
shares of common stock (priced at $0.19 per share) and 3,157,896
three-year warrants exercisable at $0.19 per share.  Aspen agreed
to provide certain registration rights to the investors.

The funds raised in the common stock offering are being used to
increase Aspen University's 25 percent irrevocable letter of
credit with the Department of Education from $264,665 to $848,225
by no later than the DOE-approved extended deadline of April 17,
2014.  By posting this 25 percent letter of credit in the amount
of $848,225, Aspen University remains provisionally certified to
participate in the Title IV, HEA programs for a period of up to
three complete award years.  The amount of $848,225 represents 25
percent of the Title IV, HEA program funds received by Aspen
University during its most recently completed fiscal year.

Meanwhile, on March 10, 2014, Rick Solomon was appointed a
director of Aspen.

                          About Aspen Group

Denver, Colo.-based Aspen Group, Inc., was founded in Colorado in
1987 as the International School of Information Management.  On
Sept. 30, 2004, it was acquired by Higher Education Management
Group, Inc., and changed its name to Aspen University Inc.  On
May 13, 2011, the Company formed in Colorado a subsidiary, Aspen
University Marketing, LLC, which is currently inactive.  On
March 13, 2012, the Company was recapitalized in a reverse merger.

Aspen's mission is to become an institution of choice for adult
learners by offering cost-effective, comprehensive, and relevant
online education.  Approximately 88 percent of the Company's
degree-seeking students (as of June 30, 2012) were enrolled in
graduate degree programs (Master or Doctorate degree program).
Since 1993, the Company has been nationally accredited by the
Distance Education and Training Council, a national accrediting
agency recognized by the U.S. Department of Education.

The Company reported a net loss of $6.01 million on $2.68 million
of revenues for the year ended Dec. 31, 2012, as compared with a
net loss of $2.13 million on $2.34 million of revenues during the
prior year.  The Company's balance sheet at Oct. 31, 2013, showed
$4.49 million in total assets, $5.45 million in total liabilities
and a $957,652 total stockholders' deficiency.

Salberg & Company, P.A., in Boca Raton, Florida, issued a "going
concern" qualification on the consolidated financial statements
for the transition period ending April 30, 2013.  The independent
auditors noted that the Company has a net loss allocable to common
stockholders and net cash used in operating activities for the
four months ended April 30, 2013, of $1,402,982 and $918,941,
respectively, and has an accumulated deficit of $12,740,086 at
April 30, 2013.  These matters raise substantial doubt about the
Company's ability to continue as a going concern.


ASPEN GROUP: Appoints New Executive Officers
--------------------------------------------
Aspen Group, Inc., appointed Dr. Cheri St. Arnauld as chief
academic officer.  On March 11, 2014, the Company appointed Gerard
Wendolowski as chief operating officer and Janet Gill as executive
vice president of the Company.  Additionally, Ms. Gill was
appointed interim chief financial officer to replace Michael Matte
who resigned to pursue other interests.  Mr. Matte also entered
into a Consulting Agreement with the Company where he agreed to
provide part-time services during the period Nov. 1, 2014, through
April 30, 2015, in exchange for $150,000.

From August 2008 until January 2012, Dr. St. Arnauld was the
provost and chief academic officer at Grand Canyon University.
She is 57 years old.  In connection with her appointment, the
Company entered into a three-year Employment Agreement with Dr.
St. Arnauld.  For the earlier of (i) the first six months of the
Agreement and (ii) such time as the Company has positive adjusted
earnings before income taxes, depreciation and amortization for
any three month period from the date of the Agreement, Dr. St.
Arnauld will receive a base salary of $120,000.  After the earlier
of the six month period and the Adjusted EBITDA milestone is met,
the base salary will be increased to $240,000.  Additionally, Dr.
St. Arnauld was granted 500,000 five-year stock options
(exercisable at $0.19 per share), which vest in three equal
increments on March 1, 2015, 2016, and 2017, subject to continued
employment on each applicable vesting date.

Since May 2011, Mr. Wendolowski has been the senior vice president
of Marketing and Business Development at Aspen University.  From
January 2008 until May 2011, Mr. Wendolowski was the vice
president of Marketing at Atrinsic, Inc., a digital marketing
agency. Mr. Wendolowski is 28 years old.  In connection with his
appointment, Mr. Wendolowski was granted 500,000 five-year stock
options (exercisable at $0.19 per share), which vest in three
equal increments on March 1, 2015, 2016, and 2017, subject to
continued employment on each applicable vesting date.

Ms. Gill has been the Company's controller since September 2012.
From 2003 until August 2012, Ms. Gill was a consultant for
Resources Global Professionals, a professional services firm that
helps business leaders execute internal initiatives.  Ms. Gill was
granted 200,000 five-year stock options (exercisable at $0.19 per
share), which vest in three equal increments on March 1, 2015,
2016 and 2017, subject to continued employment on each applicable
vesting date.  Ms. Gill is a Certified Public Accountant
(inactive) in New York and is 58 years old.

Effective March 31, 2014, Dr. Gerald Williams retired as Academic
President of the Company.

On March 6, 2014, the Company amended its bylaws to provide for a
chief operating officer and chief academic officer position.

                         About Aspen Group

Denver, Colo.-based Aspen Group, Inc., was founded in Colorado in
1987 as the International School of Information Management.  On
Sept. 30, 2004, it was acquired by Higher Education Management
Group, Inc., and changed its name to Aspen University Inc.  On
May 13, 2011, the Company formed in Colorado a subsidiary, Aspen
University Marketing, LLC, which is currently inactive.  On
March 13, 2012, the Company was recapitalized in a reverse merger.

Aspen's mission is to become an institution of choice for adult
learners by offering cost-effective, comprehensive, and relevant
online education.  Approximately 88 percent of the Company's
degree-seeking students (as of June 30, 2012) were enrolled in
graduate degree programs (Master or Doctorate degree program).
Since 1993, the Company has been nationally accredited by the
Distance Education and Training Council, a national accrediting
agency recognized by the U.S. Department of Education.

The Company reported a net loss of $6.01 million on $2.68 million
of revenues for the year ended Dec. 31, 2012, as compared with a
net loss of $2.13 million on $2.34 million of revenues during the
prior year.  The Company's balance sheet at Oct. 31, 2013, showed
$4.49 million in total assets, $5.45 million in total liabilities
and a $957,652 total stockholders' deficiency.

Salberg & Company, P.A., in Boca Raton, Florida, issued a "going
concern" qualification on the consolidated financial statements
for the transition period ending April 30, 2013.  The independent
auditors noted that the Company has a net loss allocable to common
stockholders and net cash used in operating activities for the
four months ended April 30, 2013, of $1,402,982 and $918,941,
respectively, and has an accumulated deficit of $12,740,086 at
April 30, 2013.  These matters raise substantial doubt about the
Company's ability to continue as a going concern.


BERRY PLASTICS: Stockholders Elects 3 Directors to Board
--------------------------------------------------------
Berry Plastics Group, Inc., held its 2014 annual meeting of
stockholders on March 11, 2014, at which the Company's
stockholders approved:

   (i) the election of three returning directors to the Company's
       Board of Directors, each for a term of three years, namely:
       Evan Bayh, Anthony M. Civale and Ronald S. Rolfe; and

  (ii) the ratification of Ernst & Young LLP as the Company's
       independent registered public accountants for the fiscal
       year ending Sept. 27, 2014.

                       About Berry Plastics

Berry Plastics Corporation manufactures and markets plastic
packaging products, plastic film products, specialty adhesives and
coated products.  At Jan. 2, 2010, the Company had more than 80
production and manufacturing facilities, primarily located in the
United States.  Berry is a wholly-owned subsidiary of Berry
Plastics Group, Inc.  Berry Group is primarily owned by affiliates
of Apollo Management, L.P., and Graham Partners.  Berry, through
its wholly owned subsidiaries operates five reporting segments:
Rigid Open Top, Rigid Closed Top, Flexible Films, Tapes/Coatings
and Specialty Films.  The Company's customers are located
principally throughout the United States, without significant
concentration in any one region or with any one customer.

On Dec. 3, 2009, Berry Plastics obtained control of 100 percent of
the capital stock of Pliant upon Pliant's emergence from
reorganization pursuant to a proceeding under Chapter 11 for a
purchase price of $602.7 million.  Pliant is a leading
manufacturer of value-added films and flexible packaging for food,
personal care, medical, agricultural and industrial applications.
The acquired business is primarily operated in Berry's Specialty
Films reporting segment.

As of Dec. 28, 2013, the Company had $5.26 billion in total

assets, $5.44 billion in total liabilities and a $183 million

stockholders' deficit.


                           *     *     *

As reported by the TCR on Feb. 1, 2013, Moody's Investors Service
upgraded the corporate family rating of Berry Plastics to B2 from
B3 and the probability of default rating to B2-PD from B3-PD.  The
upgrade of the corporate family rating to B2 from B3 reflects
the improvement in pro-forma credit metrics and management's
publicly stated goal to pursue a less aggressive, more balanced
financial profile.

In November 2011, Standard & Poor's Ratings Services affirmed the
'B-' corporate credit rating on Berry and its holding company
parent, Berry Plastics Group Inc.  "The ratings on Berry reflect
the risks associated with the company's highly leveraged financial
profile and acquisition- driven growth strategy as well as its
fair business risk profile," said Standard & Poor's credit analyst
Cynthia Werneth.

In November 2011, Standard & Poor's Ratings Services affirmed the
'B-' corporate credit rating on Berry and its holding company
parent, Berry Plastics Group Inc.  "The ratings on Berry reflect
the risks associated with the company's highly leveraged financial
profile and acquisition- driven growth strategy as well as its
fair business risk profile," said Standard & Poor's credit analyst
Cynthia Werneth.


BG MEDICINE: Complies with $35-Mil. NASDAQ Market Value Rule
------------------------------------------------------------
BG Medicine, Inc., has received correspondence from The NASDAQ
Stock Market LLC confirming that the Company has evidenced
compliance with the $35 million market value of listed securities
requirement.  The Company had previously complied with all other
requirements under the market value standard for continued listing
on The NASDAQ Capital Market.  Accordingly, the Company's common
stock will remain listed on The NASDAQ Capital Market and will
continue to trade under the symbol "BGMD," and the NASDAQ
compliance matter has been closed.

NASDAQ's determination follows the Company's prior disclosure in a
current report on Form 8-K, as filed on Jan. 27, 2014, indicating
that the NASDAQ Listing Qualifications Panel had granted the
Company's request for the transfer of its listing from The NASDAQ
Global Market to The NASDAQ Capital Market, pursuant to an
extension within which to evidence compliance with the
requirements for continued listing on that market, particularly
the $35 million market value of listed securities requirement, on
or before April 15, 2014.

                         About BG Medicine

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

In its annual report for the period ended Dec. 31, 2012, the
Company said: "We expect to incur further losses in the
commercialization of our cardiovascular diagnostic test and the
operations of our business and have been dependent on funding our
operations through the issuance and sale of equity securities.
These circumstances may raise substantial doubt about our ability
to continue as a going concern."

BG Medicine reported a net loss of $23.8 million in 2012, compared
with a net loss of $17.6 million in 2011.  As of Sept. 30, 2013,
the Company had $13.56 million in total assets, $12.95 million in
total liabilities and a $610,000 total stockholders' equity.


BLITZ USA: Amended Joint Liquidation Plan Declared Effective
------------------------------------------------------------
Blitz U.S.A., Inc., et al., notified the U.S. Bankruptcy Court for
the District of Delaware that the Effective Date of the First
Amended Joint Plan of Liquidation, which was co-proposed with the
Official Committee of Unsecured Creditors, occurred on March 20,
2014.

On Jan. 30, the Plan Proponents confirmed their Plan dated
Dec. 18, 2013.

As reported in the Troubled Company Reporter, the Plan
contemplates the separate substantive consolidation of the USA
Debtors and the BAH Debtors.  The USA Debtors are comprised of:
(1) Blitz Acquisition, LLC; (2) Blitz U.S.A., Inc.; (3) MiamiOK,
LLC (f/k/a F3 Brands, LLC); and (4) Blitz RE Holdings, LLC.  The
BAH Debtors are comprised of: (1) Blitz Acquisition Holdings,
Inc.; and (2) LAM 2011 Holdings, LLC.

The Plan establishes two trusts pursuant to section 105 of the
Bankruptcy Code: (i) a Blitz Personal Injury Trust that is
responsible for administration and payment of Blitz Personal
Injury Trust Claims; and (ii) a Blitz Liquidating Trust for the
benefit of Administrative Claims and General Unsecured Claims of
the USA Debtors.

As for the BAH Debtors, the Plan contemplates the appointment of
the BAH Plan Administrator who will have the responsibility of
liquidating all assets of the BAH Debtors and making distributions
to holders of Allowed Claims against the BAH Debtors (other than
the holders of Blitz Personal Injury Trust Claims).

The Blitz Personal Injury Trust will be funded with roughly $162
million in funds contributed by Wal-Mart and the Participating
Insurers, along with certain assigned insurance policies.
Specifically, Wal-Mart will conitrbute roughly $23.8 million (plus
waiving its rights to payment under the Participating Insurer
Policies and Assigned Blitz Insurance Policies) and the
Participating Insurers will contribute roughly $137.5 million.

The Blitz Liquidating Trust funded by the BAH Released Parties and
Wal-Mart to liquidate and make distributions for administrative
claims and general unsecured claims.  The Liquidating Trust is
funded through (i) payment of $6.25 million by the BAH Released
Parties, and (ii) Wal-Mart's release of account payables in the
amount of $1.54 million that are secured by Wal-Mart's right of
setoff.

The Plan further provides for the contribution of the Assigned
Insurance Policies to the Blitz Liquidating Trust as a source of
recovery for Pre-2007 Blitz Personal Injury Claims.

According to Blitz, the Plan is the result of many months of good
faith, arm's-length negotiations and encompasses a delicate
balance of important competing interests.  Both Chief Judge Kevin
Gross and the Honorable Richard Cohen (Ret.) were heavily involved
in supervising the negotiation process among the Debtors'
constituents that ultimately resulted in the Plan.

The trust structure and Channeling Injunction underlying the Plan
was the focal point of negotiations and the impetus behind the
funding contributions from Wal-Mart, the Participating Insurers
and the BAH Released Parties.

Upon the Effective Date, the Debtors will have resolved all
outstanding issues surrounding the Participating Insurer Policies
and will liquidate these assets (in conjunction with the
substantial contributions from Wal-Mart and the BAH Released
Parties) to provide meaningful recoveries for creditors.  Blitz
said the orderly and equitable resolution of Claims afforded by
these funding contributions cannot be effectuated without the
Releases and Channeling Injunction contemplated by the Plan.

The Bankruptcy Court approved the Disclosure Statement explaining
the Plan at a hearing on Dec. 18, allowing the Plan proponents to
solicit plan votes.  Kurtzman Carson Consultants LLC, the Debtors'
balloting agent, on Jan. 23 submitted a "Certification of P.
Joseph Morrow IV with Respect to the Tabulation of Votes on the
Debtors' and Official Committee of Unsecured Creditors' First
Amended Joint Plan of Liquidation", indicating that the Proponents
received overwhelming acceptances from the Voting Classes.

These classes were entitled to vote on the Plan: Class 3(a)
General Unsecured Claims against the USA Debtors; Class 3(b)
General Unsecured Claims against the BAH Debtors; Class 4(a) Blitz
Personal Injury Trust Claims against the USA Debtors; and Class
4(b) Blitz Personal Injury Trust Claims against the BAH Debtors.

A copy of the DISCLOSURE STATEMENT FOR DEBTORS' AND OFFICIAL
COMMITTEE OF UNSECURED CREDITORS' FIRST AMENDED JOINT PLAN OF
LIQUIDATION, dated Dec. 18, is available at no extra charge at:

     http://bankrupt.com/misc/BLITZUSAds_1plan.pdf

                      About Blitz U.S.A.

Blitz U.S.A. Inc., is a Miami, Oklahoma-based manufacturer of
plastic gasoline cans. The company, controlled by Kinderhook
Capital Fund II LP, filed for bankruptcy protection to stanch a
hemorrhage resulting from 36 product-liability lawsuits.

Parent Blitz Acquisition Holdings, Inc., and its affiliates filed
for Chapter 11 protection (Bankr. D. Del. Case Nos. 11-13602 thru
11-13607) on Nov. 9, 2011. The Hon. Peter J. Walsh presides over
the case.

Blitz USA disclosed $36,194,434 in assets and $41,428,577 in
liabilities in its schedules.

Daniel J. DeFranceschi, Esq., at Richards, Layton & Finger,
represents the Debtors in their restructuring efforts.  Young
Conaway Stargatt & Taylor LLP represents Debtors LAM 2011
Holdings, LLC and Blitz Holdings, Inc.  The Debtors tapped Zolfo
Cooper, LLC, as restructuring advisor; and Kurtzman Carson
Consultants LLC serves as notice and claims agent.
SSG Capital Advisors LLC serves as investment banker.

Lowenstein Sandler PC from Roseland, New Jersey, as well as Womble
Carlyle Sandridge & Rice, LLP, of Wilmington, Delaware, represent
the Official Committee of Unsecured Creditors.

The Chapter 11 case is financed with a $5 million secured loan
from Bank of Oklahoma. Bank of Oklahoma, as DIP agent, is
represented by Samuel S. Ory, Esq., at Frederic Dorwart Lawyers in
Tulsa.

In April 2012, Hopkins Manufacturing Corp. acquired the assets of
Blitz USA's unit, F3 Brands LLC, a major manufacturer of oil
drains, drain pans, lifting aids and automotive ramps. Blitz USA
said in court documents the sale netted the Debtors $14.6 million,
which was applied against secured debt.

Blitz announced in June 2012 it would abandon its efforts to
reorganize and instead to shut down operations by the end of July.
In September that year, the Troubled Company Reporter, citing
Sheila Stogsdill at Tulsa World, reported that the Bankruptcy
Court approved a $9.5 million offer from Toronto, Canada-based
Scepter Corporation to purchase Blitz USA, according to Philip
Monckton, Scepter's vice president of sales and marketing. Scepter
bought land, equipment and other assets. Scepter supplies about
20% of the USA market with gas cans. The report said the sale was
to become final on Sept. 28, 2012.


BLUESTONE RESOURCES: Enters Into Non-Convertible Loan Arrangement
-----------------------------------------------------------------
Bluestone Resources Inc. disclosed that on December 18, 2013, the
Company announced a private placement with John Robins, the
President and CEO of the Company, of a $130,000 convertible note
maturing March 22, 2014.  Mr. Robins has now agreed to extend the
maturity date of the note for an additional 30 days to allow time
for the Company to find a suitable financing alternative.

In addition, the Company has arranged a new $100,000 non-
convertible loan with Robins, which has been reviewed and accepted
by the Company's independent directors. The loan will be non-
convertible, will bear interest at the rate of 12% per annum to
the date of repayment, calculated monthly, and will mature on the
date that is six months from the date funds are advanced.  As
consideration for the loan, the Company will issue 400,000 bonus
shares to Robins, based on 20% of the face value of the loan and
the minimum $0.05 per share issue price under Exchange policy.
The loan agreement will contain provisions related to default by
Bluestone and remedies available to the Lender.

Proceeds from the loan will be used to provide short-term working
capital.

The new loan transaction will be subject to the approval of the
TSX Venture Exchange.

                  About Bluestone Resources Inc.

Founded in 2004, Bluestone Resources Inc. is a Canadian
exploration company focused on the discovery and development of
economic mineral deposits.


BOOMERANG SYSTEMS: Grants 140,000 Shares Option Awards to Execs.
----------------------------------------------------------------
Boomerang Systems, Inc., granted to two executive officers of the
Company options to purchase the number of shares of common stock:

     Name                                No. of Shares
     --------------                      -------------
     David Koch                              80,000
     Scott Shepherd                          60,000

The exercise price for the Option Awards is $1.51 per share.  The
Option Awards granted to Mr. Koch and Mr. Shepherd vests as to 33
percent of the shares on each of Feb. 27, 2015, Feb. 27, 2016, and
Feb. 27, 2017, and expire on Feb. 27, 2019.

The grants by the Company of the Option Awards were made pursuant
to the Company's 2012 Stock Incentive Plan and as such, no
consideration was paid therefor by the Executive Grantees.  Each
grant of an Option Award was made pursuant to an agreement in each
case entered into by and between the Company and the respective
grantee.

                      About Boomerang Systems

Headquartered in Morristown, New Jersey, Boomerang Systems, Inc.
(Pink Sheets: BMER) through its wholly owned subsidiary, Boomerang
Utah, is engaged in the design, development, and marketing of
automated racking and retrieval systems for automobile parking and
automated racking and retrieval of containerized self-storage
units.

Boomerang Systems incurred a net loss of $11.22 million for the
year ended Sept. 30, 2013, following a net loss of $17.42 million
for the year ended Sept. 30, 2012.

The Company's balance sheet at Dec. 31, 2013, showed $6.07 million
in total assets, $29.01 million in total liabilities and a $22.93
million total stockholders' deficit.

                         Bankruptcy Warning

"Our operations may not generate sufficient cash to enable us to
service our debt.  If we were to fail to make any required payment
under the Loan Agreement, notes and agreements governing our
indebtedness or fail to comply with the covenants contained in the
Loan Agreement, notes and agreements, we would be in default.  A
debt default could significantly diminish the market value and
marketability of our common stock and could result in the
acceleration of the payment obligations under all or a portion of
our consolidated indebtedness, or a renegotiation of our Loan
Agreement with more onerous terms and/or additional equity
dilution.  If the debt holders were to require immediate payment,
we might not have sufficient assets to satisfy our obligations
under the Loan Agreement, notes or our other indebtedness.  It may
also enable their lenders under the Loan Agreement to foreclose on
the Company's assets and/or its ownership interests in its
subsidiaries.  In such event, we could be forced to seek
protection under bankruptcy laws, which could have a material
adverse effect on our existing contracts and our ability to
procure new contracts as well as our ability to recruit and/or
retain employees.  Accordingly, a default could have a significant
adverse effect on the market value and marketability of our common
stock," the Company said in the annual report for the year ended
Sept. 30, 2013.


BONDS.COM GROUP: Director Thomas Thees Resigns
----------------------------------------------
Thomas Thees announced his resignation from the Board of Directors
of Bonds.com Group, Inc., effective March 7, 2014, in order to
pursue other interests.  Mr. Thees's resignation did not involve
any disagreement with the Company.

                      About Bonds.com Group

Based in Boca Raton, Florida, Bonds.com Group, Inc. (OTC BB: BDCG)
-- http://www.bonds.com/-- through its subsidiary Bonds.com,
Inc., serves institutional fixed income investors by providing a
comprehensive zero subscription fee online trading platform.  The
Company designed the BondStation and BondStationPro platforms to
provide liquidity and competitive pricing to the fragmented Over-
The-Counter Fixed Income marketplace.

The Company differentiates itself by offering through Bonds.com,
Inc., an inventory of more than 35,000 fixed income securities
from more than 175 competing sources.  Asset classes currently
offered on BondStation and BondStationPro, the Company's fixed
income trading platforms, include municipal bonds, corporate
bonds, agency bonds, certificates of deposit, emerging market
debt, structured products and U.S. Treasuries.

Bonds.com Group disclosed a net loss of $6.98 million in 2012, as
compared with a net loss of $14.45 million in 2011.  The Company's
balance sheet at Sept. 30, 2013, showed $6.05 million in total
assets, $4.09 million in total liabilities and $1.95 million in
total stockholders' equity.

EisnerAmper LLP, in New york, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2012, citing recurring losses and negative
cash flows from operations, and a working capital deficiency and a
stockholders' deficiency that raise substantial doubt about its
ability to continue as a going concern.


CAESARS ENTERTAINMENT: Bank Debt Trades at 6% Off
-------------------------------------------------
Participations in a syndicated loan under which Caesars
Entertainment Inc. is a borrower traded in the secondary market at
94.13 cents-on-the-dollar during the week Friday, March 28, 2014,
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal.  This represents an increase
of 0.45 percentage points from the previous week, The Journal
relates.  Caesars Entertainment Inc. pays 525 basis points above
LIBOR to borrow under the facility.  The bank loan matures Jan. 1,
2018, and carries Moody's B3 rating and Standard & Poor's B-
rating.  The loan is one of the biggest gainers and losers among
205 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

Caesars Entertainment 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.

As of Dec. 31, 2013, the Company had $24.68 billion in total
assets, $26.59 billion in total liabilities and a $1.90 billion
total deficit.

                           *     *     *

In March 2014, Standard & Poor's Ratings Services placed all
ratings on the Caesars Entertainment Corp. family of companies,
including the 'CCC+' corporate credit ratings, on CreditWatch with
negative implications.  The CreditWatch listing follows Caesars'
announcement that it has reached a definitive agreement to sell
three Las Vegas-based casino assets (Bally's Las Vegas, The
Cromwell, and the Quad) and one regional casino asset (Harrah's
New Orleans) to Caesars Growth Partners (CGP; of which CEC owns a
58% economic interest) for a total purchase price of $2.2 billion.
The sale of assets will result in an estimated $1.8 billion cash
inflow (net of $185 million in assumed debt and $223 million in
committed capital expenditures on the properties) to Caesars
Entertainment Operating Co. (CEOC), bolstering CEOC's near-term
liquidity position and its ability to fund interest expense and
capital expenditures.  Caesars has also indicated it will likely
use a portion of the estimated $1.8 billion of net proceeds to
reduce bank debt.  However, S&P believes the transaction is a
leveraging event for CEOC because it is selling these assets at a
lower aggregate multiple than its current total debt leverage.
Furthermore, S&P believes this sale is one of a series of steps
Caesars is likely to undertake in 2014 to address CEOC's
unsustainable capital structure.   S&P also believes it is
increasingly likely that Caesars may move forward with a
restructuring plan that would result in CEOC debtholders being
offered an exchange in some form that would be less than what S&P
deems as a full and timely payment under its ratings criteria.

Fitch Ratings said in March 2014 the sale is positive for CEC's
and Caesars Acquisition Company's (CAC) stockholders and for
Caesars Entertainment Resort Property's creditors, but negative
for CEOC creditors because they further deteriorate certain
debtholders' recovery prospects in an event of default and
exacerbate an already weak free cash flow profile at CEOC.  The
OpCo near-term liquidity is improved, as the restricted group's
pro forma liquidity of nearly $3 billion can potentially satisfy
the cash needs at CEOC through 2015 and possibly through 2016.

Caesars Entertainment Corp. and Caesars Entertainment Operating
Co. carry Fitch's 'CCC' Long-term Issuer Debt Rating.  Caesars
Entertainment Resort Properties LLC carries Fitch's 'B-' Issuer
Debt Rating.

Moody's Investors Service placed the ratings of Caesars
Entertainment Operating on review for downgrade following
announcement of the sale.  Caesars Entertainment Operating and
Harrah's Operating Company carry Moody's Caa2 Corporate Family
rating.

In February 2014, The Wall Street Journal, citing unnamed sources,
said Caesars Entertainment Corp. tapped advisers at Lazard Ltd.,
to work on financial restructuring opportunities and address the
Company's debt.


CAESARS ENTERTAINMENT: Moody's Cuts Corp. Family Rating to 'Caa3'
-----------------------------------------------------------------
Moody's took several rating actions on Caesars Entertainment
Corporation's ("CEC") related entities. Moody's rating actions
include:

-- the downgrade of Caesars Entertainment Operating Company's
    ("CEOC") Corporate Family rating to Caa3 and Probability of
    Default rating to PD-Caa3; the downgrade of the first lien
    debt to Caa1 from B3 and the second lien debt to Ca from
    Caa3; confirmation of the Ca rating on its unsecured debt;
    assignment of a negative rating outlook.

-- affirmation of Caesars Entertainment Resorts Properties, LLC
    ("CERP") B3 CFR and B3-PD, first lien term loan at B2, and
    second lien notes at Caa2; revision of the rating outlook to
    negative from stable.

CEOC and CERP are wholly owned sister subsidiaries of CEC that are
each financed on a standalone basis. CEC is owned and controlled
by affiliates of Apollo and TPG (64%) and public shareholder
(36%).

Ratings Rationale: Caesars Entertainment Operating Company
("Ceoc")

The downgrade of CEOC's Corporate Family rating to Caa3 and the
downgrade of the Probability of Default rating to Caa3-PD,
respectively, reflects Moody's concern that the loss of EBITDA
from the proposed sale of four casinos to Caesars Growth Partners
Holdings ("CGPH") will cause CEOC's already high leverage to
increase as well as reduce bondholders' recovery prospects.
Despite the approximate $1.8 billion of cash that will be received
by CEOC and may be used to repay a small amount of debt and fund
operating losses for a period of time, in Moody's opinion, the
proposed sale significantly heightens CEOC's probability of
default along with the probability that the company will pursue a
distressed exchange or a bankruptcy filing. CGPH is a wholly owned
indirect subsidiary of Caesars Growth Partners, LLC ("CGP"). CGP
is owned and controlled by Caesars Acquisition Company which is
owned by CEC and affiliates of private equity firms Apollo and
TGP.

The proposed sale comes on the heels of the sale of Planet
Hollywood, sale of its interest in a casino development in
Baltimore, and the sale of Octavius Tower and Project Linq in Las
Vegas, NV in late 2013. Moody's estimates that on a pro-forma
basis, the proposed sale of the four casinos along with the
previous sale of Planet Hollywood will reduce CEOC's annual EBITDA
(which included Planet Hollywood for three quarters) in the range
of $250 - $300 million, representing about 21% of CEOC's 2013
adjusted EBITDA. As a result, debt/EBITDA will rise above the
estimated 16x at year-end 2013. Additionally, assuming an 8x
multiple for valuation purposes, Moody's estimates bondholders
will lose value in the range of $2.0 billion to $2.4 billion.

Pursuant to Moody's Loss Given Default Methodology the downgrade
results in an increase in the family probability of default rate
to 73% from 48%. Moody's LGD assessments based on the LGD
Methodology remains relatively unchanged at 26% (first lien), 75%
(second lien) and 93% (unsecured). However, applying a fundamental
multiple analysis, Moody's estimates the first lien loss would
range between 15% and 35%, assuming an EBITDA multiple range of
between 7 -- 9 times applied to CEOC's estimated $1.0 billion
forward EBITDA (which excludes EBITDA of assets to be sold and
unrestricted subsidiaries), and no recovery for second lien and
unsecured holders. Moody's assessments have not incorporated
equity value for the parent guaranty from CEC.

The negative rating outlook reflects Moody's view that CEOC will
pursue a debt restructuring in the next year as the company has a
very weak liquidity profile. Assuming the proposed asset sale
closes, Moody's estimates CEOC will generate negative free cash
flow of $1.1 billion in 2014 and end the year with cash of
approximately $2.0 billion. In 2015, CEOC is faced with a
continuing cash burn and mandatory debt amortization of around
$1.0 billion.

Ratings could be lowered if CEOC does not take steps to address it
unsustainable capital structure. Ratings improvement is not
expected unless there is a significant reduction in CEOC's $18
billion debt load as a result of a very significant deleveraging-
type transaction.

Ratings Rationale: Caesars Entertainment Resort Properties LLC
("Cerp")

The revision of CERP's rating outlook to negative from stable
reflects slightly lower than expected fiscal year 2013 adjusted
EBITDA (about a 3% shortfall) and declining trends in the Atlantic
City market which accounts for about 14% of CERP's property-level
EBITDA. Combined, these two factors will make it difficult for
CERP to reduce debt/EBITDA below 8.0 times by the end of fiscal
year 2014. Additionally, there is a risk that restructuring
activity at CEOC could have a negative operating and financial
impact on CERP. These risks include the potential for rising legal
expense allocations and diversion of management attention. Moody's
notes that CEC and related entities have agreed to establish a new
services joint venture to provide centralized services to CEOC,
CERP and CGPH. However, terms of the cost allocations among CEC
related entities has not been determined.

The affirmation of CERP's rating reflects the prime location of
its Las Vegas Strip properties which represent about 70% of the
company's total property-level EBITDA, along with Moody's view
that CERP can reduce leverage through EBITDA growth. Moody's
expects that CERP should be able to increase EBITDA 20% to 25%
from a combination of earnings from the completion of Project
Linq, rental income, cost savings action, and modest same-store
sale growth. Also supporting the affirmation of CERP's B3
Corporate Family Rating is Moody's expectation that CERP will
generate positive free cash flow, and that the company has no
near-term debt maturities.

CERP's ratings could be downgraded if the operating environment in
Las Vegas or Atlantic City suggests debt/EBITDA will not drop
below 8.0 times by the end of fiscal year 2014, or if
restructuring activity at CEOC appears likely to adversely impact
CERP. The rating outlook could revert to stable if EBITDA ramps
ups and if it appears that CERP is not adversely impacted
financially or operationally by unfolding events at CEOC.

Ratings downgraded:

Corporate Family rating to Caa3 from Caa2

Probability of Default rating to Caa3-PD from Caa2-PD

Senior secured guaranteed revolving credit facility to Caa1,
(LGD 2, 26%) from B3, (LGD 2, 27%)

Senior secured guaranteed term loans to Caa1, (LGD 2, 26%) from
B3, (LGD 2, 27%)

Senior secured guaranteed notes to Caa1, (LGD 2, 26%) from B3,
(LGD 2, 27%)

Rating confirmed:

Senior unsecured guaranteed by operating subsidiaries and CEC at
Ca, (LGD 6, 93%)

Senior unsecured debt guaranteed by CEC at Ca, (LDG 6, 93%)

Harrah's Escrow Corporation and Caesars Operating Escrow, LLC
assumed by CEOC

Rating downgraded:

Senior secured notes to Caa1, (LGD 2, 26%) from B3, (LGD 2, 27%)

Senior secured second priority notes to Ca, (LGD 5, 75%) from
Caa3, (LGD 5, 76%)

Corner Investment Propco, LLC

Ratings upgrade and assessments updated, and to be assumed by
Caesars Growth Properties Holdings, LLC upon closing of asset
sale:

$180 million senior secured term loan at B2, (LGD 3, 33%) from
B3, (LGD 2, 27%)

Caesars Entertainment Resort Properties LLC

Ratings affirmed:

Corporate Family rating at B3

Probability of Default rating at B3-PD

Senior secured first lien bank term loan due 2020, first lien
notes due 2020, and revolver due 2018 at B2, (LGD 3, 38%)

Senior secured second lien notes due 2021 at Caa2, (LGD 5, 89%)

Caesars Entertainment Operating Company is a subsidiary of CEC and
sister subsidiary to CERP. CEOC, excluding unrestricted
subsidiaries, generated approximately $4.9 billion for the last
twelve months ended December 31,2013.

Caesars Entertainment Corporation is the parent company of CEOC
and CERP. CEC generated consolidated revenues of $8.5 billion for
the last twelve months ended December 31, 13.

Caesars Resorts Properties, LLC is a subsidiary of Caesars
Entertainment Corporation that owns 6 casinos properties and
Project Linq. The company generates annual revenues of
approximately $1.9 billion.


CAESARS GROWTH: Fitch Assigns BB- Rating to $1.3BB Credit Facility
------------------------------------------------------------------
Fitch Ratings has assigned a 'BB-/RR1' rating to Caesars Growth
Properties Holdings, LLC's (CGPH) proposed senior secured
$1.3 billion credit facility and a 'B-/RR4' rating to $675 million
in proposed second-lien notes.  The credit facility includes a
$1.175 billion term loan and a $150 million revolver.  In
addition, Fitch has assigned a 'B-' to CGPH's Issuer Default
Rating (IDR).  The Rating Outlook is Stable.

Fitch has also affirmed Corner Investment PropCo, LLC's (Corner;
dba The Cromwell) IDR at 'CCC' and Corner's term loan at 'B-/RR2'.
The Cromwell will be sold to CGPH by Caesars Entertainment
Operating Company, Inc. (CEOC) but will not be part of CGPH's main
credit group.

The proceeds from the proposed issuances will be used to acquire
Bally's Las Vegas, The Quad and The Cromwell casino assets on the
Las Vegas Strip and Harrah's New Orleans from CEOC and to
refinance $485 million of debt associated with Planet Hollywood
Las Vegas, which is now owned by CGPH's parent Caesars Growth
Partners, LLC (CGP) and will join the CGPH credit group upon the
refinancing.  These assets, with the exception of The Cromwell,
will guarantee and secure the credit facility and the notes.

KEY RATING DRIVERS - CGPH

CEOC-Related Concerns

CGPH's relationship with Caesars Entertainment Corp. (CEC; 'CCC'
IDR; Negative Outlook) is negatively factored into CGPH's ratings.
Adverse outcomes related to access to the Total Rewards program
and fraudulent conveyance lawsuits could have material
consequences to CGPH creditors.  The related risks limit rating
upside, but are captured in CGPH's 'B-' IDR.  However, CGPH's
ratings are not directly linked to the weaker parent company CEC
given the expected covenants at CGPH, which will restrict cash
being pulled out of the CGPH.

The most notable CEC related risk is the potential that a default
at CEOC ('CCC' IDR; Negative Outlook), a subsidiary of CEC,
disrupts CGPH's access to CEOC's Total Rewards loyalty program.
Total Rewards is owned by CEOC and will be licensed to CGPH
through a shared services joint venture (ServiceCo) being
contemplated by CEC and Caesars Acquisition Company (CAC; owns 42%
of CGP).

CGPH's ratings also take into account that a bankruptcy filing by
CEOC may trigger fraudulent conveyance litigation concerning asset
sales from CEOC to CGPH although Fitch thinks the risk of the
transactions being reversed is low.  Fitch believes that the asset
sale consideration is within the reasonable range of fair value,
which is a primary issue in fraudulent conveyance cases.  Fitch
estimates the purchase multiple at roughly 9x-10x EBITDA after
adjusting for The Quad related capital spending and upside.
Further, CEC and CAC received fair value opinions from third-party
financial advisors and the asset sales were negotiated by
committees of CEC and CAC made up of independent board members of
each entity.

Recall that CGPH is a subsidiary of Caesars Growth Partners (CGP),
which is 58% owned by CEC (0% voting interest) and 42% by CAC
(100% voting interest).

CGPH's ownership by CGP is a slight positive as CGP also owns
Caesars' online gaming assets and will have $409 million of cash
pro forma for the transactions.  CAC could be incentivized to keep
CGPH's assets out of default since these assets are strategically
important to the rest of CEC's system and there is substantial
ownership overlap between CAC and CEC.  However, Fitch analyzes
CGPH's credit largely on a standalone basis given the uncertainty
related to CGP's and CEC's ultimate organizational structures.

CGPH Financial Profile

The 'B-' IDR is supported by CGPH's manageable pro forma debt
load; solid liquidity; good free cash flow (FCF) prospects, and a
favorable market exposure.

Fitch estimates CGPH's pro forma 2013 year-end gross total
leverage excluding Cromwell at approximately 7.1x and 4.5x through
the senior secured debt.  Fitch projects total leverage to tick up
to 7.3x by year-end 2014 as Fitch anticipates CGPH will need to
draw on its revolver to fund a portion of the renovation capex at
The Quad.  Leverage then declines to 6.8x by year-end 2015 and
6.0x by year-end 2016.  The improvements in the leverage ratio
reflects CGPH's improving EBITDA driven by continued recovery on
the Las Vegas Strip, the completion of The Quad renovation and the
benefit of the Linq opening this spring.

The Linq is a retail/entertainment corridor abutting The Quad.
The construction of the Linq has been disrupting the operations at
The Quad and the Linq's opening will drive increased foot traffic
near The Quad.

Fitch's EBITDA estimate for 2014, 2015 and 2016 is roughly $260
million, $280 million, and $300 million, respectively.  The EBITDA
projections are net of approximately $30 million per year of
management fees and corporate expenses paid to the ServiceCo.
Discretionary FCF estimated by Fitch is solid at roughly $65
million, $80 million and $100 million in years 2014, 2015, and
2016, respectively.  For FCF Fitch estimates annual interest
expense and maintenance capex at roughly $145 million and $50
million, respectively.  Cash taxes are estimated in the range of
$0-$10 million through 2016. Fitch assumes that the $223 million
renovation at The Quad will be funded using $100 million in debt
proceeds, $60 million draw on the revolver and $63 million from
cash flow.

CGP Liquidation and Call Rights Provisions

CEC has call rights to purchase CGP or CAC after three years of
incorporation. CEC's call rights are subject to a condition that
CEC's net leverage is less than 9x and minimum liquidity is $1
billion.  Another condition for exercising the call rights is that
there is no event of default that occurred pursuant to CEC's or
its subsidiaries' debt documents.  Fitch does not believe that CGP
being fully acquired by CEC pursuant to the call rights conditions
would be a material negative for CGPH creditors since CGPH will
retain its covenants (including restricted payment covenants) in
such a scenario and CEC would have to be a healthier entity at
that point.  Fitch expects that there will be a change of control
carveout to cover the possible exercise of the call rights by CEC.
There is also a liquidation provision whereby CAC board may elect
to liquidate CGP after five years and after eight-and-a-half years
there is a forced liquidation (unless otherwise agreed by CEC and
CAC).  Although CGPH debt documents are not finalized, Fitch
expects that the debt documents will require that the liquidation
proceeds are first used to repay CGPH debt before CAC and CEC
split the proceeds.

CGPH Recovery Analysis

Fitch estimates full recovery for CGPH's senior secured credit
facility, equating to a 'RR1' recovery rating or a three notch
uplift from the IDR to 'BB-/RR1', and average recovery (31%-50%)
for the second-lien notes, equating to a 'RR4' recovery rating
with no uplift from the IDR ('B-/RR4').  In the recovery analysis
Fitch stresses its 2016 forecasted EBITDAM at 15% and assigns 7.5x
EV/EBITDAM multiple to Planet Hollywood, 7x multiple to Bally's
and The Quad and 6.5x to Harrah's New Orleans.  The EBITDAM stress
and the conservative multiples take into account the risk that the
properties lose access to the Total Rewards program in an event of
a default at CEOC.  Other assumptions include full draw on the
revolver; administrative expenses equal to 10% of EV and $30
million for corporate expenses. Fitch currently ascribes zero
value in its recovery analysis for CGPH's equity in The Cromwell.

RATING SENSITIVITIES - CGPH

CGPH's financial profile, particularly pro forma leverage, is
strong for a 'B-' IDR.  However, pro forma discretionary FCF is
more consistent with a 'B-' IDR although Fitch expects FCF to
improve to about $100 million by 2016, the first full year that
will benefit from the renovation at The Quad.  At that point,
CGPH's financial profile as projected by Fitch will be more
consistent with a 'B' IDR given CGPH's stand-alone business risk
profile and market exposure.

CGPH's ties to CEOC pressures the IDR and may hinder positive
rating pressure. A debt restructuring at CEOC that leaves CEOC
financially healthier without disrupting CGPH's access to Total
Rewards could allow for CGPH's IDR to move higher within the 'B'
category to the extent CGPH's leverage remains at around or below
7x and discretionary annual FCF migrates towards $100 million.
There is ample financial cushion at a 'B-' IDR; however, leverage
migrating towards 9x and/or FCF declining close to zero could
precipitate negative rating action.  Fitch would consider negative
rating action if the final covenant terms allow greater
flexibility to extract cash out of CGPH than Fitch expects; there
are no mandatory debt paydown requirements upon the sale of assets
in an event of a liquidation and the change of control covenants
do not account for the call rights.

Fitch would also consider negative rating action, likely in the
form of a Negative Rating Outlook, if a bankruptcy filing by CEOC
disrupts CGP's access to Total Rewards.

CEC and its subsidiaries received a letter from a law firm, which
claims representing unnamed CEOC second-lien holders and alleges
that to date certain assets were improperly transferred.  Should a
lawsuit be brought for the cause of fraudulent conveyance Fitch
expects that CGP will have merits to defend itself against such
claim.

CORNER RATING CONSIDERATIONS

Corner is the issuer of a $185 million term loan whose proceeds
are being used to renovate and rebrand Bill's Gamblin' Hall &
Saloon on the Las Vegas Strip into The Cromwell, a boutique
concept casino hotel with day and night clubs. Corner along with
the term loan will be transferred from CEOC to CGPH.

The Cromwell will be an unrestricted subsidiary of CGPH;
therefore, Fitch will continue to view the Corner credit largely
on a standalone basis, which is consistent with its 'CCC' IDR.
The transfer to CGPH is credit positive for Corner since CGPH is a
healthier entity relative to CEOC.  However, Fitch is not linking
Cromwell's ratings to CGPH since Fitch does not believe that
Cromwell is strategically integral to CGP or CAC given its small
size and its one-off business model relative to Caesars' other
assets.

The Cromwell's hotel and casino is set to open this April and the
attached Drai's clubs will open in May.  Fitch will revisit
Corner's IDR once The Cromwell opens and begins to ramp up
operations.

Fitch assigns the following ratings:

Caesars Growth Properties Holdings, LLC

-- IDR 'B-'; Outlook Stable;
-- Senior secured first-lien credit facility 'BB-/RR1';
-- Second-lien notes 'B-/RR4'.

Fitch affirms the following ratings:

Corner Investment PropCo, LLC

-- Long-term IDR at 'CCC';
-- Senior secured credit facility at 'B-/RR2'.

Fitch is considering the impact of the transactions on ratings for
the rest of the Caesars' entities.  Fitch rates the other CEC
entities as follows:

Caesars Entertainment Corp.

-- Long-term IDR 'CCC'; Outlook Negative.

Caesars Entertainment Operating Co.

-- Long-term IDR 'CCC'; Outlook Negative;
-- Senior secured first-lien revolving credit facility and term
    loans 'CCC+/RR3';
-- Senior secured first-lien notes 'CCC+/RR3';
-- Senior secured second-lien notes 'CC/RR6';
-- Senior unsecured notes with subsidiary guarantees 'CC/RR6';
-- Senior unsecured notes without subsidiary guarantees 'C/RR6'.

Caesars Entertainment Resort Properties, LLC

-- IDR 'B-'; Outlook Stable;
-- Senior secured first-lien credit facility 'B+/RR2';
-- First-lien notes 'B+/RR2';
-- Second-lien notes 'CCC/RR6'.

Chester Downs and Marina LLC
(and Chester Downs Finance Corp as co-issuer)

-- Long-term IDR 'B-'; Outlook Negative;
-- Senior secured notes 'BB-/RR1'.


CAESARS GROWTH: Moody's Assigns 'B3' CFR; Outlook Negative
----------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family rating
and B3-PD Probability of Default rating to Caesars Growth
Properties Holdings, LLC ("CGPH"), a wholly owned indirect
subsidiary of Caesars Growth Partners, LLC ("CGP"). Moody's also
assigned a B2 rating to CGPH's proposed $1.175 billion 7-year
first lien term loan and $150 million revolver, and a Caa2 rating
to the company's proposed $675 million 8-year second priority
senior secured notes. The rating outlook is negative.

These ratings are subject to the terms as proposed and receipt and
review of final documents.

The proceeds from the proposed debt offering plus cash from CGP
will be used to purchase four properties from Caesars
Entertainment Operating Company ("CEOC"). CEOC is a wholly owned
subsidiary of Caesars Entertainment Corporation ("CEC").

The four properties being purchased are The Quad, Bally's Las
Vegas, Harrah's New Orleans, and The Cromwell. The purchase price
is $2.2 billion, including the assumption of debt.

Pro forma for the purchase, the casino assets ("CGPH Restricted
Group") that will provide credit support for CGPH's ratings will
include Planet Hollywood (purchased from CEOC in October 2013),
The Quad, Bally's Las Vegas, and Harrah's New Orleans. The
Cromwell will not be part of the borrowing group as it will be
held by an unrestricted subsidiary that supports $185 million of
debt.

CGP is 42% owned and controlled by Caesars Acquisition Co ("CAC")
and 58% owned by CEC. CGP operates Caesars Interactive
Entertainment and holds a 41% interest in a new casino development
in Baltimore. CAC is controlled by affiliates of the private
equity firms Apollo and TPG. Caesars Interactive and the new
casino development do not provide credit support to the debt at
CPGH. New ratings assigned are outlined below.

Caesars Growth Properties Holdings, LLC

Ratings assigned:

  Corporate Family rating at B3

  Probability of Default rating at B3-PD

  Proposed $1.175 billion 7-year first lien term loan at B2, (LGD
  3, 33%)

  Proposed $150 million 5-year revolver at B2, (LGD 3, 33%)

  Proposed $675 million 8-year second priority senior secured
  notes due 2022 at Caa2, (LGD 5, 86%)

Ratings Rationale

The B3 Corporate Family Rating reflects CGPH's high pro-forma
gross debt/EBITDA, that Moody's estimates at about 7.0 times. Pro-
forma adjustments to EBITDA include Moody's expected returns from
the recent room renovation at Bally's Las Vegas and the end of
construction disruption from the build-out of the Linq project.
Moody's estimates debt/EBITDA will remain around 7.0 times until
2015 while construction of the Grand Baazar and renovations at the
Quad are completed in late 2014 and mid 2015, respectively.
Moody's expects CGPH can reduce leverage to about 6.0 times by
year-end 2015 principally due to higher EBITDA from returns on
capital spending, lease income from Grand Baazar, modest cost
savings, and growth in same store EBITDA.

The ratings also reflect the cash equity received by CGPH from CGP
(about $471 million) that will help fund the acquisition, the
prime location of the company's Las Vegas assets, stable operating
results at Harrah's New Orleans, CGPH's lack of near term debt
maturities, and Moody's view that CGPH will be able to cover all
its spending needs from largely from cash flow and $100 million
pre-funded cash reserve.

CGPH has good liquidity. In addition to being able to cover all of
its spending needs from internal sources of cash flow, CGPH will
have a $150 million committed revolver in place to fund potential
cash shortfalls to the extent the company has to draw on its
revolver to help fund spending needs in 2014 if EBITDA growth is
slower than expected. CGPH will be subject to a maximum EBITDA/net
first lien covenant of 6.0x. However, Moody's expected that the
company will be able to maintain ample head room under this
covenant.

The first priority bank term loan and revolver are secured by all
assets of CGPH's and guaranteed by CGPH's immediate parent holding
company, Caesars Growth Properties Parent, LLC, and the operating
subsidiaries. However, the second priority senior secured notes
will only be guaranteed by subsidiaries and not the parent.

The negative rating outlook reflects Moody's concern that CGPH,
despite it's good liquidity profile, may need to draw on its
revolving credit facility to fund capital needs if growth in same
store EBITDA stalls or returns on recent investments are lower
than expected. Additionally, the negative outlook considers the
possibility that restructuring activity at CEOC could have a
negative impact on CGPH. These risks include the potential for
rising legal expense allocations and diversion of management
attention. Moody's notes that CEC and related entities have agreed
to establish a new services joint venture to provide centralized
services to CEOC, CERP and CGPH. However, terms of the cost
allocations among CEC related entities has not been determined.

CGPH's ratings could be downgraded if debt/EBITDA increases above
7.0 times or if appears likely restructuring activity at CEOC will
adversely impact the company. The rating outlook could revert to
stable if debt/EBITDA drops below 7.0 times and if it appears that
CGPH is not adversely impacted financially or operationally by
unfolding events at CEOC. Moody's does not anticipate upward
rating momentum given CGPH's high leverage and need to complete
capital projections over the next year.

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

Caesars Growth Properties Holdings, LLC ("CGPH") is a wholly owned
indirect subsidiary of Caesars Growth Partners, LLC ("CGP"). CGP
is 42% owned and controlled by Caesars Acquisition Co ("CAC") and
58% owned by CEC. CGP operates Caesars Interactive Entertainment
and holds a 41% interest in a new casino development in Baltimore.
CAC is controlled by affiliates of Apollo and TPG. Caesars
Interactive and the new casino development do not provide credit
support to the debt at CPGH.


CALDERA PHARMACEUTICALS: Settles Lawsuits with Regents, Et Al.
--------------------------------------------------------------
Caldera Pharmaceuticals, Inc., and Dr. Benjamin Warner, the
Chairman of the Board, entered into a confidential settlement
agreement with Los Alamos National Security, LLC, The Regents of
the University of California, the UChicago Argonne, LLC, and
several other individuals relating to:

   (i) a lawsuit, Caldera Pharmaceuticals, Inc. v. The Regents of
       the University of California, et al., Case No. CGC-07-
       470554, currently pending in the Superior Court of the
       State of California, County of San Francisco;

  (ii) a lawsuit, Caldera Pharmaceuticals, Inc. v. Los Alamos
       National Security, LLC, et al., Case No. 1:10-cv-06347,
       currently pending in the United States District Court for
       the District of New Mexico; and

(iii) a lawsuit, Caldera Pharmaceuticals, Inc. v. The Regents of
       the University of California, et al., Case No. 2011-L-9329,
       brought in the Circuit Court of Cook County, Illinois,
       County Department - Law Division and dismissed without
       prejudice on or about July 26, 2013.

In connection with the Agreement, the Actions were settled and the
Company received a settlement payment; however, the net settlement
amount has yet to be finalized.  The terms of the settlement are
confidential as per the Agreement.

                            About Caldera

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

The Company's balance sheet at Sept. 30, 2013, showed
$2.14 million in total assets, $3.1 million in total liabilities,
and a stockholders' deficit of $1.09 million.

"[T]he Company incurred a net loss of $2,350,606 and $413,539
during the nine months ended September 30, 2013 and 2012,
respectively. As of September 30, 2013, the Company had an
accumulated deficit of $11,357,932. The Company had a working
capital deficiency of $1,500,503, including a non-cash derivative
liability of $1,475,975 as of September 30, 2013.  These operating
losses and working capital deficiency create an uncertainty about
the Company?s ability to continue as a going concern.  Although no
assurances can be given, management of the Company believes that
potential additional issuances of equity or other potential
financing will provide the necessary funding for the Company to
continue as a going concern.  The unaudited consolidated financial
statements do not include any adjustments that might be necessary
if the Company is unable to continue as a going concern.  The
Company is economically dependent upon future capital
contributions or financing to fund ongoing operations," the
Company said in its quarterly report for the period ended
Sept. 30, 2013.


CASA CASUARINA: Plan Confirmation Hearing Set for May 14
--------------------------------------------------------
Judge Laurel M. Isicoff of the U.S. Bankruptcy Court for the
Southern District of Florida, convene a hearing on May 14, 2014,
at 2:00 p.m., to consider confirmation of the full-payment plan
proposed by Casa Casuarina, LLC.  The deadline for objections to
confirmation is April 30.

Judge Isicoff has issued an order waiving the requirement for the
Debtor to file a disclosure statement explaining its Plan, after
finding the plan outline unnecessary.

The Court conducted a hearing on Feb. 13 to consider approval of
the Disclosure Statement.  The Court found that the Plan, as
amended consistent with the announcements made by the Plan
Proponent at the Feb. 13 hearing, contains no unimpaired classes.
In light of this, the Court found that the requirement of Section
1125(a) of the Bankruptcy Code, that a disclosure contain
"adequate information" to make "an informed decision" regarding
voting on the plan, is unnecessary, as no party-in-interest will
have a right to vote on the Plan.  For these reasons, the Court
waives any disclosure requirements set forth in Section 1125.

The Court also approved a settlement among the Debtor, Peter
Loftin, Luxury Resorts, LLC, Loftin Family, LLC, Loftin
Hospitality, LLC, Global Properties Group, LLC, 1116 Ocean Drive,
LLC, BGW Design Limited, Inc., 1501 Event Enterprises, Inc.,
Collins Avenue Parking LLC, and Barton G. Weiss.

The Plan proposes to pay creditors in full with the proceeds from
the sale of the Debtor's property at 1116 Ocean Drive, in Miami,
Florida, which property was formerly known as the Versace Mansion.
The property was sold for $41.5 million.  The Debtor says they
have $5.5 million in trust for the estates, enough to pay all
claims.

1116 Ocean Drive, which operated the Versace Mansion before the
Petition Date, filed a disputed claim in the amount of $10
million.  The Debtor disputed the entitlement of 1116 Ocean Drive
to pay claim against the estate.  The approved settlement provides
that 1116 Ocean Drive will withdraw its claim and will voluntarily
dismiss with prejudice Case No. 13-15720 pending before Florida's
11th Circuit Court, in and for Miami-Dade County, as to all
defendants.

Bill Rochelle, the bankruptcy columnist for Bloomberg News,
pointed out that had the former operators of the property not
withdrawn their claim, the recovery by unsecured creditors would
have been 40%.  The buyer of the mansion, VM South Beach LLC, had
acquired a $34.5 million secured claim and paid most of the
purchase price by waiving mortgage debt, Mr. Rochelle further
pointed out.

A full-text copy of the Plan, revised on March 14, is available
for free at http://bankrupt.com/misc/CASACASUARINAplan0314.pdf

                       About Casa Casuarina

Casa Casuarina, LLC, owner of Gianni Versace's former South Beach
mansion on Ocean Drive in Miami Beach, Florida, filed a Chapter 11
petition (Bankr. S.D. Fla. Case No. 13-25645) in Miami on July 1,
2013.  Peter Loftin signed the petition as manager.  Judge Laurel
M. Isicoff presides over the case.  The Debtor estimated assets of
at least $50 million and debts of at least $10 million.  Joe M.
Grant, Esq., at Marwill Socarras Grant, P.L., serves as the
Debtor's counsel.

Until his Ponzi scheme fell apart in 2009, Scott Rothstein had
controlled the company that owned the property.  Herbert Stettin
is the Chapter 11 trustee for Rothstein's law firm Rothstein
Rosenfeldt Adler PA, which has been in Chapter 11 liquidation
since November 2009.

Before Casa Casuarina filed for bankruptcy, Mr. Stettin had
reached agreement to settle his claim to partial ownership.

In its schedules, the Debtor disclosed $79,005,976.66 in total
assets and $32,506,799.29 in total liabilities as of the Petition
Date.


CASH STORE: Appeals Ontario Ruling on "Payday Loan"
---------------------------------------------------
Cash Store Financial on March 28 disclosed that it has appealed
the order of the Ontario Superior Court of Justice dated February
12, 2014 pursuant to which the Company's basic line of credit
product was declared to be a payday loan and the Company was
prohibited from acting as a loan broker in respect of its basic
line of credit product without a broker's license under the Payday
Loans Act.  There is no certainty that the appeal will be
successful and it is possible that the Company will be required to
permanently close its Ontario operations.

The Company also disclosed that, as part of its ongoing strategic
review, the Company and the advisors to the Special Committee of
the Board of Directors have engaged in discussions with certain of
the Company's creditors and other stakeholders to address near
term liquidity issues that have arisen, including as a result of
the suspension of the Company's right to make loans in Ontario.
The Company has been notified of the formation of an ad hoc
committee of holders of the Company's 11.5% senior secured notes
through its legal and financial advisors and, accordingly, the ad
hoc committee is one of the creditor groups involved in
discussions with the Company regarding how to address its near
term liquidity issues.

There is no certainty that the Company's near term liquidity
issues will be resolved and, if resolved, on terms that are
favorable to the Company.

                    About Cash Store Financial

Headquartered in Edmonton, Alberta, The Cash Store Financial is
the only lender and broker of short-term advances and provider of
other financial services in Canada that is listed on the Toronto
Stock Exchange (TSX: CSF).  Cash Store Financial also trades on
the New York Stock Exchange (NYSE: CSFS).  Cash Store Financial
operates 512 branches across Canada under the banners "Cash Store
Financial" and "Instaloans".  Cash Store Financial also operates
25 branches in the United Kingdom.

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

Cash Store Financial employs approximately 1,900 associates.

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

                          *     *     *

As reported in the Feb. 8, 2013 edition of the TCR, Standard &
Poor's Ratings Services lowered its issuer credit rating on Cash
Store Financial (CSF) to 'CCC+' from 'B-'.  The outlook is
negative.

"The downgrades follow a proposal by the payday loan registrar in
Ontario to revoke CSF's payday lending licenses and CSF's
announcement that it has discontinued its payday loan product in
the region," said Standard & Poor's credit analyst Igor Koyfman.
The company's businesses in Ontario, which account for
approximately one-third of its store count, will begin offering a
new line of credit product to its customers.  S&P believes this is
to offset the loss of its payday lending product; however, this is
a relatively new product, and S&P believes that it will be
challenging for the company to replace its lost earnings from the
payday loan product.  S&P also believes that the registrar's
proposal could lead to similar actions in other territories.

As reported by the TCR on Feb. 21, 2014, Moody's Investors Service
downgraded the Corporate Family of Cash Store Financial Services
Inc to Ca from Caa2.  The downgrade reflects the increased
pressure on Cash Store's near-term liquidity position after the
company was forced to cease offering its Line of Credit product in
Ontario by its regulator, the Ministry of Consumer Services.


CELESTE MINING: Applies to Alberta Security Commission for MCTO
---------------------------------------------------------------
Celeste Mining Corp. on March 28 disclosed that it has applied to
the Alberta Securities Commission to approve a management cease
trade order ("MCTO").  If approved, it is anticipated that the
MCTO will be issued on or about April 1, 2014.  The Company
anticipates it may be unable to file its annual financial
statements, management discussion and analysis and related Chief
Executive Officer and Chief Financial Officer certificates for its
fiscal year ended November 30, 2014 before the March 31, 2014
filing deadline.  If the MCTO application is not approved and the
Required Filings are not filed by the Filing Deadline, the
securities of the company may be subject to a general cease trade
order in accordance with National Policy 12-203 Cease Trade Orders
for Continuous Disclosure Defaults.

The delay in completing the Required Filings is attributable to
the additional time and efforts spent securing an additional
injection of working funds for the Issuer to undertake an audit of
its financial statements.  The Company will be working diligently
with its auditors to remedy the situation in advance of the
deadline, however, Celeste has concluded that its auditor will not
be able to complete the audit within the allotted timeframe, and
as such the Required Filings cannot be made by the Filing
Deadline.

The Company anticipates that it will be in a position to remedy
the default within the two-month time allotted that the Company
has applied for under the MCTO and file the Required Filings on or
before May 30, 2014.  The MCTO restricts all trading in securities
of the Company, whether direct or indirect, by management of the
Company.  If approved, the MCTO will be in effect until the
Required Filings are filed or until it is revoked or varied.

The Company intends to satisfy the provisions of the alternative
information guidelines set out in sections 4.3 and 4.5 of National
Policy 12-203 Cease Trade Orders for Continuous Disclosure
Defaults so long as the Required Filings are outstanding.

The Company has not taken any steps towards any insolvency
proceeding and the Company has no material information to release
to the public.

                          About Celeste

Celeste Mining Corp. -- http://www.celestemining.com-- is a
Canadian corporation currently focused on the acquisition of an
interest in Cornish Minerals Limited (a UK registered company)
which controls mining rights in the historic Cornish mining region
in Cornwall, England, including the South Crofty Mine as announced
in a news release dated May 25, 2011.  In addition, Celeste
continues to assess other tin, copper and copper-gold properties
for exploration and development opportunities.


CHESTER COMMUNITY: Fitch Affirms 'BB' Rating; Outlook Positive
--------------------------------------------------------------
Fitch Ratings affirms the long-term rating at 'BB' and removes
from Rating Watch Negative, approximately $56 million in charter
school revenue bonds issued by the Delaware County Industrial
Development Authority, PA (DCIDA).  The bonds are issued on behalf
of Chester Community Charter School (CCCS).

The Rating Outlook is Positive.

SECURITY

The bonds are secured by pledged revenues of CCCS, backed by a
mortgage on the property and facilities leased by the school and a
debt service reserve (DSR) cash-funded to transaction maximum
annual debt service (TMADS) of $4.1 million due in 2013.

Management fee payments to CSMI, LLC (CSMI) are subordinated to
the payment of debt service and the maintenance of a fully funded
DSR.

KEY RATING DRIVERS

RATING WATCH REMOVED: The decision to remove the Rating Watch is
supported by the authorizer's null assessment of a Commonwealth of
Pennsylvania Auditor General performance audit for CCCS, which
eliminates or greatly reduces Fitch's concern of negative impact
to the school.

IMPROVED FINANCIAL PERFORMANCE: The Positive Outlook reflects the
resolution of litigation against the Chester Upland School
District (CUSD), and receipt of nearly $18 million in installment
payments in fiscal year 2013 (FY13).  These funds, previously due
to the school, enabled operations to improve from a -20% margin in
FY12 to a 5.4% margin in FY13.  Additionally, CCCS's relationship
with CUSD, who acts as the charter authorizer, has substantially
improved.

DIMINISHED LIQUIDITY PROFILE: CCCS's balance sheet resources have
continued to decline and the school's available funds, a measure
of unrestricted liquidity is subject to further reduction as lease
payments related to the new Upland Borough campus are initiated in
the current fiscal year.

ENROLLMENT STRENGTH & COMMUNITY NEED: Enrollment has grown year
over year and December 2013's headcount of 3,039, while level with
2012's average headcount of 3,040, still represents over 50% of
the students in the school district. CCCS can accommodate 3,500
students but expects to be at full capacity with 3,350 students.

STRONG BONDHOLDER PROTECTIONS: Legal and structural provisions
include a trustee intercept of state aid that provides for payment
of debt service before any distribution of revenues to CCCS, and
contractual subordination of CSMI's fee.

RATING SENSITIVITIES

IMPROVED FINANCIAL FLEXIBILITY: CCCS's ability to maintain
consistently break-even to positive operations and grow liquidity
levels while successfully integrating the operations of the third
campus in Upland Borough could likely provide upward rating
pressure.

STANDARD SECTOR CONCERNS: 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 over time.

CREDIT PROFILE

CCCS was formed in 1998 to provide an alternative public school
option for residents in CUSD, which serves the City of Chester,
PA, Chester Township, PA and the Borough of Upland, PA.  CCCS has
experienced consistent, significant, demand-driven growth, leading
the school to expand its academic offerings to grades K-8 on three
campuses.  CCCS has a very strong relationship with CSMI, which
was formed specifically to manage the school's operations.  CSMI's
management strategy has been fiscally conservative, resulting in
historically balanced operations and strong academic performance
compared to CUSD.

Enrollment at CCCS, 3,175 students at the beginning of the school
year, has remained stable over the course of its history.  CCCS
also undertook a community-initiated project to open a campus in
Upland Borough in fall 2013.  CCCS's ability to meet its
enrollment goal for the new campus would ease credit concerns
related to future planned expansion.

FISCAL 2013 OPERATING IMPROVEMENT

CCCS generated a 5.4% margin in FY13, assisted by the receipt of
owed funds, which reversed a -20% margin in FY12 (due to the
aforementioned hurdles).  For fiscal 2014 the school expects
break-even to positive operating results and interim statements,
as of Dec. 31, 2013 indicate negligible but positive cash based
margins.  Completing the fiscal year with a positive margin would
continue a favorable trend for the school and provide positive
rating pressure over time.

CCCS faced material funding challenges during fiscal 2012 due to
per pupil funding being withheld or delayed at the CUSD level.
CCCS subsequently received those funds after a court settlement in
fiscal 2013.  The eventual settlement agreement, completed in July
of 2012 resulted in the receipt of installment payments in the
amount of $17.5 million.  These funds were utilized to pay off
loans incurred to cover expenses in the absence of regular
funding.

WEAK BALANCE SHEET CUSHION

Operational difficulties constrained CCCS's balance sheet cushion.
Available funds (defined by Fitch as cash and investments not
permanently restricted) dropped to $2.2 million in FY13.  These
funds represented 5.1% of fiscal 2013 operating expenses and 3.9%
of total outstanding debt.  CCCS's balance sheet resources are
very weak relative to the debt incurred and Fitch expects these
metrics to exhibit only incremental growth over time.

DEBT MANAGEABILITY

CCCS has historically exhibited a high but manageable debt burden.
TMADS represented 10.4% of fiscal 2013 revenues, somewhat lower
than the five-year average of 11.9%. Coverage of the annual debt
service averaged 0.9x from fiscal 2009 to 2013; fiscal 2013 actual
coverage was 1.5x.  Average coverage excluding fiscal 2012
averaged a stronger 1.4x.

CCCS's operations have historically provided adequate net
available income and can cover triple net lease costs associated
with campus facilities without additional enrollment or revenue
growth.  Coverage for transaction MADS of $4.69 million, including
lease costs for the new Upland Borough campus, slimmed to 1.2x.
The debt burden increased modestly to 10.4% of fiscal 2013
revenues.  Fitch views school's ability to cover the facilities
expenses in the absence of any enrollment growth favorably.


CODA HOLDINGS: Amended Liquidation Plan Declared Effective
----------------------------------------------------------
Adoc Holdings, Inc., formerly known as Coda Holdings, Inc., et
al., notified the U.S. Bankruptcy Court for the District of
Delaware that the Effective Date of their Third Amended Chapter 11
Plan of Liquidation occurred on March 5, 2014.

The Debtors related that each of the conditions precedent to
consummation of the Plan enumerated in Article XI of the Plan has
been satisfied or waived in accordance with the Plan and the
confirmation order dated Jan. 28, 2014.

As reported in the Troubled Company Reporter on Oct. 31, 2013, the
Plan was facilitated by a settlement under which the creditors'
committee permitted the sale of the non-auto business to an
insider group including an affiliate of Fortress Investment Group
LLC.  The sale was completed in June 2013.  According to a
Bloomberg News report, the assets were sold for $25 million.  The
buyer paid $1.7 million in cash and credit bid the amount of the
DIP loan and pre-bankruptcy secured debt.

Bloomberg said the settlement enabled the company to draw down
$1.9 million remaining on the loan financing the Chapter 11 case.
When the sale was completed, Los Angeles-based Coda changed its
name to Adoc Holdings Inc.  From cash remaining after higher-
priority claims are paid, the first $500,000 goes to unsecured
creditors.

The Bloomberg report relates that additional cash will be split,
with unsecured creditors receiving one-third and the purchasers
two-thirds.  The noteholders' deficiency claims won't share in the
portion for unsecured creditors.  There's a companion sharing
arrangement for proceeds from lawsuits.  Unsecured claims are
shown in the disclosure statement approved on Sept. 24 as totaling
around $23 million.  A Fortress affiliate is a holder of $15.8
million of the notes to be exchanged for ownership and was one of
the providers of bankruptcy financing.  Coda sold only 100 Coda
Sedans, an electrically powered version of the Hafei Saibao, made
in China.  The buyers didn't acquire the car business, and will
concentrate on making stationary electric storage systems.

                        About CODA Holdings

Los Angeles, California-based CODA Energy --
http://www.codaenergy.com-- made an electric auto that was a
commercial failure.  The company marketed the Coda Sedan, which
sold only 100 copies.  It was an electrically powered version of
the Hafei Saibao, made in China.  After bankruptcy, Los Angeles-
based Coda intends to concentrate on making stationery electric-
storage systems.

CODA Holdings, Inc., Coda Energy LLC and three other affiliates
filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No.
13-11153) on May 1, 2013, to enable the Company to complete a
sale, confirm a plan, and emerge from bankruptcy in a stronger
position to execute its new business plan.  The Company expects
the sale process to take 45 days to complete.

FCO MA CODA Holdings LLC, an affiliate of Fortress Investment
Group, is leading a consortium of lenders intending to provide DIP
financing to enable the Company's energy storage business to
remain fully operational during the restructuring process.  The
consortium, or its designee, will also as stalking horse bidder to
acquire the Company post-bankruptcy.  In addition, the Company
will seek to monetize value of its existing automotive business
assets.

CODA disclosed assets of $10 million to $50 million and
liabilities of less than $100 million.  Coda Automotive Inc.,
disclosed $24,950,641 in assets and $95,859,413 in liabilities as
of the Chapter 11 filing.  The Debtors have incurred prepetition a
significant amount of secured indebtedness: secured notes of with
principal in the amount of $59.1 million; term loans in the
principal amount of $12.6 million; and a bridge loan with $665,000
outstanding.  FCO and other bridge loan lenders have "enhanced
priority" over other secured noteholders that did not participate
in the bridge loans, pursuant to the intercreditor agreement.

Jeffrey M. Schlerf, Esq., John H. Strock, Esq., and L. John Bird,
Esq., at Fox Rothschild LLP are the counsel for the Debtors.

CODA's legal advisor in connection with the restructuring is White
& Case LLP.  Emerald Capital Advisors serves as its chief
restructuring officer and restructuring advisor, and Houlihan
Lokey serves as its investment banker for the restructuring.
Sidley Austin LLP is serving as FCO MA CODA Holdings LLC's legal
advisor.  Brent T. Robinson, Esq., at Robinson, Anthon & Tribe
represents the Debtors in their restructuring efforts.

The Committee tapped Brown Rudnick as its counsel and Deloitte
Financial Advisory Services LLP as its financial advisor.


COLDWATER CREEK: Preparing to File for Bankruptcy
-------------------------------------------------
Emily Glazer and Dana Mattioli, writing for The Wall Street
Journal, reported that women's retailer Coldwater Creek Inc. is
preparing to file for bankruptcy-court protection within about a
week as it contends with a high debt load, declining sales and
broader industry struggles, people familiar with the matter said.

According to the report, Coldwater Creek, known for its catalogs
selling a variety of women's clothes and accessories as well as
mall-based retail stores, has struggled for months. Attempts to
avoid a bankruptcy filing by refinancing debt or selling itself to
a private-equity buyer were ultimately unsuccessful, these people
said.

The company's post-bankruptcy strategy isn't clear, the Journal
said.  Coldwater Creek carries about $353 million in total debt,
which includes about $180 million in current liabilities,
according to its most recent earnings filing.

In addition to its catalog business and retail stores, Coldwater
Creek operates factory stores, an e-commerce business and seven
spas in the U.S., the report said, citing the retailer's website.

The company, which is publicly traded, posted sales of about $155
million for the quarter ended Nov. 2, 2013, compared with $188
million in the year-earlier period, according to its most recent
filing, the report related.  Private-equity firm Golden Gate
Capital in 2012 provided a $65 million term loan to Coldwater
Creek and has the option to buy stock in the company.

Coldwater Creek Inc. is a specialty retailer of women's apparel,
accessories, jewelry and gift items.  Founded in 1984 as a catalog
company, Coldwater Creek is now a multi-channel specialty retailer
generating $228.5 million in net sales in the three months ended
Nov. 1, 2008.  The company's proprietary merchandise assortment
reflects a sophisticated yet relaxed and casual lifestyle.


CONSTRUCTORA DE HATO: Wants More Time to Market Assets, File Plan
-----------------------------------------------------------------
Patricia I. Varela-Harrison, Esq., at Charles A. Cuprill, P.S.C.,
Law Offices -- on behalf of Constructora De Hato Rey Incorporada
-- asks the Bankruptcy Court for a 90-day extension of its
exclusive period to file a plan of reorganization and explanatory
disclosure statement.

The Debtor's exclusive plan filing period was set to expire March
20, 2014, absent an extension, and it filed the extension request
prior to that date.

The Debtor said the offers it has received thus far for the
purchase of its realty have been unreasonable, thus it has been
unable to liquidate its realty and raise the necessary funds to
execute a feasible Plan.  The Debtor is evaluating the possibility
of hiring a new real estate broker to sell or liquidate these
assets.

                    About Constructora De Hato

San Juan, Puerto Rico-based Constructora De Hato owns parcels of
land in Puerto Rico with an aggregate value of $1.82 million.  It
filed a Chapter 11 petition (Bankr. D.P.R. Case No. 12-02876-11)
in Old San Juan, Puerto Rico, on April 13, 2012.  The petition was
signed by Waldemar Carmona Gonzalez, president.  The Debtor is
represented by Charles Alfred Cuprill, Esq., at Charles A.
Curpill, PSC Law Office, in San Juan.  Luis R. Carrasquillo & Co.,
PSC, serves as financial consultant.  In its schedules, as
amended, the Debtor disclosed $10,701,724 in assets and $6,847,693
in liabilities.


DEWEY & LEBOEUF: Clawback Suit Seeks $9M From Former COO
--------------------------------------------------------
Jacqueline Palank, writing for The Wall Street Journal, reported
that a new lawsuit filed in Dewey & LeBoeuf LLP's bankruptcy case
seeks the return of more than $9 million in salary, bonuses and
other compensation from the defunct law firm's former chief
operating officer.

According to the report, over a six-year span, Dennis D'Alessandro
received $9.3 million under an "astronomically generous"
employment contract, according to a so-called clawback lawsuit
filed in Manhattan bankruptcy court.

The suit seeks to recover the funds on the grounds that the
payments were made while Dewey was unable to meet its other
financial obligations, the report related.

The lawsuit further claims the payments Mr. D'Alessandro received
were "atypical" for the legal industry and "far above" the value
of the services he provided as the firm's COO, the report further
related.

Mr. D'Alessandro's attorney, Bruce Barket, said his client would
be fighting the lawsuit, the report added.  He added that neither
he nor his client were served with the lawsuit and was unaware of
it before a reporter inquired about it on March 31.

                      About Dewey & LeBoeuf

Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y.
Case No. 12-12321) to complete the wind-down of its operations.
The firm had struggled with high debt and partner defections.
Dewey disclosed debt of $245 million and assets of $193 million in
its chapter 11 filing late evening on May 29, 2012.

Dewey & LeBoeuf LLP operated as a prestigious, New York City-
based, law firm that traced its roots to the 2007 merger of Dewey
Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird
-- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in
1929.  In recent years, more than 1,400 lawyers worked at the firm
in numerous domestic and foreign offices.

At its peak, Dewey employed about 2,000 people with 1,300 lawyers
in 25 offices across the globe.  When it filed for bankruptcy,
only 150 employees were left to complete the wind-down of the
business.

Dewey's offices in Hong Kong and Beijing are being wound down.
The partners of the separate partnership in England are in process
of winding down the business in London and Paris, and
administration proceedings in England were commenced May 28.  All
lawyers in the Madrid and Brussels offices have departed.  Nearly
all of the lawyers and staff of the Frankfurt office have
departed, and the remaining personnel are preparing for the
closure.  The firm's office in Sao Paulo, Brazil, is being
prepared for closure and the liquidation of the firm's local
affiliate.  The partners of the firm in the Johannesburg office,
South Africa, are planning to wind down the practice.

The firm's ownership interest in its practice in Warsaw, Poland,
was sold to the firm of Greenberg Traurig PA on May 11 for
$6 million.  The Pension Benefit Guaranty Corp. took $2 million of
the proceeds as part of a settlement.

Judge Martin Glenn oversees the case.  Albert Togut, Esq., at
Togut, Segal & Segal LLP, represents the Debtor.  Epiq Bankruptcy
Solutions LLC serves as claims and notice agent.  The petition was
signed by Jonathan A. Mitchell, chief restructuring officer.

JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the
lenders under the Revolver Agreement, hired Kramer Levin Naftalis
& Frankel LLP.  JPMorgan, as Collateral Agent for the Revolver
Lenders and the Noteholders, hired FTI Consulting and Gulf
Atlantic Capital, as financial advisors.  The Noteholders hired
Bingham McCutchen LLP as counsel.

The U.S. Trustee formed two committees -- one to represent
unsecured creditors and the second to represent former Dewey
partners.  The creditors committee hired Brown Rudnick LLP led by
Edward S. Weisfelner, Esq., as counsel.  The Former Partners hired
Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt &
Winters, LLP, as counsel.

FTI Consulting, Inc. was appointed secured lender trustee for the
Secured Lender Trust.  Alan Jacobs of AMJ Advisors LLC, was named
Dewey's liquidation trustee.  Scott E. Ratner, Esq., Frank A.
Oswald, Esq., David A. Paul, Esq., Steven S. Flores, Esq., at
Togut, Segal & Segal LLP, serve as counsel to the Liquidation
Trustee.

Dewey's liquidating Chapter 11 plan was approved by the bankruptcy
court in February 2013 and implemented in March.  The plan created
a trust to collect and distribute remaining assets.  The firm
estimated that midpoint recoveries for secured and unsecured
creditors under the plan would be 58.4 percent and 9.1 percent,
respectively.


DIGITAL REALTY: Fitch Assigns 'BB+' Rating to $1BB Preferred Stock
------------------------------------------------------------------
Fitch Ratings has assigned a credit rating of 'BBB' to Digital
Stout Holding, LLC's GBP300 million aggregate principal amount of
4.75% senior unsecured guaranteed notes due 2023.  Digital Stout
Holding, LLC is a wholly-owned subsidiary of Digital Realty Trust,
L.P., which is the operating partnership of Digital Realty Trust,
Inc. (NYSE: DLR).  The notes were priced at a spread of 215 basis
points over the United Kingdom Gilt Treasury Stock due 2023.

The guaranteed notes are senior unsecured obligations of Digital
Stout Holding, LLC and will be fully and unconditionally
guaranteed by Digital Realty Trust, Inc. and Digital Realty Trust,
L.P.  The company intends to use the net proceeds from the
offering totaling GBP296.4 million to temporarily repay borrowings
under its global revolving credit facility, to acquire additional
properties, to fund development opportunities, for general working
capital purposes or a combination of the foregoing.

Fitch currently rates Digital Realty Trust, Inc., Digital Realty
Trust, L.P., and Digital Stout Holding, LLC (collectively, Digital
Realty) as follows:

Digital Realty Trust, Inc.

   -- Issuer Default Rating (IDR) 'BBB';
   -- $1 billion preferred stock 'BB+'.

Digital Realty Trust, L.P.

   -- IDR 'BBB';
   -- $2 billion unsecured revolving credit facility 'BBB';
   -- $1 billion senior unsecured term loan facility 'BBB';
   -- $1.6 billion senior unsecured notes 'BBB';
   -- $266.4 million senior unsecured exchangeable debentures
      'BBB'.

Digital Stout Holding, LLC

   -- IDR 'BBB';
   -- GBP700 million unsecured guaranteed notes 'BBB'.

The Rating Outlook is Stable.

KEY RATING DRIVERS

Digital Realty's 'BBB' IDR takes into account the company's strong
access to capital evidenced by increasing institutional acceptance
of the company's data center portfolio, as well as adequate
liquidity due to laddered debt maturities, moderate retained cash
flow and a less aggressive development pipeline.  Credit strengths
also include a global platform and limited tenant concentration.
These strengths are balanced by an uncertain leasing environment
following reduced occupancy rates and select rental rate roll
downs; however, fixed-charge coverage should remain appropriate
for the 'BBB' rating. Corporate leverage is low for the rating
although unencumbered asset coverage is somewhat weak for the
'BBB' level as the company's unsecured debt incurrence has
outpaced the growth of the unencumbered pool.

Uncertain Leasing Environment

Same-store cash net operating income (NOI) increased by 8.9% in
2013.  However, same-store occupancy decreased to 91.2% as of
Dec. 31, 2013 from 93.3% as of Dec. 31, 2012, principally due to a
sizeable non-data center asset lease expiration.  Cash rental rate
roll downs on renewals were negative 0.4% for 2013.  Further
rental roll downs are possible in 2014 when 7.6% of rents expire
as well as in 2015 when 8.5% of rents expire.  Nevertheless, the
company sees an opportunity to increase revenues from colocation
(i.e., providing space, power, connectivity and outsourced IT
solutions for corporate enterprises).  Colocation provides an
alternative vehicle for growth that would enhance DLR's revenue
diversity to the benefit of unsecured bondholders.

Tenant retention was solid at 77% for 2013, indicating that only
select tenants have chosen not to renew in favor of building their
own data centers, which is a secular data center industry risk.
In addition, the weighted average remaining lease term for the
portfolio is approximately seven years, providing cash flow
stability absent tenant bankruptcies or lease renegotiations
during the term.

Solid Fixed-Charge Coverage

The company's fixed-charge coverage ratio was appropriate for the
'BBB' rating at 2.6x for 2013 pro forma for the series H preferred
stock and 4.75% Guaranteed Notes offerings (3.0x actual in 2013),
compared with 3.1x in 2012 and 2.9x in 2011.  Fitch defines fixed-
charge coverage as recurring operating EBITDA less recurring
capital expenditures less straight-line rent adjustments divided
by total cash interest incurred and preferred stock dividends.

Fitch anticipates that a backlog of leases signed but not yet
commenced will offset potential further rent roll downs and
increased capital expenditures associated with the lease-up of
vacant space.  Fixed-charge coverage should remain solid for the
'BBB' rating in the high 2.0x range.  In a stress case not
anticipated by Fitch in which rental rate roll downs result in low
single digit same-store NOI declines, coverage could decline below
2.5x, which would be weak for a 'BBB' rating.

Reduced Development Pipeline

Fitch views favorably DLR's reduction in development activities in
response to market conditions.  DLR's future funding requirements
for the total active development pipeline represented 4.9% of
gross asset value as of Dec. 31, 2013, compared with 6% as of
year-end 2012 and 6.9% as of year-end 2011.  Among the in-service
development inventory, approximately 17.3% of space is pre-leased
as of Dec. 31, 2013, indicative of elevated lease-up risk going
forward.  However, approximately 79.4% of space was pre-leased
across data centers under construction as of Dec. 31, 2013.
Construction costs on a per-square foot basis are declining as
well but remain high compared with other commercial property
sectors.

Strong Access to Capital

The company continues to demonstrate strong access to multiple
sources of capital on favorable terms, including the series H
preferred stock and 4.75% guaranteed notes.  In addition, the
company refinanced its revolving credit facility in August 2013,
increasing its total borrowing capacity to $2 billion from $1.8
billion and also refinanced its senior unsecured multi-currency
term loan facility, increasing its total borrowing capacity to $1
billion from $750 million.  In September 2013, DLR formed a joint
venture with an investment fund managed by Prudential Real Estate
Investors (PREI) and contributed nine Powered Base Building data
centers valued at approximately $366.4 million.  The PREI-managed
fund took an 80% interest in the joint venture, and DLR retained a
20% interest.  The company contributed another Powered Base
Building data center to this venture in the first quarter of 2014
(1Q'14).

Adequate Liquidity

Liquidity coverage assuming no additional external capital
raising, calculated as liquidity sources divided by uses, is 1.5x
for the period Jan. 1, 2014 to Dec. 31, 2015.  Sources of
liquidity include unrestricted cash, availability under the
company's global credit facility pro forma for the series H
preferred stock and 4.75% guaranteed notes offerings, and
projected retained cash flows from operating activities after
dividends and distributions.  Uses of liquidity include debt
maturities, projected recurring capital expenditures and
development costs.  Assuming 80% of the company's secured debt is
refinanced - an unlikely scenario as the company continues to
unencumber the portfolio - liquidity coverage would be 1.8x.

Debt maturities are laddered in the coming years with 9% of debt
maturing in 2014 followed by 10.4% in 2015.  In addition, the
company's adjusted funds from operations (AFFO) payout ratio was
83.9% in 2013 compared with 83.7% in 2012, reflective of good
internally-generated liquidity of over $80 million annually based
on the 2013 payout ratio.

Global Platform

Digital Realty offers Turn-Key Flex, Powered Base Building, and
colocation space and its 131 properties span 33 markets across 10
countries and four continents.  This significant market presence
gives the company strong tenant relationships; approximately 58%
of the company's customers occupy space in DLR data centers across
multiple markets.  Top markets as of Dec. 31, 2013 were London
(12.6% of rent), Northern Virginia (10.2%), New York (9.5%),
Dallas (9.3%), and Silicon Valley (8.4%).

Limited Tenant Concentration

Tenant concentration continues to decline, which Fitch views
favorably and which differentiates DLR from its major competitors,
CoreSite Realty Corporation, DuPont Fabros Technology, Inc. and
Global Switch Holdings Ltd. (Fitch IDR of 'BBB' with a Stable
Rating Outlook).  DLR's top five tenants comprise 23.5% of total
base rent, compared with 23.1% to 61% for its primary competitors.
DLR's top tenants as of Dec. 31, 2013 were CenturyLink, Inc. (IDR
of 'BB+' with a Stable Rating Outlook) at 7.8% of rent, IBM (IDR
of 'A+' with a Stable Rating Outlook) at 5.5%, TelX Group, Inc. at
4.3%, Equinix Operating Company, Inc. at 3.2% and Morgan Stanley
(IDR of 'A' with a Stable Rating Outlook) at 2.7%.

Technical Team Focused on New Initiatives

The company offers customized solutions to its tenants; recent
initiatives include the launch of EnVision, a comprehensive data
center infrastructure management (DCIM) solution that provides
increased visibility into data center operations, and the launch
of Digital Open Internet Exchange (Digital Open-IX), a neutral and
member-governed internet exchanges self-regulatory body in North
America, similar to the system in Europe.  The initial rollout for
Digital Open-IX will take place in the New York metro area and
Northern Virginia, followed by deployment in several other U.S.
markets.

Low Corporate Leverage for 'BBB'

Leverage is low for the 'BBB' rating, with net debt as of Dec. 31,
2013 pro forma for the preferred stock and Guaranteed Notes
offerings to 2013 recurring operating EBITDA at 5.3x, compared
with 5.5x as of Dec. 31, 2012 and 4.7x as of Dec. 31, 2011.  The
incurrence of debt to fund a portion of acquisitions and
development contributed towards the increased leverage trend from
2011 to 2012.

In addition, on March 17, 2014, Digital Realty announced its
intention to redeem all its outstanding 5.5% senior unsecured
exchangeable debentures.  The exchange of all of these debentures
for common stock would further reduce leverage to approximately
5.0x.

Fitch's base case anticipates that the company's same-property NOI
will be flat over the next 12-to-24 months, which will result in
leverage in the low-to-mid 5x range.  In a stress case not
anticipated by Fitch in which the company experiences low single
digit same-store NOI declines, leverage would approach 6.0x, which
would be weak for a 'BBB' rating.

Separately, in October 2013, DLR's board of directors authorized a
$500 million share repurchase program, although the company has
yet to utilize the program. Fitch does not expect the company to
access this program actively; should the company do so, it would
weaken the position of unsecured bondholders and could result in
negative rating actions, depending on the magnitude of the
buyback.

Slightly Weak Unencumbered Asset Coverage

Digital Realty is committed to an unsecured funding profile.
However, the company's unsecured debt incurrence has outpaced the
growth of the unencumbered pool.  Unencumbered assets
(unencumbered NOI pro forma for redevelopment and development NOI
divided by a stressed capitalization rate of 10%) covered pro
forma net unsecured debt by 1.8x.

Executive Leadership Announcement

On March 17, 2014, the company announced that Michael F. Foust
departed as Chief Executive Officer. Digital Realty's Board of
Directors appointed A. William Stein, Chief Financial Officer and
Chief Investment Officer, to serve as Interim Chief Executive
Officer.  Stein joined the company's predecessor private equity
fund in April 2004 and, having overseen the company's growth and
achievement of investment-grade credit ratings, is well-positioned
to serve in this role.

Preferred Stock Notching

The two-notch differential between the company's IDR and preferred
stock rating is consistent with Fitch's criteria for corporate
entities with an IDR of 'BBB'.

Stable Outlook

The Stable Outlook reflects Fitch's projection that fixed charge
coverage will remain in the high 2x to low 3x range, that leverage
will remain in the low-to-mid 5x range, and that the company will
continue its gradual tenant and asset diversification via
acquisitions and development.

Rating Sensitivities

The following factors may result in positive momentum in the
rating and/or Outlook:

   -- Increased mortgage lending activity in the datacenter
      sector;
   -- Fitch's expectation of fixed-charge coverage sustaining
      above 3.0x (pro forma fixed-charge coverage is 2.6x);
   -- Fitch's expectation of net debt to recurring operating
      EBITDA sustaining below 4.5x (pro forma leverage is 5.3x).

The following factors may result in negative momentum in the
rating and/or Outlook:

   -- Sustained declines in rental rates and same-property NOI;
   -- Fitch's expectation of fixed-charge coverage sustaining
      below 2.5x;
   -- Fitch's expectation of leverage sustaining above 6.0x;
   -- Base case liquidity coverage sustaining below 1.0x.


DOTS LLC: Can Hire A&G as Real Estate Consultants
-------------------------------------------------
Dots, LLC and its debtor-affiliates sought and obtained for
permission from the U.S. Bankruptcy Court for the District of New
Jersey to employ A&G Realty Partners, LLC as real estate
consultants, effective Jan. 20, 2014.

The services to be rendered by A&G Realty are subject to specific
direction by the Debtors.  As more fully set forth in the Services
Agreement, A&G Realty will advise the Debtors with respect to
stores that the Debtor determines to close or sell, including
valuing such leases, negotiating with landlords over rent
reductions, negotiating with landlords over claim reductions or
claim waivers and negotiating with landlords with respect to
assignment and sale of such leases.  All of the services to be
provided by A&G Realty will only be provided on an as-needed basis
upon the request of the Debtors.

Emilio Amendola, principal of A&G Realty, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

                         About 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.


DOTS LLC: Files Schedules of Assets and Liabilities
---------------------------------------------------
Dots LLC filed with the Bankruptcy Court for the Northern District
of California its schedules of assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property           $51,574,560
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $47,643,668
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $807,280
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $36,991,707
                                 -----------      -----------
        TOTAL                    $51,574,560      $85,442,656

                         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.


DUTCH GOLD: To Provide Services to Medical Marijuana Industry
-------------------------------------------------------------
The Board of Directors of Dutch Gold Resources, Inc., has
authorized the release of a letter to shareholders dated March 12,
2014.  Below is a complete copy of the letter.

To our Shareholders:

On January 31, 2014, we wrote to you about the direction of the
Company in 2014 and beyond.  This letter is not written as a
substitute for other reporting, simply to update those who are
interested DGRI.

What business sectors are of particular focus to the Company?  In
January we wrote that management believes that the best
opportunities for growth with modest capital requirements are
found in the business services sector.  We have decided to focus
on delivering financial services to the Medical Marijuana
Industry.  Our intention is to leverage business relationships
through joint ventures, strategic partnerships and acquisitions to
offer business acceleration services to this rapidly growing and
evolving industry.

Why enter the Medical Marijuana Industry? To be clear, we will
offer business and financial services to this emerging market.
Companies in the Medical Marijuana business face significant
challenges with regard to banking, access to credit and compliance
services.  Twenty states have legalized medical marijuana, and it
is likely that more states will follow.  We believe that we can
offer more mainstream financial and business services, while
facilitating compliance with state regulations.

What can we expect from the Company going forward? We have
identified three primary service offerings: Merchant Services,
Business Services and Capital Formation services through crowd
funding.  Each offering present a different revenue stream,
beginning to build a portfolio of products that can produce
ongoing business.

How do we find out more? Please visit our new website at
www.dutchgoldinc.com.


Sincerely,

DUTCH GOLD RESOURCES, INC.

Dan Hollis

Daniel Hollis, CEO

                         About Dutch Gold

Based in Atlanta, Ga., Dutch Gold Resources, Inc. (OTC: DGRI)
-- http://www.dutchgoldresources.com/-- is a junior gold miner
focused on developing its existing mining properties in North
America and acquiring and developing new mines that can enter into
production in 12 to 24 months.

After auditing the 2011 results, Hancock Askew & Co., LLP, in
Norcross, Georgia, noted that the Company has limited liquidity
and has incurred recurring losses from operations and other
conditions exist which raise substantial doubt about the Company's
ability to continue as a going concern.

The Company reported a net loss of $4.58 million on $0 of sales in
2011, compared with a net loss of $3.69 million on $0 of revenue
in 2010.  The Company's balance sheet at Sept. 30, 2012, showed
$2.65 million in total assets, $7.17 million in total liabilities
and a $2.23 million total stockholders' deficit.


E. H. MITCHELL: Files Amended Schedules of Assets and Liabilities
-----------------------------------------------------------------
E. H. Mitchell & Company LLC filed with the Bankruptcy Court for
the Eastern District of Louisiana its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                $300,000,000
  B. Personal Property             $13,472,497
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                  $849,772
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                          $427,000
                                 -----------      -----------
        TOTAL                    $313,472,497      $1,276,772

                 About E. H. Mitchell & Company LLC

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

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

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

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


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

Net Loss decreased ARS 370.2 million to a loss of ARS 19.3 million
in the fourth quarter of 2013 from a loss of ARS 389.5 million in
the same period of 2012, mainly due to the partial recognition of
CMM increases pursuant to Note 6852/13 of ARS 723.6 million and
positive interests of ARS 24.6 million and a gain accounted for
Aeseba s Sale Trust repurchase of Edenor Notes due 2017 and 2022
of ARS 23.2 million, partially offset by the increase in costs
described above, exchange differences of ARS 92.2 million,
commercial interests accrued to CAMMESA of ARS 34.2 million and
ARS 61.8 million in income tax loss.


As of Dec. 31, 2013, the Company had ARS 7.25 billion in total
assets, ARS 6.08 billion in total liabilities and ARS 1.17 billion
in total equity.

A copy of the Form 6-K report is available for free at:

                        http://is.gd/5tA9JC

                         About Edenor SA

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


EDISON MISSION: Cancels Registration of Common Stock
----------------------------------------------------
Edison Mission Energy filed with the Securities and Exchange
Commission a Form 15 "CERTIFICATION AND NOTICE OF TERMINATION OF
REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF
1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934" with respect to the
Common Stock, par value $0.01 per share.  EME said the approximate
number of holders of record as of the certification or notice date
is one.

                      About Edison Mission

Santa Ana, California-based Edison Mission Energy is a holding
company whose subsidiaries and affiliates are engaged in the
business of developing, acquiring, owning or leasing, operating
and selling energy and capacity from independent power production
facilities.  EME also engages in hedging and energy trading
activities in power markets through its subsidiary Edison Mission
Marketing & Trading, Inc.

EME was formed in 1986 and is an indirect subsidiary of Edison
International.  Edison International also owns Southern California
Edison Company, one of the largest electric utilities in the
United States.

EME and its affiliates sought Chapter 11 protection (Bankr. N.D.
Ill. Lead Case No. 12-49219) on Dec. 17, 2012.

EME has reached an agreement with the holders of a majority of
EME's $3.7 billion of outstanding public indebtedness and its
parent company, Edison International EIX, that, pursuant to a plan
of reorganization and pending court approval, would transition
Edison International's equity interest to EME's creditors, retire
existing public debt and enhance EME's access to liquidity.

The Company's balance sheet at Sept. 30, 2012, showed
$8.17 billion in total assets, $6.68 billion in total liabilities
and $1.48 billion in total equity.

In its schedules, Edison Mission Energy disclosed total assets of
assets of $5,721,559,170 and total liabilities of $6,202,215,094
as of the Petition Date.

The Debtors, other than Camino Energy Company, are also
represented by James H.M. Sprayregen, P.C., Sarah Hiltz Seewer,
Esq., and Seth A. Gastwirth, Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois; and Joshua A. Sussberg, Esq., at Kirkland &
Ellis LLP, in New York.  Debtor Camino Energy Company is
represented by David A. Agay, Esq., and Joshua Gadharf, Esq., at
McDonald Hopkins LLC, in Chicago, Illinois.

Perella Weinberg Partners is acting as the Debtors' financial
advisor and McKinsey & Company Recovery and Transformation
Services is acting as restructuring advisor.  GCG, Inc., is the
claims and notice agent.

An official committee of unsecured creditors has been appointed in
the case and is represented by Ira S. Dizengoff, Esq., Stephen M.
Baldini, Esq., Arik Preis, Esq., and Robert J. Boller, Esq., at
Akin Gump Strauss Hauer & Feld LLP in New York; James Savin, Esq.,
and Kevin M. Eide, Esq., at Akin Gump Strauss Hauer & Feld LLP in
Washington, DC; and David M. Neff, Esq., and Brian Audette, Esq.,
at Perkins Coie LLP.  The Committee also has tapped Blackstone
Advisory Partners as investment banker and FTI Consulting as
financial advisor.

EME's Joint Plan of Reorganization was confirmed on March 11,
2014.  The Plan provides for: (a) the sale to NRG Energy, Inc. and
NRG Energy Holdings, Inc. of substantially all of EME's assets for
approximately $2.635 billion, subject to certain adjustments
provided in the Acquisition Agreement, and assumption of so-called
PoJo Leases, as modified; (b) a settlement with Edison
International -- EIX -- and certain EME noteholders pursuant
to which EME will emerge from bankruptcy free of liabilities but
will remain an indirect wholly-owned subsidiary of EIX; and (c)
the transfer of substantially all remaining assets and liabilities
of EME that are not otherwise discharged in the bankruptcy or
transferred to NRG to the Reorganization Trust.  Once consummated,
the Plan will result in recoveries of over 80% for holders of
unsecured claims against EME and payment in full in cash of claims
against EME's subsidiaries.


ELBIT IMAGING: Shareholders Elect 7 Directors to Board
------------------------------------------------------
At an extraordinary general meeting of shareholders of Elbit
Imaging Ltd. held on March 13, 2014, the following nominees were
duly elected as members of the Company's Board of Directors: Alon
Bachar, Eliezer Avraham Brender, Ron Hadassi, Shlomo Kelsi, Yoav
Kfir, Boaz Lifschitz and Nadav Livni.

                     About Elbit Imaging Ltd.

Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF)
hold investments in real estate and medical companies.  The
Company, through its subsidiaries, also develops shopping and
entertainment centers in Central Europe and invests in and manages
hotels.

Elbit Imaging disclosed a loss of NIS455.50 million on NIS671.08
million of total revenues for the year ended Dec. 31, 2012, as
compared with a loss of NIS247.02 million on NIS586.90 million of
total revenues for the year ended Dec. 31, 2011.

Brightman Almagor Zohar & Co., in Tel-Aviv, Israel, expressed
substantial doubt about Elbit Imaging's ability to continue as a
going concern following the financial results for the year ended
Dec. 31, 2012.

The Certified Public Accountants noted that in the period
commencing Feb. 1, 2013, through Feb. 1, 2014, the Company is to
repay its debenture holders NIS 599 million (principal and
interest).  "Said amount includes NIS 82 million originally
payable on Feb. 21, 2013, that its repayment was suspended
following a resolution of the Company's Board of Directors.  The
Company's Board also resolved to suspend any interest payments
relating to all the Company's debentures.  In addition, as of
Dec. 31, 2012, the Company failed to comply with certain financial
covenants relating to bank loans in the total amount as of such
date of NIS 290 million.

The Company's balance sheet at Sept. 30, 2013, showed NIS4.83
billion in total assets, NIS4.96 billion in total liabilities and
a NIS122.24 million shareholders' deficiency.

Since February 2013, Elbit has intensively endeavored to come to
an arrangement with its creditors.  Elbit has said it has been
hanging by a thread for more than five months.  It has encountered
cash flow difficulties and this burdens its day to day activities,
and it certainly cannot make the necessary investments to improve
its assets.  In light of the arrangement proceedings, and
according to the demands of most of the bondholders, as well as an
agreement that was signed on March 19, 2013, between Elbit and the
Trustees of six out of eight series of bonds, Elbit is prohibited,
inter alia, from paying off its debts to the financial creditors -
- and as a result a petition to liquidate Elbit was filed, and
Bank Hapoalim has declared its debts immediately payable,
threatening to realize pledges that were given to the Bank on
material assets of the Company -- and Elbit undertook not to sell
material assets of the Company and not to perform any transaction
that is not during its ordinary course of business without giving
an advance notice to the trustees.

Accountant Rony Elroy has been appointed as expert for examining
the debt arrangement in the Company.

In July 2013, Elbit Imaging's controlling shareholders, Europe-
Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company
that the Tel Aviv District Court has appointed Adv. Giroa Erdinast
as a receiver with regards to the ordinary shares of the Company
held by Europe Israel securing Europe Israel's obligations under
its loan agreement with Bank Hapoalim B.M.  The judgment stated
that the Receiver is not authorized to sell the Company's shares
at this stage.  Following a request of Europe-Israel, the Court
also delayed any action to be taken with regards to the sale of
those shares for a period of 60 days.  Europe Israel and
Mr. Zisser have also notified the Company that they utterly reject
the Bank's claims and intend to appeal the Court's ruling.


ELBIT IMAGING: York Global, Et Al., to Sell 204.4-Mil. Shares
-------------------------------------------------------------
Elbit Imaging Ltd. registered with the U.S. Securities and
Exchange Commission 204,422,767 of the Company's ordinary shares
for resale by York Global Finance Offshore BDH (Luxembourg),
Davidson Kempner Partners, Bank Hapoalim B.M., et al.  The
proposed maximum aggregate offering price is $38.96 million.

The Company will not receive any proceeds from the sale of the
shares by the selling shareholders.

The Company's ordinary shares are traded on the NASDAQ Global
Select Market, or NASDAQ, under the symbol "EMITF" and on the Tel-
Aviv Stock Exchange, or TASE, under the symbol "EMIT."  The
closing price of the Company's ordinary shares on NASDAQ on
March 11, 2014, was $0.1951 per share and the closing price of the
Company's ordinary shares on the TASE on March 11, 2014, was NIS
0.685 per share (equal to $0.1972 based on the exchange rate
between the NIS and the dollar, as quoted by the Bank of Israel on
March 11, 2014).

A copy of the Form F-1 registration statement is available at:

                        http://is.gd/g0Cgs3

                      About Elbit Imaging Ltd.

Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF)
hold investments in real estate and medical companies.  The
Company, through its subsidiaries, also develops shopping and
entertainment centers in Central Europe and invests in and manages
hotels.

Elbit Imaging disclosed a loss of NIS455.50 million on NIS671.08
million of total revenues for the year ended Dec. 31, 2012, as
compared with a loss of NIS247.02 million on NIS586.90 million of
total revenues for the year ended Dec. 31, 2011.

Brightman Almagor Zohar & Co., in Tel-Aviv, Israel, expressed
substantial doubt about Elbit Imaging's ability to continue as a
going concern following the financial results for the year ended
Dec. 31, 2012.

The Certified Public Accountants noted that in the period
commencing Feb. 1, 2013, through Feb. 1, 2014, the Company is to
repay its debenture holders NIS 599 million (principal and
interest).  "Said amount includes NIS 82 million originally
payable on Feb. 21, 2013, that its repayment was suspended
following a resolution of the Company's Board of Directors.  The
Company's Board also resolved to suspend any interest payments
relating to all the Company's debentures.  In addition, as of
Dec. 31, 2012, the Company failed to comply with certain financial
covenants relating to bank loans in the total amount as of such
date of NIS 290 million.

The Company's balance sheet at Sept. 30, 2013, showed NIS4.83
billion in total assets, NIS4.96 billion in total liabilities and
a NIS122.24 million shareholders' deficiency.

Since February 2013, Elbit has intensively endeavored to come to
an arrangement with its creditors.  Elbit has said it has been
hanging by a thread for more than five months.  It has encountered
cash flow difficulties and this burdens its day to day activities,
and it certainly cannot make the necessary investments to improve
its assets.  In light of the arrangement proceedings, and
according to the demands of most of the bondholders, as well as an
agreement that was signed on March 19, 2013, between Elbit and the
Trustees of six out of eight series of bonds, Elbit is prohibited,
inter alia, from paying off its debts to the financial creditors -
- and as a result a petition to liquidate Elbit was filed, and
Bank Hapoalim has declared its debts immediately payable,
threatening to realize pledges that were given to the Bank on
material assets of the Company -- and Elbit undertook not to sell
material assets of the Company and not to perform any transaction
that is not during its ordinary course of business without giving
an advance notice to the trustees.

Accountant Rony Elroy has been appointed as expert for examining
the debt arrangement in the Company.

In July 2013, Elbit Imaging's controlling shareholders, Europe-
Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company
that the Tel Aviv District Court has appointed Adv. Giroa Erdinast
as a receiver with regards to the ordinary shares of the Company
held by Europe Israel securing Europe Israel's obligations under
its loan agreement with Bank Hapoalim B.M.  The judgment stated
that the Receiver is not authorized to sell the Company's shares
at this stage.  Following a request of Europe-Israel, the Court
also delayed any action to be taken with regards to the sale of
those shares for a period of 60 days.  Europe Israel and
Mr. Zisser have also notified the Company that they utterly reject
the Bank's claims and intend to appeal the Court's ruling.


EMPIRE RESORTS: Participates in Meetings Held by EPR Properties
---------------------------------------------------------------
Empire Resorts, Inc., participated in meetings held by EPR
Properties on March 13, 2014, in which EPR presented an overview
of its new four-season destination resort planned in Sullivan
County, New York.  Empire has made the presentation and related
materials available, a copy of which can be found at:

                       http://is.gd/k0w57p

                       About Empire Resorts

Based in Monticello, New York, Empire Resorts, Inc. (NASDAQ: NYNY)
-- http://www.empireresorts.com/-- owns and operates Monticello
Casino & Raceway, a video gaming machine and harness racing track
and casino located in Monticello, New York, 90 miles northwest of
New York City.

Empire Resorts reported a net loss applicable to common shares of
$2.26 million in 2012, as compared with a net loss applicable to
common shares of $1.57 million in 2011.  The Company incurred a
net loss applicable to common shares of $19.12 million in 2010.

The Company's balance sheet at Sept. 30, 2013, showed $60.72
million in total assets, $52.43 million in total liabilities and
$8.29 million in total stockholders' equity.


EMPIRE RESORTS: Amends $250 Million Securities Prospectus
---------------------------------------------------------
Empire Resorts, Inc., amended its Form S-3 registration statement
relating to the offer and sale, in one or more series, of any one
of the following securities of the Company, for total gross
proceeds of up to $250,000,000:

   * common stock;

   * preferred stock;

   * purchase contracts;

   * warrants to purchase our securities;

   * subscription rights;

   * depositary shares;

   * debt securities; and

   * units.

The Company's common stock is traded on the Nasdaq Global Market
under the symbol "NYNY."

The Company amended the Registration Statement to delay its
effective date.

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

                   http://is.gd/4eQDSW

                    About Empire Resorts

Based in Monticello, New York, Empire Resorts, Inc. (NASDAQ: NYNY)
-- http://www.empireresorts.com/-- owns and operates Monticello
Casino & Raceway, a video gaming machine and harness racing track
and casino located in Monticello, New York, 90 miles northwest of
New York City.

Empire Resorts reported a net loss applicable to common shares of
$2.26 million in 2012, as compared with a net loss applicable to
common shares of $1.57 million in 2011.  The Company incurred a
net loss applicable to common shares of $19.12 million in 2010.

The Company's balance sheet at Sept. 30, 2013, showed $60.72
million in total assets, $52.43 million in total liabilities and
$8.29 million in total stockholders' equity.


ENDEAVOUR INTERNATIONAL: Issues $5 Million Convertible Notes
------------------------------------------------------------
As previously disclosed, on Feb. 28, 2014, Endeavour International
Corporation and three of its domestic subsidiaries entered into a
securities purchase agreement with Whitebox Advisors LLC, as
representative of certain of its affiliated funds.  The Company
exercised its option under the Purchase Agreement, and on March 7,
2014, issued $5,000,000 aggregate principal amount of the
Company's 6.5 percent convertible notes with identical terms as
the $12,500,000 aggregate principal amount of the Company's 6.5
percent convertible notes originally issued on March 3, 2014.

Holders may convert their Notes at any time prior to the close of
business on the business day immediately preceding the maturity
date.  The conversion rate for the Notes is initially 214.5002
shares of the Company's common stock per $1,000 principal amount
of Notes (equivalent to an initial conversion price of
approximately $4.662 per share of the Company's common stock),
subject to certain anti-dilution adjustments as provided in the
indenture governing the Notes.

                   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.


ENDICOTT INTERCONNECT: To File Amended Plan by April 24
-------------------------------------------------------
Endicott Interconnect Technologies, Inc., et al., ask the U.S.
Bankruptcy Court for the Northern District of New York to further
extend their exclusive period within which to solicit acceptances
of the amended Plan of Liquidation to Sept. 3, 2014.

On Dec. 23, 2013, EIT filed its Liquidation Plan and proposed
disclosure statement.  The accompanying disclosure materials had
unsecured creditors getting an estimated recovery of 1% to 2% on
about $35 million in claims.  The initial hearing to consider
approving the Disclosure Statement was held on Feb. 27, 2014.
Since that time, the Debtors? counsel has worked with the Office
of the U.S. Trustee and the Official Committee of Unsecured
Creditors to resolve their objections to the Disclosure Statement.
In addition, the Debtors are working to resolve certain priority
and general unsecured claims that will impact the overall
distribution to creditors in the Chapter 11 cases.

The Debtors tell the Court they intend to file an amended Plan and
amended Disclosure Statement, incorporating the resolved
objections and claims by April 24, and anticipate that the Court
will schedule the hearing to confirm the amended Plan during May
or June, 2014.

A hearing to consider approval of the Debtors' extension request
will be on April 24, 2014, at 10:30 a.m.  Objections are due by
April 17.

                   About Endicott Interconnect

Endicott Interconnect Technologies, Inc., and its affiliates filed
a Chapter 11 petition (Bankr. N.D.N.Y. Case No. 13-bk-61156) in
Utica, New York, on July 10, 2013, to sell the business before
cash runs out by the end of September.  David W. Van Rossum is the
Debtors' sole officer.  Bond, Schoeneck & King, PLLC, is counsel
to the Debtor.

Based in Endicott, New York, and formed in 2002, EIT is the
successor to the microelectronics division of IBM Corp.  The
products are used in aerospace, defense and medication
applications, among others.

The Company sought Chapter 11 bankruptcy protection after
suffering $100 million in operating losses in the last four years.
In addition to $16 million in secured claims, trade suppliers are
owed $34 million.  There is another $32 million owing for loans
made by shareholders.  The Company said the book value of property
is $36 million.

An official committee of unsecured creditors has been appointed in
the case with Avnet Electronics Marketing, Arrow Electronics,
Inc., Acbel Polytech, Inc., Cadence Design Systems, Inc.,
Orbotech, Inc., Tyco Electronics, and High Performance Copper
Foil, Inc. as members.  The committee is represented by Arent Fox
LLP.

The official creditors' committee said there could be $20.8
million in claims to bring against insiders.  In August, the
judge authorized the committee to conduct an investigation of the
insiders.


ENERGY FUTURE: Seeks More Time for Restructuring Deal
-----------------------------------------------------
Mike Spector and Emily Glazer, writing for The Wall Street
Journal, reported that Energy Future Holdings Corp., the troubled
power company at the center of a record private-equity buyout,
plans to seek more time to negotiate a restructuring deal with
creditors before filing what would be one of America's largest
bankruptcies.

According to the report, the Dallas utility, formerly called TXU
Corp., asked federal regulators for more time to file an annual
financial report that is expected to reveal an opinion from
auditors expressing doubt about the company's ability to continue
as a going concern, according to a regulatory filing and people
familiar with the matter.

For Energy Future, receiving an extension from the Securities and
Exchange Commission on filing the annual financial report, which
was due March 31, would be important because a going concern
opinion from auditors triggers a default on billions of dollars of
debt that would force the company to imminently seek bankruptcy
protection, the report related.

The company also separately said it decided against making certain
debt payments due April 1, the report further related.  Energy
Future said it would enter a grace period in lieu of making the
payments. The company said how much of that time is used would
depend on how negotiations with creditors go.

Energy Future's board met to review plans for requesting an
extension on its annual financial report and to discuss exercising
the debt-payment grace period, the people said, the report cited.

            About Energy Future Holdings, fka TXU Corp.

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

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

                Restructuring Talks With Creditors

In April 2013, Energy Future and its affiliates confirmed in a
regulatory filing that they are in restructuring talks with
certain unaffiliated holders of first lien senior secured claims
concerning the Companies' capital structure.

Energy Future has retained Kirkland & Ellis LLP and Evercore
Partners to advise the Companies with respect to the potential
changes to the Companies' capital structure and to assist in the
evaluation and implementation of other potential restructuring
options.

The Creditors have retained Paul, Weiss, Rifkind, Wharton &
Garrison LLP and Millstein & Co., L.P. to advise the Creditors and
to assist in the Creditors' evaluation of potential restructuring
options involving the Companies.

According to a Wall Street Journal report, people familiar with
the matter said Apollo Global Management LLC, Oaktree Capital
Management, Centerbridge Partners and GSO Capital Partners, the
credit arm of buyout firm Blackstone Group LP, all hold large
chunks of Energy Future's senior debt.  Many of these firms belong
to a group being advised by Jim Millstein, a restructuring expert
who helped the U.S. government revamp American International Group
Inc.  The Journal said Apollo enlisted investment bank Moelis &
Co. for additional advice to ensure it gets as much attention as
possible on the case given its large debt holdings.


ENNIS COMMERCIAL: Court Okays Hiring of JTW as Tax Consultants
--------------------------------------------------------------
David Stapleton, the Plan Administrator of Ben Ennis, sought and
obtained authorization from the Hon. Fredrick Clement of the U.S.
Bankruptcy Court for the Eastern District of California to employ
Janzen, Tamberi & Wong ("JTW") as tax consultants, effective
July 12, 2013.

JTW will assist the Plan Administrator in connection with the
issues presented and arising in the post-confirmation phase of the
Chapter 11 case and the Plan Administrator's duties under the
plan.

George A. Tamberi of JTW assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14)
of the Bankruptcy Code and does not represent any interest adverse
to the Debtors and their estates.

JTW can be reached at:

       George A. Tamberi, CPA
       JANZEN TAMBERI & WONG
       7650 N Palm Avenue, Ste. 105
       Fresno, CA 93711
       Tel: (559) 432-0300

                       About Ennis Commercial

Porterville, California-based Ennis Commercial Properties, LLC's
business consists of acquiring raw land and building commercial
developments.  The Company then either operates or sells the
commercial buildings comprising the commercial development.

ECP is owned by Ben Ennis, Brian Ennis and Pamela Ennis, in equal
shares.  On Sept. 20, 2010, Pam Ennis and Brian Ennis transferred
all of their ownership interests in ECP to Ben Ennis.  ECP filed
for Chapter 11 bankruptcy protection (Bankr. E.D. Cal. Case No.
10-12709) on March 16, 2010.

Peter L. Fear, Esq., and Gabriel J. Waddell, Esq., at the Law
Offices of Peter L. Fear, in Fresno, Calif., represent ECP as
counsel.  No creditors committee has been formed in the case.
In its schedules, the Debtor disclosed $40,878,319 in assets and
$43,922,485 in liabilities.

Ben Ennis filed a voluntary petition under Chapter 11 (Bankr. E.D.
Calif. Case No. 10-62315) on Oct. 25, 2010.

On May 25, 2011, Terence Long was appointed as Chapter 11 Trustee
in the Benn Ennis bankruptcy.  Consequently, the Chapter 11
Trustee stands in the shoes of Ben Ennis, and holds all of the
membership interests in ECP and controls it accordingly.  Justin
D. Harris, Esq., at Motschiedler, Michaelides, Wishon, Brewer &
Ryan, LLP, in Fresno, represents the Chapter 11 Trustee as
counsel.

The plan of reorganization proposed by secured creditor Wells
Fargo Bank for Ben Ellis was confirmed on June 27, 2013.
David Stapleton was named plan administrator.


ENVISION SOLAR: Sells $607,500 Worth of Units
---------------------------------------------
Envision Solar International, Inc., sold a total of 4,050,000
units of its securities to two accredited investors raising total
capital of $607,500 pursuant to the Company's private placement of
Units which commenced on Jan. 14, 2014.

Each Unit consists of one share of common stock and one common
stock purchase warrant.  The purchase price per Unit is $0.15.
Each Warrant is exercisable for a period of 36 months from the
date of issuance at an exercise price of $0.15 per Share.

                         About Envision Solar

Envision Solar International, Inc., is a developer of solar
products and proprietary technology solutions.  The Company
focuses on creating high quality products which transform both
surface and top deck parking lots of commercial, institutional,
governmental and other customers into shaded renewable generation
plants.

For the nine months ended Sept. 30, 2013, the Company reported a
net loss of $2.07 million on $237,810 of revenues as compared with
a net loss of $1.81 million on $617,827 of revenues for the same
period a year ago.

The Company's balance sheet at Sept. 30, 2013, showed $1.13
million in total assets, $3.10 million in total liabilities, all
current, and a $1.96 million total stockholders' deficit.

"As reflected in the accompanying unaudited condensed consolidated
financial statements for the nine months ended September 30, 2013,
the Company had net losses of $2,078,745.  Additionally, at
September 30, 2013, the Company had a working capital deficit of
$2,073,269, an accumulated deficit of $26,900,933 and a
stockholders' deficit of $1,964,668.  These factors raise
substantial doubt about the Company's ability to continue as a
going concern," the Company said in its quarterly report for the
period ended Sept. 30, 2013.


EXIDE TECHNOLOGIES: Taps Cleary Gottlieb as Special Counsel
-----------------------------------------------------------
Exide Technologies Inc. seeks authorization from the Hon. Kevin J.
Carey of the U.S. Bankruptcy Court for the District of Delaware to
employ Cleary Gottlieb Steen & Hamilton LLP as special counsel,
nunc pro tunc to Jan. 1, 2014.

Cleary Gottlieb began providing legal services to the Debtor in
connection with certain European antitrust matters in early
December 2013, and entered into the Engagement Letter with the
Debtor on Dec. 12, 2013, by which the Debtor retained Cleary
Gottlieb to advise the Debtor with respect to those certain
European antitrust matters.  Cleary Gottlieb's duties have
included and will continue to include, among other things,
advising the Debtor with regard to these European antitrust
matters.  Cleary Gottlieb is working in conjunction with the other
law firms providing legal services to the Debtor's European
subsidiaries in connection with these antitrust matters.

Cleary Gottlieb's current range of standard hourly rates for
Brussels timekeepers are:

       Partners                $875-$1,225
       Associates              $400-$730
       Paraprofessionals       $290-$365

Cleary Gottlieb will also be reimbursed for reasonable out-of-
pocket expenses incurred.

Cleary Gottlieb is owed approximately $150,000 for Services
provided and expenses incurred in the month of January 2014.

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

The Court for the District of Delaware will hold a hearing on the
application on April 1, 2014, at 10:00 a.m.  Objections were due
Mar. 25, 2014.

Cleary Gottlieb can be reached at:

       Christopher Cook, Esq.
       CLEARY GOTTLIEB STEEN & HAMILTON LLP
       Rue de La Loi 57
       1040 Brussels
       Tel: (+32) 2 287-2000
       Fax: (+32) 2 231-1661
       E-mail: ccook@cgsh.com

                  About Exide Technologies

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

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

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

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

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

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

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


FLORIDA GAMING: ABC Funding's $155MM Offer Wins Auction
-------------------------------------------------------
ABC Funding LLC won the bidding for Florida Gaming Corp.'s Casino
Miami Jai-Alai at an auction March 25.  ABC has agreed to pay $155
million for the fronton and casino.

Evan S. Benn, writing for the Miami Herald, reported that ABC
Funding defeated bids from casino operators Mohegan Tribal Gaming
Authority and Penn National Gaming as well as Chicago private-
equity firm Z Capital, according to Luis Salazar, Esq., an
attorney who represented Casino Miami Jai-Alai at the auction at
the Biltmore in Coral Gables.

"There was very spirited bidding by all parties," Mr. Salazar
said, according to Miami Herald.

A hearing was scheduled March 26 to approve the sale.

Florida Gaming previously negotiated a sale of virtually all its
assets to casino operator Silvermark LLC for $115 million in cash
and $14 million in assumed liabilities.  A provision in the
financing agreement required Florida Gaming to make an additional
payment to the lender -- ABC Funding -- if the assets are sold to
third party.  Jefferies LLC was hired to determine that amount,
about $26.8 million, and valued the company at more than $180
million.  Silvermark, a New York-based investment firm, owns
casinos in Panama and Curacao.

ABC provided an $87 million loan to Florida Gaming in 2011.
Patrick Fitzgerald, writing for The Wall Street Journal, recounted
that as early as June 2011, the lenders began to declare events of
default for the company's failure to make principal payments.  In
September 2012, ABC Funding filed a foreclosure action on the
facility.  The loan eventually reached $127 million, as the
defaults caused the interest rate to skyrocket to 33%.  Miami Jai-
Alai has accused its lenders of an unlawful "loan-to-own" scheme
in an effort to have the debt wiped away. ABC Funding has denied
these allegations in court documents.  As a result of the
contentious relationship with its lender, the company was unable
to execute the deal to sell its assets outside of Chapter 11
bankruptcy protection.

An investment bank later valued the casino as being worth $180
million.

Florida Gaming must pay Silvermark, which served as stalking horse
bidder, a $4 million "breakup" fee.

On March 20, the Bankruptcy Court approved a Settlement Agreement
by and among:

     (i) Florida Gaming, its wholly owned subsidiaries, Florida
         Gaming Centers, Inc., Tara Club Estates, Inc., and
         Freedom Holding, Inc.;

    (ii) the Committee of Unsecured Creditors of the Company
         and Centers in their respective bankruptcy cases, case
         no. 13-29598 for the Company and case no. 13-29597 for
         Centers;

   (iii) ABC Funding, LLC, in its capacity as agent under a
         Credit Agreement dated April 25, 2011, by and among
         ABC, as administrative agent, Centers, the Company, and
         the Lenders who are party thereto; and

    (iv) William B. Collett and William B. Collett, Jr.

Under the settlement agreement, ABC was allowed: (1) a senior
secured claim equal to $99,907,336 as of March 31, 2014, on
account of all claims arising under or relating to Credit
Agreement; and (2) Repurchase Claims equal to $37,000,000.
Moreover, ABC was allowed to credit bid the full amount of the
Loan Claim at the Auction, and the Debtors and the Committee will
not object to any credit bid on any grounds.

Under the settlement, provided that William Bennett Collett, Jr.
or Daniel Licciardi are not employed by the buyer at the 363 Sale,
and the Collett Employment Agreement and/or the Licciardi
Employment Agreement are otherwise rejected by Centers, then the
claims by William B. Collett, Jr. and Daniel Licciardi against
Centers for six months of severance pay will be deemed allowed in
the amount of $165,375 and $124,031, respectively; provided,
however, that any creditor, party-in-interest or the Office of the
United States Trustee may object to those claims within 10 days
after the entry of the order of the Court approving the 363 Sale.

The Settlement Agreement also provides for releases upon the
closing of the sale of substantially all of Centers' assets of
claims which ABC and the Committee of Unsecured Creditors have
against the Company and Centers.  The Settlement Agreement also
requires that the Company and Centers prepare and file with the
Bankruptcy Court a plan of complete liquidation at least 15 days
before closing of the sale of Centers' assets.

On March 25, the Court entered an order denying, as moot, the
motion by the Official Joint Committee of Unsecured Creditors to
limit ABC's credit bid.

ABC is the Agent for Summit Partners Subordinated Debt Fund IV-A,
L.P., Summit Partners Subordinated Debt Fund IV-B, L.P., JPMorgan
Chase Bank, N.A., Locust Street Funding LLC, Canyon Value.

                    About Florida Gaming

Florida Gaming Centers Inc. filed for Chapter 11 bankruptcy
(Bankr. S.D. Fla. Case No. 13-29597) in Miami on Aug. 19, 2013.
Florida Gaming Centers operates a casino and jai-alai frontons in
Miami.  The Company disclosed debt of $138.3 million and assets of
$180 million in its petition.  Its parent, Florida Gaming Corp.
(FGMG:US), and two other affiliates also sought court protection.

Bankruptcy Judge Robert A. Mark oversees the case.  Luis Salazar,
Esq., Esq., at Salazar Jackson in Miami, represents Florida
Gaming.

ABC Funding, LLC, as Administrative Agent for a consortium of
prepetition lenders, and the prepetition lenders are represented
by Dennis Twomey, Esq., and Andrew F. O'Neill, Esq., at SIDLEY
AUSTIN LLP, in Chicago, Illinois; and Drew M. Dillworth, Esq., and
Marissa D. Kelley, Esq., at STEARNS WEAVER MILLER WEISSLER
ALHADEFF & SITTERSON, P.A., in Miami, Florida.  The Prepetition
Lenders are Summit Partners Subordinated Debt Fund IV-A, L.P.,
Summit Partners Subordinated Debt Fund IV-B, L.P., JPMorgan Chase
Bank, N.A., Locust Street Funding LLC, Canyon Value Realization
Fund, L.P., Canyon Value Realization Master Fund, L.P., Canyon
Distressed Opportunity Master Fund, L.P., and Canyon-GRF Master
Fund II, L.P.

Counsel to the Official Joint Committee of Unsecured Creditors are
Glenn D. Moses, Esq., and Paul J. Battista, Esq., at Genovese
Joblove & Battista, P.A., in Miami, Florida.


FREEDOM INDUSTRIES: UST, Committee Balk at Southern's Fee Request
-----------------------------------------------------------------
Kate White, writing for The Charleston Gazette, reported that the
U.S. Trustee said in court filings Freedom Industries president
Gary Southern's legal fees should be treated as a general
unsecured claim, rather than an administrative expense, as Mr.
Southern requested.

Mr. Southern filed a motion earlier in March asking the Bankruptcy
Court to pay him until a chief restructuring officer was hired.
He also asked that Freedom's insurance cover his legal expenses.

According to the report, U.S. Trustee Judy Robbins on Friday said
she doesn't object to Mr. Southern being paid for his work up
until the CRO's hiring. However, the $48,909 owed to the Kay Casto
& Chaney law firm -- the legal expenses Mr. Southern wants
Freedom's insurance to cover -- shouldn't be an administrative
expense, the trustee's filing states.

The report also said the group of unsecured creditors objected to
Mr. Southern's request, as well as the company giving priority to
his legal expenses.

The report said attorneys for Freedom Industries in a separate
filing on Friday said they don't object to Mr. Southern's legal
fees being classified as an administrative expense.

                    About Freedom Industries

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

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

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

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

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

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

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


GENERAL MOTORS: Recalls 1.5 Million More Vehicles
-------------------------------------------------
Siobhan Hughes and Jeff Bennett, writing for The Wall Street
Journal, reported that Capitol Hill is gearing up for a showdown
that will pit General Motors Co. against federal regulators about
who is to blame for car defects now linked to 13 crash deaths.

According to the report, separately, GM recalled another 1.5
million vehicles world-wide to fix steering system problems and
more than doubled to $750 million its estimate of the hit to
first-quarter results from recalls that now cover 6.3 million cars
and trucks.

That includes the 2.6 million vehicles linked to the ignition
defect that will be at the center of congressional hearings, the
report said.

The April 1 hearing, before a House subcommittee, will star GM
Chief Executive Mary Barra as well as David Friedman, the acting
head of the National Highway Traffic Safety Administration, the
report related.

The hearing promises a round of finger-pointing over where the
blame lies for a nearly decade-long delay between the recalls that
began this February and when GM engineers knew there were problems
with ignition switches designed for the 2005 Chevrolet Cobalt, the
report said.

                     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.


GENIUS BRANDS: Richard Staves Named Interim CFO
-----------------------------------------------
Genius Brands International, Inc., appointed Richard Staves as
it's interim chief financial officer on March 12, 2014.  Mr.
Staves previously served as the chief financial officer of A
Squared Entertainment LLC, which was acquired by the Company on
Nov. 15, 2013, from January 2011 to November 2011 and from June
2012 and November 2013.

Richard Staves, 64, has served as the president of Cherry Creek
Wealth Management since November 2013 and from January 2010 to
October 2013 was the owner of Cambridge Financial Services, an
accounting, tax preparation and wealth management services firm.
Prior to this position, Mr. Staves was a senior wealth advisor for
Wells Fargo Wealth Management Group from April 2008 to December
2009.  Mr. Staves has held various positions with Arthur Anderson
from 1971 to 1976, including Tax Manager.  Subsequently, Mr.
Staves founded a Certified Public Accounting firm and provided
accounting services to companies on a consulting basis.  Mr.
Staves served as the chief financial officer of Armstrong, Hirsch
& Levine, an entertainment law firm, for three years and also
previously served as the controller and chief financial officer of
DIC Entertainment.  Mr. Staves received his Bachelor of Arts from
California State University and is a Certified Public Accountant.
Mr. Staves is a Personal Financial Specialist (PFS), as designated
by the American Institute of Certified Public Accounts (AICPA) and
holds Series 7, 63 and 65 securities licenses.

Mr. Staves has no family relationship with any of the executive
officers or directors of the Company.  There are no arrangements
or understandings between Mr. Staves and any other person pursuant
to which he was appointed as an officer of the Company.

Jeanene Morgan resigned from her position as chief financial
officer of the Company, effective March 7, 2014.  Ms. Morgan did
not resign due to any disagreement with the Company or its
management regarding any matters relating to the Company's
operations, policies or practices.

                        About Genius Brands

San Diego, Calif.-based Genius Brands International, Inc., creates
and distributes music-based products which it believes are
entertaining, educational and beneficial to the well-being of
infants and young children under its brands, including Baby Genius
and Little Genius.

Genius Brands incurred a net loss of $2.06 million in 2012
following a net loss of $1.37 million in 2011.  As of Sept. 30,
2013, the Company had $1.55 million in total assets, $4.96 million
in total liabilities and a $3.41 million total stockholders'
deficit.


GLOBAL AVIATION: Unit Wins Dismissal of "Gilbert" Suit
------------------------------------------------------
District Judge Kiyo A. Matsumoto granted the defendants' request
to dismiss a labor suit styled, JOHN Q. GILBERT, Plaintiff, v.
NORTH AMERICAN AIRLINES, MARTIN WAX, LORRAINE DIMARCO, and ERIC
CHANG, Defendants, No. 12-CV-523 (KAM)(JMA) (E.D.N.Y., February 3,
2012).

John Gilbert commenced this action against North American
Airlines, a unit of Global Aviation Holdings, Inc.; Martin Wax,
NAA's Vice President of Technical Operations; Lorraine Dimarco,
NAA's Director of Maintenance; and Eric Chang, NAA's Director of
Human Resources, pursuant to the Age Discrimination and Employment
Act, 29 U.S.C. Sec. 621.  Plaintiff alleges that the defendants
engaged in a pattern of purposeful harassment and discrimination,
resulting in a hostile environment and the discriminatory
termination of plaintiff's employment due to his age.  Defendants
now move to dismiss plaintiff's claims pursuant to Federal Rule of
Civil Procedure 12(b)(6).

A copy of the Court's March 26, 2014 Memorandum and Order is
available at http://is.gd/Ry5g9mfrom Leagle.com.

                   About Global Aviation Holdings

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

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

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

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

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

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

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


GLYECO INC: Joshua Lander Stake at 8.2% as of March 5
-----------------------------------------------------
In an amended Schedule 13D filed with the U.S. Securities and
Exchange Commission, Joshua Landes and his affiliates disclosed
that as of March 5, 2014, they beneficially owned 4,091,989 shares
of common stock of GlyEco, Inc., representing 8.2 percent of the
shares outstanding.  The reporting persons previously owned
3,375,000 shares at Sept. 30, 2013.  A copy of the regulatory
filing is available for free at http://is.gd/b1kREZ

                          About GlyEco, Inc.

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

Glyeco disclosed a net loss of $1.86 million on $1.26 million of
net sales for the year ended Dec. 31, 2012, as compared with a net
loss of $592,171 on $824,289 of net sales for the year ended
Dec. 31, 2011.  The Company's balance sheet at Sept. 30, 2013,
showed $15.55 million in total assets, $2.39 million in total
liabilities, $1.17 million in redeemable series AA convertible
preferred stock and $11.98 million total stockholders' equity.

Jorgensen & Co., in Lehi, UT, 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 not yet achieved profitable operations and is
dependent on its ability to raise capital from stockholders or
other sources and other factors to sustain operations.  These
factors, among other matters, raise substantial doubt that the
Company will be able to continue as a going concern.


GREEKTOWN HOLDINGS: Did Not Receive Approval to Amend Indenture
---------------------------------------------------------------
Greektown Holdings, L.L.C., did not receive the required consents
to amend the indenture governing outstanding 13 percent Senior
Secured Notes due 2015 issued by the Company and Greektown
Mothership Corporation prior to the consent payment deadline of
5:00 p.m., New York City time, on March 10, 2014.  The consents
were solicited from holders of Notes in connection with the
consent solicitation and tender offer commenced by the Issuers on
Feb. 25, 2014.  On March 14, 2014, the Company will accept the
Notes validly tendered and not validly withdrawn on or prior to
the Consent Payment Deadline, subject to the satisfaction of the
conditions.

The tender offer is scheduled to expire at 11:59 PM, New York City
time, on March 24, 2014, unless extended.  Holders who validly
tender and do not validly withdraw their Notes after the Consent
Payment Deadline but on or prior to the Expiration Date will
receive, if those Notes are accepted for purchase pursuant to the
tender offer, the tender offer consideration of $101,375 per
$100,000 principal amount of the Notes, plus any accrued and
unpaid interest on the Notes up to, but not including, the payment
date, but will not receive the consent payment that those holders
would have received if they had tendered Notes prior to the
Consent Payment Deadline.

Notes that are tendered after the Consent Payment Deadline may be
withdrawn at any time prior to the Expiration Date but not
thereafter, except to the extent that the Company is required by
law to provide additional withdrawal rights.  Subject to the terms
and conditions, payment of the tender offer consideration will
occur promptly following the initial date upon which tendered
Notes are accepted for payment, which with respect to those Notes
tendered prior to the Consent Payment Deadline is expected to
occur on or about March 14, 2014, or, for Notes tendered after the
Consent Payment Deadline and prior to the Expiration Date,
promptly following the Expiration Date.

The consummation of the tender offer is conditioned upon, among
other things, the Company having sufficient funds to pay the total
consideration for validly tendered Notes from the proceeds of
newly issued debt of the Issuers.  That financing is subject to
the approval of the Michigan Gaming Control Board.  If any of the
conditions to the tender offer are not satisfied, the Company may
terminate the tender offer and return tendered Notes.  The Company
has the right to waive any of the foregoing conditions with
respect to the Notes and to consummate the tender offer.  In
addition, the Company has the right, in its sole discretion, to
terminate the tender offer at any time, subject to applicable law.

On March 14, 2014, the expected payment date for the Notes
tendered prior to the Consent Payment Deadline, the Issuers intend
to issue a notice of redemption to holders of Notes then
outstanding and to redeem all those Notes in accordance with the
indenture governing those Notes.  The Issuers will simultaneously
deposit funds with Wilmington Trust, National Association,
successor by merger to Wilmington Trust FSB, as trustee under the
Indenture, sufficient to redeem all such Notes.  Immediately after
those funds are deposited with the Trustee, the Indenture will be
discharged and the collateral securing those Notes may be released
pursuant to the terms of the Indenture.

Jefferies LLC will continue to act as Dealer Manager and
Solicitation Agent for the tender offer for the Notes.  Questions
regarding the tender offer may be directed to Jefferies LLC at
(888) 708-5831 (toll-free) or (203) 363-8273 (collect).

Ipreo LLC will continue to act as the Information Agent and
Depositary for the tender offer.  Requests for the Offer to
Purchase may be directed to Ipreo LLC at (212) 849-3880 (for
brokers and banks) or (888) 593-9546 (for all others).

Deregisters Securities

Greektown Holdings filed a post-effective amendment to deregister
certain securities originally registered pursuant to the
Registration Statement on Form S-8, filed with the U.S. Securities
and Exchange Commission on Aug. 16, 2011, by the Company's
predecessor, Greektown Superholdings, Inc., with respect to
125,000 shares of the predecessor's Series A-1 Common Stock, par
value $0.01 per share, registered for issuance under the
predecessor's Stock Incentive Plan.

On Dec. 19, 2013, with the approval of the Michigan Gaming Control
Board and the predecessor's board of directors, the predecessor
filed a Certificate of Amendment to its Restated Certificate of
Incorporation, with the Secretary of State of the State of
Delaware, to effect a 1-for-104,501 reverse stock split of the
predecessor's Series A-1 Common Stock.

Upon the effectiveness of the Reverse Stock Split on Dec. 19,
2013, only one share of Series A-1 Common Stock remained
outstanding, and that share was owned by Athens Acquisition LLC.
The predecessor then merged with and into the Company.  No new
shares of Series A-1 Common Stock may be issued under the Plan.

The Registration Statement will not remain in effect.

                     About Greektown Casino

Based in Detroit, Michigan, Greektown Holdings, LLC, and its
affiliates -- http://www.greektowncasino.com/-- operate world-
class casino gaming facilities located in Detroit's historic
Greektown district featuring more than 75,000 square feet of
casino gaming space with more than 2,400 slot machines, over 70
tables games, a 12,500-square foot salon dedicated to high limit
gaming and the largest live poker room in the metropolitan Detroit
gaming market.

The Company and seven of its affiliates filed for Chapter 11
protection on May 29, 2008 (Bankr. E.D. Mich. Lead Case No.
08-53104).  The Debtors hired Daniel J. Weiner, Esq., Michael E.
Baum, Esq., and Ryan D. Heilman, Esq., at Schafer and Weiner PLLC,
as their bankruptcy counsel; Judy B. Calton, Esq., at Honigman
Miller Schwartz and Cohn LLP, as their special counsel; Conway
MacKenzie & Dunleavy as their financial advisor, and Kurtzman
Carson Consultants LLC as claims, noticing, and balloting agent.
The Official Committee of Unsecured Creditors tapped Clark Hill
PLC as its counsel.

Greektown Holdings listed assets and debts of $100 million to
$500 million in its bankruptcy petition.

On June 1, 2009, the Debtors filed a proposed Chapter 11 Plan of
Reorganization.  On Dec. 7, 2009, certain noteholder entities, the
Official Committee of Unsecured Creditors of the Debtors, and
Deutsche Bank Trust Company Americas, as indenture trustee,
proposed their own plan of reorganization for the Debtors.  On
Jan. 22, 2010, the Bankruptcy Court entered an order confirming
the Noteholder Plan.  The Plan was declared effective on June 30,
2010, after Greektown Casino Hotel obtained unanimous approval
from the Michigan Gaming Control Board on June 28 of the transfer
of the Company's ownership from the Sault Ste. Marie Tribe of
Chippewa Indian to new investors.

                            *    *    *

As reported by the TCR on Feb. 28, 2014, Standard & Poor's Ratings
Services assigned Detroit-based gaming operator Greektown Holdings
LLC its 'B-' corporate credit rating.  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.


GREEN POWER: Wash. Judge Dismissed Chapter 11 Case
--------------------------------------------------
Kristi Pihl, writing for Tri-City Herald, reported that U.S.
Bankruptcy Court Judge Timothy Dore dismissed Green Power Inc.'s
bankruptcy case Friday.

The U.S. trustee assigned to biofuel company Green Power's
bankruptcy case (Bankr. E.D. Wash. Case No. 14-11274) had asked a
bankruptcy judge in Seattle, Wash., to dismiss the case, citing
the company's lack of an attorney and insurance.  The company also
failed to file all the information needed for a Chapter 11
bankruptcy.

The report noted that Judith Calhoun, the company's acting CEO,
sought bankruptcy protection to give her time to sell Green Power.

Green Power disclosed in court papers it has $10 million in
assets, including a partially built plant in Pasco, while 14
creditors said the company owes them $30.5 million.  Most of those
creditors have already filed separate lawsuits in an attempt to
get paid or money is owed to the federal, state or local
governments, the report said.

According to the report, the rejection of the bankruptcy case will
allow the Port of Pasco to move forward with attempts to evict the
company from the Big Pasco Industrial Park, said Randy Hayden,
port executive director.  The eviction case in Franklin County
Superior Court had been put on hold because of the bankruptcy.
Franklin County also will finally be able to finish a $58,700
auction of some of Green Power's equipment and tools to pay unpaid
personal property taxes.

The report also said Andrew Hicks, deputy Franklin County
treasurer, said they will notify Pacific Steel & Recycling of
Kennewick that it has five days to pay the county, and then Hicks
said they will schedule a time for the company to pick up what it
bought.


HASHFAST TECHNOLOGIES: Firm Obtains TRO to Freeze Bitcoin Wallets
-----------------------------------------------------------------
Deans & Lyons LLP on March 28 disclosed that a Tarrant County
district judge entered a temporary restraining order against
HashFast Technologies, LLC and HashFast, LLC, enjoining certain
activities related to its Bitcoin wallets.

The TRO, entered on March 27, 2014, was obtained in connection
with a lawsuit filed by Cypher Enterprises, a company based in
Southlake, Texas.  In the lawsuit, Cypher Enterprises claims it
ordered -- and paid for -- Bitcoin mining computers and related
hardware developed by HashFast.  The complaint alleges HashFast
promised the hardware would be delivered by a certain date, and
when that date came and went without delivery, Cypher Enterprises
cancelled its orders.  Having paid for a majority of the orders
themselves in Bitcoins, Cypher Enterprises then demanded HashFast
issue its refund as paid, but HashFast failed to reply and, to
date, has not issued a refund of any kind.

On its website, HashFast claims to be "an industry leader in
Bitcoin mining technology" and "the company to watch in Bitcoin
mining, a standard-bearer for quality and innovation."

"Outside of the Mt. Gox bankruptcy proceedings, I'm not aware of
any other Texas courts which have entered a restraining order like
this," says Cypher Enterprises' lawyer, Robert Bogdanowicz.  "It
speaks to the legitimacy of cryptocurrencies and a growing
understanding of their value and importance to businesses."

A copy of the lawsuit is available at http://is.gd/VTNS7d

A copy of the TRO is available at http://is.gd/iDTB3q


HAWKER BEECHCRAFT: Judge Gives $2.3B Whistleblower Suit New Life
----------------------------------------------------------------
Peg Brickley, writing for The Wall Street Journal, reported that a
federal judge in New York has revived a $2.3 billion whistleblower
lawsuit aimed at Hawker Beechcraft Corp., reversing a bankruptcy
court decision that blocked litigation over allegedly defective
parts used in planes sold to the U.S. government.

According to the Journal, Judge P. Kevin Castel said former
employees of a Hawker Beechcraft subcontractor should get a chance
to press their federal False Claims Act case against the
manufacturer of military aircraft, which filed for Chapter 11
bankruptcy protection in May 2012, emerged in 2013, and was sold
to Textron Inc. just weeks ago.

Originally filed in federal court in Kansas and transferred to the
bankruptcy court, the suit alleges that Hawker used wing parts
improperly manufactured by a subcontractor, Bill Rochelle, the
bankruptcy columnist for Bloomberg News, reported.  The suit
claims the U.S. government was damaged $763 million by purchasing
347 King Air and T-6A aircraft with the defective parts, Mr.
Rochelle said.

The decision restores the right of Beechcraft whistleblowers to
argue in bankruptcy court that they are entitled to attempt to
collect damages on behalf of the government for the alleged fraud,
despite the confirmed Chapter 11 bankruptcy exit plan, the Journal
related.  Such damages may fit through a loophole that exempts
some debts from being extinguished in bankruptcy, the judge said,
"because they plainly allege fraud by the debtor and associated
entities in government contracting."

Textron spokesman David Sylvestre said, "It is Textron's policy to
provide no comment on active legal cases," the Journal cited.

In the past, Hawker Beechcraft denied liability and said the
whistleblower lawsuit is a routine matter that deserved to be
erased in bankruptcy, the Journal recalled.  If the whistleblowers
ultimately prevail, it could mean a full trial on a case
Beechcraft thought it had escaped when it won confirmation of its
Chapter 11 plan last year.

Mr. Rochelle pointed out that Judge Castel admitted that asserting
a "significant non-dischargeable claim late in the reorganization
process, even after a plan is confirmed, could render uncertainty
to any restructuring efforts."  Still, he said, "the statute is as
it is written," Mr. Rochelle related.

Judge Castel remanded the case to U.S. Bankruptcy Judge Stuart
Bernstein for further proceedings, Mr. Rochelle said.  As a
result, it's not immediately clear whether the plaintiffs have a
right at this juncture to appeal to the U.S. Court of Appeals, Mr.
Rochelle added.  If there is doubt, they can ask Judge Castel to
declare they should be given an immediate appeal, the Bloomberg
columnist said.

Mr. Rochelle pointed out that Judge Castel's opinion has practical
implications for companies that may be subject to whistle-blower
claims under the False Claims Act. Somehow, they need to obtain a
ruling on whether there is a valid claim before emerging from
bankruptcy, Mr. Rochelle noted.

The appeal is U.S. v. Hawker Beechcraft Corp. (In re Hawker
Beechcraft Corp.), 13-mc-00373, U.S. District Court, Southern
District New York (Manhattan).

                      About Hawker Beechcraft

Hawker Beechcraft Acquisition Company, LLC, headquartered in
Wichita, Kansas, manufactures business jets, turboprops and piston
aircraft for corporations, governments and individuals worldwide.

Hawker Beechcraft reported a net loss of $631.90 million on
$2.43 billion of sales in 2011, compared with a net loss of
$304.30 million on $2.80 billion of sales in 2010.

Hawker Beechcraft Inc. and 17 affiliates filed for Chapter 11
reorganization (Bankr. S.D.N.Y. Lead Case No. 12-11873) on May 3,
2012, having already negotiated a plan that eliminates $2.5
billion in debt and $125 million of annual cash interest expense.

The plan will give 81.9% of the new stock to holders of $1.83
billion of secured debt, while 18.9% of the new shares are for
unsecured creditors.  The proposal has support from 68% of secured
creditors and holders of 72.5% of the senior unsecured notes.

Hawker is 49%-owned by affiliates of Goldman Sachs Group Inc. and
49%-owned by Onex Corp.  The Company's balance sheet at Dec. 31,
2011, showed $2.77 billion in total assets, $3.73 billion in total
liabilities and a $956.90 million total deficit.  Other claims
include pensions underfunded by $493 million.

Hawker's legal representative is Kirkland & Ellis LLP, its
financial advisor is Perella Weinberg Partners LP and its
restructuring advisor is Alvarez & Marsal.  Epiq Bankruptcy
Solutions LLC is the claims and notice agent.

Sidley Austin LLP serves as legal counsel and Houlihan Lokey
Howard & Zukin Capital Inc. serves as financial advisor to the DIP
Agent and the Prepetition Agent.

Wachtell, Lipton, Rosen & Katz represents an ad hoc committee of
senior secured prepetition lenders holding 70% of the loans.

Milbank, Tweed, Hadley & McCloy LLP represents an ad hoc committee
of holders of the 8.500% Senior Fixed Rate Notes due 2015 and
8.875%/9.625% Senior PIK Election Notes due 2015 issued by Hawker
Beechcraft Acquisition Company LLC and Hawker Beechcraft Notes
Company.  The members of the Ad Hoc Committee -- GSO Capital
Partners, L.P. and Tennenbaum Capital Partners, LLC -- hold claims
or manage accounts that hold claims against the Debtors' estates
arising from the purchase of the Senior Notes.  Deutsche Bank
National Trust Company, the indenture trustee for senior fixed
rate notes and the senior PIK-election notes, is represented by
Foley & Lardner LLP.

An Official Committee of Unsecured Creditors appointed in the case
has selected Daniel H. Golden, Esq., and the law firm of Akin Gump
Strauss Hauer & Feld LLP as legal counsel.  The Committee's
financial advisor is FTI Consulting, Inc.

On June 30, 2012, Hawker filed its Plan, which proposed to
eliminate $2.5 billion in debt and $125 million of annual cash
interest expense.  The plan would give 81.9% of the new stock to
holders of $1.83 billion of secured debt, while 18.9% of the new
shares are for unsecured creditors.  The proposal has support from
68% of secured creditors and holders of 72.5% of the senior
unsecured notes.

In July 2012, Hawker disclosed it was in exclusive talks with
China's Superior Aviation Beijing Co. for the purchase of Hawker's
corporate jet and propeller plane operations out of bankruptcy for
$1.79 billion.

In October 2012, Hawker unveiled that those talks have collapsed
amid concerns a deal with Superior wouldn't pass muster with a
U.S. government panel and other cross-cultural complications.
Sources told The Wall Street Journal that Superior encountered
difficulties separating Hawker's defense business from those units
in a way that would make both sides comfortable the deal would get
U.S. government clearance.  The sources told WSJ the defense
operations were integrated in various ways with Hawker's civilian
businesses, especially the propeller plane unit, in ways that
proved difficult to untangle.

Thereafter, Hawker said it intends to emerge from bankruptcy as an
independent company.  On Oct. 29, 2012, Hawker filed a modified
reorganization plan and disclosure materials.  Hawker said the
plan was supported by the official creditors' committee and by a
"substantial majority" of holders of the senior credit and a
majority of holders of senior notes.  Hawker said it will either
sell or close the jet-manufacturing business.

The revised plan still offers 81.9% of the new stock in return for
$921 million of the $1.83 billion owing on the senior credit.
Unsecured creditors are to receive the remaining 18.9% of the new
stock.  Holders of the senior credit will receive 86% of the new
stock.  The senior credit holders are projected to have a 43.1%
recovery from the plan.  General unsecured creditors' recovery is
a projected 5.7% to 6.3%.  The recovery by holders of $510 million
in senior notes is predicted to be 9.2% to 10%.

Beechcraft Corp., formerly Hawker Beechcraft, on Feb. 19, 2013,
disclosed that it has formally emerged from the Chapter 11 process
as a new company well-positioned to compete vigorously in the
worldwide business aviation, special mission, trainer and light
attack markets.  The company's Joint Plan of Reorganization was
approved by the Bankruptcy Court on Feb. 1, and became effective
on Feb. 15.


HOMEBANC MORTGAGE: Dist. Court Rules in Bear Stearns Dispute
------------------------------------------------------------
George L. Miller, Chapter 7 Trustee for the Estate of HomeBanc
Corp., Appellant, v. Bear Stearns & Co., Inc., Bear Stearns
International Ltd., and Strategic Mortgage Opportunities REIT
Inc., Appellees, ADV. No. 07-51740 (KJC), Civil Action No. 13-
1064-RGA (D. Del.), appeals the Bankruptcy Court's January 18,
2013 order granting partial summary judgment in favor of Bear
Stearns et al.

The dispute arises in connection with Bear's auction of securities
owned by HomeBanc, which Bear contends were held subject to zero
purchase price repo agreements. Between October 2005 and August
2007, Bear lent money to HomeBanc in a number of repo transactions
made pursuant to a Global Master Repurchase Agreement ("GMRA").
Each individual transaction made pursuant to the GMRA was
accompanied by a confirmation which identified the purchase date,
the purchase price, the repurchase date, and the pricing rate.
Between 2005 and 2007 HomeBanc obtained approximately $200 million
from Bear through numerous repo transactions.

This litigation involves nine securities, which Bear obtained in
three sets of transactions that took place in June 2006, June
2007, and July 2007.  Each of the securities was transferred to
Bear along with other securities, and the confirmation
corresponding to each of the securities showed a purchase price of
zero and open repurchase dates.  HomeBanc's repos became due on
August 7, 2007, at which point Bear offered to extend the repos if
HomeBanc reduced its outstanding debt by making a payment of
approximately $27 million.  HomeBanc did not make the payment.  On
August 9, 2007, Bear issued formal notices of default.  That
night, HomeBanc filed chapter 11 bankruptcy petitions.  The
bankruptcy was later converted to a chapter 7 proceeding.

On the morning of Aug. 10, 2007, Bear distributed auction
solicitations, also known as bid lists, for the securities on repo
under the GMRA, including the nine disputed securities.  The bid
lists were sent to approximately 200 investors, with bids due on
Aug. 14, 2007.  In addition to soliciting outside bids, the Bear
repo finance desk also solicited bids from the Bear mortgage
trading desk.  To ensure that Bear affiliates were not at an
advantage, any bid from an affiliate was required to be submitted
30 minutes prior to the close of the auction.  The repo finance
desk received only two bids, an all or nothing bid of $60.5
million from the Bear mortgage trading desk, and a bid of $2.19
million by Tricadia Capital for two individual securities, neither
of which is among the nine at issue in this appeal.  The
securities were sold to the Bear mortgage trading desk.

The Bankruptcy Court held that the zero purchase price repo
transactions were repurchase agreements under a "bucket theory."
The Bankruptcy Court also held that even though individual
transactions might have a purchase price of zero, other
transactions under the GMRA with purchase prices greater than zero
provided consideration to satisfy the "transfer of funds"
requirement of the Bankruptcy Code.

The Bankruptcy Court further held that even if the zero purchase
price repo transactions did not qualify under Sec. 101(47)(A)(i),
they qualified under Sec. 101(47)(A)(v), the catchall provision.
The catchall provision defines a subclass of agreements which also
qualify as repurchase agreements.

The Bankruptcy Court also held "that the Securities at Issue, even
if not outright repos, clearly are credit enhancements related to
[the] GMRA, generally, and the June 2006 Transactions and June
2007 Transactions, specifically.  Therefore, the Securities at
Issue fall within the plain language of [the catchall provision]
and are repurchase agreements under the Bankruptcy Code."

After establishing that the zero purchase price repo transactions
were repurchase agreements under the Bankruptcy Code, the
Bankruptcy Court held that Bear's exercise of its contractual
rights to sell the disputed securities was entitled to the safe
harbor protection of Sec. 559 of the Bankruptcy Code.  The
Bankruptcy Court then considered whether Bear's auction of the
disputed securities complied with the terms of the GMRA and was
conducted in good faith.  Because the GMRA gave discretion to the
non-defaulting party, the Bankruptcy Court concluded that the only
real question was whether there was a disputed issue that the
auction had been conducted in good faith, which involved
consideration of the timing and manner of the auction in light of
the prevailing market conditions.  The Bankruptcy Court held that
there was no disputed fact that the auction was conducted in good
faith and in accordance with industry practice, and granted
summary judgment for Bear.

HomeBanc contends that the Bankruptcy Court erred (1) in
concluding as a matter of law that the disputed securities were
repurchase agreements under the Bankruptcy Code, (2) in applying a
subjective rationality standard to the GMRA's netting provisions,
and (3) in concluding that the sale of the disputed securities was
not irrational or in bad faith.

In a March 27 Memorandum Opinion available at http://is.gd/49TeX2
from Leagle.com, District Judge Richard G. Andrews affirmed the
Bankruptcy Court's order, except in regard to the grant of summary
judgment on the issue of whether the auction complied with the
GMRA.

William J. Burnett, Esq., at Plaster Greenberg, P.C., Wilmington,
DE; Steven M. Coren, Esq., at Kaufman, Coren & Ress, P.C.,
Philadelphia, PA; Howard J. Kaufman, Esq., at Kaufman, Coren &
Ress, P.C., Philadelphia, PA; and Andrew J. Belli, Esq., at
Kaufman, Coren & Ress, P.C., Philadelphia, PA, argue for the
Appellant.

Karen S. Owens, Esq., at Ashby & Geddes, P.A., Wilmington, DE;
Andrew W. Stem, Esq., at Sidley Austin LLP, New York, NY; and
James O. Heyworth, Esq., at Sidley Austin LLP, argue for the
Appellees.

                           About HomeBanc

Headquartered in Atlanta, Georgia, HomeBanc Mortgage Corporation
-- http://www.homebanc.com/-- was a mortgage banking company
focused  on originating primarily prime purchase money residential
mortgage loans in the Southeast United States.

HomeBanc Mortgage together with five affiliates filed for chapter
11 protection on Aug. 9, 2007 (Bankr. D. Del. Case Nos. 07-11079
through 07-11084).  Joel A. Waite, Esq., at Young, Conaway,
Stargatt & Taylor was selected by the Debtors to represent them in
these cases.  The Official Committee of Unsecured Creditors
selected the firm Otterbourg, Steindler, Houston and Rosen, P.C.
as its counsel.  The Debtors' financial condition as of June 30,
2007, showed total assets of $5.1 billion and total liabilities of
$4.9 billion.

HomeBanc filed a joint consolidated liquidating plan and
accompanying disclosure statement, dated April 30, 2008, but
failed to obtain confirmation of that plan.  HomeBanc subsequently
moved for conversion of its cases to Chapter 7, which was granted
by the Court, effective Feb. 24, 2009.


HOMEBANC MORTGAGE: "McLean" Wrongful Foreclosure Suit Dismissed
---------------------------------------------------------------
Chief District Judge Julie E. Carnes in Atlanta granted the
defendants' Motion to Dismiss a wrongful foreclosure suit, ERIN
DIANE McLEAN, Plaintiff, v. HOMEBANC MORTGAGE CORPORATION, EMC
MORTGAGE CORPORATION, CITIBANK, N.A., as trustee for Bear Stearns
ARM Trust 2006-04, JPMORGAN CHASE BANK, N.A., and JOHN DOES 1-5,
Defendants, Civil Case No. 1:13-cv-01051-JEC (N.D. Ga.).  The
Court denied Plaintiff's request to amend the complaint.

A copy of the Court's March 25, 2014 Order and Opinion is
available at http://is.gd/tZ4BEofrom Leagle.com.

                           About HomeBanc

Headquartered in Atlanta, Georgia, HomeBanc Mortgage Corporation
-- http://www.homebanc.com/-- was a mortgage banking company
focused  on originating primarily prime purchase money residential
mortgage loans in the Southeast United States.

HomeBanc Mortgage together with five affiliates filed for chapter
11 protection on Aug. 9, 2007 (Bankr. D. Del. Case Nos. 07-11079
through 07-11084).  Joel A. Waite, Esq., at Young, Conaway,
Stargatt & Taylor was selected by the Debtors to represent them in
these cases.  The Official Committee of Unsecured Creditors
selected the firm Otterbourg, Steindler, Houston and Rosen, P.C.
as its counsel.  The Debtors' financial condition as of June 30,
2007, showed total assets of $5.1 billion and total liabilities of
$4.9 billion.

HomeBanc filed a joint consolidated liquidating plan and
accompanying disclosure statement, dated April 30, 2008, but
failed to obtain confirmation of that plan.  HomeBanc subsequently
moved for conversion of its cases to Chapter 7, which was granted
by the Court, effective Feb. 24, 2009.


HOT DOG ON A STICK: Can Employ Friedman Law Group as Attorney
-------------------------------------------------------------
HDOS Enterprises sought and obtained permission from the U.S.
Bankruptcy Court for the Central District of California to employ
Friedman Law Group P.C. as its attorney.

The Debtor tells the Court that it requires the advice and
assistance of the firm in connection with the case and
administration of its Chapter 11 estate.  Among other things, the
firm is expected to:

  a) advise the Debtor concerning its rights and remedies in
     connection with the estate's assets and the claims of
     creditors;

  b) assist and advise the Debtor in the preparation of its
     schedules, statements, list and other disclosure documents;

  c) examine witnesses, claimants or adverse parties as the case
     may require;

  d) prepare and assist in the preparation of reports, accounts,
     applications, motions and orders; and

  e) assist the Debtor in the formulation, preparation and
     execution of a program to maximize the value of the assets
     of the estate.

The Debtor says it paid the firm a retainer fee of $150,000, of
which $31,000 was applied to the petition date to defray fees and
costs and fees incurred before the case was commenced.

The Debtor assures the Court that the firm is a "disinterested
person" within the meaning of the Bankruptcy Code.

                 About Hot Dog On A Stick

Established in 1946 in Southern California, Hot Dog On A Stick --
http://www.hotdogonastick.com-- is known for its fair-inspired
menu of corn dogs, lemonades, and a sampling of other menu items
such as cheese on a stick, hot dog in a bun, fries, and funnel
cake sticks.  HDOS is owned by its employees.

HDOS Enterprises sought protection under Chapter 11 of the
Bankruptcy Code (Case No. 14-12028, Bankr. C.D. Cal.) on Feb. 3,
2014.  The case is assigned to Judge Neil W. Bason.

The petition was signed by Dan Smith, president and CEO.

The Debtor's counsel is represented by Jerome Bennett Friedman,
Esq., Stephen F. Biegenzahn, Esq. -- sbiegenzahn@jbflawfirm.com
-- and Michael D. Sobkowiak, Esq. -- msobkowiak@jbflawfirm.com --
at FRIEDMAN LAW GROUP, P.C., in Los Angeles, California.  The Law
Offices of Brian H. Cole is the Debtor's as special counsel.  A&G
Realty Partner LLC is the Debtor's real estate consultant.

The U.S. Trustee has appointed three members to an official
committee of unsecured creditors.  The Committee retained
Pachulski Stang Ziehl & Jones LLP, in Los Angeles, California, as
counsel.


HOT DOG ON A STICK: Brian Cole Approved as Special Counsel
----------------------------------------------------------
HDOS Enterprises sought and obtained permission from the Hon. Neil
W. Bason of the U.S. Bankruptcy Court for the Central District of
California to employ the Law Offices of Brian H. Cole as special
counsel, effective Feb. 3, 2014.

Mr. Cole will assist the Debtor and its other professionals in
analyzing issues relating to compliance with applicable franchise
laws and regulations in the various states and foreign countries
in which the Debtor operates or considers operating pursuant to
franchise agreements, and to assist the Debtor in complying with
those laws and regulations, as appropriate during the case.

Mr. Cole will be paid $410 per hour.

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

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

                 About Hot Dog On A Stick

Established in 1946 in Southern California, Hot Dog On A Stick --
http://www.hotdogonastick.com-- is known for its fair-inspired
menu of corn dogs, lemonades, and a sampling of other menu items
such as cheese on a stick, hot dog in a bun, fries, and funnel
cake sticks.  HDOS is owned by its employees.

HDOS Enterprises sought protection under Chapter 11 of the
Bankruptcy Code (Case No. 14-12028, Bankr. C.D. Cal.) on Feb. 3,
2014.  The case is assigned to Judge Neil W. Bason.

The petition was signed by Dan Smith, president and CEO.

The Debtor's counsel is represented by Jerome Bennett Friedman,
Esq., Stephen F. Biegenzahn, Esq. -- sbiegenzahn@jbflawfirm.com
-- and Michael D. Sobkowiak, Esq. -- msobkowiak@jbflawfirm.com --
at FRIEDMAN LAW GROUP, P.C., in Los Angeles, California.  The Law
Offices of Brian H. Cole is the Debtor's as special counsel.  A&G
Realty Partner LLC is the Debtor's real estate consultant.

The U.S. Trustee has appointed three members to an official
committee of unsecured creditors.  The Committee retained
Pachulski Stang Ziehl & Jones LLP, in Los Angeles, California, as
counsel.


HOT DOG ON A STICK: Court Approves A&G as Real Estate Consultant
----------------------------------------------------------------
HDOS Enterprises sought and obtained permission from the U.S.
Bankruptcy Court for the Central District of California for
permission to employ A&G Realty Partner LLC as its real estate
consultant.

The firm will assist the Debtor in analyzing the remaining
unexpired commercial leases to which the Debtor was a party at the
time the case was commenced.  The firm will negotiate with certain
of the Debtor's landlords regarding the terms of the assumption of
certain of the leases.

The Debtor tells the Court that, for each successful renegotiation
of the monetary terms of any leases, it will pay the firm a
consultant's fee of $1,000 plus 7.5% of occupancy cost savings for
the remainder of the current term of the leases and any term
extension and option term exercised as part of the lease
renegotiation.

The Debtor assures the Court that the firm is a "disinterested
person" within the meaning of the Bankruptcy Code.

                 About Hot Dog On A Stick

Established in 1946 in Southern California, Hot Dog On A Stick --
http://www.hotdogonastick.com-- is known for its fair-inspired
menu of corn dogs, lemonades, and a sampling of other menu items
such as cheese on a stick, hot dog in a bun, fries, and funnel
cake sticks.  HDOS is owned by its employees.

HDOS Enterprises sought protection under Chapter 11 of the
Bankruptcy Code (Case No. 14-12028, Bankr. C.D. Cal.) on Feb. 3,
2014.  The case is assigned to Judge Neil W. Bason.

The petition was signed by Dan Smith, president and CEO.

The Debtor's counsel is represented by Jerome Bennett Friedman,
Esq., Stephen F. Biegenzahn, Esq. -- sbiegenzahn@jbflawfirm.com
-- and Michael D. Sobkowiak, Esq. -- msobkowiak@jbflawfirm.com --
at FRIEDMAN LAW GROUP, P.C., in Los Angeles, California.  The Law
Offices of Brian H. Cole is the Debtor's as special counsel.  A&G
Realty Partner LLC is the Debtor's real estate consultant.

The U.S. Trustee has appointed three members to an official
committee of unsecured creditors.  The Committee retained
Pachulski Stang Ziehl & Jones LLP, in Los Angeles, California, as
counsel.


HOT DOG ON A STICK: Panel Can Tap Pachulski Stang as Counsel
------------------------------------------------------------
The Official Committee of Unsecured Creditors of HDOS Enterprises
sought and obtained permission from the U.S. Bankruptcy Court for
the Central District of California to retain Pachulski Stang Ziehl
& Jones LLP as counsel to the Committee, nunc pro tunc to Feb. 20,
2014.

The Committee requires Pachulski Stang to:

   (a) assist, advise and represent the Committee in its
       consultations with the Debtor regarding the administration
       of the case;

   (b) assist, advise and represent the Committee in analyzing
       the Debtor's assets and liabilities, participating in and
       reviewing any proposed asset sales, any asset
       dispositions, and financing arrangements or proceedings;

   (c) assist, advise and represent the Committee in any manner
       relevant to reviewing and determining the Debtor's rights
       and obligations under leases and other executory
       contracts;

Pachulski Stang will be paid at these hourly rates:

       Jeffrey N. Pomerantz      $875
       Jeffrey W. Dulberg        $695
       Paralegal                 $295

Pachulski Stang will also be reimbursed for reasonable out-of-
pocket expenses incurred.

Jeffrey W. Dulberg, Esq., partner of Pachulski Stang, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

                 About Hot Dog On A Stick

Established in 1946 in Southern California, Hot Dog On A Stick --
http://www.hotdogonastick.com-- is known for its fair-inspired
menu of corn dogs, lemonades, and a sampling of other menu items
such as cheese on a stick, hot dog in a bun, fries, and funnel
cake sticks.  HDOS is owned by its employees.

HDOS Enterprises sought protection under Chapter 11 of the
Bankruptcy Code (Case No. 14-12028, Bankr. C.D. Cal.) on Feb. 3,
2014.  The case is assigned to Judge Neil W. Bason.

The petition was signed by Dan Smith, president and CEO.

The Debtor's counsel is represented by Jerome Bennett Friedman,
Esq., Stephen F. Biegenzahn, Esq. -- sbiegenzahn@jbflawfirm.com
-- and Michael D. Sobkowiak, Esq. -- msobkowiak@jbflawfirm.com --
at FRIEDMAN LAW GROUP, P.C., in Los Angeles, California.  The Law
Offices of Brian H. Cole is the Debtor's as special counsel.  A&G
Realty Partner LLC is the Debtor's real estate consultant.

The U.S. Trustee has appointed three members to an official
committee of unsecured creditors.  The Committee retained
Pachulski Stang Ziehl & Jones LLP, in Los Angeles, California, as
counsel.


HOUSTON REGIONAL: Files Schedules of Assets and Liabilities
-----------------------------------------------------------
Houston Regional Sports Network LP filed with the U.S. Bankruptcy
Court for the Southern District of Texas, Houston Division, its
schedules of assets and liabilities disclosing $17,082,681 in
total assets and $131,121,698 in total debts.

The Debtor said it has $1,500 cash on hand, $15,961 in an account
with Wells Fargo Bank and $7,827,079 in an account with The Bank
of New York Mellon.  The Debtor has a total of $8,579,241 in
accounts receivable and $658,950 in prepared expenses, such as
rent and insurance.

Houston SportsNet Finance, LLC, holds a $100 million secured claim
against the Debtor.  Harris County Appraisal District also holds
secured claims in unknown amounts for 2013 taxes.  Unpaid wages,
salaries and commissions, which are deemed unsecured priority
claims, total $238,010.  Unsecured non-priority claims total
$30,883,687.

Full-text copies of the Schedules are available for free at:

      http://bankrupt.com/misc/HOUSTONREGIONALsal0318.pdf

               About Houston Regional Sports Network

An involuntary Chapter 11 bankruptcy petition was filed against
Houston Regional Sports Network, L.P. d/b/a Comcast SportsNet
Houston (Bankr. S.D. Tex. Case No. 13-35998) on Sept. 27, 2013.

The involuntary filing was launched by three units of Comcast/NBC
Universal and a television-related company.  The petitioners are:
Houston SportsNet Finance LLC, Comcast Sports Management Services
LLC, National Digital Television Center LLC, and Comcast SportsNet
California, LLC.

The petitioning creditors have filed papers asking the Bankruptcy
Judge to appoint an independent Chapter 11 trustee "to conduct a
fair and open auction process for the Network's business assets on
a going concern basis."

Houston Regional Sports Network is a joint enterprise among
affiliates of the Houston Astros baseball team, the Houston
Rockets basketball team, and Houston SportsNet Holdings, LLC --
"Comcast Owner" -- an affiliate of Comcast Corporation.  The
Network has three limited partners -- Comcast Owner, Rockets
Partner, L.P., and Astros HRSN LP Holdings LLC.  The primary
purpose of Houston Regional Sports Network is to create and
operate a regional sports programming service that produces,
exhibits, and distributes sports programming on a full-time basis,
including live Astros and Rockets games within the league-
permitted local territories.

Counsel for the petitioning creditors are Howard M. Shapiro, Esq.,
at Wilmer Cutler Pickering Hale and Dorr LLP; George W. Shuster,
Jr., Esq., at Wilmer Cutler Pickering Hale and Dorr LLP; Vincent
P. Slusher, Esq., at DLA Piper; and Arthur J. Burke, Esq., at
Davis Polk & Wardwell LLP.

Judge Marvin Isgur presides over the case.

The Network was officially placed into Chapter 11 bankruptcy
pursuant to a Feb. 7 Order for Relief.

Harry Perrin, Esq., represents Astros owner Jim Crane.  Alan
Gover, Esq., represents the Rockets.

The Astros are represented by Richard B. Drubel, Esq., Colleen A.
Harrison, Esq., and Jonathan R. Voegele, Esq., at Boies, Schiller
& Flexner LLP, in Hanover, NH; and Scott E. Gant, Esq., at Boies,
Schiller & Flexner in Washington, DC.  Comcast Corporation and
NBCUniversal Media, LLC, are represented by Vincent P. Slusher,
Esq., Eli Burriss, Esq., Andrew Mayo, Esq., and Andrew Zollinger,
Esq., at DLA Piper; Arthur J. Burke, Esq., Timothy Graulich, Esq.,
and Dana M. Seshens, Esq., at Davis Polk & Wardwell LLP; and
Howard M. Shapiro, Esq., and Craig Goldblatt, Esq., at Wilmer
Cutler Pickering Hale and Dorr LLP.  Attorney for McLane
Champions, LLC and R. Drayton McLane, Jr., are Wayne Fisher, Esq.,
at Fisher Boyd & Huguenard, LLP.


HOVNANIAN ENTERPRISES: To Issue Add'l 6.4MM Shares Under Plan
-------------------------------------------------------------
Hovnanian Enterprises, Inc., filed with the U.S. Securities and
Exchange Commission a Form S-8 registration statement to register
6,450,000 shares of Class A Common Stock, par value $0.01 per
share, and Class B Common Stock, par value $0.01 per share,
issuable under the 2012 Hovnanian Enterprises, Inc. Amended and
Restated Stock Incentive Plan.  The proposed maximum aggregate
offering price is $31.66 million.

On March 11, 2014, at the annual meeting of stockholders of
Hovnanian Enterprises, the Company's stockholders approved the
2012 Hovnanian Enterprises, Inc. Amended and Restated Stock
Incentive Plan which increased the number of shares of the
Company's common stock, par value $0.01 per share, that may be
issued under the 2012 Amended and Restated Plan by 6,450,000
Shares from the 5,000,000 Shares which were previously authorized
for issuance under the 2012 Hovnanian Enterprises, Inc. Stock
Incentive Plan.

A copy of the Form S-8 registration statement is available at:

                         http://is.gd/QHzHZ6

                     About Hovnanian Enterprises

Red Bank, New Jersey-based Hovnanian Enterprises, Inc. (NYSE: HOV)
-- http://www.khov.com/-- founded in 1959 by Kevork S. Hovnanian,
is one of the nation's largest homebuilders with operations in
Arizona, California, Delaware, Florida, Georgia, Illinois,
Kentucky, Maryland, Minnesota, New Jersey, New York, North
Carolina, Ohio, Pennsylvania, South Carolina, Texas, Virginia and
West Virginia.  The Company's homes are marketed and sold under
the trade names K. Hovnanian Homes, Matzel & Mumford, Brighton
Homes, Parkwood Builders, Town & Country Homes, Oster Homes and
CraftBuilt Homes.  As the developer of K. Hovnanian's Four Seasons
communities, the Company is also one of the nation's largest
builders of active adult homes.

Hovnanian Enterprises posted net income of $31.29 million on $1.85
billion of total revenues for the year ended Oct. 31, 2013, as
compared with a net loss of $66.19 million on $1.48 billion of
total revenues during the prior year.

As of Oct. 31, 2013, the Company had $1.75 billion in total
assets, $2.19 billion in total liabilities and a $432.79 million
total deficit.

                           *     *     *

As reported by the Troubled Company Reporter on April 25, 2013,
Standard & Poor's Ratings Services said it raised its corporate
credit rating on Hovnanian Enterprises Inc. to 'B-' from 'CCC+'.
"The upgrade reflects strengthening operating performance
supported by the broader recovery in the housing market that, we
believe, should support modest profitability in 2013," said
Standard & Poor's credit analyst George Skoufis.

In the Dec. 9, 2013, edition of the TCR, Fitch Ratings upgraded
the Issuer Default Rating (IDR) of Hovnanian Enterprises to 'B-'
from 'CCC'.  The upgrade and the Stable Outlook reflects HOV's
operating performance year-to-date (YTD), adequate liquidity
position, and moderately better prospects for the housing sector
during the remainder of this year and in 2014.

As reported by the TCR on Jan. 9, 2014, Moody's Investors Service
raised the Corporate Family Rating of Hovnanian Enterprises, Inc.,
to B3 from Caa1.  The upgrade of the Corporate Family Rating to B3
reflects Hovnanian's improved financial performance including
improvement in interest coverage to slightly above 1x and finally
turning net income positive for the fiscal year 2013.


IDERA PHARMACEUTICALS: Incurs $18.2 Million Loss in 2013
--------------------------------------------------------
Idera Pharmaceuticals, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing a
net loss of $18.22 million on $47,000 of alliance revenue for the
year ended Dec. 31, 2013, as compared with a net loss of $19.24
million on $51,000 of alliance revenue in 2012.  The Company
incurred a net loss of $23.77 million in 2011.

As of Dec. 31, 2013, the Company had $36.86 million in total
assets, $4.41 million in total liabilities and $32.45 million in
total stockholders' equity.

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

                        http://is.gd/pPK3xN

                     About Idera Pharmaceuticals

Cambridge, Massachusetts-based Idera Pharmaceuticals, Inc., is a
clinical stage biotechnology company engaged in the discovery and
development of novel synthetic DNA- and RNA-based drug candidates
that are designed to modulate immune responses mediated through
Toll-like Receptors, or TLRs.  The Company has two drug
candidates, IMO-3100, a TLR7 and TLR9 antagonist, and IMO-8400, a
TLR7, TLR8, and TLR9 antagonist, in clinical development for the
treatment of autoimmune and inflammatory diseases.

In the auditors' report on the consolidated financial statements
for the year ended Dec. 31, 2012, Ernst & Young LLP, in Boston,
Mass., expressed substantial doubt about Idera's ability to
continue as a going concern, citing recurring losses and negative
cash flows from operations and the necessity to raise additional
capital or alternative means of financial support, or both, prior
to Dec. 31, 2013, in order to continue to fund its operations.


IMAGEWARE SYSTEMS: Increases "Goldman" Note to $3.5 Million
-----------------------------------------------------------
ImageWare Systems, Inc., and Neal I. Goldman, a director of the
Company, entered into an amendment to the convertible promissory
note, previously issued by the Company to Mr. Goldman on March 27,
2013, under which the Company may request advances from the
Holder.  As of March 13, 2014, the Company has not requested, nor
has it received any advances under the Note.  The Amendment:

    (i) increases the principal amount of the Note from $2.5
        million to $3.5 million;

   (ii) modifies the definition of Qualified Financing to mean a
        debt or equity financing resulting in gross proceeds to
        the Company of at least $3.5 million; and

  (iii) permits the Holder to elect to convert up to $2.5 million
        outstanding principal, plus any accrued but unpaid
        interest under the Note, into shares of the Company's
        common stock, par value $0.001 per share, for $0.95 per
        share, and any remaining outstanding principal and accrued
        but unpaid interest into shares of Common Stock for $2.25
        per share.

As additional consideration for entering into the Amendment, the
Company issued to Mr. Goldman a warrant to purchase 177,778 shares
of Common Stock for $2.25 per share.  The Warrant will expire on
March 27, 2015, the maturity date of the Note.

                      About ImageWare Systems

Headquartered in San Diego, California, ImageWare Systems, Inc.,
is a leader in the emerging market for software-based identity
management solutions, providing biometric, secure credential, law
enforcement and enterprise authorization.  Its "flagship" product
is the IWS Biometric Engine.  Scalable for small city business or
worldwide deployment, the Company's biometric engine is a multi-
biometric platform that is hardware and algorithm independent,
enabling the enrollment and management of unlimited population
sizes.  The Company's identification products are used to manage
and issue secure credentials, including national IDs, passports,
driver licenses, smart cards and access control credentials.  Its
law enforcement products provide law enforcement with integrated
mug shot, fingerprint LiveScan and investigative capabilities.
The Company also provides comprehensive authentication security
software.

For the nine months ended Sept. 30, 2013, the Company reported a
net loss of $8.05 million.  Imageware Systems incurred a net loss
of $10.19 million in 2012, following a net loss of $3.18 million
in 2011.  The Company's balance sheet at Sept. 30, 2013, showed
$8.57 million in total assets, $4.72 million in total liabilities
and $3.85 million in total shareholders' equity.


INFUSYSTEM HOLDINGS: To Reimburse CEO $95,000 for Expenses
----------------------------------------------------------
The Compensation Committee of the Board of Directors approved and
authorized Infusystem Holdings, Inc., to reimburse Eric K. Steen,
the Company's chief executive officer, up to an additional $75,000
for relocation expenses, representing a total reimbursement right
of up to $95,000.

As previously disclosed by the Company in March 2013, Mr. Steen
was entitled to be reimbursed up to $20,000 for his reasonable
relocation expenses.

Additionally, the Compensation Committee approved Mr. Steen's 2013
annual performance bonus pursuant to the Employment Agreement.
The Compensation Committee considered various performance factors
and goals achieved by Mr. Steen, including the achievement of
revenue and Adjusted EBITDA targets, as well as Mr. Steen's
contributions to the Company's organizational culture, leadership
team, strategies and growth. The Compensation Committee authorized
the payment of a cash bonus to Mr. Steen in the amount of
$147,656.  The Compensation Committee also authorized a grant to
Mr. Steen of the option to purchase 60,000 shares of the Company's
common stock, par value $0.0001 per share, at an exercise price of
$3.00 per share.  The option vests in equal monthly installments
over a three-year period, expires after five years and is
otherwise exercisable in accordance with the Company's 2007 Stock
Incentive Plan.

                      About InfuSystem Holdings

InfuSystem Holdings, Inc., operates through operating
subsidiaries, including InfuSystem, Inc., and First Biomedical,
Inc.  InfuSystem provides infusion pumps and related services.
InfuSystem provides services to hospitals, oncology practices and
facilities and other alternate site healthcare providers.
Headquartered in Madison Heights, Michigan, InfuSystem delivers
local, field-based customer support, and also operates pump
service and repair Centers of Excellence in Michigan, Kansas,
California, and Ontario, Canada.

Infusystem Holdings disclosed a net loss of $1.48 million in 2012,
a net loss of $45.44 million in 2011 and a net loss of $1.85
million in 2010.  The Company's balance sheet at Sept. 30, 2013,
showed $76.39 million in total assets, $34.77 million in total
liabilities and $41.62 million in total stockholders' equity.


INTELLICELL BIOSCIENCES: Inks $2.1 Million SPA with YA Global
-------------------------------------------------------------
Intellicell Biosciences, Inc., on March 11, 2014, entered into a
securities purchase agreement to issue and sell a secured
convertible debenture to YA Global Investments, L.P., in the
principal amount of $2,100,000.  In addition to the Debenture, the
Company also agreed to issue a warrant to the Investor entitling
the Investor to purchase up to 400,000,000 shares of the Company's
common stock, par value $0.0001 per share at an exercise price of
$0.005 per share.

The Debenture will mature on or before March 11, 2015, and will
accrue interest at an annual rate equal to 7.5 percent.  That
interest will be paid on the Maturity Date in cash or, in shares
of Common Stock in accordance with the terms of the Debenture at
the applicable Conversion Price.

A copy of the SPA is available for free at:

                       http://is.gd/sV9KgB

                   About Intellicell Biosciences

Intellicell BioSciences, Inc., headquartered in New York, N.Y.,
was formed on Aug. 13, 2010, under the name "Regen Biosciences,
Inc." as a pioneering regenerative medicine company to develop and
commercialize regenerative medical technologies in large markets
with unmet clinical needs.  On Feb. 17, 2011, the company changed
its name from "Regen Biosciences, Inc." to "IntelliCell
BioSciences Inc".  To date, IntelliCell has developed proprietary
technologies that allow for the efficient and reproducible
separation of stromal vascular fraction (branded
"IntelliCell(TM)") containing adipose stem cells that can be
performed in tissue processing centers and in doctors' offices.

Intellicell disclosed a net loss of $4.15 million on $534,942 of
revenues for the year ended Dec. 31, 2012, as compared with a net
loss of $32.83 million on $99,192 of revenues during the prior
year.  The Company's balance sheet at June 30, 2013, showed $3.70
million in total assets, $10.57 million in total liabilities and a
$6.86 million total stockholders' deficit.

Rosen Seymour Shapss Martin & Company LLP stated in their report
that the Company's financial statements for the fiscal years ended
Dec. 31, 2012, and 2011, were prepared assuming that the Company
would continue as a going concern.  The Company's ability to
continue as a going concern is an issue raised as a result of the
Company's recurring losses from operations and its net capital
deficiency.  The Company continues to experience net operating
losses.  The Company's ability to continue as a going concern is
subject to its ability to generate a profit.


INTELLICELL BIOSCIENCES: Grants Trademark Licenses to AREF
----------------------------------------------------------
Intellicell Biosciences, Inc., executed a laboratory services and
license agreement, effective March 7, 2014, with The Andrews
Research and Education Foundation, Inc., pursuant to which the
Company agreed to grant certain technology and trademark licenses
to AREF.

The term of the License Agreement will be for a period of three
years commencing on March 7, 2014, and will automatically renew
for subsequent periods of three years unless either party to the
License Agreement provides notice of its intention not to renew at
least 90 days prior to the expiration of any three year term.

Subject to the terms and conditions of the License Agreement, the
Company agreed to grant AREF a non-exclusive (except for the
Pensacola, Florida area and a surrounding radius of 150 miles),
non-assignable, non-transferrable, non-sublicensable license to
market the use of and practice the Technology (as that term is
defined in the License Agreement) at AREF's premises for
restricted purposes as provided in the License Agreement.  The
Company also agreed to grant AREF a non-exclusive, non-assignable,
non-sublicensable, license to the Trademarks.  Furthermore, the
Company reserved the perpetual worldwide right to license and use
the Patent, Trademarks and the Technology licensed under the
License Agreement for any purpose.

Except for when performed for research purposes, AREF will pay to
the Company a fee equal to $2,500 per Tissue Processing (as that
term is defined in the License Agreement) case processed.  The
parties to the License Agreement have mutually agreed not to
disclose any Confidential Information (as that term is defined in
the License Agreement), whether verbal or written, conveyed to
them prior to, during or subsequent to the term of the License
Agreement.

A copy of the License Agreement is available for free at:

                        http://is.gd/izhOY3

Consulting Agreement

On March 11, 2014, the Company executed a Consulting Agreement
with Dr. James Andrews, effective March 7, 2014, pursuant to which
Dr. Andrews will serve as Chairman of the Intellicell Orthopedic
Cellular Therapy Advisory Board.  The initial term of the
Agreement will be for a period of 10 years unless extended as
provided in the Agreement or unless terminated by either party
with 30 days advance written notice to the other party.  In
consideration for Consultant's services, the Consultant will be
paid a monthly fee and make a monthly charitable contribution to
the Andrews Foundation after the Company closes a Capital Raise,
and the amount of such monthly fee and monthly charitable
contribution will be determined based on the amount raised in the
Capital Raise.

Furthermore, commencing on March 1, 2014, and ending on May 1,
2017, on each of March 1, June 1, October 1 and January 1 during
such period, the Company will issue and the Consultant will be
entitled to receive non-qualified stock options to purchase a
number of shares of the Company's common stock equal to 750,000
divided by the average of the closing bid price per share of such
common stock for the 10 trading days immediately prior to the date
of issuance, subject to certain adjustments as set forth in the
Consulting Agreement.

A copy of the Consulting Agreement is available for free at:

                       http://is.gd/MfQrIe

                  About Intellicell Biosciences

Intellicell BioSciences, Inc., headquartered in New York, N.Y.,
was formed on Aug. 13, 2010, under the name "Regen Biosciences,
Inc." as a pioneering regenerative medicine company to develop and
commercialize regenerative medical technologies in large markets
with unmet clinical needs.  On Feb. 17, 2011, the company changed
its name from "Regen Biosciences, Inc." to "IntelliCell
BioSciences Inc".  To date, IntelliCell has developed proprietary
technologies that allow for the efficient and reproducible
separation of stromal vascular fraction (branded
"IntelliCell(TM)") containing adipose stem cells that can be
performed in tissue processing centers and in doctors' offices.

Intellicell disclosed a net loss of $4.15 million on $534,942 of
revenues for the year ended Dec. 31, 2012, as compared with a net
loss of $32.83 million on $99,192 of revenues during the prior
year.  The Company's balance sheet at June 30, 2013, showed $3.70
million in total assets, $10.57 million in total liabilities and a
$6.86 million total stockholders' deficit.

Rosen Seymour Shapss Martin & Company LLP stated in their report
that the Company's financial statements for the fiscal years ended
Dec. 31, 2012, and 2011, were prepared assuming that the Company
would continue as a going concern.  The Company's ability to
continue as a going concern is an issue raised as a result of the
Company's recurring losses from operations and its net capital
deficiency.  The Company continues to experience net operating
losses.  The Company's ability to continue as a going concern is
subject to its ability to generate a profit.


ISC8 INC: Issues $762,500 of Convertible Notes
----------------------------------------------
ISC8 Inc., on March 6, 2014 and March 12, 2014, received executed
Note Purchase Agreements from certain accredited investors
resulting in the issuance of senior subordinated secured
convertible promissory notes in the aggregate principal amount of
$762,500.

Per the terms of the Purchase Agreements, the Notes were issued
with an original issue discount of 33.5 percent.  However, the OID
will decrease to 25 percent in the event Notes in the aggregate
principal amount of $1 million have not been purchased within 14
days from Feb. 25, 2014.  The Notes accrue interest at a rate of
12 percent per annum and mature on July 31, 2014.  Additionally,
in the event the Company consummates a debt or equity financing
resulting in gross proceeds of at least $4 million, the then
outstanding principal balance of the Notes, plus all accrued but
unpaid interest, will convert into the securities issued in
connection with the Qualified Financing.

The Company may issue additional Notes, up to $6 million in the
aggregate, of which up to $1.5 million may be issued in exchange
for the cancellation of certain currently issued promissory notes,
which Old Notes are currently due and payable.

                           About ISC8 Inc.

Costa Mesa, California-based ISC8 Inc. is engaged in the design,
development, manufacture and sale of a family of security
products, consisting of cyber security solutions for commercial
and U.S. government applications, secure memory products, some of
which utilize technologies that the Company has pioneered for
three-dimensional ("3-D") stacking of semiconductors, systems in a
package ("Systems in a Package" or "SIP"), and anti-tamper
systems.

The Company reported a net loss of $28.02 million on $501,000 of
revenues in fiscal year ended Sept. 30, 2013, compared with a net
loss of $19.7 million in fiscal year ended Sept 30, 2012.

As of Dec. 31, 2013, the Company had $3.81 million in total
assets, $10.22 million in total liabilities and a $6.41 million
total stockholders' deficit.

Squar, Milner, Peterson, Miranda & Williamson, LLP, in their audit
report on the consolidated financial statements for the year ended
Sept. 30, 2013, expressed substantial doubt about the Company's
ability to continue as a going concern, citing that the Company
has negative working capital of $29.7 million and a stockholders'
deficit of $55.5 million.


IVANHOE RANCH: April 10 Hearing on Essel's Bid for Stay Relief
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of California
-- according to minutes for the hearing held March 13, 2014 --
continued until April 10, 2014, at 10:00 a.m., the hearing to
consider Essel Enterprises LLC's motion for relief from the
automatic stay with respect to Ivanhoe Ranch Partners LLC's real
properties located in El Cajon, California.

As reported by the Troubled Company Reporter on March 5, 2014,
Essel Enterprises argued that its interest in the properties is
not "adequately protected" and that the Debtor has no equity in
those properties.

The Debtor objected to Essel Enterprises' request.

On March 6, Elizabeth A. French, Esq., at Green Bryant & French,
LLP, on behalf of Essel Enterprises, in its response to the
Debtor's objection, stated that the Debtor's statement that
Essel's interest in the property is adequately protected lacked
foundation and speculative.

                 About Ivanhoe Ranch Partners LLC

Based in El Cajon, California, Ivanhoe Ranch Partners LLC aka
Ivanhoe Development Corp. filed for Chapter 11 bankruptcy case
(Bankr. S.D. Cal. Case No. 13-09397) on Sept. 23, 2013.  Judge
Laura S. Taylor presides over the Debtor's bankruptcy case.
Kenneth C. Hoyt, Esq., at Hoyt Law Firm, represents the Debtor as
counsel.  The Debtor estimated assets between $10 million and
$50 million and debts between $1 million and $10 million.


JOHN WADE BELL: Order Denying Banks' Stay Relief Bid Reversed
-------------------------------------------------------------
District Judge Irene C. Berge reversed an order of the U.S.
Bankruptcy Court for the Southern District of West Virginia
denying R.B.S. Inc. (RBS) and United Bank, Inc.'s Motion to Lift
Stay in the bankruptcy case styled, In re: John Wade Bell and Ann
Tate Bell.

On Aug. 8, 2013, the Bankruptcy Court issued an Order Converting
Case to a Chapter 11 Reorganization Case; Relieving Chapter 7
Trustee; Setting Meeting of Creditors; Setting Deadline to File
Proofs of Claim; Directing Debtor(s) to File Required Pleadings;
and Directing Debtor(s) to Pay Conversion Fee.

The case before the District Court is, RBS, INC. and UNITED BANK,
INC., Appellants, v. JOHN WADE BELL and ANN TATE BELL, Appellees,
Civil Action No. 5:13-cv-27240 (Bankr. S.D. W.Va.).  A copy of
Judge Berge's March 26, 2014 Memorandum Opinion and Order is
available at http://is.gd/8wcbpPfrom Leagle.com.


KATE SPADE: Moody's Affirms B2 CFR & Revises Outlook to Positive
----------------------------------------------------------------
Moody's Investors Service affirmed Kate Spade & Company B2
Corporate Family Rating and revised the rating outlook to positive
from stable. Moody's also assigned a B2 (LGD 4, 52%) rating to the
company's proposed $400 million senior secured term loan B due
2021. Moody's also upgraded the company's Speculative Grade
Liquidity rating to SGL-1 from SGL-2.

"The revision in the rating outlook to positive reflects Moody's
expectations that Kate Spade can sustain strong positive revenue
trends for the Kate Spade family of brands" said Moody's Vice
President Scott Tuhy. He added "Continued solid trends in revenues
should lead to improved earnings performance and further
improvement in credit metrics for the company". The positive
rating outlook considers the meaningful improvement in Kate
Spade's liquidity following the conclusion of sale of its Juicy
Couture and Lucky Brand Jeans businesses and the early termination
of a lease on a property on Fifth Avenue in New York City.

The upgrade in the Speculative Grade Liquidity rating primarily
reflects the company's higher cash balances following recent
divestitures and Moody's expectations the company will maintain
meaningfully positive cash balances at all times, even after
consideration of investments in growth initiatives and outflows of
cash associated with restructuring costs following the divestiture
of Juicy Couture and Lucky Brand Jeans.

The B2 rating assigned to the proposed $400 million term loan due
2021 reflects its first lien on the Kate Spade trademarks and a
second lien on the collateral securing the proposed $200 million
asset based revolver.

Proceeds from the new senior secured term loan will be used to
redeem the company's existing $372 million senior secured notes
due 2019 and to pay estimated fees and expenses associated with
the tender. Moody's anticipates that it will withdraw the B2
rating assigned to the senior secured notes upon conclusion of the
tender offer. Moody's views the refinancing as a credit positive,
as it will lower the company's cash interest costs and lengthen
its debt maturity profile.

The following ratings were affirmed:

Kate Spade & Company

  Corporate Family Rating at B2

  Probability of Default Rating at B2-PD

  $372 million senior secured notes due 2019 at B2 (LGD 4, 55%)
  (*)

(*)expected to be withdrawn following tender for these notes.

The following rating was assigned:

  $400 million senior secured term loan due 2021 at B2 (LGD 4,
  52%)

The following rating was upgraded:

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

Ratings Rationale

Kate Spade's B2 Corporate Family Rating reflects the company's
still high leverage with pro-forma 2013 debt/EBITDA in the high
five times range. The rating also reflects concentration risk on
the Kate Spade brand and its high (though falling) reliance on the
handbag and small leather goods for a sizable portion of overall
revenues. The rating considers the strong growth of this brand
over the past few years as it has expanded into new product
categories as well as expanding distribution in international
markets and our view that there remain credible organic growth
opportunities for the company over time. The company's very good
liquidity profile, with cash balances of $130 million as of its
most recent year end and access to a substantially undrawn asset
based revolver are also a key underpinning of its ratings.

The positive rating outlook reflects our expectation that the
company can make continued progress improving credit metrics over
the next 12 to 18 months, primarily as it delivers solid revenue
growth. Moody's also expect the company to make continued progress
broadening its product portfolio and the international reach of
its brands which is considered a positive. Moody's  also expect
the company to conclude the wind down and corporate restructuring
following the recent divestitures of Lucky Brand and Juicy Couture
in line with its current expectations for these matters.

Ratings could be upgraded if the company can continue to improve
revenues at a faster pace than the overall market indicating that
it is gaining share, while maintaining its high EBITDA margins.
Quantitatively ratings could be upgraded if debt/EBITDA approached
5 times and interest coverage approached 2 times while maintaining
a good overall liquidity profile.

Ratings could be downgraded if the company's revenue growth were
to stall and operating margins were to decline indicating the
brand was losing resonance with its core customer. Quantitatively
ratings could be downgraded if debt/EBITDA was sustained above 6
times or interest coverage fell below 1.25 times. The rating
outlook could be stabilized if the company were unable to
meaningfully improve performance beyond recent levels such that
debt/EBITDA was expected to be sustained in the mid five times
range.

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

Headquartered in New York, NY, Kate Spade & Company owns the Kate
Spade family of brands including kate spade new york, Kate Spade
Saturday and Jack Spade. In addition, the Adelington Design Group,
a private brand jewelry design and development group, markets
brands through department stores and serves JC Penney via
exclusive supplier agreements for the Liz Claiborne and Monet
jewelry lines. Fiscal 2013 revenues from continuing businesses
exceed $800 million.


LAKES REGION DONUTS: Farmington Donuts May Proceed With Eviction
----------------------------------------------------------------
Farmington Donuts, LLC, sought and obtained relief from the
automatic stay to enforce a writ of possession and evict Lakes
Region Donuts, LLC, under New Hampshire law.  Prepetition, the
Debtor, operator of a Honey Dew Donut franchise, defaulted under
the terms of a lease between the parties by failing to pay rent.
Farmington initiated a possessory action against the Debtor under
state law, and a writ of possession issued. Prior to the Debtor
vacating the property, the Debtor filed bankruptcy.

According to Bankruptcy Judge Bruce A. Harwood, the Lease
terminated -- within the meaning of Sections 541(b)(2),
362(b)(10), and 365(c)(3) -- under state law before the Debtor
filed its chapter 11 bankruptcy petition on July 19, 2013.
Therefore any interest of the Debtor as lessee under the Lease did
not become part of the Debtor's bankruptcy estate, and the
automatic stay does not prohibit any act by Farmington to obtain
possession of the property. In addition, the Debtor has no ability
to assume the Lease as it was terminated under applicable
nonbankruptcy law prior to the order for relief. Accordingly, the
Court will grant the Motion, to the extent necessary, so that
Farmington may conclude the process of evicting the Debtor from
its property.

Farmington filed an eviction action in state court in the 7th
Circuit District Division - Rochester, seeking possession of the
property and monetary damages.  The Circuit Court issued a Writ of
Possession on June 11, 2013.  On the morning of July 19, 2013, a
Strafford County deputy sheriff served the Writ of Possession on
the Debtor's manager.  The Strafford County Sheriff's Office has a
practice of serving a writ of possession and allowing the tenant
48 hours to voluntarily vacate the premises before being forcibly
evicted.  Hours after the deputy sheriff served the Writ of
Possession, the Debtor filed a petition (Bankr. D. N.H. Case No.
13-11823-BAH) for chapter 11 relief.

Brian Barrington, Esq., at The Coolidge Law Firm, PLLC,
Somersworth, New Hampshire, represents the Debtor.

Patrick O. Collins, Esq., at Hoefle, Phoenix, Gormley & Roberts,
P.A., in Portsmouth, New Hampshire, argues for Farmington Donuts.

A copy of the Court's March 27, 2014 Memorandum Opinion is
available at http://is.gd/2z0Lh9from Leagle.com.


LDK SOLAR: Confirms Offshore Restructuring Arrangements
-------------------------------------------------------
LDK Solar Co., Ltd. in provisional liquidation on March 28
disclosed that, subsequent to the Grand Court of the Cayman
Islands appointment of Tammy Fu and Eleanor Fisher, both partners
of Zolfo Cooper (Cayman) Limited, as joint provisional liquidators
("JPLs") for the Company on February 27, 2014, LDK Solar, working
together with the JPLs, has engaged in extensive negotiations with
its offshore creditors with a view toward reaching agreement on
the terms of an offshore restructuring.  As of the date of this
announcement, the Company has received:

The execution of both the Senior Notes RSA and the Preferred
Obligations RSA and the commitment to the Interim Financing
represent a significant step for the Company in its efforts to
restructure its offshore obligations, although the entry by the
Company into the Senior Notes RSA, the Preferred Obligations RSA
and the Interim Financing is subject to the sanction of the Cayman
Court, currently expected to be on or around April 2, 2014 at a
scheduled hearing.

Subject to the sanction of the Cayman Court, the Company, while
acknowledging the mutual conditionality of the treatment accorded
to the holders of the Preferred Obligations and the holders of the
Senior Notes as contemplated in the Restructuring Transactions,
has undertaken to notify the holders if the Company determines
that it will not be able to achieve the approval by either or both
groups of holders of a scheme of arrangement for the Restructuring
Transactions in the Cayman Islands as required by the Cayman law.
Upon such notice, holders of the Preferred Obligations and/or
holders of the Senior Notes will each have a right to terminate
the Senior Notes RSA and the Preferred Obligations RSA, as the
case may be.

                      Restructuring Financing

In order to finance the Restructuring Transactions, and subject to
the approval of the JPLs and the sanction of the Cayman Court, the
Company intends to raise:

As committed by HRX and based upon the most recent projections,
the amounts contemplated under the Interim Financing will generate
sufficient liquidity for the Company to cover the period from its
initial date of funding until the Cayman Court approves a scheme
of arrangement proposed by the JPLs and the approval and/or
recognition by courts of other relevant jurisdictions.  The Exit
Financing is intended to refinance the Interim Financing and to
fund the cash component of the restructuring consideration and any
working capital required by the Company post-restructuring.

                   Existing Equity and Dilution

The existing ordinary equity will continue to exist post-
restructuring as contemplated in the Senior Notes RSA and the
Preferred Obligations RSA.  The Restructuring Transactions will
cause significant dilution to the existing equityholders of the
Company as a result of the issuances of equity securities and
convertible securities of the Company.  Although it is highly
unlikely that the following assumptions may materialize in the
fashion described below or at all, solely for illustrative
purposes with respect to the dilution effects on the existing
equityholders, it is assumed:

The Company has not yet formulated or negotiated the terms for the
Exit Financing.  To the extent any equity-linked derivative
instruments are used in the Exit Financing, it may further dilute
the shareholding structure of the existing shareholders at the
relevant time as may be contemplated in the Exit Financing
documentation.  Neither has the presentation included the
consideration of any anti-dilution provisions that may be in
existence with any of the Company's securities.

A summary of the principal terms of the offshore restructuring
transactions as contemplated in the Senior Notes RSA and the
Preferred Obligations RSA is available for free at:

          http://is.gd/V6ZURg

                         About LDK Solar

LDK Solar Co., Ltd. -- http://www.ldksolar.com-- based in Hi-
Tech Industrial Park, Xinyu City, Jiangxi Province, People's
Republic of China, is a vertically integrated manufacturer of
photovoltaic products, including high-quality and low-cost
polysilicon, solar wafers, cells, modules, systems, power
projects and solutions.

LDK Solar was incorporated in the Cayman Islands on May 1, 2006,
by LDK New Energy, a British Virgin Islands company wholly owned
by Xiaofeng Peng, LDK's founder, chairman and chief executive
officer, to acquire all of the equity interests in Jiangxi LDK
Solar from Suzhou Liouxin Industry Co., Ltd., and Liouxin
Industrial Limited.

LDK Solar Co disclosed a net loss of $1.05 billion on $862.88
million of net sales for the year ended Dec. 31, 2012, as compared
with a net loss of $608.95 million on $2.15 billion of net sales
for the year ended Dec. 31, 2011.

KPMG, in Hong Kong, China, issued a "going concern" qualification
on the consolidated financial statements for the year ended
Dec. 31, 2012.  The independent auditors noted that the Group has
a net working capital deficit and a deficit in total equity as of
Dec. 31, 2012, and is restricted from incurring additional
indebtedness as it has not met a financial covenant ratio as
defined in the indenture governing the RMB-denominated US$-settled
senior notes.  These conditions raise substantial doubt about the
Group's ability to continue as a going concern.


LDK SOLAR: NYSE to Delist American Depositary Shares
----------------------------------------------------
Michael Calia, writing for The Wall Street Journal, reported that
the New York Stock Exchange said it would delist American
depositary shares of LDK Solar Co., immediately suspending their
trading.

According to the report, the NYSE said it has determined that LDK
is no longer suitable for listing on the exchange because of
"abnormally low" price indications for the ADSs, which traded
under $1 last week.

The move comes after the exchange said that it would continue to
review LDK's listing status following the company's announcement
of a restructuring and financing agreement, the report related.

The China-based producer of solar wafers, which has been
struggling with a hefty debt load, had said it had approval from
the majority of the holders of its shares and debt to back its
restructuring efforts with liquidators in the Cayman Islands, the
report further related.

The NYSE cited the uncertainty of the timing and outcome of the
liquidation process, as well as its ultimate impact on
shareholders, as one of its reasons for deciding to delist the
company, the report said.

                           About LDK Solar

LDK Solar Co., Ltd. -- http://www.ldksolar.com-- based in Hi-
Tech Industrial Park, Xinyu City, Jiangxi Province, People's
Republic of China, is a vertically integrated manufacturer of
photovoltaic products, including high-quality and low-cost
polysilicon, solar wafers, cells, modules, systems, power
projects and solutions.

LDK Solar was incorporated in the Cayman Islands on May 1, 2006,
by LDK New Energy, a British Virgin Islands company wholly owned
by Xiaofeng Peng, LDK's founder, chairman and chief executive
officer, to acquire all of the equity interests in Jiangxi LDK
Solar from Suzhou Liouxin Industry Co., Ltd., and Liouxin
Industrial Limited.

LDK Solar Co disclosed a net loss of $1.05 billion on $862.88
million of net sales for the year ended Dec. 31, 2012, as compared
with a net loss of $608.95 million on $2.15 billion of net sales
for the year ended Dec. 31, 2011.

KPMG, in Hong Kong, China, issued a "going concern" qualification
on the consolidated financial statements for the year ended
Dec. 31, 2012.  The independent auditors noted that the Group has
a net working capital deficit and a deficit in total equity as of
Dec. 31, 2012, and is restricted from incurring additional
indebtedness as it has not met a financial covenant ratio as
defined in the indenture governing the RMB-denominated US$-settled
senior notes.  These conditions raise substantial doubt about the
Group's ability to continue as a going concern.


LIGHTSQUARED INC: Falcone Tried to Shut Dish Chair Out of Plan
--------------------------------------------------------------
Joseph Checkler, writing for The Wall Street Journal, reported
that Philip Falcone said he constantly tried to squeeze Dish
Network Corp. Chairman Charlie Ergen out of LightSquared's
restructuring plans, believing Mr. Ergen should never have been
allowed to buy the wireless venture's debt in the first place.

According to the report, testifying at a hearing over whether
LightSquared's $2.65 billion reorganization proposal should be
approved, Mr. Falcone was read his own emails referring to
"jamming Charlie" out of LightSquared's capital structure. In
another email exchange, he and an investor discussed offering Mr.
Ergen a settlement for less than his claims in the case, with a
suggestion that "we go for the jugular" if it wasn't accepted.

"I didn't think Charlie should be there to begin with," Mr.
Falcone said when questioned by a Dish lawyer in a New York
bankruptcy court, the report related.  Mr. Falcone runs the
Harbinger Capital Partners hedge fund firm, which owns a majority
of LightSquared's equity.

The Dish lawyer, James C. Dugan, read an email Mr. Falcone sent to
a reporter about a previous LightSquared proposal that treated all
parties in the case well "except Ergen. He got stuffed," the
report further related.

Later, Mr. Falcone's own lawyer asked questions about the final
outcome of the restructuring negotiations and whether Harbinger
got everything it wanted, the report said.  Mr. Falcone said,
"Absolutely not." Harbinger wouldn't have a board seat in a
reorganized LightSquared, and its 80% equity stake in the company
would drop dramatically. Harbinger would maintain about a 30%
equity stake in the reorganized company, but on Monday, Mr.
Falcone said that number could grow to as much as 45% if Harbinger
contributes more money in the financing package.

                      About LightSquared Inc.

LightSquared Inc. and 19 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on
May 14, 2012, to resolve regulatory issues that have prevented it
from building its coast-to-coast integrated satellite 4G wireless
network.

LightSquared had invested more than $4 billion to deploy an
integrated satellite-terrestrial network.  In February 2012,
however, the U.S. Federal Communications Commission told
LightSquared the agency would revoke a license to build out the
network as it would interfere with global positioning systems used
by the military and various industries.  In March 2012, the
Company's partner, Sprint, canceled a master services agreement.
LightSquared's lenders deemed the termination of the Sprint
agreement would trigger cross-defaults under LightSquared's
prepetition credit agreements.

LightSquared and its prepetition lenders attempted to negotiate a
global restructuring that would provide LightSquared with
liquidity and runway necessary to resolve its issues with the FCC.
Despite working diligently and in good faith, however,
LightSquared and the lenders were not able to consummate a global
restructuring on terms acceptable to all interested parties.

Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors.  Alvarez & Marsal North America, LLC, is the
financial advisor.  Kurtzman Carson Consultants LLC serves as
claims and notice agent.


LKQ CORP: Increased Bank Debt No Impact on Moody's Ba2 CFR
----------------------------------------------------------
Moody's Investors Service said LKQ Corporation's announcement that
it has increased its senior secured credit facility to $2.3
billion from $1.8 billion is a credit positive as it enhances the
company's liquidity profile. The development does not affect the
company's ratings, including the Corporate Family Rating (CFR) at
Ba2, senior unsecured rating at Ba3, Speculative Grade Liquidity
Rating at SGL-2, and the positive rating outlook.

The last rating action for LKQ was on April 29, 2013 when the
rating outlook was changed to positive and the Corporate Family
Rating was affirmed at Ba2.

The principal methodologies used in rating LKQ were the Global
Automotive Supplier Industry published in May 2013, and the Loss
Given Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009. Other methodologies
and factors that may have been considered in the process of rating
this issuer can also be found on Moody's website.

LKQ Corporation, headquartered in Chicago, Illinois, is North
America's largest provider of alternative collision parts, and a
leading provider of recycled and remanufactured mechanical parts
including engines and transmissions, all in connection with the
repair of automobiles and other vehicles. LKQ is also a leading
distributor and marketer of specialty aftermarket equipment and
accessories in North America. LKQ is the largest distributor of
mechanical and collision alternative parts in the United Kingdom,
and the largest distributor of mechanical parts in the
Netherlands. LKQ also has operations in Taiwan, Belgium and
France. LKQ operates more than 570 facilities, offering its
customers a broad range of replacement systems, components,
equipment, and parts to repair and accessorize automobiles,
trucks, recreational and performance vehicles. Revenues in 2013
were approximately $5.1 billion.


LUCID INC: Incurs $5.5 Million Net Loss in 2013
-----------------------------------------------
Lucid, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$5.47 million on $3.34 million of revenues for the year ended
Dec. 31, 2013, as compared with a net loss of $9.82 million on
$2.43 million of revenues in 2012.

As of Dec. 31, 2013, the Company had $2.40 million in total
assets, $14.90 million in total liabilities and a $12.49 million
total stockholders' deficit.

Marcum LLP, in Boston, Massachusetts, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company's recurring losses from operations, deficit in equity,
and projected need to raise additional capital to fund operations
raise substantial doubt about its ability to continue as a going
concern.

                         Bankruptcy Warning

"As of December 31, 2013, we had approximately $12.0 million of
outstanding debt.  We cannot be sure that our future working
capital or cash flows, combined with any funds resulting from our
current fund raising efforts, will be sufficient to meet our debt
obligations and commitments.  Any failure by us to repay such debt
in accordance with its terms or to renegotiate and extend such
terms would have a negative impact on our business and financial
condition, and may result in legal claims by our creditors.  In
addition, the existence of our outstanding debt many hinder or
prevent us from raising new equity or debt financing.  Our ability
to make scheduled payments on our debt as they become due will
depend on our future performance and our ability to implement our
business strategy successfully.  Failure to pay our interest
expense or make our principal payments would result in a default.
A default, if not waived, could result in acceleration of our
indebtedness, in which case the debt would become immediately due
and payable.  If this occurs, we may be forced to sell or
liquidate assets, obtain additional equity capital or refinance or
restructure all or a portion of our outstanding debt on terms that
may be less favorable to us.  In the event that we are unable to
do so, we may be left without sufficient liquidity and we may not
be able to repay our debt and the lenders may be able to foreclose
on our assets or force us into bankruptcy proceedings or
involuntary receivership," the Company said in the Annual Report.

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

                        http://is.gd/s2N7xx

                         About Lucid Inc.

Rochester, N.Y.-based Lucid, Inc., is a medical device company
that designs, manufactures and sells non-invasive cellular imaging
devices enabling physicians to image and diagnose skin disease in
real time without an invasive or surgical biopsy.


MARTIFER SOLAR: Armory Consulting Approved as Financial Advisor
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nevada authorized
Martifer Solar USA, Inc., and Martifer Aurora Solar, LLC, to
employ Armory Consulting Co. as financial advisor effective as of
the Petition Date.

As reported in the Troubled Company Reporter on March 6, 2014,
Armory Consulting will:

   (a) assist with the scope of services described in paragraph 1
       of the Original Agreement, as applicable;

   (b) assist with developing a plan of reorganization or
       liquidation;

   (c) manage and oversee asset sales, if any;

   (d) manage Debtors' reporting requirements pertaining to the
       Bankruptcy Court and the U.S. Trustee's office;

   (e) serve as a liaison with Debtors' creditors or their
       representatives;

   (f) provide testimony before the Bankruptcy Court on matters
       within Armory's expertise and consistent with Armory's
       scope of services herein;

   (g) oversee analysis of creditors' claims;

   (h) assist in the evaluation and analysis of avoidable actions,
       Including fraudulent transfers and preferential transfers;

   (i) provide guidance in developing and updating of cash flow
       budgets;

   (j) evaluate the possible rejection of any executory contracts
       And unexpired leases; and

   (k) assist in such matters as may be mutually agreed upon in
       writing between Debtors and Armory.

Armory Consulting will be paid at these hourly rates:

       James Wong, Principal            $375
       Senior Consultants               $185

Armory Consulting will also be reimbursed for reasonable out-of-
pocket expenses incurred.

Prior to the Petition Date, the Debtors provided Armory with a
retainer in the amount of $7,500 per month, as payment for the
Debtors' prepetition services.  A total of $22,500 in fees for
three months of services rendered, and $517.43 in reimbursable
expenses was deemed earned and applied to prepetition fees and
expenses incurred by Armory.  There is no balance of any unearned
retainers

James Wong, principal of Armory Consulting, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

                      About Martifer Solar

Martifer Solar USA, Inc., and Martifer Aurora Solar LLC filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Nev. Case Nos.
14-10357 and 14-10355) in Las Vegas on Jan. 21, 2014.  Martifer
Solar USA, which is based in Los Angeles, California, estimated
$10 million to $50 million in assets and liabilities.

Bankruptcy Judge August B. Landis oversees the case.  The Debtors
tapped Brett A. Axelrod, Esq., and Micaela Rustia Moore, Esq., at
Fox Rothschild LLP, in Las Vegas, as counsel, and Armory
Consulting Co. as restructuring and financial advisor.  The
Debtors tapped Foley Hoag LLP as special Massachusetts litigation
counsel with respect to a pending litigation relating to EPG
Solar, LLC; and Foley & Lardner LLP as special solar counsel.

Cathay Bank, a prepetition lender, is represented by Michael
Gerard Fletcher, Esq., and Reed S. Waddell, Esq., at Frandzel
Robins Bloom & Csato, L.C.; and Natalie M. Cox, Esq., and Randolph
L. Howard, Esq., at Kolesar & Leatham.

Martifer Solar Inc., the proposed DIP Lender, and ultimate parent
of the Debtors, is represented by Samuel A. Schwartz, Esq., and
Bryan A. Lindsey, Esq., at The Schwartz Law Firm Inc.

Tracy Hope Davis, the U.S. Trustee for Region 17, appointed
five creditors to serve on the Official Committee of Unsecured
Creditors.  The Committee is represented by Bradford J. Sandler,
Esq., at Pachulski Stang Ziehl & Jones LLP; and Zachariah Larson,
Esq., at Larzon & Zirzow LLC.


MARTIFER SOLAR: Defends Bid to Hire FTI Consulting
--------------------------------------------------
Martifer Solar USA, Inc., and Martifer Aurora Solar, LLC, asked
the Bankruptcy Court to deny the opposition of the U.S. Trustee to
the Debtors' request to employ FTI Consulting, Inc.

The Debtors are seeking to employ FTI to provide the services of
(i) Michael Tucker, senior managing director of FTI to serve as
chief restructuring officer, and (ii) certain other personnel of
FTI as temporary employees.

The Debtors related that at the request of the U.S. Trustee, they
revised the motion an hour after the opposition was filed.
Notably, as a result of the revisions in the amended motion, the
Official Committee of Unsecured Creditors filed a statement in
support of the employment of FTI Consulting.

The Committee, in its statement, said that among the revisions,
the amended motion provides that FTI's transaction fee is now to
be approved by the Court at the conclusion of the case on a
reasonableness standard, instead of being approved through a
motion itself.

The Debtors filed its amended motion on March 18, requesting for
approval to employ FTI Consulting.  The Debtors said Mr. Tucker
and the temporary employees will assist the Debtors in evaluating
strategic alternatives; communicating with the Debtors'
stakeholders, and providing business plan analysis and liquidation
analysis for the purpose of preparing a plan of reorganization and
disclosure statement to maximize value for the estates.

Pursuant to the engagement contract, services other than the
transaction management services rendered by the CRO and other FTI
Professional who are temporary employees will be billed at 75% of
their respective hourly rates.  The hourly rates are:

         Senior Managing Directors           $675 - $895
         Directors/Manging Directors         $500 - $745
         Consultants/Senior Consultants      $280 - $530
         Administrative/Paraprofessionals    $115 - $230

FTI will be limited to a payment cap of $300,000 in total during
the first three months of its employment -- with the cap
increasing by $100,000 each month period thereafter.

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

A copy of the amended motion is available for free at:

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

                        The Original Motion

The engagement agreement provides that the services of Mr. Tucker
as the CRO and hourly temporary employees may include, but are not
limited to:

   * coordinating efforts to facilitate the Debtors' restructuring
     and transaction efforts;

   * assisting in the preparation of information and analysis
     necessary for the confirmation of a plan in the chapter 11
     proceedings;

   * assisting in the preparation and analysis of proposed
     business plans and the business and financial condition
     of the Debtors including liquidity needs to achieve the
     business plan;

The temporary employees will be entitled to a success fee in the
amount of $275,000 if the Debtors restructure via a confirmed Plan
of Reorganization or consummate a sale (or sales) of a majority of
its assets within the first three months of its employment with
the success fee increasing by $75,000 if between the end of months
three and four plus $50,000 if between the end of months four and
five and an additional $25,000 per month thereafter.

In addition, during the term of the engagement regardless of
whether the party or parties were identified by FTI, for each and
every transaction completed by FTI, the Debtors will pay FTI in
cash at each closing a fee of 3% of the aggregate value of each
transaction, subject to a minimum aggregate fee of $400,000 with
50 percent of any monthly, non-refundable fees paid for the
financial advisory services credited against any transaction fee.

                         Other Objections

On March 7, Candace C. Carlyon, Esq., at Carlyon Law Group, PLLC,
on behalf of Roland Kiser and Klaus Bernhart, the responsible
officers of the Debtor, expressed concerns with regard to the
employment of FTI Consulting.

The officers have requested that the DIP Lender verify that it
will fund amounts due to FTI in addition to amounts required
pursuant to the approved cash collateral budget.

                      About Martifer Solar

Martifer Solar USA, Inc., and Martifer Aurora Solar LLC filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Nev. Case Nos.
14-10357 and 14-10355) in Las Vegas on Jan. 21, 2014.  Martifer
Solar USA, which is based in Los Angeles, California, estimated
$10 million to $50 million in assets and liabilities.

Bankruptcy Judge August B. Landis oversees the case.  The Debtors
tapped Brett A. Axelrod, Esq., and Micaela Rustia Moore, Esq., at
Fox Rothschild LLP, in Las Vegas, as counsel, and Armory
Consulting Co. as restructuring and financial advisor.  The
Debtors tapped Foley Hoag LLP as special Massachusetts litigation
counsel with respect to a pending litigation relating to EPG
Solar, LLC; and Foley & Lardner LLP as special solar counsel.

Cathay Bank, a prepetition lender, is represented by Michael
Gerard Fletcher, Esq., and Reed S. Waddell, Esq., at Frandzel
Robins Bloom & Csato, L.C.; and Natalie M. Cox, Esq., and Randolph
L. Howard, Esq., at Kolesar & Leatham.

Martifer Solar Inc., the proposed DIP Lender, and ultimate parent
of the Debtors, is represented by Samuel A. Schwartz, Esq., and
Bryan A. Lindsey, Esq., at The Schwartz Law Firm Inc.

Tracy Hope Davis, the U.S. Trustee for Region 17, appointed
five creditors to serve on the Official Committee of Unsecured
Creditors.  The Committee is represented by Bradford J. Sandler,
Esq., at Pachulski Stang Ziehl & Jones LLP; and Zachariah Larson,
Esq., at Larzon & Zirzow LLC.


MARTIFER SOLAR: Foley Hoag Approved as Mass. Litigation Counsel
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nevada authorized
Martifer Solar USA, Inc., to employ Foley Hoag LLP as special
Massachusetts litigation counsel nunc pro tunc to the Petition
Date with respect to a pending litigation relating to EPG Solar,
LLC.

As reported in the Troubled Company Reporter on March 6, 2014, the
Debtor wants Foley Hoag to represent it in connection with
instituting actions to preserve the liens on the Projects and
representation in any other matters that may arise from or relate
to the EPG Litigation, including any claims, counterclaims or
third party claims of the Debtor.  Foley Hoag may also assist the
Debtor and its reorganization counsel, Fox Rothschild LLP, with
examining and potentially negotiating the claims against the
estate related to the EPG Litigation.

Foley Hoag will be paid at these hourly rates:

       Jeff Follett, Partner                   $660
       Catherine Deneke, Associate             $510
       Theresa Roosevelt, Associate            $350
       Margaret McKane, Senior Paralegal       $285
       Partners in the Boston Office range  $560-$975
       Associates                           $350-$565
       Paralegals                           $200-$285

Foley Hoag will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Given that Foley Hoag represented the Debtor prepetition, the firm
received payments in the ordinary course of its representation.
Within 90 days of the Petition Date, Foley Hoag received payments
from a third party on behalf of the Debtor and Martifer Solar, SA
as follows: (a) $20,247.81 on Dec. 31, 2013; and (b) $34,414.49 on
Jan. 14, 2014.

Foley Hoag has a claim against the Debtor and Martifer Solar, SA
for unpaid fees and expenses incurred prior to the Petition Date
in the amount of $57,225.17.

Foley Hoag is currently holding a $10,000 retainer paid by or on
behalf of the Debtor and Martifer Solar, SA more than 90 days
before the Petition Date.

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

                      About Martifer Solar

Martifer Solar USA, Inc., and Martifer Aurora Solar LLC filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Nev. Case Nos.
14-10357 and 14-10355) in Las Vegas on Jan. 21, 2014.  Martifer
Solar USA, which is based in Los Angeles, California, estimated
$10 million to $50 million in assets and liabilities.

Bankruptcy Judge August B. Landis oversees the case.  The Debtors
tapped Brett A. Axelrod, Esq., and Micaela Rustia Moore, Esq., at
Fox Rothschild LLP, in Las Vegas, as counsel, and Armory
Consulting Co. as restructuring and financial advisor.  The
Debtors tapped Foley Hoag LLP as special Massachusetts litigation
counsel with respect to a pending litigation relating to EPG
Solar, LLC; and Foley & Lardner LLP as special solar counsel.

Cathay Bank, a prepetition lender, is represented by Michael
Gerard Fletcher, Esq., and Reed S. Waddell, Esq., at Frandzel
Robins Bloom & Csato, L.C.; and Natalie M. Cox, Esq., and Randolph
L. Howard, Esq., at Kolesar & Leatham.

Martifer Solar Inc., the proposed DIP Lender, and ultimate parent
of the Debtors, is represented by Samuel A. Schwartz, Esq., and
Bryan A. Lindsey, Esq., at The Schwartz Law Firm Inc.

Tracy Hope Davis, the U.S. Trustee for Region 17, appointed
five creditors to serve on the Official Committee of Unsecured
Creditors.  The Committee is represented by Bradford J. Sandler,
Esq., at Pachulski Stang Ziehl & Jones LLP; and Zachariah Larson,
Esq., at Larzon & Zirzow LLC.


MARTIFER SOLAR: Shea Labagh Dobberstein Approved as Accountants
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nevada, according to
Martifer Solar USA, Inc. and Martifer Aurora Solar, LLC's case
docket, authorized the employment of Shea Labagh Dobberstein as
accountants, nunc pro tunc to Jan. 21, 2014.

AS reported in the Troubled Company Reporter on March 11, 2014,
Shea Labagh is expected to render all necessary accounting
services to the Debtors that may be required to timely prepare and
file the Debtors' federal tax returns, and other accounting
services as necessary.

Shea Labagh's anticipates that the fees to timely prepare and file
the Debtors' federal tax returns will range from $12,500 to
$17,500 in the aggregate.

Shea Labagh will be paid at these hourly rates:

       Edward T. Hanley, Jr., Tax Principal      $385
       David R. Melone, Tax Principal            $385
       Ken Yang, Tax Senior                      $200
       Ferliana Hioe, Tax Senior                 $200
       Alex McQuigg, Tax Staff                   $140
       Lisa Lubag, Manager, Financial Oversight  $215
       Donna Hong, Staff, Financial Oversight    $140

Shea Labagh will also be reimbursed for reasonable out-of-pocket
expenses incurred.

The Debtors propose that Shea Labagh be permitted to submit, and
the Debtors be permitted to pay to Shea Labagh, interim billings
for services performed as work progresses and expenses are
incurred, without further Court order.  To the extent the billings
exceed the amount of $50,000, the Debtors will seek Court approval
before making payment in excess of such maximum amount.

Shea Labagh disclosed receiving payments in the ordinary course of
its representation.  Within 90 days of the Petition Date, Shea
Labagh received payment from the Debtors in the amount of
$19,812.21.

Shea Labagh waived $14,248.61 in unpaid fees incurred prior to the
Petition Date.

David R. Melone, tax principal of Shea Labagh, assured the Court
that the firm is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code and does not represent
any interest adverse to the Debtors and their estates.

                      About Martifer Solar

Martifer Solar USA, Inc., and Martifer Aurora Solar LLC filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Nev. Case Nos.
14-10357 and 14-10355) in Las Vegas on Jan. 21, 2014.  Martifer
Solar USA, which is based in Los Angeles, California, estimated
$10 million to $50 million in assets and liabilities.

Bankruptcy Judge August B. Landis oversees the case.  The Debtors
tapped Brett A. Axelrod, Esq., and Micaela Rustia Moore, Esq., at
Fox Rothschild LLP, in Las Vegas, as counsel, and Armory
Consulting Co. as restructuring and financial advisor.  The
Debtors tapped Foley Hoag LLP as special Massachusetts litigation
counsel with respect to a pending litigation relating to EPG
Solar, LLC; and Foley & Lardner LLP as special solar counsel.

Cathay Bank, a prepetition lender, is represented by Michael
Gerard Fletcher, Esq., and Reed S. Waddell, Esq., at Frandzel
Robins Bloom & Csato, L.C.; and Natalie M. Cox, Esq., and Randolph
L. Howard, Esq., at Kolesar & Leatham.

Martifer Solar Inc., the proposed DIP Lender, and ultimate parent
of the Debtors, is represented by Samuel A. Schwartz, Esq., and
Bryan A. Lindsey, Esq., at The Schwartz Law Firm Inc.

Tracy Hope Davis, the U.S. Trustee for Region 17, appointed
five creditors to serve on the Official Committee of Unsecured
Creditors.  The Committee is represented by Bradford J. Sandler,
Esq., at Pachulski Stang Ziehl & Jones LLP; and Zachariah Larson,
Esq., at Larzon & Zirzow LLC.


MARY JULIA HOOK: Court Dismisses Tax Refund Suit
------------------------------------------------
Chief District Judge Marcia S. Krieger in Colorado adopted the
Recommendation of the Magistrate Judge granting dismissal of the
tax refund case, DAVID L. SMITH; and M. JULIA HOOK, Plaintiffs, v.
UNITED STATES OF AMERICA, Defendant, Civil Action No. 13-cv-01156-
MSK-KLM (D. Colo.).

In their complaint, the Plaintiffs seek:

     (1) a credit and/or refund "of almost $1,000,000 ($946,500
         by [the Plaintiffs'] calculation) for payment/overpayment
         of taxes, penalties and interest for tax years 1992-1996
         and 2001-2006;"

     (2) abatement of penalties and tax interest for tax years
         1992-1996 and 2001-2006;

     (3) "[t]he actual, direct economic damages sustained by
         Smith and/or Hook which, but for the failure of the
         United States to release the federal tax liens, would not
         have been sustained,"

     (4) the release of all federal tax liens;

     (5) the return of all levied/seized property;

     (6) the release of the continuing levy on Mr. Smith's
         social security payments; (7) an order quieting title
         to all real and personal property owned by the
         Plaintiffs; and

     (8) interests, costs, attorney fees, and any other just
         relief.

The government moves to dismiss the Plaintiffs' claims for lack of
subject matter jurisdiction and failure to state a claim under
Fed. R. Civ. P. 12(b)(1) and 12(b)(6).

The Plaintiffs are married, but have been separated since 1998.
Ms. Hook had separately filed a Chapter 11 bankruptcy action in
2008.  In re Mary Julia Hook, Case No. 08-11271-SBB (Bankr. D.
Colo. 2008).  Her 2006 tax liability was addressed as part of the
bankruptcy proceeding.

A copy of the Court's March 28, 2014 Opinion and Order Adopting
Recommendation on Motion to Dismiss is available at
http://is.gd/fPrwBsfrom Leagle.com.


MDC PARTNERS: Moody's Rates $75MM Note 'B3' & Affirms 'B2' CFR
--------------------------------------------------------------
Moody's Investors Service affirms the existing B3 rating on MDC
Partners Inc.'s (MDC) senior unsecured note due April 2020 post
the $75 million add on and affirmed the existing Corporate Family
Rating (CFR) at B2. The outlook remains stable.

The $75 million add on is expected to be used for potential
acquisitions, deferred acquisitions payments or general corporate
purposes. The add-on note will be the sixth add on or upsize of
debt since the company issued debt in October 2009. Earnings from
new acquisitions are expected to offset the impact of higher debt
levels which will result in debt leverage remaining at 6.6x
including Moody's standard adjustments. Additional acquisitions
are expected to increase the amount of deferred acquisition
payments due in future years that Moody's includes as debt in our
leverage calculation.

Rating Summary:

Issuer: MDC Partners Inc.

   $735 million Senior Unsecured Note due 2020 affirmed at B3
   (LGD changes to LGD4-60 from LGD4 -61%)

   Corporate Family Rating B2 affirmed

   Probability of Default Rating B2-PD affirmed

   Speculative Grade Liquidity Rating affirmed SGL-3

   Outlook, remains stable

Ratings Rationale

The B2 Corporate Family Rating (CFR) reflects MDC's high leverage
level pro-forma for the proposed transaction (6.6x as of Q4 2013
including Moody's standard adjustments and including deferred
acquisition consideration and minority interest puts as debt), and
the company's sensitivity to consumer spending that leads to above
average risk. An important consideration in the rating is the
aggressive financial policy of the company that leads to frequent
debt issuance. The company has pursued an aggressive acquisition
policy which leads to upfront cash payments in addition to
deferred acquisition payments that has limited its liquidity
profile. In addition to acquisitions, the company has executed a
large stock buyback in 2013 and has frequently raised its dividend
payment and targets returning 25% of company defined free cash
flow to shareholders. Moody's anticipate the aggressive financial
policy to continue which will limit the company's ability to
deleverage its balance sheet and positions the company poorly to
withstand a period of pronounced advertising spending declines or
company underperformance due to the loss of key clients. The
rating also reflects the small size of the company with lower
EBITDA margins compared to its key competitors, although EBITDA
margins have improved significantly in 2013.

The ratings receive strength from strong organic revenue and
EBITDA growth, a focus on digital advertising, and a more
diversified revenue stream which has reduced dependence on any one
client or industry. The company also benefits from good
performance at some of its partner agencies that have won several
industry awards and produced high profile ad campaigns. While the
acquisitions have limited its liquidity position over the years
and raised debt levels, the additional businesses have also
diversified the business model and allowed the company to offer an
increased range of services that create the opportunity to cross
sell services to existing clients.

The liquidity position is adequate as indicated by its SGL-3
rating. The company has $102 million in cash and a $225 million
revolving credit facility due 2018 (with approximately $220
million available) as of Q4 2013. Reoccurring acquisition
consideration payments and minority equity put rights which
effectively act as short term debt, limit its liquidity position.
The total deferred acquisition consideration is $154 million, with
the current portion of $53 million and a long term portion of $101
million as of Q4 2013 (new acquisitions are anticipated to
increase the amounts in the near term). The put rights balance is
estimated at $18 million.

An additional amount of $131 million is potentially putable to the
company upon termination of the employee or upon death. While the
deferred acquisition payments are believed to be success based,
improved performance can increase the amount of near term required
payments. The contingent payment balance decrease by $42 million
in 2013 due to $120 million in payments made during the year,
although that was offset from updated estimates of existing
performance based obligations. The company has benefited from
working capital improvements from its acquisition of media
companies, but reliance on this source for liquidity could be
problematic in an economic downturn.

The revolving credit facility is subject to a senior leverage
ratio, total leverage ratio, fixed charges ratio, and minimum
EBITDA test of $105 million (as defined by the credit agreement).
The company currently has a substantial cushion of compliance
against all four covenants.

The outlook is stable reflecting our expectation for leverage to
decrease to the low 6xs level as revenue grows in the mid single
digits. However, a material deterioration in ad spending due to an
economic downturn or poor operational performance that impacted
earnings would put pressure on the current rating levels.

Given the downgrade in June 2012, the addition of $80 million in
long term debt in December 2012 and $235 million in additional
debt in 2013, a positive rating action is not expected in the near
future. Positive rating pressure could develop if leverage
declines to less than 4x (including Moody's adjustments) on a
sustained basis, acquisition consideration payments and put rights
decline materially, free cash flow as a percentage of debt
improves to over 10%, and the company maintains a good liquidity
position with a less aggressive financial policy.

The rating would be downgraded if the company is unable to grow
EBITDA so that leverage is below 6.5x (including Moody's
adjustments) by the end of 2014 or if the company increased debt
levels so that leverage remained above 6.5x. Failure to maintain
an adequate liquidity profile after acquisition consideration
payments, minority interest puts, interest expense and dividend
payments would also lead to negative rating pressure.

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

MDC Partners Inc. (MDC) is a marketing communications and
consulting services holding company that provides advertising,
interactive marketing, direct marketing, database and customer
relationship management, sales promotion, corporate
communications, market research, corporate identity, design and
branding and other related services. Crispin Porter + Bogusky and
kirshenbaum bond senecal + partners are MDC's two largest
agencies. Revenue for the full year ended December 2013 was $1.1
billion.


MILESTONE SCIENTIFIC: Reports $1.5 Million 2013 Net Income
----------------------------------------------------------
Milestone Scientific Inc. filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing
net income of $1.46 million on $10.01 million of net product sales
for the year ended Dec. 31, 2013, as compared with a net loss of
$870,306 on $8.64 million of net product sales in 2012.

The Company's balance sheet at Dec. 31, 2013, showed $8.05 million
in total assets, $2.53 million in total liabilities, all current,
and $5.51 million in total stockholders' equity.  As of Dec. 31,
2013, Milestone had cash and cash equivalents of $1,147,198 and a
working capital of $2,344,135.

Baker Tilly Virchow Krause, LLP, in New York, issued "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company has suffered recurring losses from operations
since inception, which raises substantial doubt about its ability
to continue as a going concern.

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

                         http://is.gd/T4Cmfr

                     About Milestone Scientific

Livingston, N.J.-based Milestone Scientific Inc. is engaged in
pioneering proprietary, innovative, computer-controlled injection
technologies and solutions for the medical and dental markets.


MMODAL INC: Has Interim Authority to Use Cash Collateral
--------------------------------------------------------
Judge Robert E. Gerber of the U.S. Bankruptcy Court for the
Southern District of New York gave Mmodal Inc. and its debtor
affiliates to use any cash collateral in which any lender, agent
or other secured party under the credit agreement, dated as of
Aug. 17, 2012, with Royal Bank of Canada as agent, may have an
interest.

As of the Petition Date, the Debtors were indebted to the
prepetition secured parties in the aggregate principal amount of
approximately $75 million with respect of the revolving credit
facility and approximately $424.6 million in respect of Term B
Borrowings, plus interest thereon and fees.

The final hearing will be held on April 16, 2014, at 9:45 a.m.
(prevailing Eastern time).  Objections are due no later than
April 11.

A full-text copy of the Interim Cash Collateral Order with Budget
is available for free at http://is.gd/j17WLl

                          About M*Modal

Headquartered in Franklin, Tennessee, M*Modal provides clinical
documentation solutions for the U.S. healthcare industry.  It has
operations in six countries and employs more than 9,900 employees,
most of whom are medical transcriptionists or medical editors.

M*Modal, a medical-services company owned by J.P. Morgan Chase
Co.'s private-equity arm, filed for Chapter 11 bankruptcy
protection, following a decline in sales and mounting debt.

MModal disclosed $627 million in total assets and $876 million in
total liabilities as of Feb. 28, 2014.

Legend Parent Inc. and other M*Modal entities, including MModal
Inc., sought bankruptcy protection (Bankr. S.D.N.Y. Lead Case No.
14-10701) on March 20, 2014.

The Debtors have tapped Dechert LLP as attorneys, Alvarez & Marsal
North America, LLC, as restructuring advisor, Lazard Freres & Co
LLC as investment banker, Deloitte Tax LLP as tax advisor, and
Prime Clerk LLC as claims and noticing agent, and administrative
advisor.

A Steering Committee for Secured Lenders under the Prepetition
Credit Agreement is represented by Richard Levy, Esq., at Latham &
Watkins LLP.  An Ad Hoc Committee of certain unaffiliated holders
of (i) the Term B loan under the Prepetition Credit Agreement and
(ii) Notes issued under the Indenture is represented by Michael
Stamer, Esq., and James Savin, Esq., at Akin Gump Strauss Hauer &
Feld LLP.


MMODAL INC: May 4 Set as Sec. 503(b)(9) Claims Bar Date
-------------------------------------------------------
Judge Robert E. Gerber of the U.S. Bankruptcy Court for the
Southern District of New York established May 4, 2014, as the bar
date for filing requests for payment of administrative expense
claims arising under Section 503(b)(9) of the Bankruptcy Code in
the Chapter 11 cases of Mmodal Inc. and its debtor affiliates.

The Debtors will have until June 3, 2014, to serve any objections
to timely filed Section 503(b)(9) Claims.

                          About M*Modal

Headquartered in Franklin, Tennessee, M*Modal provides clinical
documentation solutions for the U.S. healthcare industry.  It has
operations in six countries and employs more than 9,900 employees,
most of whom are medical transcriptionists or medical editors.

M*Modal, a medical-services company owned by J.P. Morgan Chase
Co.'s private-equity arm, filed for Chapter 11 bankruptcy
protection, following a decline in sales and mounting debt.

MModal disclosed $627 million in total assets and $876 million in
total liabilities as of Feb. 28, 2014.

Legend Parent Inc. and other M*Modal entities, including MModal
Inc., sought bankruptcy protection (Bankr. S.D.N.Y. Lead Case No.
14-10701) on March 20, 2014.

The Debtors have tapped Dechert LLP as attorneys, Alvarez & Marsal
North America, LLC, as restructuring advisor, Lazard Freres & Co
LLC as investment banker, Deloitte Tax LLP as tax advisor, and
Prime Clerk LLC as claims and noticing agent, and administrative
advisor.

A Steering Committee for Secured Lenders under the Prepetition
Credit Agreement is represented by Richard Levy, Esq., at Latham &
Watkins LLP.  An Ad Hoc Committee of certain unaffiliated holders
of (i) the Term B loan under the Prepetition Credit Agreement and
(ii) Notes issued under the Indenture is represented by Michael
Stamer, Esq., and James Savin, Esq., at Akin Gump Strauss Hauer &
Feld LLP.


MMODAL INC: Deadline to File Schedules Extended Until April 28
--------------------------------------------------------------
Judge Robert E. Gerber of the U.S. Bankruptcy Court for the
Southern District of New York extended MModal Inc.'s time to file
schedules of assets and liabilities through and including
April 28, 2014.

The Debtors time to file reports of financial information under
Rule 2015.3 of the Federal Rules of Bankruptcy Procedure is
extended until 30 days after the initial meeting under Section 341
of the Bankruptcy Code, provided that the Section 341 Meeting may
remain open and adjourned from time to time if the U.S. Trustee
determines that further examination of the Debtors regarding the
reports is necessary and appropriate.

                          About M*Modal

Headquartered in Franklin, Tennessee, M*Modal provides clinical
documentation solutions for the U.S. healthcare industry.  It has
operations in six countries and employs more than 9,900 employees,
most of whom are medical transcriptionists or medical editors.

M*Modal, a medical-services company owned by J.P. Morgan Chase
Co.'s private-equity arm, filed for Chapter 11 bankruptcy
protection, following a decline in sales and mounting debt.

MModal disclosed $627 million in total assets and $876 million in
total liabilities as of Feb. 28, 2014.

Legend Parent Inc. and other M*Modal entities, including MModal
Inc., sought bankruptcy protection (Bankr. S.D.N.Y. Lead Case No.
14-10701) on March 20, 2014.

The Debtors have tapped Dechert LLP as attorneys, Alvarez & Marsal
North America, LLC, as restructuring advisor, Lazard Freres & Co
LLC as investment banker, Deloitte Tax LLP as tax advisor, and
Prime Clerk LLC as claims and noticing agent, and administrative
advisor.

A Steering Committee for Secured Lenders under the Prepetition
Credit Agreement is represented by Richard Levy, Esq., at Latham &
Watkins LLP.  An Ad Hoc Committee of certain unaffiliated holders
of (i) the Term B loan under the Prepetition Credit Agreement and
(ii) Notes issued under the Indenture is represented by Michael
Stamer, Esq., and James Savin, Esq., at Akin Gump Strauss Hauer &
Feld LLP.


MMODAL INC: Seeks to Employ Dechert as Bankruptcy Counsel
---------------------------------------------------------
Mmodal Inc., et al., seek authority from the U.S. Bankruptcy Court
for the Southern District of New York to retain Dechert LLP as
their global bankruptcy and restructuring counsel.

Dechert's current hourly rates for matters related to these
Chapter 11 cases range as follows:

   Partners                  $695-$1,225
   Associates                $415-$780
   Paraprofessionals         $130-$345

The following professionals are presently expected to have primary
responsibility for providing services to the Debtors:

     Allan S. Brilliant            $1,115
     Shmuel Vasser                   $955
     Derek Winokur                   $895
     Jeffrey T. Mispagel             $595
     Negisa Balluku                  $475
     Shana White                     $415

The firm will also be reimbursed for any necessary out-of-pocket
expenses.

Shmuel Vasser, Esq., a partner at Dechert LLP, in New York,
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. Vasser discloses that Dechert and certain of its
partners, counsel, and associates have in the past represented,
currently represent, and likely in the future will represent One
Equity Partners V, L.P., the owner of the majority of the Debtors'
equity, and certain entities and affiliates of OEP in matters
unrelated to the Debtors and the Debtors' cases.

Mr. Vasser relates that Dechert did previously represent OEP in
connection with its acquisition of the Debtors in a 2012 ?going
private? transaction and continued to represent each of OEP, in
its capacity as majority equity holder of the Debtors, and the
Debtors until September 2013, when Dechert terminated its
representation of OEP in any matters relating to the Debtors.  In
connection with OEP's acquisition of the Debtors, OEP invested
approximately $447 million in the form of capital contribution.
Later on OEP contributed an additional $20 million.  The Company
is not indebted to OEP for these amounts, nor was OEP given any
collateral, Mr. Vasser says.  In addition, since the closing of
the transaction, no payments were made by the Company to OEP.
Dechert's current representation of OEP is in matters unrelated to
the Debtors' cases, and Dechert does not and will not represent
OEP in this matter or matters related to the Debtors' cases, Mr.
Vasser assures the Court.  Dechert has received confirmation from
OEP via electronic mail, dated as of October 11, 2013, waiving any
potential conflict of interest arising from Dechert's
representation of the Debtors, subject to certain terms and
conditions.  The Debtors have waived any conflict of interest
arising from Dechert's representation of OEP.

Mr. Vasser further discloses that during the 12-month period prior
to the Petition Date, Dechert received an aggregate of $3,327,780,
for professional services performed and reimbursement of expenses
incurred in connection with Dechert's representation of the
Debtors.  Within the 90 days prior to the Petition Date, Dechert
received approximately $2,388,528 from the Debtors, including a
$400,000 advance retainer.  As of the Petition Date, Dechert holds
approximately $400,000 of an advance retainer, subject to
continuing reconciliation.

Pursuant to the Appendix B Guidelines, Mr. Vasser states that
Dechert did not agree to any variations from, or alternatives to,
the firm's standard or customary billing arrangements for its
engagement with the Debtors.  He adds that none of the
professionals at Dechert vary their rate based on the geographic
location of the bankruptcy case and the firm's billing rates and
material financial terms for the firm's prepetition engagement
with the Debtors are the same billing rates and material financial
terms disclosed in the employment application.

Jack S. Senechal, vice president and associate general counsel of
MModal Services, Ltd., states that he has confirmed with Dechert
that, while the firm's billing rates vary from attorney to
attorney based on factors like the individual attorney's rank,
years of experience, and the demand for services in the attorney's
particular area of expertise, their billing rates do not vary as a
function of whether the services performed relate to a bankruptcy
engagement or a non-bankruptcy engagement.  Mr. Senechal relates
that no other firm was interviewed for the engagement since
Dechert is very familiar with the Debtors', their businesses and
financial conditions when, first, it represented OEP in connection
with the 2012 transaction, and, second, when the firm continued to
represent OEP, in its capacity as majority equity holder for the
Debtors.

A hearing on the Debtors' employment application is scheduled for
April 30, 2014, at 9:45 a.m.(Eastern Time).  Objections are due
April 7.

                          About M*Modal

Headquartered in Franklin, Tennessee, M*Modal provides clinical
documentation solutions for the U.S. healthcare industry.  It has
operations in six countries and employs more than 9,900 employees,
most of whom are medical transcriptionists or medical editors.

M*Modal, a medical-services company owned by J.P. Morgan Chase
Co.'s private-equity arm, filed for Chapter 11 bankruptcy
protection, following a decline in sales and mounting debt.

MModal disclosed $627 million in total assets and $876 million in
total liabilities as of Feb. 28, 2014.

Legend Parent Inc. and other M*Modal entities, including MModal
Inc., sought bankruptcy protection (Bankr. S.D.N.Y. Lead Case No.
14-10701) on March 20, 2014.

The Debtors have tapped Dechert LLP as attorneys, Alvarez & Marsal
North America, LLC, as restructuring advisor, Lazard Freres & Co
LLC as investment banker, Deloitte Tax LLP as tax advisor, and
Prime Clerk LLC as claims and noticing agent, and administrative
advisor.

A Steering Committee for Secured Lenders under the Prepetition
Credit Agreement is represented by Richard Levy, Esq., at Latham &
Watkins LLP.  An Ad Hoc Committee of certain unaffiliated holders
of (i) the Term B loan under the Prepetition Credit Agreement and
(ii) Notes issued under the Indenture is represented by Michael
Stamer, Esq., and James Savin, Esq., at Akin Gump Strauss Hauer &
Feld LLP.


MICROVISION INC: Prices $13.9MM Offering of Stock & Warrants
------------------------------------------------------------
MicroVision, Inc., has priced an underwritten offering of
7,160,000 units at a price to investors of $1.94 per unit for
gross proceeds of approximately $13.9 million.  Each unit consists
of one share of common stock and one warrant to purchase 0.3
shares of common stock at an exercise price of $2.47 per share.
The shares of common stock and warrants are immediately separable
and will be issued separately.  The warrants are exercisable
beginning six months from the date of issuance and expire on the
fifth anniversary of the date of issuance.  MicroVision expects to
receive net proceeds, after deducting the underwriting discount,
of approximately $13.1 million from the offering.

Oppenheimer & Co. is acting as the underwriter for the offering.
The offering is expected to close on or about March 18, 2014,
subject to the satisfaction of customary closing conditions.
MicroVision intends to use the net proceeds of the offering for
general corporate purposes.

A preliminary prospectus supplement and the prospectus relating to
the proposed offering was filed with the SEC.  The offering may be
offered only by means of a prospectus, including a prospectus
supplement, forming a part of the effective registration
statements.  When available, copies of the final prospectus
supplement and the prospectus relating to the proposed offering
can be obtained at the SEC's Web site http://www.sec.govor from
Oppenheimer & Co. Inc., Attention: Syndicate Prospectus
Department, 85 Broad Street, New York, NY, 10004, by telephone at
(212) 667-8563, or via email at EquityProspectus@opco.com.

Additional information is available for free at:

                         http://is.gd/bMVPIL

                         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.


MORGANS HOTEL: Incurs $57.5 Million Net Loss in 2013
----------------------------------------------------
Morgans Hotel Group Co. filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing
a net loss attributable to common stockholders of $57.48 million
on $236.48 million of total revenues for the year ended Dec. 31,
2013, as compared with a net loss attributable to common
stockholders of $66.81 million on $189.91 million of total
revenues in 2012.

For the three months ended Dec. 31, 2013, the Company incurred a
net loss attributable to common stockholders of $10.74 million on
$64.86 million of total revenues as compared with a net loss
attributable to common stockholders of $15.25 million on $54.79
million of total revenues for the same quarter in 2012.

The Company's balance sheet at Dec. 31, 2013, showed $571.20
million in total assets, $749.68 million in total liabilities,
$4.95 million in redeemable noncontrolling interest and a $183.43
million total deficit.

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

                        http://is.gd/5dfUsN

A copy of the press release annoucing the results is available for
free at http://is.gd/BDDLTt

                      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.


N. BERGMAN INSURANCE: Judge Won't Reopen Bankruptcy Case
--------------------------------------------------------
Bankruptcy Judge Nancy Hershey Lord rejected the request of
N. Bergman Insurance Trust for an order reopening its bankruptcy
case to vacate the Court's Order granting secured creditor
Financial Life Services LLC relief from the automatic stay.  The
Debtor seeks to reinstate the automatic stay and to market and
sell a certain life insurance policy.  FLS opposes the Motion to
Reopen.

N. Bergman Insurance Trust, in Brooklyn, New York, filed a Chapter
11 petition (Bankr. E.D.N.Y. Case No. 12-40822) on Feb. 6, 2012.
Judge Jerome Feller presided over the case.  Mark A. Frankel,
Esq., at Backenroth Frankel & Krinsky, LLP, served as the Debtor's
counsel.  It scheduled $3,500,000 in assets and $1,993,000 in
liabilities.  Schedule B of the petition listed an equitable
interest in the Policy, valued at $3,500,000, as the Debtor's sole
asset.  The petition was signed by Jacob Herbst, trustee.

On June 12, 2012, the United States Trustee filed a Motion to
Dismiss Case or Convert to Chapter 7 on the grounds that the
Debtor lacked assets to reorganize, constituting cause for
dismissal under Sec. 1112(b)(4)(A). The Debtor did not file
written opposition to the motion. After a hearing on July 31,
2012, the Court entered an Order dismissing the case on Aug. 1,
2012.

A copy of the Court's March 26, 2014 Decision is available at
http://is.gd/TvJLaVfrom Leagle.com.

The Debtor, in its request to reopen the case, is represented by:

     Michael F. Kanzer, Esq.
     MICHAEL F KANZER & ASSOCIATES PC
     2110 Avenue U
     Brooklyn, NY 11229
     Tel: 718-769-7200
     Fax: 347-702-8208

Douglas A. Foss Esq. -- dfoss@harrisbeach.com -- at Harris Beach
PLLC, in Pittsford, New York, argues for Financial Life Services
LLC.


N-VIRO INTERNATIONAL: Joseph Giulii Holds 8% Equity Stake
---------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Joseph Giulii disclosed that as of
Dec. 31, 2013, he beneficially owned 554,328 shares of common
stock of N-Viro International Corporation representing 8 percent
of the shares outstanding.  A copy of the regulatory filing is
available for free at http://is.gd/uMs3LN

                      About N-Viro International

Toledo, Ohio-based N-Viro International Corporation owns and
sometimes licenses various N-Viro processes and patented
technologies to treat and recycle wastewater and other bio-organic
wastes, utilizing certain alkaline and mineral by-products
produced by the cement, lime, electrical generation and other
industries.

In its audit report on the consolidated financial statements for
the year ended Dec. 31, 2012, UHY LLP, in Farmington Hills,
Michigan, expressed substantial doubt about N-Viro's ability to
continue as a going concern, citing the Company's recurring
losses, negative cash flow from operations and net working capital
deficiency.

The Company reported a net loss of $1.6 million on $3.6 million of
revenues in 2012, compared with a net loss of $1.6 million of
$5.6 million of revenues in 2011.  As of Sept. 30, 2013, the
Company had $1.97 million in total assets, $2.34 million in total
liabilities and a $369,192 total stockholders' deficit.


NATURAL MOLECULAR: Court OKs Hiring of Dawson Group as Accountants
------------------------------------------------------------------
Natural Molecular Testing Corporation sought and obtained
permission from the U.S. Bankruptcy Court for the Western District
of Washington to employ The Dawson Group, PS as accountants.

Dawson Group's services are expected to include but not be limited
to providing assistance to the Debtor and Debtor's counsel with
respect to the preparation and filing of such state and federal
tax returns as required of Chapter 11 Debtor-in-Possession.

The Debtor has agreed to pay Dawson Group upon bankruptcy court
approval, its hourly rates as well as reasonable out-of-pocket
expenses.  The hourly billing rate for Brian A. Dawson, the
individual primarily responsible for Dawson Group's services on
behalf of the Debtor, is $175.

Dawson Group performed pre-petition services for the Debtor and
has an unsecured claim, in the amount of $1,427, and which claim
shall be waived upon employment.

Brian A. Dawson, shareholder of Dawson Group, assured the Court
that the firm is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code and does not represent
any interest adverse to the Debtors and their estates.

Dawson Group can be reached at:

       Brian A. Dawson
       THE DAWSON GROUP, PS
       1455 NW Leary Way, Suite 400
       Seattle, WA 98107
       Tel: (206) 489-5163
       Fax: (206) 260-8940

Natural Molecular Testing Corp., which provides molecular
diagnostic-testing services, including testing for sexually
transmitted diseases and screening and counseling about cystic
fibrosis, filed a petition for Chapter 11 protection (Bankr. W.D.
Wash. Case No. 13-19298) on Oct. 21, 2013, in Seattle.  Hacker
& Willig, Inc., P.S., serves as its bankruptcy counsel. The
closely held company said assets are worth more than $100 million
while debt is less than $50 million.

Gail Brehm Geiger, Acting U.S. Trustee for Region 18, appointed a
five-member Committee of Unsecured Creditors.  Foster Pepper's
Jane Pearson, Esq.; Christopher M. Alston, Esq., and Terrance
Keenan, Esq., serve as the Committee's attorneys.


NIELSEN FINANCE: Fitch Assigns 'BB' Rating to $750MM Sr. Notes
--------------------------------------------------------------
Fitch Ratings has assigned a 'BB' rating to Nielsen Finance LLC
and Nielsen Finance Co. (collectively, Nielsen Finance) proposed
$750 million senior unsecured notes due 2022. Nielsen Finance is
an indirect wholly owned subsidiary of Nielsen Holdings, N.V.
(Nielsen).  Proceeds of the notes are expected to be used to
reduce term loans balances ($4 billion outstanding; due
2016/2017).

The notes will rank pari passu with Nielsen Finance's and The
Nielsen Company (Luxembourg) S.ar.l.'s existing notes.  Fitch
views the offering, as proposed, to be favorable for the credit
profile, extending maturities five to six years.

In addition, Nielsen's 'BB' Issuer Default Rating (IDR) and
Positive Outlook is unaffected by the recent update to its
financial policy and capital structure goals.

Nielsen revised its net leverage target to 3x from a previous
range of 2.75x to 3x. Nielsen affirmed its expectation to reduce
its current net leverage from 3.5x to 3.2x by year end.  In
addition, Nielsen stated that it no longer is targeting investment
grade ratings; rather, they are targeting their 3x net leverage
target.

Nielsen's policy revision does not change the current ratings or
Positive Outlook, as both reflect the improving credit metric
trends (through EBITDA growth and mandatory debt reduction) and
its strategy of expanding its products/services, which should
continue to drive meaningful organic revenue growth.  Continued
positive momentum in these categories over the next 12 - 18 months
could result in a one-notch upgrade.  Any additional positive
rating actions may be limited.  The 3x net leverage target may
still support an investment grade rating; however, Nielsen's
commitment to maintaining such a rating, or the appropriate credit
metrics, would have to be evaluated.

KEY RATING DRIVERS

   -- Nielsen was much more resilient during the downturn than
      other media companies, given the contractual and diversified
      nature of its revenue stream and the benign competitive
      environment.  The company exhibited revenue and EBITDA
      growth, as well as positive FCF, through the trough of the
      downturn.

   -- Nielsen's Watch and Buy businesses are well positioned in
      their respective markets.  The ratings reflect the risk that
      competitive threats may emerge over time.  Increased
      competition could result in revenue pressure (lost share),
      incremental costs (talent/sales/services), and some FCF
      pressure (investments in offerings).  However, the
      complexity and significant investments associated with
      attempting to replicate Nielsen's offerings create
      meaningful barriers to entry.

Fitch believes Nielsen's liquidity is sufficient.  At Dec. 31,
2013, liquidity was composed of $564 million of cash on hand and
$623 million available under the $635 million senior secured
revolver due in 2016.  Fitch calculates the company generated
$262 million of FCF (after dividends).

Total debt at Dec. 31, 2013 was approximately $6.6 billion,
consisting primarily of (without adjusting for the proposed
transaction):

   -- $4.0 billion in secured term loans due 2016/2017;
   -- $1.1 billion of senior unsecured notes due 2018;
   -- $800 million of senior unsecured notes due 2020;
   -- $625 million of senior unsecured notes due 2021.

The company has been active in managing its near-term maturities,
and they are manageable over the next several years.

As of Dec. 31, 2013 (proforma for the Arbitron acquisition) Fitch
estimates unadjusted gross leverage at approximately 4.0x and net
leverage at 3.6x.  Fitch expects Nielsen to be able to de-lever to
unadjusted gross leverage of 3.6x by the end of 2014.

The notching on Nielsen Finance's senior secured debt reflects the
security provided to the lenders.

RATING SENSITIVITIES

What Could Trigger a Rating Action

Positive: Over the next 12 to 18 months, continued improvement in
operating trends, including comfort that the company's deployment
of various new products are driving total revenue growth in the
mid-single digits, could result in a one-notch upgrade.

Negative: While not expected, ratings would be pressured if
additional debt-funded acquisitions and/or shareholder-friendly
policies materially increased leverage above 4.5x.  Also, ratings
may be pressured if competitive threats emerge and take a
meaningful share of Nielsen's market position.

Fitch rates Nielsen as follows:

Nielsen

-- IDR 'BB'.

Nielsen Finance LLC and Nielsen Finance Co.

-- IDR 'BB';
-- Senior secured bank facility 'BB+';
-- Senior unsecured notes 'BB'.

The Nielsen Company (Luxembourg) S.ar.l.

-- IDR 'BB';
-- Senior unsecured notes 'BB'.

The Rating Outlook is Positive.


NIELSEN FINANCE: Moody's Rates Proposed $750MM Senior Notes 'B1'
----------------------------------------------------------------
Moody's Investors Service assigned B1 to the proposed $750 million
senior notes being issued by Nielsen Finance LLC, an indirect
subsidiary of Nielsen Holdings N.V. ("Nielsen"), to repay a
portion of the existing senior secured term loans, and assigned
Ba1 to the proposed senior secured credit facilities being issued
to extend the maturities of the credit facilities. Moody's also
upgraded ratings on the existing senior notes to B1 to reflect the
decrease in senior secured debt and affirmed the Ba3 Corporate
Family Rating and Ba3-PD Probability of Default Rating. The SGL --
1 Speculative Grade Liquidity Rating (SGL) was affirmed and the
rating outlook remains positive. These rating actions are subject
to review of final documentation and no meaningful change in
conditions of the transaction as advised to Moody's.

Assigned:

Issuer: Nielsen Finance LLC

NEW $750 million Senior Unsecured Notes: Assigned B1, LGD5-78%

Issuer: Nielsen Finance LLC

NEW $575 million Senior Secured Revolver due 2019: Assigned Ba1,
LGD2-23%

NEW $1,300 million Senior Secured Term Loan A due 2019: Assigned
Ba1, LGD2 -- 23%

NEW $500 million Senior Secured Term Loan B-1 due 2017: Assigned
Ba1, LGD2 -- 23%

NEW $1,100 million Senior Secured Term Loan B-2 due 2021:
Assigned Ba1, LGD2 -- 23%

Upgraded:

Issuer: Nielsen Finance LLC

Senior Secured Bank Credit Facility (Class E Euro Term Loan) due
May 1, 2016 (289 million euros outstanding, roughly $394
million): Ba1, LGD2 -- 23%

7.75% Senior Unsecured Regular Bond/Debenture due 2018 ($1,083
million outstanding): Upgraded to B1, LGD5 -- 78% from B2, LGD5
-- 83%

4.5% Senior Unsecured Regular Bond/Debenture due 2020 ($800
million outstanding): Upgraded to B1, LGD5 -- 78% from B2, LGD5
-- 83%

Issuer: The Nielsen Company (Luxembourg) S.a.r.l. , an indirect
subsidiary of Nielsen Holdings N.V.

5.5% Senior Unsecured Regular Bond/Debenture due 2021 ($625
million outstanding): Upgraded to B1, LGD5 -- 78% from B2, LGD5
-- 83%

Affirmed:

Issuer: Nielsen Holdings N.V.

Corporate Family Rating: Affirmed Ba3

Probability of Default Rating: Affirmed Ba3-PD

Speculative Grade Liquidity Rating: Affirmed SGL -- 1

Outlook Actions:

Issuer: Nielsen Holdings N.V.

Outlook is Positive

Issuer: Nielsen Finance LLC

Outlook is Positive

Issuer: The Nielsen Company (Luxembourg) S.a.r.l. , an indirect
subsidiary of Nielsen Holdings N.V.

Outlook is Positive

Affirmed but to be withdrawn upon redemption or completion of the
tender or repayment:

Issuer: Nielsen Finance LLC

EXISTING $635 million Senior Secured Bank Credit Facility
(Revolver) due Apr 1, 2016: Ba2, LGD2 -- 29%

EXISTING Senior Secured Bank Credit Facility (Class D Term Loan)
due Feb 2, 2017 ($1,146 million outstanding): Ba2, LGD2 -- 29%

EXISTING Senior Secured Bank Credit Facility (Class E Term Loan)
due May 1, 2016 ($2,520 million outstanding): Ba2, LGD2 -- 29%

Ratings Rationale

Nielsen's Ba3 CFR reflects Moody's view that the company will
maintain its leading international positions in the measurement
and analysis of consumer purchasing behavior as well as media and
marketing information given protection from high entry barriers.
Revenue is supported by long-standing contractual relationships
with consumer product companies, media and advertisers, and
benefits from the company's status as a source of independent
benchmark information. Moody's expect the company will build on
its track record to deliver continued low-to-mid single digit
percentage revenue and EBITDA growth. Ratings incorporate the
challenging operating environment in Nielsen's `Buy' division as
well as exposure, particularly in the `Watch' division, to a more
competitive landscape in rapidly growing online markets. Moody's
expects Nielsen will utilize a portion of free cash flow to reduce
debt balances; however, ratings also reflect the company's
moderately high leverage and likely increases in dividend payouts
or share repurchases as earnings grow. Furthermore, Nielsen's
recent increase in quarterly dividends ($300 million annual
payout) and share repurchase programs will consume cash that could
otherwise be used to reduce debt or fund acquisitions. Despite
these distributions and the acquisition of Arbitron in September
2013, low to mid-single digit percentage revenue growth, modest
margin expansion, and debt repayments have lowered the company's
pro forma debt-to-EBITDA to approximately 4.2x at December 2013
(including Moody's standard adjustments and 12 months of Arbitron)
from more than 4.5x in the prior year. Moody's note that risk
related to the exit from this investment by a consortium of
private equity investors, who hold six of the 11 board seats, is
reduced given financial sponsors now hold a 25% interest the
company, compared to 52% in 2012. Share redemptions were funded
largely through secondary equity issuances and did not increase
leverage. Moody's expect additional sell down by the financial
sponsors over the next 18 months. The proposed refinancing of
credit facilities extends maturities, increases scheduled
amortization, eliminates financial maintenance covenants on the
term loan B facilities, and relaxes restrictions on dividends
although distributions remain subject to a 4.25x total leverage
test (as defined). The proposed notes are covenant-lite with no
restrictions on distributions or debt issuances.

The positive rating outlook reflects Moody's expectation that
Nielsen will deliver operating results in line with its recent
guidance (4%-6% revenue growth and 29% - 30% adjusted EBITDA
margin for 2014) and that shareholder distributions and
acquisitions are managed such that the company remains on a
deleveraging trajectory. Moody's assumes in the rating outlook
that the U.S. and global economies continue to expand modestly.

Downward rating pressure could occur if debt-to-EBITDA leverage
were to exceed 5.0x (including Moody's standard adjustments) or
free cash flow generation weakens through deterioration in
operating performance, significant acquisitions, or shareholder
distributions. Ratings could be downgraded or the outlook changed
to stable if Nielsen adopts more aggressive financial policies
including a move away from its intention to continue de-
leveraging. A deterioration of liquidity could also create
downward rating pressure. An upgrade would require steady and
growing earnings performance paired with de-leveraging such that
debt-to-EBITDA is moving towards 4.0x and free cash flow
generation is meaningful on a sustained basis. Notwithstanding the
management's recently revised guidance for reported leverage of
3.0x (from 2.75x -- 3.0x), Moody's would need to be comfortable
that Nielsen has the willingness and capacity to manage to these
tighter credit metrics after incorporating potential acquisitions
or share repurchase. Nielsen would also need to maintain at least
good liquidity.

The principal methodology used in this rating was the Global
Business & Consumer Service Industry Rating Methodology published
in October 2010. Other methodologies used include Loss Given
Default for Speculative-Grade Non-Financial Companies in the U.S.,
Canada and EMEA published in June 2009.
Nielsen Holdings N.V., headquartered in Diemen, The Netherlands
and New York, NY, is a global provider of consumer information and
measurement that operates in approximately 100 countries.
Nielsen's Buy segment (roughly 60% of FY 2013 revenue) consists of
two operating units: (i) Information, which includes retail
measurement and consumer panel services; and (ii) Insights, which
provide analytical services for clients. The Watch segment (40% of
revenue) provides viewership data and analytics across television,
online and mobile devices for the media and advertising
industries. Revenue for the 12 months ended December 2013 was
roughly $5.7 billion.


PLUG POWER: Incurs $28.8 Million Net Loss in Fourth Quarter
-----------------------------------------------------------
Plug Power Inc. reported a net loss attributable to the Company of
$28.87 million on $8.03 million of total revenue for the three
months ended Dec. 31, 2013, as compared with a net loss
attributable to the Company of $8.47 million on $5.92 million of
total revenue for the same period a year ago.

For the 12 months ended Dec. 31, 2013, the Company reported a net
loss attributable to the Company of $62.67 million on $26.60
million of total revenue as compared with a net loss attributable
to the Company of $31.86 million on $26.10 million of revenue in
2012.

The Company's balance sheet at Dec. 31, 2013, showed $35.35
million in total assets, $50.85 million in total liabilities,
$2.37 million in redeemable preferred stock and a $17.87 million
stockholders' deficit.

"Although a lot has happened since our last call, I am more
bullish than ever that Plug Power is moving into a rapid-growth
cycle," said Andy Marsh, CEO.  "We kicked off the first quarter of
2014 by signing a multi-site, multi-year GenKey contract with
Walmart that surpassed our Q1 goals.  I firmly believe that this
continuing momentum will carry on throughout 2014, and that orders
for this year will total more than $150 million -- almost four
times our total for 2013.  We also are on track to achieve our
goal of EBITDAS break even by Q3 2014."

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

                         http://is.gd/79Xsco

                           About Plug Power

Plug Power Inc. is a provider of alternative energy technology
focused on the design, development, commercialization and
manufacture of fuel cell systems for the industrial off-road
(forklift or material handling) market.

KPMG LLP, in Albany, New York, expressed substantial doubt about
Plug Power's ability to continue as a going concern, following
their audit of the Company's financial statements for the year
ended Dec. 31, 2012, citing the Company's recurring losses from
operations and substantial decline in working capital.

                         Bankruptcy Warning

"Our cash requirements relate primarily to working capital needed
to operate and grow our business, including funding operating
expenses, growth in inventory to support both shipments of new
units and servicing the installed base, and continued development
and expansion of our products.  Our ability to meet our future
liquidity needs, capital requirements, and to achieve
profitability will depend upon numerous factors, including the
timing and quantity of product orders and shipments; the timing
and amount of our operating expenses; the timing and costs of
working capital needs; the timing and costs of building a sales
base; the timing and costs of developing marketing and
distribution channels; the timing and costs of product service
requirements; the timing and costs of hiring and training product
staff; the extent to which our products gain market acceptance;
the timing and costs of product development and introductions; the
extent of our ongoing and any new research and development
programs; and changes in our strategy or our planned activities.
If we are unable to fund our operations without additional
external financing and therefore cannot sustain future operations,
we may be required to delay, reduce and/or cease our operations
and/or seek bankruptcy protection," the Company said in its
quarterly report for the period ended Sept. 30, 2013.


PROSPECT PARK: Seeks Extension of Schedules & Statements Filing
---------------------------------------------------------------
Prospect Park Networks, LLC, seeks additional time to file with
the Bankruptcy Court its schedules of assets and liabilites and
schedules of executory contracts and unexpired leases.

The Debtor asserts that its request is warranted due to the large
amount of information that must be assembled and compiled, the
multiple locations for such information, the large amount of
professional hours that may be required for the completion of the
Schedules and Statements, and the lack of prejudice to creditors.

The Debtor adds that its employees' efforts during the anticipated
short period of the pendency of the Chapter 11 case are critical
to its sale efforts.

                      About Prospect Square

Prospect Square 07 A, LLC, and related entities sought Chapter 11
bankruptcy protection from creditors (Bankr. D. Colo. Lead Case
No. 14-10896) in Denver on Jan. 29, 2014.  The petition was signed
by Jeffre Kwatinetz, president.

Prospect Square 07A, a Single Asset Real Estate as defined in
11 U.S.C. Sec. 101(51B) with principal assets located at 9690
Colerain Avenue, Cincinnati, Ohio, estimated $10 million to $50
million in assets and debt.

William E. Chipman, Jr., Esq. -- chipman@ccbllp.com , and Mark D.
Olivere, Esq. -- olivere@ccbllp.com -- of Cousins Chipman & Brown
LLP, in Wilmington, Delaware, serve as counsel to the Debtor, as
well as John H. Genovese, Esq. -- jgenovese@gjb-law.com , Michael
Schuster, Esq. -- mschuster@gjb-law.com , and Heather L. Harmon,
Esq. -- hharmon@gjb-law.com

The Debtors' Chapter 11 plan and disclosure statement are due
May 29, 2014.


QUANTUM FUEL: Shares Copy of ROTH Conference Presentation
---------------------------------------------------------
Brian Olson, Quantum Fuel Systems Technologies Worldwide, Inc.'s
president and chief executive officer, and Bradley Timon, the
Company's chief financial officer, presented at the 26th Annual
ROTH Conference on March 12, 2014.  The presentation discussed
about, among other things, the Company, its products, services and
technologies.  A copy of the presentation materials used by
Messrs. Olson and Timon is available at:

                        http://is.gd/V7RSKw

                         About Quantum Fuel

Lake Forest, Cal.-based Quantum Fuel Systems Technologies
Worldwide, Inc. (Nasdaq: QTWW) develops and produces advanced
vehicle propulsion systems, fuel storage technologies, and
alternative fuel vehicles.  Quantum's portfolio of technologies
includes electronic and software controls, hybrid electric drive
systems, natural gas and hydrogen storage and metering systems and
other alternative fuel technologies and solutions that enable fuel
efficient, low emission, natural gas, hybrid, plug-in hybrid
electric and fuel cell vehicles.

Quantum Fuel disclosed a net loss attributable to stockholders of
$30.91 million in 2012 and a net loss attributable to common
stockholders of $38.49 million in 2011.  The Company's balance
sheet at Sept. 30, 2013, showed $60.64 million in total assets,
$50.27 million in total liabilities and $10.36 million in total
stockholders' equity.

Haskell & White LLP, in Irvine, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012.  The independent auditors noted
that the Company does not have sufficient existing sources of
liquidity to operate its business and service its debt obligations
for a period of at least twelve months.  These conditions, along
with the Company's working capital deficit and recurring operating
losses, raise substantial doubt about the Company's ability to
continue as a going concern.


PULSE ELECTRONICS: Incurs $27 Million Net Loss in 2013
------------------------------------------------------
Pulse Electronics Corporation filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing
a net loss of $27.02 million on $355.67 million of net sales for
the year ended Dec. 27, 2013, as compared with a net loss of
$32.09 million on $373.16 million of net sales for the year ended
Dec. 28, 2012.

As of Dec. 27, 2013, the Company had $188.83 million in total
assets, $242.39 million in total liabilities and a $53.55 million
total shareholders' deficit.

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

                       http://is.gd/V8QAv0

                      About Pulse Electronics

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

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


QUARTZ HILL: Court Transfers Case to Judge Cristol
--------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida,
Miami Division, re-assigned the Chapter 11 case of Quartz Hill
Mining, LLC, to the Hon. A. Jay Cristol, who is currently
presiding over a related case, Merendon Mining (Nevada), Inc.,
Case No. 09-119580AJC.

The Debtor sought re-assignment of its Chapter 11 case to contain
costs and for ease of administration in the Chapter 11 case as its
assets are related to the Chapter 7 case of Merendon Mining.  The
Debtor said the U.S. Trustee does not oppose the relief sought.

Quartz Hill Mining, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 14-15419) on March 7,
2014.  The case is assigned to Judge Robert A Mark.  The Debtor's
counsel is Jacqueline Calderin, Esq., at Ehrenstein Charbonneau
Calderin, in Miami, Florida.  The Debtor's special counsel is John
A. Moffa, Esq., at Moffa & Bonacquisti, P.A., in Plantation,
Florida.  The Debtor said it has $58 million in assets and $7.5
million in debts.


QUARTZ HILL: Sec. 341 Creditors' Meeting Set for April 10
---------------------------------------------------------
The U.S. Trustee for Region 3 will convene a meeting of creditors
pursuant to 11 U.S.C. 341(a) in the Chapter 11 case of Southern
Quartz Hill Mining, LLC on April 10, 2012, at 2:00 p.m.

The proofs of claim deadline is set for April 8, 2014.

Quartz Hill Mining, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 14-15419) on March 7,
2014.  The case is assigned to Judge Robert A Mark.  The Debtor's
counsel is Jacqueline Calderin, Esq., at Ehrenstein Charbonneau
Calderin, in Miami, Florida.  The Debtor's special counsel is John
A. Moffa, Esq., at Moffa & Bonacquisti, P.A., in Plantation,
Florida.  The Debtor said it has $58 million in assets and $7.5
million in debts.


QUIZNOS: Report Connects Bankruptcy to Franchisee's Suicide
-----------------------------------------------------------
Sarah Bennett, writing for Long Beach Post, reported that Quiznos'
bankruptcy may have roots in a Long Beach franchisee's suicide
amid legal battles with the firm.

The report recounted that Bhupinder "Bob" Baber, owner of two
Quiznos in Long Beach, had complained about the company's unfair
practices, which included allowing another Quiznos to open near
Mr. Baber's outlets.  Mr. Baber's sales dropped, and he claimed
that he was unable to get help from the company.  By the end of
2004, Mr. Baber had formed the Quiznos Franchisee Association, a
group for California franchisees, in an attempt to bring changes
to what was felt by some franchisees as unfair practices in the
company.  Quiznos responded by terminating both of his franchises,
citing customer complaints and failed corporate inspections.
According to the report, Mr. Baber felt his cancellation was
retaliation for forming his group and responded with his own
litigation, which resulted in more than a year of suits and
countersuits that drained the franchisee of more than $100,000 in
legal fees.  In October 2005, it was ruled that Baber's claims
would be arbitrated in Denver (as his contract demanded), but Mr.
Baber feared that traveling would cost him his job and whatever
money he had left.  Mr. Baber committed suicide a month later by
shooting himself.

The report recountd that after Mr. Baber's suicide note was made
public, a half-dozen class action lawsuits were filed against
Quiznos by angry franchisees, including ones in Michigan,
Wisconsin, New Jersey and Illinois.  According to the company's
own 2013 Franchise Disclosure Document, those class action suits
have all been settled, but in 2012 alone, 14 more individual suits
were filed by current and former franchisees.  All of the lawsuits
allege claims similar to those asserted in the previously settled
class actions, including that the defendants "engaged in
fraudulent schemes to sell mandated essential goods at inflated
prices and to sell franchise agreements, abusive couponing and
discounting programs, and unlawful control over franchisees
through a pattern of racketeering activity."

According to Ms. Bennett, eight years after Mr. Baber's suicide,
the Long Beach franchisee's fight for change at Quiznos may
finally be seeing results.  In a statement announcing the
bankruptcy, Quiznos CEO Stuart Mathis said the restructuring will
allow the company to follow through on its new business plan which
puts more support into its franchisees.

                          About Quiznos

Denver-based Quiznos -- http://www.quiznos.com-- is a chain
designed for today's busy consumers who are looking for a high
quality, tasty, freshly prepared alternative to traditional fast-
food restaurants.  With locations in 50 states and 30 countries,
Quiznos is one of the world's premier quick-service restaurant
chains and pioneer of the toasted sandwich; Quiznos restaurants
offer creative, chef-created sandwiches and salads using premium
ingredients.  Quiznos was founded in 1981 by chefs who discovered
that toasting brought out the best in every sandwich ingredient.

QCE Finance LLC and its affiliates sought protection under Chapter
11 of the Bankruptcy Code on March 14, 2014.  The lead case is QCE
Finance LLC (Case No. 14-10543, Bankr. D.Del.).  The case is
assigned to Judge Peter J. Walsh.

The Debtors' lead counsel are Ira S. Dizengoff, Esq., Philip C.
Dublin, Esq., Jason P. Rubin, Esq., and Kristine G. Manoukian,
Esq., at AKIN GUMP STRAUSS HAUER & FELD LLP, in New York.  The
Debtors' local counsel is Mark D. Collins, Esq., and Amanda
Steele, Esq., at RICHARDS, LAYTON & FINGER, P.A., in Wilmington,
Delaware.  The Debtors' investment banker and financial advisor is
Matthew J. Hart of LAZARD FRERES & CO. LLC.  Paul Ruh, Mark A.
Roberts, and Jonathan Tibus of Alvarez & Marsal serves as the
Debtors' restructuring advisors.  Prime Clerk LLC serves as the
Debtors' claims and noticing agent.


R&S ST. ROSE: Ruling Against Substantive Consolidation Vacated
--------------------------------------------------------------
District Judge Lloyd D. George vacated each of the Orders of the
Bankruptcy Court denying the motions of Branch Banking and Trust
Company, as successor in interest to FDIC as receiver of Colonial
Bank N.A., and Commonwealth Land Title Insurance Company for
substantive consolidation of the Chapter 11 cases of R&S St. Rose,
LLC and R&S St. Rose Lenders.  The Court remanded the matter for
further proceedings.

According to Judge George, in remanding this matter, he is neither
finding nor directing a determination that substantive
consolidation is appropriate.  That remains a matter for the
bankruptcy court to determine.  Rather, the District Court has
determined only that, in initially making its determination, the
bankruptcy court committed certain errors that require it to re-
visit the question under the first factor in In re Bonham, 229
F.3d 750, 762 (9th Cir. 2000).

In the district court appeal, R & S St. Rose is represented by
Samuel A. Schwartz, Esq., at The Schwartz Law Firm.

Branch Banking and Trust Company is represented by Joseph S.
Kistler, Esq., and Richard L. Doxey, Esq., at Hutchison & Steffen.

Commonwealth Land Title Insurance Company, Consol Claimant, is
represented by Mary C. Gordon, Esq., and Scott E Gizer, Esq., at
Early Sullivan Wright Gizer & McRae LLP.

A copy of the Court's March 27, 2014 Order is available at
http://is.gd/99kxhwfrom Leagle.com.

                    About R & S St. Rose Lenders

Las Vegas, Nevada-based R & S St. Rose Lenders, LLC, filed for
Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No.
11-14973) on April 4, 2011.  Zachariah Larson, Esq., at Larson &
Stephens, served as the Debtor's bankruptcy counsel.  According to
its schedules, the Debtor disclosed $12,041,574 in total assets
and $19,688,291 in total debts as of the Petition Date.  Rose
Lenders amended its schedules disclosing $12,041,574 in assets and
$24,502,319 in liabilities.

Affiliate R & S St. Rose, LLC, filed a separate Chapter 11
petition (Bankr. D. Nev. Case No. 11-14974) on April 4, 2011.
According to its schedules, it disclosed $16,821,500 in total
assets and $48,293,866 in total debts.


RESIDENTIAL CAPITAL: 2nd Cir. Tosses Papas Ch.7 Conversion Bid
--------------------------------------------------------------
The U.S. Court of Appeals for the Second Circuit dismissed as moot
with prejudice the appeal taken by Paul N. Papas, pro se, to
overturn the judgment of the district court affirming a bankruptcy
court order, which denied his motion to convert the Chapter 11
proceedings of Residential Capital LLC to a Chapter 7 liquidation.
A copy of the Court's March 27 Summary Order is available at
http://is.gd/ncGInGfrom Leagle.com.

                     About Residential Capital

Residential Capital LLC, the unprofitable mortgage subsidiary of
Ally Financial Inc., filed for bankruptcy protection (Bankr.
S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012.

Neither Ally Financial nor Ally Bank is included in the bankruptcy
filings.

ResCap, one of the country's largest mortgage originators and
servicers, was sent to Chapter 11 with 50 subsidiaries amid
"continuing industry challenges, rising litigation costs and
claims, and regulatory uncertainty," according to a company
statement.

ResCap disclosed $15.68 billion in assets and $15.28 billion in
liabilities at March 31, 2012.

Centerview Partners LLC and FTI Consulting are acting as financial
advisers to ResCap.  Morrison & Foerster LLP is acting as legal
adviser to ResCap.  Curtis, Mallet-Prevost, Colt & Mosle LLP is
the conflicts counsel.  Rubenstein Associates, Inc., is the public
relations consultants to the Company in the Chapter 11 case.
Morrison Cohen LLP is advising ResCap's independent directors.
Kurtzman Carson Consultants LLP is the claims and notice agent.

Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves
as counsel to Ally Financial.

ResCap sold most of the businesses for a combined $4.5 billion.
The Bankruptcy Court in November 2012 approved ResCap's sale of
its mortgage servicing and origination platform assets to Ocwen
Loan Servicing, LLC and Walter Investment Management Corporation
for $3 billion; and its portfolio of roughly 50,000 whole loans to
Berkshire Hathaway for $1.5 billion.

Judge Martin Glenn in December 2013 confirmed the Joint Chapter 11
Plan co-proposed by Residential Capital and the Official Committee
of Unsecured Creditors.


RESTORA HEALTHCARE: Has OK to Proceed with April 21 Auction
-----------------------------------------------------------
Restora Healthcare Holdings, LLC, et al., obtained approval from
the U.S. Bankruptcy Court for the District of Delaware of the
procedures governing the sale of substantially all of their assets
and authority to proceed with an auction scheduled for April 21,
2014, at 10:00 a.m. (prevailing Eastern Time) at the offices of
DLA Piper LLP (US), in New York.

The Debtors entered into a stalking horse agreement with a newly
formed entity by several of their creditors, including Healthcare
Finance Group, LLC, American Realty Capital and certain of its
affiliates as landlord, Acuity Healthcare, L.P., HealthCap
Partners, LLC, and Tutera & Co.  The newly formed entity, PHX
Hospital Partners, LLC, as stalking horse bidder, will provide
consideration consisting of (a) $5,000,000 payable in the form of
a credit bid, (b) a waiver y the Landlord of certain cure costs
with respect to two real property leases, and (c) the assumption
of certain liabilities and the the payment of all cure costs
relating to executory contracts and unexpired leases to be assumed
and assigned to the Stalking Horse Purchaser.

The stalking horse agreement is subject to higher and better bids.
The deadline for submitting a qualified bid is April 18.  If the
Debtors receive an additional qualified bid, the Debtors will
conduct the auction.  The sale approval hearing will be held on
April 23, at 2:00 p.m. (prevailing Eastern Time).  Objections to
the sale hearing is on April 22.

All objections that have not been previously withdrawn, waived or
settled are denied and overruled, except that the objection filed
by the Official Committee of Unsecured Creditors is deemed filed
with respect to the sale and the sale approval hearing.

The Creditors' Committee complained that the Debtors seek approval
of a fatally flawed Section 363 sale process based upon a stalking
horse bid which provides no cash to the Debtors' estates, while
the Debtors do not even allege any exigent circumstances that
could support a sale of substantially all of their assets outside
of a Chapter 11 plan.  "This is not a 'melting ice cube' situation
in which the debtor is hemorrhaging cash and an expeditious sale
is clearly needed to prevent the further loss of value.  In fact,
the Debtors' DIP budget projects a net loss from operating
activities of only $321,712 from the Petition Date, through the
end of April," the Committee asserted.

In response to the Committee's objection, the Debtors argued that
the Committee is seeking to derail a sale process that is the only
viable option currently available to the estates to maintain the
Debtors' business as a going concern and that, based on
prepetition marketing efforts, the Debtors believe will result in
maximum value for the estates.  In doing so, the Committee is
ignoring the economic realities of the Chapter 11 cases and the
significant benefits conferred on the Debtors' estates not only by
the proposed sale transaction with the stalking horse purchaser,
but also by the initiation of a marketing and sale process
governed by the bidding procedures, the Debtors asserted.  HFG
joined in support of the sale motion and the Debtors' reply to the
Committee's objection and the objection filed by the United States
of America, on behalf of the Department of Health and Human
Services, acting through its designated component, the Centers of
Medicare and Medicaid Services.

Counsel to the Debtors is Thomas R. Califano, Esq., and Daniel G.
Egan, Esq., at DLA Piper LLP (US), in New York; and Stuart M.
Brown, Esq., and Daniel N. Brogan, Esq., at DLA Piper LLP (US), in
Wilmington, Delaware.

Counsel to the Debtors? secured lender, HFG, is Benjamin Mintz,
Esq. -- benjamin.mintz@kayescholer.com -- at Kaye Scholer, LLP,
in New York; and Edmon L. Morton, Esq., and Robert S. Brady, Esq.,
at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware.

Counsel to HealthCap, as agent for the Stalking Horse Purchaser
for noticing purposes, is James H. Billingsley, Esq. --
jbillingsley@polsinelli.com -- at Polsinelli P.C., in Dallas,
Texas.

Counsel to the Landlord is Andrew I. Silfen, Esq. --
andrew.silfen@arentfox.com -- at Arent Fox LLP, in New York.

Counsel to the Creditors' Committee is Brett D. Fallon, Esq. --
bfallon@morrisjames.com -- at Morris James LLP, in Wilmington,
Delaware; and Martin G. Bunin, Esq. -- marty.bunin@alston.com --
Craig E. Freeman, Esq. -- craig.freeman@alston.com -- William Hao,
Esq. -- William.hao@alston.com -- at Alston & Bird LLP, in New
York.

                      About Restora Healthcare

Restora Healthcare Holdings, LLC, and two of its affiliates filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos.
14-10367 to 14-10369) on Feb. 24, 2014.  The petitions were signed
by George W. Dunaway as chief financial officer.  Restora
Healthcare estimated assets and debts of at least $10 million.

DLA Piper LLP (US) serves as the Debtors' counsel.  The Debtors
tapped George D. Pillari, a managing director of Alvarez & Marsal
Healthcare Industry Group, LLC, as chief restructuring officer.

The U.S. Trustee appointed five creditors to serve on the Official
Committee of Unsecured Creditors.


RESTORA HEALTHCARE: Has Final OK to Obtain $7MM from HFG
--------------------------------------------------------
Restora Healthcare Holdings, LLC, et al., obtained final authority
from the U.S. Bankruptcy Court for the District of Delaware to
obtain postpetition financing up to a maximum outstanding
principal amount of $7.0 million from Healthcare Finance Group,
LLC, as lender and administrative agent.

The Debtors also obtained final authority to use the Prepetition
Collateral securing their prepetition indebtedness from HFG, which
is owed owed $5.6 million on a term loan and revolving credit.

The objections that have not been previously withdrawn, waived or
settled are denied and overruled.  The Official Committee of
Unsecured Creditors objected to the final approval of the DIP
Financing, complaining that the interest rate and the facility fee
to the roll-up of the prepetition existing debt into the DIP
Facility are inappropriate.  The Committee also complained that
avoidance actions and proceeds of avoidance actions should not be
encumbered by liens or subject to superpriority claims as proposed
in the DIP Documents.

The Debtors, in response to the Committee, argued that no other
party was willing to provide a committed financing to the Debtors,
whether on terms more favorable than those set forth in the HFG
DIP Term Sheet or otherwise.  Accordingly, after careful
consideration, the Debtors said they decided that the proposal for
DIP financing advanced by the existing lender parties was the best
available under the circumstances, adequately addressed the
Debtors' reasonably foreseeable working capital needs during the
anticipated duration of the bankruptcy cases and sale process, and
would enable the Debtors to proceed towards consummation of a sale
or other restructuring transaction.  HFG joined in support of the
DIP Financing Motion and the Debtors' reply to the Committee's
objection.

A full-text copy of the Final DIP Order with Budget is available
at http://bankrupt.com/misc/RESTORAHEALTHCAREdipord0321.pdf

                      About Restora Healthcare

Restora Healthcare Holdings, LLC, and two of its affiliates filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos.
14-10367 to 14-10369) on Feb. 24, 2014.  The petitions were signed
by George W. Dunaway as chief financial officer.  Restora
Healthcare estimated assets and debts of at least $10 million.

DLA Piper LLP (US) serves as the Debtors' counsel.  The Debtors
tapped George D. Pillari, a managing director of Alvarez & Marsal
Healthcare Industry Group, LLC, as chief restructuring officer.

The U.S. Trustee appointed five creditors to serve on the Official
Committee of Unsecured Creditors.


RESTORA HEALTHCARE: Sec. 341(a) Meeting of Creditors Continued
--------------------------------------------------------------
The U.S. Trustee notified the U.S. Bankruptcy Court for the
District of Delaware that the meeting of creditors pursuant to
Section 341(a) of the Bankruptcy Code in the Chapter 11 cases
Restora Healthcare Holdings, LLC, et al., is continued to a date
still to be determined.

                      About Restora Healthcare

Restora Healthcare Holdings, LLC, and two of its affiliates filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos.
14-10367 to 14-10369) on Feb. 24, 2014.  The petitions were signed
by George W. Dunaway as chief financial officer.  Restora
Healthcare estimated assets and debts of at least $10 million.

DLA Piper LLP (US) serves as the Debtors' counsel.  The Debtors
tapped George D. Pillari, a managing director of Alvarez & Marsal
Healthcare Industry Group, LLC, as chief restructuring officer.

The U.S. Trustee appointed five creditors to serve on the Official
Committee of Unsecured Creditors.


RESTORA HEALTHCARE: Lists $11.3-Mil. in Total Liabilities
---------------------------------------------------------
Restora Healthcare Holdings, LLC, filed with the U.S. Bankruptcy
Court for the District of Delaware its schedules of assets and
liabilities disclosing $1,789,247 in assets and $11,328,016 in
total debts.

The Debtor said it has cash on hand totaling $237; security
deposits totaling $23,526; accounts receivables totaling
$1,715,782; office equipment, furnishings and supplies valued at
$40,032; and other personal property valued at $9,668.

Healthcare Finance Group, LLC, holds a secured claim in the amount
of $5,575,764.  Other entities also hold secured claims in
undetermined amounts.  Unsecured non-priority claims total
$5,752,252.

Full-text copies of the Schedules are available for free at:

     http://bankrupt.com/misc/RESTORAHEALTHCAREsal0325.pdf

                      About Restora Healthcare

Restora Healthcare Holdings, LLC, and two of its affiliates filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos.
14-10367 to 14-10369) on Feb. 24, 2014.  The petitions were signed
by George W. Dunaway as chief financial officer.  Restora
Healthcare estimated assets and debts of at least $10 million.

DLA Piper LLP (US) serves as the Debtors' counsel.  The Debtors
tapped George D. Pillari, a managing director of Alvarez & Marsal
Healthcare Industry Group, LLC, as chief restructuring officer.

The U.S. Trustee appointed five creditors to serve on the Official
Committee of Unsecured Creditors.


RESTORA HEALTHCARE: Has Authority to Employ DLA Piper as Counsel
----------------------------------------------------------------
Restora Healthcare Holdings, LLC, obtained authority from the U.S.
Bankruptcy Court for the District of Delaware to employ DLA Piper
LLP (US) as bankruptcy counsel to provide legal services to the
Debtors in connection with their efforts to restructure certain of
their financial obligations.

                      About Restora Healthcare

Restora Healthcare Holdings, LLC, and two of its affiliates filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos.
14-10367 to 14-10369) on Feb. 24, 2014.  The petitions were signed
by George W. Dunaway as chief financial officer.  Restora
Healthcare estimated assets and debts of at least $10 million.

DLA Piper LLP (US) serves as the Debtors' counsel.  The Debtors
tapped George D. Pillari, a managing director of Alvarez & Marsal
Healthcare Industry Group, LLC, as chief restructuring officer.

The U.S. Trustee appointed five creditors to serve on the Official
Committee of Unsecured Creditors.


RESTORA HEALTHCARE: Has Approval to Name George Pillari as CRO
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Restora Healthcare Holdings, LLC, et al., to retain Alvarez &
Marsal Healthcare Industry Group, LLC, to provide the Debtors with
a chief restructuring officer and additional personnel, and
designate George D. Pillari as the CRO.

A&M will be paid by the Debtors for the services of the Engagement
Personnel at the following hourly billing rates:

   Managing Directors                   $650 to $850
   Directors                            $450 to $650
   Analysts/Associates                  $250 to $450

Mr. Pillari will be paid $800 per hour and will have primary
responsibility for overseeing the services to be rendered to the
Company under the Engagement Letter.  A&M will also be reimbursed
for any necessary out-of-pocket expenses.

                      About Restora Healthcare

Restora Healthcare Holdings, LLC, and two of its affiliates filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos.
14-10367 to 14-10369) on Feb. 24, 2014.  The petitions were signed
by George W. Dunaway as chief financial officer.  Restora
Healthcare estimated assets and debts of at least $10 million.

DLA Piper LLP (US) serves as the Debtors' counsel.  The Debtors
tapped George D. Pillari, a managing director of Alvarez & Marsal
Healthcare Industry Group, LLC, as chief restructuring officer.

The U.S. Trustee appointed five creditors to serve on the Official
Committee of Unsecured Creditors.


RESTORA HEALTHCARE: Has Final Approval to Pay Critical Vendors
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware gave
Restora Healthcare Holdings, LLC, et al., final authority to pay
the prepetition claims of critical vendors and service providers
in a total amount not to exceed $600,000.

                      About Restora Healthcare

Restora Healthcare Holdings, LLC, and two of its affiliates filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos.
14-10367 to 14-10369) on Feb. 24, 2014.  The petitions were signed
by George W. Dunaway as chief financial officer.  Restora
Healthcare estimated assets and debts of at least $10 million.

DLA Piper LLP (US) serves as the Debtors' counsel.  The Debtors
tapped George D. Pillari, a managing director of Alvarez & Marsal
Healthcare Industry Group, LLC, as chief restructuring officer.

The U.S. Trustee appointed five creditors to serve on the Official
Committee of Unsecured Creditors.


ROBERTS HOTELS: Houston, Shreveport & Spartanburg Cases Dismissed
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Missouri on
March 5 dismissed certain of Roberts Hotels Houston, LLC, et al.'s
Chapter 11 cases.

Bank of America, N.A., requested for the dismissal of these cases:

   Roberts Hotels of Houston, LLC, Case No. 12-43590;
   Roberts Hotels of Shreveport, LLC, Case No. 12-44495; and
   Roberts Hotels of Spartanburg, LLC, Case No. 12-43756.

The U.S. Trustee has withdrawn its limited objection.

The Debtors and their counsel will ensure that all monthly
operating reports in these cases are completed, signed, and filed
with the Court.  Furthermore, the Debtors and their counsel will
ensure that all quarterly fees imposed.

Bank of America has agreed to ensure that sufficient funds are
available to facilitate the payment of all quarterly fee payments
by the deadline.  Nothing, however, will prohibit Bank of America
from reviewing the accuracy of the Monthly Operating Report or the
calculation of the amount of Quarterly Fees that remain due and
owing.

As reported in the Troubled Company Reporter on Feb. 27, 2014, a
lawyer representing the bank said the assets of Roberts Hotels
Houston and the two other hotels operating in Shreveport, LA, and
in Spartanburg, S.C., have already been sold and the proceeds have
been paid to the bank.

"There is no prospect of any distributions being made to creditors
other than [Bank of America]," said David Warfield, Esq., at
Thompson Coburn LLP, in St. Louis, Missouri.  He said the bank
holds a lien on avoidance actions to secure the loans it extended
earlier.

The U.S. Bankruptcy Court for the Eastern District of Missouri
dismissed in October last year the bankruptcy cases of The Roberts
Cos.' hotels in Tampa, Fla., Dallas, Tex., and Marietta, outside
Atlanta.

The hotels are among those involved in a lawsuit filed by Bank of
America in April 2012.  In that lawsuit, the bank claims the
Roberts owe $34.28 million in principal and $376,049 in interest
on a loan to renovate their hotels.

Nancy Gargula, the U.S. trustee for the Eastern District of
Missouri, had objected to the motion "unless complete and accurate
monthly operating reports are filed" to cover the duration of the
cases and unless all quarterly fees due to her are paid in full.

                     About Roberts Hotels

Hotel portfolios owned by St. Louis, Mo.-based Roberts Cos. have
filed separate Chapter 11 bankruptcy petitions.  The hotels are
among those involved in a lawsuit Bank of America filed against
Roberts Cos. in April 2012.  BofA alleges Roberts Cos. defaulted
on a loan to renovate six hotels it owns outside of Missouri and
owes more than $34 million.  The hotels are located in Tampa,
Atlanta, Dallas, Houston, Shreveport, La., and Spartanburg, S.C.

Roberts Hotels Dallas LLC, which operates as a Courtyard by
Marriott at 2383 Stemmons Trail in Dallas, filed for Chapter 11
bankruptcy (Bankr. E.D. Mo. Case No. 12-45017) on May 23, 2012,
estimating $1 million to $10 million in assets, and $10 million to
$50 million in debts.

Roberts Hotels Atlanta LLC, dba Clarion Hotel Atlanta, filed for
Chapter 11 (Bankr. E.D. Mo. Case No. 12-44493) on May 9, 2012,
estimating $1 million to $10 million in assets, and $10 million to
$50 million in debts.

Roberts Hotels Shreveport LLC, also under the Clarion flag, sought
Chapter 11 bankruptcy protection (Bankr. E.D. Mo. Case No. 12-
44495) on May 9, estimating under $10 million in assets and
between $10 million and $50 million in debts.

Roberts Hotels Spartanburg LLC, which owns the Clarion Hotel,
formerly named Radisson Hotel & Suites Spartanburg, filed a
Chapter 11 petition (Bankr. E.D. Mo. Case No. 12-43756) on April
19, 2012.  It scheduled $3,028,820 in assets and $34,775,209 in
debts.

Roberts Hotels Houston LLC, dba Holiday Inn Houston, filed for
Chapter 11 (Bankr. E.D. Mo. Case No. 12-43590) on April 16, 2012,
listing under $50,000 in assets and up to $50 million in debts.

Roberts Hotels Tampa LLC, which owns the Comfort Inn hotel at 820
East Busch Blvd. in Tampa, filed for Chapter 11 Bankr. E.D. Mo.
Case No. 12-44391) on May 7, estimating assets between $1 million
and $10 million and debts between $10 million and $50 million.

A. Thomas DeWoskin, Esq., at Danna McKitrick, PC, serves as the
Debtors' counsel.  The petitions were signed by Mike Kirtley,
chief operating officer.

On Dec. 15, 2011, Roberts Hotels Jackson LLC, which owns Roberts
Walthall Hotel, filed for Chapter 11 protection (Bankr. S.D. Miss.
Case No. 11-04341), estimating both assets and debts of between
$1 million and $10 million.  John D. Moore, P.A., represents the
Debtor.

The cases are jointly administered.


ROSETTA GENOMICS: Provides Product Pipeline Update
--------------------------------------------------
Rosetta Genomics Ltd. announced details regarding the Company's
plans to advance its proprietary microRNA platform technologies in
diagnostics and therapeutics.

"Rosetta Genomics continues to set the pace in developing and
commercializing microRNA-based technologies.  We have the most
validated microRNA biomarker platform with approximately 50 peer-
reviewed publications relating to our platform and have recently
rejuvenated our research and development efforts to leverage this
leading and versatile platform," stated Kenneth A. Berlin,
president and chief executive officer of Rosetta Genomics.  "We
are moving forward on a variety of important projects to provide
clinicians with better tools to improve patients' lives in a
number of areas of unmet medical need with an aim to commercialize
one new assay per year commencing in 2015."

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

                        http://is.gd/KwQO37

                           About Rosetta

Based in Rehovot, Israel, Rosetta Genomics Ltd. is seeking to
develop and commercialize new diagnostic tests based on a recently
discovered group of genes known as microRNAs.  MicroRNAs are
naturally expressed, or produced, using instructions encoded in
DNA and are believed to play an important role in normal function
and in various pathologies.  The Company has established a CLIA-
certified laboratory in Philadelphia, which enables the Company to
develop, validate and commercialize its own diagnostic tests
applying its microRNA technology.

Rosetta Genomics disclosed a net loss of US$10.45 million on
US$201,000 of revenue for the year ended Dec. 31, 2012, as
compared with a net loss of US$8.83 million on US$103,000 of
revenue during the prior year.  As of June 30, 2013, the Company
had $30.28 million in total assets, $2.34 million in total
liabilities and $27.93 million in total shareholders' equity.

                        Bankruptcy Warning

In its annual report for the year ended Dec. 31, 2012, the Company
said:

"We will require substantial additional funding and expect to
augment our cash balance through financing transactions, including
the issuance of debt or equity securities and further strategic
collaborations.  On December 7, 2012, we filed a shelf
registration statement on Form F-3 with the SEC for the issuance
of ordinary shares, various series of debt securities and/or
warrants to purchase any of such securities, either individually
or in units, with a total value of up to $75 million, from time to
time at prices and on terms to be determined at the time of such
offerings.  The filing was declared effective on December 19,
2012.  However there can be no assurance that we will be able to
obtain adequate levels of additional funding on favorable terms,
if at all.  If adequate funds are not available, we may be
required to:

   * delay, reduce the scope of or eliminate certain research and
     development programs;

   * obtain funds through arrangements with collaborators or
     others on terms unfavorable to us or that may require us to
     relinquish rights to certain technologies or products that we
     might otherwise seek to develop or commercialize
     independently;

   * monetizing certain of our assets;

   * pursue merger or acquisition strategies; or

   * seek protection under the bankruptcy laws of Israel and the
     United States."


SAGITTARIUS RESTAURANTS: Moody's Affirms Caa1 Corp. Family Rating
-----------------------------------------------------------------
Moody's Investors Service affirmed Sagittarius Restaurants LLC's
Caa1 Corporate Family Rating, Caa1-PD Probability of Default
Rating, and B2 senior secured bank facility rating following the
company's announcement that it is amending the terms of its bank
facility and increasing the term loan. The rating outlook was
changed to positive. Sagittarius operates and franchises Mexican
quick service restaurants under the Del Taco brand name.

Sagittarius is proposing to amend its bank facility -- which
consists of a $40 million revolving credit facility due 2018 and
an outstanding $158 million term loan due 2018 -- and increase the
term loan to $210 million. There is no change to the maturity
dates. Proceeds of the add-on will be used to redeem a portion of
the company's outstanding 13% PIK Opco subordinated notes. In
addition, the company is seeking to reduce the interest rate on
the term loan to L+425 bps with a 1% floor (from L+500 bps and a
1.25% floor) and replace its senior leverage and adjusted leverage
ratio with a total leverage ratio.

The revision of the rating outlook to positive reflects
Sagittarius' improved operating performance, benefits of the
proposed amendment, and further reduction of its high coupon PIK
debt. In 2012 -- 2013 Sagittarius embarked upon a strategy to
improve its traffic patterns and same store sales by creating a
better customer experience, changing advertising to focus on the
company's "fresh" ingredients and making changes to its menu.
These efforts have resulted in higher total revenue, improved same
store sales at both company-owned and franchise stores, double
digit EBITDA growth in the fourth quarter 2013 and through the
first eight weeks of 2014.

Ratings affirmed:

  Corporate family rating at Caa1

  Probability of default rating at Caa1-PD

  $40 million first lien senior secured revolving credit facility
  due 2018 at B2 (LGD 3, 30% from LGD 2, 25%)

  Amended $210 million first lien senior secured term loan due
  2018 at B2 (LGD 3, 30% from LGD 2, 25%)

Ratings Rationale

The Caa1 Corporate Family Rating reflects the company's high
financial leverage and modest interest coverage. Moody's expects
Sagittarius' pro forma debt to EBITDA will approximate 6.5 times
and EBITA/interest expense will be about 1.2 times over the next
12 to 18 months (including Moody's standard adjustments which are
primarily operating lease adjustments for this issuer). Despite
Moody's expectation that EBITDA will grow modestly over this time
period reflecting the aforementioned operating improvements and
the opening of additional company-owned and franchised stores, the
company's leverage is not expected to improve materially because
of the accretion on the high coupon (13%) PIK notes at both its
operating and holding companies. The Caa1 Corporate Family Rating
also incorporates Del Taco's small size and revenue base, single
concept profile and geographic concentration in one state
(California) that has exhibited higher than average unemployment.

Supporting the rating is the improved operating performance,
higher earnings and positive same store sales growth which have
helped improve the company's leverage and coverage metrics.
Sagittarius' same stores sales at its company-owned stores has
been positive over the past seven quarters, and past two quarters
at its franchised locations. These results have come from the
store re-fresh and operational changes that were primarily
finished in 2013. In the fourth quarter 2013, Sagittarius' EBITDA
grew about 15% and 20% for the first 8 weeks of 2014. The rating
also considers Del Taco's good brand recognition as a niche
regional Mexican fast food concept and strong free cash flow after
mandatory amortization and maintenance capex, which benefits from
the presence of PIK notes in the capital structure.

The positive rating outlook reflects Moody's expectation that the
company's restaurant revitalization initiatives will help drive
improvements in comparable restaurant sales such that EBITDA
improves over the first three quarters of 2014.

Positive rating pressure could develop if the company is able to
continue the positive trends in traffic, average check and same
store sales. Quantitatively, debt to EBITDA would need to be
maintained on a sustainable basis at below 6.5 times and EBITA to
Interest materially above 1.0 times while maintaining positive
free cash flow.

The ratings could be pressured if comparable restaurant sales turn
negative or debt to EBITDA materially increases from current
levels. A downgrade could also occur in the event liquidity was to
deteriorate.

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

Sagittarius Restaurants LLC, headquartered in Lake Forest,
California, operates and franchises Mexican quick service
restaurants under the Del Taco brand name. The company has 300
company-operated and 247 franchised units in 18 states and
reported revenues of approximately $369 million for the fiscal
year ended December 31, 2013 (about $623 million of system-wide
sales). Sagittarius is owned by a consortium of private equity
firms, including Goldman Sachs Mezzanine Partners, Charlesbank
Capital Partners and Leonard Green & Partners.


SHEBA REALTY: Objection to ADHY Claim for Default Rate Sustained
----------------------------------------------------------------
In the Chapter 11 case of Sheba Realty Corp., secured creditor
ADHY Advisor, LLC holds a first mortgage on certain of the
Debtor's real property located in Manhattan.  After the Debtor
filed for bankruptcy, ADHY filed Claim #3, a secured claim, in the
amount of $3,167,017.81, which includes accumulated interest at
the rate of 20% running from approximately April, 2010 through the
date that Claim #3 was filed.  This rate represents the default
interest rate under ADHY's mortgage with the Debtor. Nevertheless,
the Debtor proposed a plan of reorganization that aims to leave
ADHY unimpaired under 11 U.S.C. Sec. 1124 (and thus ineligible to
vote against the plan under 11 U.S.C. Sec. 1126(f)) by paying ADHY
in full, on the effective date of the plan, the total sum of $2.39
million, consisting of: (1) $2,045,039.15 in principal and (2)
$344,960.85 in interest at the non-default contract rate of
5.625%.

ADHY filed an objection to the Debtor's plan and disclosure
statement, stating that the Debtor cannot confirm a plan that pays
ADHY anything less than the default interest rate of 20%.

The Debtor filed a partial objection to Claim #3, which objected
to the claim to the extent that it claims interest at 20%, rather
than the pre-default rate of 5.625%.  The Debtor also objects to
certain late fees and other related charges.

In a March 27, 2014 Memorandum of Decision available at
http://is.gd/FFREWLfrom Leagle.com, Bankruptcy Judge Dorothy
Eisenberg ruled that the Debtor's objection to ADHY's claim will
be sustained.  The final hearing on confirmation of the Debtor's
plan and approval of the disclosure statement will be adjourned to
a future date.

Sheba Realty Corp. filed for Chapter 11 bnakruptcy (Bankr.
E.D.N.Y. Case No. 12-75455-dte) on Sept. 7, 2012.

The Debtor filed its plan and disclosure statement on March 11,
2013.  The plan proposes to pay all creditors in full.
Particularly, the plan aims to leave ADHY unimpaired (and thus
ineligible to vote against the plan) by paying ADHY in full, on
the effective date of the plan, the total sum of $2.39 million,
consisting of: (1) $2,045,039.15 in principal and (2) $344,960.85
in interest at the non-default contract rate of 5.625%.

On April 2, 2013, the Bankruptcy Court entered an order
conditionally approving the Debtor's disclosure statement, and
setting a consolidated hearing on final approval of the disclosure
statement and confirmation of the plan.  On April 15, 2013, ADHY
filed an objection to the Debtor's plan and disclosure statement,
stating that the Debtor cannot confirm a plan that pays ADHY
anything less than the default rate of 20%.

The Debtor states that it has accumulated sufficient funds to pay
ADHY, and the Debtor's sole shareholder, Ladan Sohayegh, is
contributing $2.4 million in exit financing, which she borrowed
against other properties she owns. The money will be held in
escrow pending the confirmation hearing. The plan proposes that
the confirmation order will direct dismissal of the Foreclosure
Action and satisfaction of ADHY's mortgage.

The Debtor promptly filed a partial objection to Claim #3, which
objects to the claim only to the extent that it seeks interest at
20%, rather than the regular rate of 5.625%. The Debtor also
objects to certain late fees and related charges.

The parties have submitted various briefs, affirmations, exhibits,
and memoranda of law in support of their respective contentions,
all of which have been read and considered. The Court has held
various hearings in this matter, the most important of which was
an evidentiary hearing on January 9, 2014. At that hearing, the
Court received documentary evidence and heard testimony from Mr.
Sohayegh, Mr. Siminou, and Mr. Dishi.  The matter was marked
submitted, and the Court indicated that matters concerning
approval of the Debtor's disclosure statement and confirmation of
its plan would be adjourned to a date following the Court's
disposition of the issues surrounding ADHY's claim.

J. Ted Donovan, Esq.; and Kevin J Nash, Esq., at Goldberg Weprin
Finkel Goldstein LLP, serve as counsel to Sheba Realty Corp.

Richard J. Pilson, Esq., at Berliner & Pilson, in Great Neck, NY,
represents ADHY Advisors, LLC.


SOUND SHORE: Panel Can Hire Deloitte as Financial Advisor
---------------------------------------------------------
The Official Committee of Unsecured Creditors of Sound Shore
Medical Center of Westchester and its debtor-affiliates sought and
obtained authorization from the U.S. Bankruptcy Court for the
Southern District of New York to retain Deloitte Transactions and
Business Analytics LLP as financial advisor to the Committee, nunc
pro tunc to Dec. 29, 2013.

The Committee, among other things, requires Deloitte Transactions
to:

   (a) assist the Committee in connection with its assessment of
       the Debtors' cash and liquidity requirements, as well as
       the Debtors' financing requirements;

   (b) assist the Committee in connection with its evaluation of
       the Debtors' key employee retention plans, compensation
       and benefit plans and other incentive or bonus plans, if
       any;

   (c) assist the Committee in connection with its evaluation of
       the Debtors' Statements of Financial Affairs and
       supporting schedules, executory contracts and claims;

Deloitte Transactions will be paid at these hourly rates:

       Partner/Principal/Director       $500
       Senior Manager                   $400
       Manager                          $300
       Staff and Senior Associates      $200
       Paraprofessionals                $100

Deloitte Transactions will also be reimbursed for reasonable out-
of-pocket expenses incurred.

Daniel S. Polsky, director of Deloitte Transactions, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

               About Sound Shore Medical Center

Sound Shore Medical Center of Westchester, Mount Vernon Hospital
Inc., Howe Avenue Nursing Home and related entities sought
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 13-22840) on
May 29, 2013, in White Plains, New York.

The Debtors were the largest "safety net" providers for Southern
Westchester County in New York.  Affiliated with New York Medical
College, Sound Shore is a not-for-profit 242-bed, community based-
teaching hospital located in New Rochelle, New York.  Mountain
Vernon Hospital is a voluntary, not-for-profit 176-bed hospital
located in Mount Vernon, New York.  Howe Avenue Nursing Home is a
150-bed, comprehensive facility.

The Debtors tapped Burton S. Weston, Esq., at Garfunkel Wild, P.C.
as counsel; Alvarez & Marsal Healthcare Industry Group, LLC, as
financial advisors; and GCG Inc., as claims agent.

Alston & Bird LLP represents the Official Committee of Unsecured
Creditors.  Deloitte Financial Advisory Services LLP serves as the
Committee's as financial advisor.

Sound Shore disclosed assets of $159.6 million and liabilities
totaling $200 million.  Liabilities include a $16.2 million
revolving credit and a $5.8 million term loan with Midcap
Financial LLC.  There is $9 million in mortgages with Sun Life
Assurance Co. of Canada (US) and $11.5 million owing to the New
York State Dormitory Authority.

Neubert, Pepe & Monteith, P.C., represents Daniel T. McMurray, the
patient care ombudsman for Sound Shore.

The Debtors filed for bankruptcy to sell their assets, including
their hospital and nursing home operations, to the Montefiore
health system.  On Aug. 8, 2013, the Bankruptcy Court entered an
order, as affirmed and ratified by a Supplemental Sale Order
entered on Oct. 15, 2013, approving the sale to Montefiore New
Rochelle Hospital, Inc., Schaffer Extended Care Center, Inc.,
Montefiore Mount Vernon Hospital, Inc. and certain related
affiliates.

In June 2013, Montefiore added $4.75 million to its purchase offer
to speed up the sale.  Montefiore raised its bid to $58.75 million
plus furniture and equipment as part of a request for a private
sale of the hospitals.

On Nov. 6, 2013 at 12:01 a.m. the closing of the Sale occurred and
the sale became effective.

Montefiore is represented by Togut, Segal & Segal LLP.


SPECTRASCIENCE INC: Discloses 2013 Q2 Financials, Bond Default
--------------------------------------------------------------
SpectraScience, Inc., filed with the Securities and Exchange
Commission its Form 10-Q Quarterly Report for the quarterly period
ended June 30, 2013.

SpectraScience said net loss narrowed to $663,930 for the three
months ended June 30, 2013, from a net loss of $5,527,908 for the
same period in 2012.  The company said net loss was $3,287,026 for
the six months ended June 30, 2013, from a net loss of $8,679,909
for the same period in 2012.

Revenues were $120,000 for the three months ended June 30, 2013,
from $310,125 for the same period in 2012.  Revenues were $120,000
for the six months ended June 30, 2013, from $310,125 for the same
period in 2012.

Total assets were $2,187,785 and total liabilities, all current,
were $6,273,212 at June 30, 2013.

Since 1996, SpectraScience has focused primarily on developing the
WavSTAT Optical Biopsy System.

As of June 30, 2013, the Company had a working capital deficit of
$5,730,267 and cash and cash equivalents of $5,394, compared to a
working capital deficit of $3,340,787 and cash and cash
equivalents of $90,192 as of December 31, 2012. In December 2011,
the Company entered into an Engagement Agreement with Laidlaw &
Company (UK) Ltd., which Engagement Agreement was amended in July
2012.  Under the Engagement Agreement, Laidlaw agreed to assist
the Company in raising up to $20.0 million in capital over a two
year period from the date of the Engagement Agreement.  During the
six months ended June 30, 2013, the Company raised $692,560, net
of transaction costs, under this agreement.

Subsequent to June 30, 2013, the Company has engaged another agent
to assist the Company with raising capital and has commenced
raising capital on its own.

However, if the Company does not receive additional funds in a
timely manner, the Company could be in jeopardy as a going
concern. The Company may not be able to find alternative capital
or raise capital or debt on terms that are acceptable. Management
believes that if the events defined in the Engagement Agreement
occur as expected, or if the Company is otherwise able to raise a
similar level of funds, such proceeds will be sufficient to allow
the Company to sustain operations until it attains profitability
and positive cash flows from operations. However, the Company may
incur unknown expenses or may not be able to meet its revenue
expectations requiring it to seek additional capital. In such
event, the Company may not be able to find capital or raise
capital or debt on terms that are acceptable.

The Company expects to incur significant additional operating
losses through at least the end of 2013, as it completes proof-of-
concept trials, conducts outcome-based clinical studies and
increases sales and marketing efforts to commercialize the
WavSTAT4 Systems in Europe. If the Company does not receive
sufficient funding, there is substantial doubt that the Company
will be able to continue as a going concern.  The Company may
incur unknown expenses or may not be able to meet its revenue
forecast, and one or more of these circumstances would require the
Company to seek additional capital.  The Company may not be able
to obtain equity capital or debt funding on terms that are
acceptable. Even if the Company receives additional funding, such
proceeds may not be sufficient to allow the Company to sustain
operations until it becomes profitable and begins to generate
positive cash flows from operations.

SpectraScience also said the holders of Convertible Debentures
control the conversion of the Convertible Debentures and certain
of the Convertible Debentures were not converted at their maturity
constituting a potential default on the matured, but unconverted,
Convertible Debentures.  The holders of these unconverted
Convertible Debentures have the option to declare their
Convertible Debentures in default.  In the event of such default,
principal, accrued interest and other related costs are
immediately due and payable in cash.  As of June 30, 2013,
Convertible Debentures with a face value of $566,319 held by 15
individual investors are in default.  None of these investors have
served notice of default on the Convertible Debentures held by
them.

A copy of the Company's Form 10-Q Report is available at

     http://is.gd/edFs3K

                       About SpectraScience

SpectraScience, Inc. (OTC QB: SCIE) is a San Diego based medical
device company that designs, develops, manufactures and markets
spectrophotometry systems capable of determining whether tissue is
normal, pre-cancerous or cancerous without physically removing
tissue from the body.  The WavSTAT(TM) Optical Biopsy System uses
light to optically scan tissue and provide the physician with an
immediate analysis.

As reported in the TCR on April 25, 2013, McGladrey LLP, in Des
Moines, Iowa, in its report on the Company's financial statements
for the year ended Dec. 31, 2012, said the Company has suffered
recurring losses from operations and its ability to continue as a
going concern is dependent on the Company's ability to attract
investors and generate cash through issuance of equity instruments
and convertible debt.  "This raises substantial doubt about the
Company's ability to continue as a going concern."

On Feb. 3, 2014, SpectraScience dismissed McGladrey as the
Company's independent registered accounting firm effective
immediately, and engaged HJ Associates & Consultants, LLP, as
replacement accounting firm.


SPENDSMART PAYMENTS: Obtains $3.6 Million From Private Placement
----------------------------------------------------------------
The SpendSmart Payments Company entered into subscription
agreements with accredited investors pursuant to which the Company
issued 1,195,499 shares of the Company's Series C Convertible
Preferred Stock and warrants to purchase 4,781,996 shares of the
Company's common stock, exercisable during the five-year period
commencing on the date of issuance at $1.10 per share.

This offering resulted in gross proceeds to the Company's of
approximately $3,586,455.  The placement agent, a FINRA registered
broker-dealer, in connection with the financing received a cash
fee totaling $358,645 and will receive warrants to purchase up to
119,550 shares of common stock at an exercise price of $1.265 per
share as compensation.  The Series C Preferred Stock and the
Warrants were offered and sold without registration under the
Securities Act of 1933, as amended in reliance on the exemptions
provided by Section 4(2) of the Securities Act and Regulation D
promulgated thereunder.

On March 6, 2014, the Company filed an amendment to the
Certificate to Set Forth Designations, Voting Powers, Preferences,
Limitations, Restrictions, and Relative Rights of its Series C
Convertible Preferred Stock with the Secretary of State of the
State of Colorado to amend our articles of incorporation.  The
Amendment related to increasing the total number of Series C
Preferred Stock authorized to be issued to 3,342,425 in the
aggregate.

Additional information is available for free at:

                        http://is.gd/l8SycO

                          About SpendSmart

San Diego, Cal.-based The SpendSmart Payments Company is a
Colorado corporation.  Through the Company's subsidiary
incorporated in the state of California, The SpendSmart Payments
Company, the Company issues and services prepaid cards marketed to
young people and their parents.  The Company is a publicly traded
company trading on the OTC Bulletin Board under the symbol "SSPC."

The Spendsmart Payments incurred a net loss and comprehensive loss
of $12.58 million on $1.02 million of revenues for the year ended
Sept. 30, 2013, as compared with a net loss and comprehensive loss
of $21.09 million on $1 million of revenues during the prior year.

As of Sept. 30, 2013, the Company had $1.27 million in total
assets, $1.39 million in total liabilities, all current, and a
$123,174 total stockholders' deficit.

EisnerAmper LLP, in Iselin, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Sept. 30, 2013.  The independent auditors noted that
the Company has incurred net losses since inception and has an
accumulated deficit at Sept. 30, 2013.  These factors among others
raise substantial doubt about the ability of the Company to
continue as a going concern.


ST. JOSEPH'S HOSPITAL: Moody's Rates Series 2014A Bonds 'Ba2'
-------------------------------------------------------------
Moody's Investors Service has assigned a Ba2 rating to St.
Joseph's Hospital Health Center's Series 2014A fixed rate bonds to
be issued through the Onondaga Civic Development Corporation. The
outlook is negative. At this time, Moody's are affirming the Ba2
rating on the existing bonds.

  Issue: Tax-Exempt Revenue Bonds, Series 2014A
  Rating: Ba2
  Sale Amount: $69,760,000
  Expected Sale Date: April 16,2014
  Rating Description: Revenue: Other

Summary Ratings Rationale:

While St. Joseph's has taken a number of positive steps to reduce
liquidity risk and improve operating margins, the negative outlook
primarily reflects risks related to a major information systems
installation, including possible slowdown in collections and
higher-than-expected implementation costs. Our expectation is that
the hospital will successfully market the Series 2014 bonds. The
hospital's recent improvement in operating margins and current
liquidity level would allow it to absorb the projected interest
rate on the Series 2014 bonds and have adequate headroom under
existing covenants (noted below) if unchanged. The financing will
fully refinance a high-risk bank line that has on-demand repayment
terms.

The Ba2 rating reflects the hospital's high leverage, low
liquidity, and heightened liquidity risks over the next 6-8 months
related to installing a major information system and finishing
construction of a new patient tower. A downgrade is precluded at
this time based on the hospital's increasing market share in
profitable service lines, margin improvement in fiscal year 2013,
and increased financial rigor and disclosure with the arrival of a
new Chief Financial Officer last fall. St. Joseph's is
implementing tangible and realizable cost reductions and revenue
enhancements, supporting further expected improvement in margins.

Challenges

-- A major information systems installation in the spring of 2014
elevates liquidity risk from a potential slowdown in collections
and higher-than-expected costs.

-- Including the current financing, debt measures are weak with
very high proforma debt-to-cashflow of over 9 times and low
maximum annual debt service coverage of 1.5 times, based on
Moody's calculation using unaudited 2013 results.

-- The system's operating and operating cashflow margins are low,
averaging 0-1% and 4-5%, respectively, prior to 2013, reflecting
underperformance given relatively favorable market and hospital-
specific characteristics that suggest the hospital should be
achieving higher margins. System cash flow margins for fiscal year
2013 improved to 6.8%.

-- The market is competitive with the combined SUNY Upstate
facilities approaching St. Joseph's market shares in key services
and a physician market that historically has been fluid with
largely independent specialty groups.

-- St. Joseph's has a weak cash position of 70 days of cash on
hand as of December 31, 2013 for the system, above the prior
yearend primarily because of draws on a line of credit for capital
and grants or gifts. Cash-to-direct debt on a proforma basis is
low at 33%.

Strengths

-- Inpatient market share has grown significantly to 35% in 2013
from 31% in 2009 due to physician recruitment including several
large physician groups shifting alliances to St. Joseph's. The
hospital has distinctly leading or dominant market share in
profitable service lines including invasive cardiology and
orthopedic surgery, both of which have experienced significant
growth.

-- Revenue growth was strong at 10% in fiscal year 2012 and over
8% in fiscal year 2013, reflecting notable volume increases and a
comparatively favorable commercial reimbursement market.

-- The hospital is implementing sizable cost reductions and
revenue enhancements that should support further margin
improvement. Some of the benefits are not included in the budget,
which provides flexibility to offset unexpected shortfalls.

-- Strict certificate of need regulations exist in New York, which
limits new competitive threats.

-- The investment allocation is conservative with all investments
in cash or fixed income.

-- Although a short tenure, a new Chief Financial Officer brings
greater financial discipline, improved disclosure and focus on
cost reductions.

Outlook

The negative outlook reflects the risk of worse-than-projected
liquidity stress related to the information systems installation,
including higher-than-expected costs and slowdown in collections,
and/or the completion of the patient tower. The negative outlook
also reflects the more remote risk that the hospital will be
unable to secure long-term financing to replace the bank line at
expected rates and/or current covenant terms.

What Could Make The Rating Go UP

With a negative outlook, a rating upgrade is unlikely in the near-
term. A higher rating would be considered with operating margins
sustained at higher than historical averages and unrestricted
investments increasing to levels more consistent with medians, the
tower project and IT installation are completed on time and on
budget, a permanent long-term financing is secured at favorable
terms, and volumes are at least stable.

What Could Make The Rating Go DOWN

A rating downgrade will be considered if there is no improvement
in margins in 2014 relative to 2013 levels, cash declines below
what is projected in 2014, there are additional constraints on or
contraction of liquidity, or the hospital issues more debt than
currently anticipated.

The principal methodology used in this rating was Not-for-Profit
Healthcare Rating Methodology published in March 2012.


STAG INDUSTRIAL: Fitch Rates $139MM Preferred Stock 'BB'
--------------------------------------------------------
Fitch Ratings has assigned a 'BBB-' credit rating to STAG
Industrial Operating Partnership, L.P.'s $150 million unsecured
term loan that closed on March 27, 2014.  Fitch currently rates
STAG Industrial, Inc. (NYSE: STAG) and its operating partnership,
STAG Industrial Operating Partnership, L.P. (collectively, STAG or
the company) as follows:

STAG Industrial, Inc.

   -- Issuer Default Rating (IDR) 'BBB-';
   -- $139 million preferred stock 'BB'.

STAG Industrial Operating Partnership, L.P.

   -- $200 million senior unsecured revolving credit facility
      'BBB-';
   -- $400 million senior unsecured term loans 'BBB-'.

The Rating Outlook is Positive.

On March 27, 2014, STAG Industrial closed on a new $150 million
unsecured term loan with a seven-year term.  The loan matures on
March 21, 2021 and has a feature that allows the company to
request an increase in total commitments to $250 million, subject
to certain conditions.  The company has 12 months to draw the
funds and none were drawn at the closing.

At STAG's election, borrowings under the term loan bear interest
at a floating rate plus a spread over either the Eurodollar rate
or the base rate.  The spread depends upon the company's leverage
ratio and ranges from 1.70% to 2.30% for Eurodollar rate based
borrowings and from 0.70% to 1.30% for base rate based borrowings.
At March 21, 2014, the spread on the term loan was 1.70%.

KEY RATING DRIVERS

The ratings reflect STAG's credit strengths, which include low
leverage and strong fixed charge coverage for the rating,
excellent liquidity and its sizable unencumbered asset pool.
These credit positives are balanced by the company's portfolio
concentration in secondary industrial markets, short operating
history as a public company and less diverse sources of capital
pending evidence of STAG's ability to issue unsecured bonds.

LOW LEVERAGE

STAG's leverage was 5.2 times (x) based on an annualized run rate
of STAG's recurring operating EBITDA for the quarter ending
Dec. 31, 2013, which is strong for the 'BBB-' rating.  This
compares with 6.3x on an annualized basis for the quarter ending
Dec. 31, 2012, which was elevated due to debt issued late in the
quarter.  Adjusting fourth quarter of 2013 (4Q'13) earnings for
the impact of partial period acquisitions would reduce STAG's
leverage to 4.9x.  Fitch's projections anticipate that the company
will sustain leverage of approximately 5.0x during the next three
years on an annualized basis that includes a full-year's impact of
earnings from projected acquisitions.

STRONG FIXED-CHARGE COVERAGE

STAG's fixed charge coverage was 3.0x for the year ending Dec. 31,
2013 compared to 2.3x in 2012.  Fitch expects the company's fixed
charge coverage to sustain at roughly 3.0x through 2015.

EXCELLENT LIQUIDITY

STAG had 60% availability under its $200 million unsecured
revolving credit facility as of Dec. 31, 2013 and no debt
maturities until 2016.  Moreover, STAG's unencumbered assets,
calculated as unencumbered net operating income (NOI) divided by a
stressed capitalization rate of 9%, covered its unsecured debt by
2.9x in 4Q'13, which is strong for the current ratings.  Fitch
views the company's sizable unencumbered asset pool as a source of
contingent liquidity that enhances STAG's credit profile.

STRAIGHTFORWARD AND TRANSPARENT BUSINESS MODEL

STAG has not made, nor does its business model contemplate,
investments in ground-up development or unconsolidated joint
venture partnerships.  The absence of these items helps simplify
the company's business model, improve financial reporting
transparency and reduce potential contingent liquidity claims,
which Fitch views positively.

ADEQUATE TENANT GRANULARITY

STAG's tenant roster is less granular than its industrial REIT
peers, but it is adequately diversified on an absolute basis and
relative to equity REITs, generally.  The company's largest tenant
comprised 2.7% of annualized base revenue (ABR) as of Dec. 31,
2013 and its top five and 10 tenants represented 9.6% and 16.7%,
respectively of ABR.  Fitch expects STAG's tenant concentration to
decrease as the company acquires additional assets.

SECONDARY MARKET LOCATIONS

STAG strategically pursues assets in secondary markets given
higher going-in yields and less competition for purchases.  The
company has only minimal exposure to what are traditionally
considered the 'core' U.S. industrial and logistics markets, which
include Chicago, Los Angeles/Inland Empire, Dallas - Fort Worth,
Atlanta and New York/Northern New Jersey.  Fitch views this as a
credit negative given superior liquidity characteristics for
industrial assets in 'core' markets - both in terms of financing
and transactions.

LIMITED PUBLIC COMPANY TRACK RECORD

STAG has a limited track record as a public company, having gone
public in 2Q'11.  This track record is balanced by 1) the
homogeneity of industrial properties, 2) management's prior
experience successfully managing STAG's predecessor as a private
company that dates back to 2004 and 3) management's extensive real
estate and capital markets experience.

UNPROVEN UNSECURED BOND ISSUER

STAG has demonstrated its ability to access the unsecured bank
debt market but has yet to issue unsecured bonds.  The company had
$250 million of unsecured term loans outstanding as of Dec. 31,
2013 and two series of perpetual preferred securities.  Fitch
views the lack of demonstrated access to unsecured bonds as a
credit negative given the enhanced financial flexibility that this
market affords corporate borrowers.

PREFERRED STOCK NOTCHING

The two-notch differential between STAG's IDR and preferred stock
rating is consistent with Fitch's criteria for a U.S. REIT with an
IDR of 'BBB-'.  These preferred securities are deeply subordinated
and have loss absorption elements that would likely result in poor
recoveries in the event of a corporate default.

POSITIVE OUTLOOK

The Positive Outlook is based on Fitch's expectation that STAG
will demonstrate access to the unsecured bond market in the near-
to-intermediate term, most likely through a private placement of
senior unsecured notes.  The Outlook also reflects Fitch's
expectation that STAG will maintain leverage and coverage of
approximately 5.0x and 3.0x, respectively, based on an annualized
run rate of the most recent quarterly results, metrics that are
consistent with a 'BBB' IDR.

RATING SENSITIVITIES

The following factors may have a positive impact on STAG's ratings
and/or Outlook:

   -- Demonstrated access to the unsecured bond market;

   -- Fitch's expectation for leverage to sustain below 5.5x
      (leverage was 5.2x as of Dec. 31, 2013);

   -- Fitch's expectation for fixed charge coverage to sustain
      above 3.0x (coverage was 3.1x as of Dec. 31, 2013).

The following factors may have a negative impact on the company's
ratings and/or Outlook:

   -- Evidence of an inability by the company to access the
      unsecured bond markets;

   -- Fitch's expectation for leverage sustaining above 6.5x;

   -- Fixed charge coverage sustaining below 2.0x;

   -- A meaningful increase in the percentage of STAG's encumbered
      assets relative to gross assets.


STAR DYNAMICS: Expiration of Whitney Bank Loan Extended to Aug. 12
------------------------------------------------------------------
STAR Dynamics Corporation sought and obtained from the U.S.
Bankruptcy Court for the Southern District of Ohio approval on an
agreement with Whitney Bank:

(a) for an extension of the expiration date of a certain letter
     of credit in favor of the Government of Israel from May 13,
     2014 to August 12, 2014; and

(b) to amend the Application and Agreement for Standby Letter of
     Credit between the Debtor and Whitney dated May 2008, as
     amended, relating to the Israel Letter of Credit, so as to
     permit the Debtor to increase the Israel Letter of Credit by
     $300,000 as and when required under the contract between the
     Debtor and the Government of Israel.

In a mid-March 2014 ruling, Judge Charles M. Caldwell clarified
that in connection with the changes to the Israel Letter of
Credit, the priority of Whitney Bank's mortgage, security
interests, and/or liens affecting the Debtor's property, and
securing the Debtor's obligations with respect to the Israel
Letter of Credit, will be fully preserved and maintained.

                        About STAR Dynamics

STAR Dynamics Corp. develops, sales, and services instrumentation
radar systems for missile test ranges utilized by the United
States and foreign governments.  Located principally in Hilliard,
Ohio, with satellite offices in Herndon, Virginia and Sandestin
Florida, it has 112 full-time employees.

STAR Dynamics filed a petition for Chapter 11 protection (Bankr.
S.D. Ohio Case No. 13-59657) on Dec. 10, 2013, in Columbus, Ohio,
in part to halt a lawsuit by BAE Systems Plc.

According to its first-day motions and as of Nov. 30, 2013, it has
assets of $28,470,788.13, liabilities of $50,892,360.12 and gross
sales of $8,140,140.93.  In its schedules, the Debtor listed
$12,138,334 in total assets and $50,740,343 in total liabilities.

BAE is an American subsidiary of a global-level defense contractor
based in Great Britain, with more than 50,000 employees world-
wide.  BAE has its headquarters in Arlington, Virginia, and like
the Debtor, is engaged in the radar range business for the testing
of missiles and other weaponry.

Bankruptcy Judge Charles M. Caldwell oversees the case.  Thomas R.
Allen, Esq., Richard K. Stovall, Esq., and Erin L. Pfefferle,
Esq., at Allen Kuehnle Stovall & Neuman LLP serve as the Debtor's
bankruptcy counsel.  Michael J. Sullivan, Esq., Russell A.
Williams, Esq., Julie E. Adkins, Esq., Louis T. Isaf, Esq., and
Nanda K. Alapati, Esq., at Womble Carlyle Sandridge & Rice LLP,
serve as special counsel with respect to litigation involving BAE
Systems and with respect to the completion of prepetition patent
work.  Sagent Advisors LLC serves as financial advisor.


STERLING BLUFF: Can Hire Counsel for Disputes With Club, Bank
-------------------------------------------------------------
The Bankruptcy Court authorized Sterling Bluff Investors, LLC, to
employ Kirk M. McAlpin, Jr., Esq., Lydia M. Hilton, Esq., and
Derek S. Littlefield, Esq., at Cushing, Morris, Armbruster &
Montgomery, LLP as special counsel.

The Debtor believes it has several claims against Ford Plantation
Club, Inc., including without limitation:

   1. a breach of the 2008 turnover agreement and 2012 amendment
      thereto, between the Debtor, the Club and certain other
      parties, with respect to the Club's duties as to the
      marketing of the Debtor's lots and memberships and the
      creations of a sales incentive program;

   2. the turnover of funds by the Club received from the sale of
      at least two memberships, which sale proceeds rightfully
      belong to the Debtor; and

   3. possibly a claim for fraudulent inducement with respect to
      the 2008 turnover agreement and 2012 amendment.

Furthermore, the Debtor also seek to explore whether the Coastal
Bank has honored its contractual obligations and associated
implied duty of good faith and fair dealing with respect to the
Debtor's right for first refusal under the loan documents to buy
the Debtor's note in the event the Bank offers it for sale.

Prior to the filing, the attorneys represented the Debtor in
connection with its disputes with the Bank and the Club.

The hourly rates of CMAM's personnel are:

         Mr. McAlpin                   $420
         Ms. Hilton                    $275
         Mr. Littlefield               $275
         Attorneys                     $255 - $420
         Paralegals                    $170

To the best of the Debtor's knowledge, CMAM has no interest
adverse to the Debtor's estate.

                About Sterling Bluff Investors, LLC

Sterling Bluff Investors, LLC, a Georgia limited liability company
formed for the purpose of acquiring and owning lots in a
subdivision known as the Ford Plantation, Bryan County, Georgia,
and also certain club memberships in the Ford Plantation Club,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
S.D. Ga. Case No. 14-40200) in Savannah, Georgia, on Feb. 3, 2014.

The Debtor's counsel is Austin E. Carter, Esq., at Stone & Baxter,
LLP, in Macon, Georgia.

The Debtor estimated assets and debt of $10 million to $50
million.  The petition was signed by Michael Greene, manager.

The U.S. Trustee has not appointed an official committee of
unsecured creditors.  The U.S. Trustee reserves the right to
appoint such a committee should interest developed among the
creditors.


SWA BASELINE: U.S. Trustee Fails to Appoint Committee
-----------------------------------------------------
The U.S. Trustee for Region 14 has notified the Bankruptcy Court
that an official committee under Sec. 1102 of the Bankruptcy Code
has not been appointed because an insufficient number of persons
holding unsecured claims against SWA Baseline have expressed
interest in serving on a committee.  The U.S. Trustee reserves the
right to appoint such a committee should interest develop among
the creditors.

                       About SWA Baseline

SWA Baseline, LLC, a Single Asset Real Estate as defined in 11
U.S.C. Sec. 101(51B), filed a Chapter 11 bankruptcy petition
(Bankr. D. Ariz. Case No. 14-01418) on Feb. 5, 2014.  Andrew J.
Briefer signed the petition as designated representative.  Patrick
A. Clisham, Esq., at Engelman Berger PC, in Phoenix, serves as the
Debtor's counsel.  The Hon. Brenda Moody Whinery oversees the
case.


TELESAT CANADA: Moody's Affirm 'B1' CFR; Outlook Developing
-----------------------------------------------------------
Moody's Investors Service revised Telesat Canada's rating outlook
to developing from positive in light of recent disclosure that
Loral Space & Communications Inc (Loral), which holds a 62.8%
economic interest and a 32.7% voting interest in Telesat, is
evaluating strategic alternatives which may involve, through the
sale of itself to a new owner, monetization of Loral's interest in
Telesat. Telesat's B1 corporate family rating (CFR) and B1-PD
probability of default rating (PDR) ratings were affirmed, as were
ratings of the company's senior secured credit facility (Ba3), its
senior unsecured notes (B3) and the company's speculative grade
liquidity rating (SGL-1).

Since Telesat is Loral's main asset, a strategic transaction taken
by Loral has a significant probability of affecting Telesat's
credit profile. Subject to agreement with Telesat's other owner,
Canada's Public Sector Pension Investment Board (through PSP
Investments, 35.3% economic interest, 67.3% voting interest
[current and former members of Telesat's management team hold a
1.9% economic interest]), a purchaser could acquire Loral
utilizing Telesat's credit capacity, which would be credit-
negative for Telesat. However, it is not certain that Loral's
activities will result in a tangible action, and Telesat's credit
profile may remain unchanged. As the change in control provisions
in Telesat's bank credit facility and publically traded notes
allow certain types transactions without triggering a change in
control "put", investors should not presume a put in the event of
Telesat taking on additional debt.

The following summarizes Moody's ratings and the rating actions
for Telesat:

Issuer: Telesat Canada

  Outlook: Changed to Developing from Positive

  Corporate Family Rating: Affirmed at B1

  Probability of Default Rating: Affirmed at B1-PD

  Senior Secured Credit Facility: Affirmed at Ba3 (LGD3, 35%)

  Senior Unsecured Regular Bond/Debenture: Affirmed at B3
  (LGD5, 88%)

  Speculative Grade Liquidity Rating: maintained at SGL-1

Ratings Rationale

Telesat's B1 corporate family rating stems from the expectation
that the company will operate with debt-to-EBITDA in the range of
5.2x-to-5.6x and free cash flow-to-debt in the range of 3%-to-6%
over the rating horizon. The company's strong business profile,
featuring a stable contract-based revenue stream with a nearly
six-year equivalent revenue backlog of $5.0 billion that is booked
with well-regarded customers, provides a solid positive
consideration. While Telesat has very good liquidity and is
expected to generate solid free cash flow, its future allocation
is uncertain. Given the combination of tepid long term growth
prospects, good free cash flow generation and the company's 2012
partially debt-financed shareholder return, the potential of re-
levering to fund additional shareholder returns constrains the
rating.

Rating Outlook

The outlook is developing because of recent disclosure that Loral
Space & Communications Inc (Loral), which holds 62.8% economic
interest and a 32.7% voting interest in Telesat, is evaluating
strategic alternatives which may involve possible monetization of
Loral's interest in Telesat through the sale of itself to a new
owner.

What Could Change the Rating - UP

Presuming solid industry fundamentals, good execution, solid
liquidity, and clarity on ownership strategy and leverage,
Telesat's rating could be upgraded if Moody's expected Debt/EBITDA
to be less than about 5x with Free Cash Flow to Debt in excess of
about 7.5% (in both cases, on a sustained basis and incorporating
Moody's standard adjustments).

What Could Change the Rating - DOWN

Telesat's rating could be downgraded if Moody's expected
Debt/EBITDA to be greater than ~6x with Free Cash Flow to Debt
less than 2.5% (in both cases, on a sustained basis and
incorporating Moody's standard adjustments), most likely caused by
debt incurred to fund shareholder returns.

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

Headquartered in Ottawa, Ontario, Canada, Telesat Canada (Telesat)
is the world's fourth largest provider of fixed satellite services
(FSS). The company's fourteen geosynchronous in-orbit satellites
are concentrated in the Americas. Telesat also has interests in
the Canadian payload on Viasat-1 (launched in December of 2011),
and manages operations of additional satellites for third parties.


TELX GROUP: Moody's Affirms 'B3' CFR & Alters Outlook to Negative
-----------------------------------------------------------------
Moody's Investors Service has changed the outlook of The Telx
Group, Inc. to negative from stable following Telx's announcement
that it plans to issue incremental debt to fund a distribution to
its equity sponsors. Moody's has affirmed the company's B3
corporate family rating (CFR) and B3-PD probability of default
rating (PDR)and assigned B1 (LGD3-30%) ratings to the proposed
$110 million senior secured first lien revolver due 2018 and $450
million senior secured first lien term loan due 2019 and a Caa1
(LGD5-78%) rating to the proposed $185 million senior secured 2nd
lien term loan due 2020. The proceeds from the new credit
facilities along with $78 million of unrated holding company notes
will be used to pay down existing debt and fund a $150 million
dividend to the company's equity sponsors.

The outlook change reflects Moody's view that this additional debt
will lead to an unreasonably thin equity base and potentially
unsustainable capital structure, which is only tenable over the
short term due to the current level of excess liquidity within the
capital market. Moody's affirmation of Telx's B3 corporate family
rating is predicated upon management's commitment to reduce
capital intensity over the next two years such that the company
will achieve positive free cash flow, improved interest coverage
and a self-funding business model.

Affirmations:

Issuer: Telx Group Inc., The

Probability of Default Rating, Affirmed B3-PD

Corporate Family Rating, Affirmed B3

Assignments:

Issuer: Telx Group Inc., The

Senior Secured 1st Lien Bank Credit Facility, Assigned B1
(LGD3, 30 %)

Senior Secured 2nd Lien Bank Credit Facility, Assigned Caa1
(LGD5, 78 %)

Outlook Actions:

Issuer: Telx Group Inc., The

Outlook, Changed To Negative From Stable

Rating Rationale

Telx's B3 rating reflects its high leverage and consistent
negative free cash flow, which is primarily the result of its high
capital intensity. The rating also incorporates Telx's small scale
and aggressive financial policy as demonstrated by the recent
dividend to its equity sponsors despite having persistent negative
free cash flow since inception. These limiting factors are offset
by Telx's stable base of contracted recurring revenues, its
strategic real estate holdings in key communications hubs and the
currently strong market demand for colocation services.

The additional debt load resulting from the dividend will bring
Telx's leverage towards the limit of the B3 rating category. Telx
has not generated positive free cash flow over the past several
years and the company has consistently funded its capital
investment program with external borrowing. Moody's believes that
given Telx's cash flow profile, the decision to fund a dividend
will remove its financial flexibility for potential strategic
investments. Data center companies have historically drawn high
acquisition multiples in the mid-teen multiple of EBITDA range due
to their impressive growth. However, rapid growth is not a
permanent state and once growth slows the industry's equity
multiple will compress and weaken the business case for investing
in the datacenter business. The business could face significant
default risk with its high leverage and negative free cash flow if
the industry growth rates slow. Moody's acknowledges that capital
intensity could improve in a slower growth environment, but this
may not be enough to offset the resulting margin compression from
industry price weakness and an unfavorable change in the
supply/demand balance.

The ratings for Telx's debt instruments comprise the overall
probability of default of the company, to which Moody's assigns a
PDR of B3-PD, an average family loss given default assessment and
the composition of the debt instruments in the capital structure.
The senior secured 1st lien credit facilities are rated B1 (LGD3-
30%), two notches higher than the CFR given the support provided
by the Caa1 (LGD5-78%) rated senior secured 2nd lien term loan and
the unrated holdco notes.

The negative outlook reflects our expectation that the company's
credit metrics will remain under pressure over the next 12-18
months given the higher leverage and persistent negative free cash
flow.

Moody's could raise Telx's ratings if the company transitioned to
sustainable positive free cash flow, or if leverage were to trend
comfortably below 6x on a sustainable basis amidst stable
operations and adequate liquidity.

The ratings could be lowered if liquidity were to become strained,
if industry pricing were to deteriorate due to competitive
pressure or if the company were to take on any additional debt.
Moody's could also downgrade Telx's ratings if the company does
not materially reduce its capital intensity.

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

Headquartered in New York, NY, The Telx Group, Inc. is a provider
of network-neutral, global interconnection and colocation
services. The company operates 20 interconnection and colocation
facilities in multiple regions across the United States.


TRANSGENOMIC INC: Incurs $4 Million Net Loss in Fourth Quarter
--------------------------------------------------------------
Transgenomic, Inc., reported a net loss available to common
stockholders of $4.16 million on $6.21 million of net sales for
the three months ended Dec. 31, 2013, as compared with a net loss
available to common stockholders of $2.47 million on $7.29 million
of net sales for the same period in 2012.

For the 12 months ended Dec. 31, 2013, the Company reported a net
loss of $16.71 million on $27.54 million of net sales as compared
with a net loss available to common stockholders of $8.98 million
on $31.48 million of net sales in 2012.

The Company's balance sheet at Dec. 31, 2013, showed $30.27
million in total assets, $18.83 million in total liabilities and
$11.44 million in stockholders' equity.

Cash and cash equivalents were $1.6 million as of Dec. 31, 2013,
compared with $4.5 million as of Dec. 31, 2012.

"Transgenomic achieved a number of important milestones in 2013,
including our entry into multiple strategic partnerships with
world-class associates, including Amgen, PerkinElmer and PDI,"
said Paul Kinnon, president and chief executive officer.  "Each of
these partnerships is focused and designed to help us build and
achieve our goal of maximizing the commercial potential of our
molecular diagnostics portfolio by significantly expanding our
global commercial reach in all of our business units."

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

                        http://is.gd/7d4KZn

                         About Transgenomic

Transgenomic, Inc. -- http://www.transgenomic.com/-- is a global
biotechnology company advancing personalized medicine in
cardiology, oncology, and inherited diseases through its
proprietary molecular technologies and world-class clinical and
research services.  The Company is a global leader in cardiac
genetic testing with a family of innovative products, including
its C-GAAP test, designed to detect gene mutations which indicate
cardiac disorders, or which can lead to serious adverse events.
Transgenomic has three complementary business divisions:
Transgenomic Clinical Laboratories, which specializes in molecular
diagnostics for cardiology, oncology, neurology, and mitochondrial
disorders; Transgenomic Pharmacogenomic Services, a contract
research laboratory that specializes in supporting all phases of
pre-clinical and clinical trials for oncology drugs in
development; and Transgenomic Diagnostic Tools, which produces
equipment, reagents, and other consumables that empower clinical
and research applications in molecular testing and cytogenetics.
Transgenomic believes there is significant opportunity for
continued growth across all three businesses by leveraging their
synergistic capabilities, technologies, and expertise.  The
Company actively develops and acquires new technology and other
intellectual property that strengthens its leadership in
personalized medicine.

Transgenomic incurred a net loss of $8.32 million in 2012, a net
loss of $9.78 million in 2011 and a net loss of $3.13 million in
2010.

As reported by the TCR on Feb. 13, 2013, Transgenomic entered into
a forbearance agreement with Dogwood Pharmaceuticals, Inc., a
wholly owned subsidiary of Forest Laboratories, Inc., and
successor-in-interest to PGxHealth, LLC, with an effective date of
Dec. 31, 2012.


TRIBUNE CO: Reports Fourth Quarter & Full Year 2013 Results
-----------------------------------------------------------
Tribune Company on March 28 reported its results for the fourth
quarter and year ended December 29, 2013.

52 Weeks (2013) vs. 53 Weeks (2012) The Company's fiscal year ends
on the last Sunday in December.  The fourth quarter and full year
2013 comprised a 13-week period and 52-week period, respectively.
The Company's fourth quarter and full year 2012 comprised a 14-
week period and 53-week period, respectively.  The additional week
increased consolidated operating revenues, operating expenses and
operating profit by approximately 1.5%, 1% and 3%, respectively,
in the full year 2012.

Local TV The acquisition of Local TV closed on December 27, 2013
and the 2013 results reflect contributions from that business from
the closing date through December 29, 2013.  Local TV contributed
$4 million of revenues and $2 million of Adjusted EBITDA to the
fourth quarter and full year results for the Broadcasting segment.

Fourth Quarter Consolidated Revenues in the fourth quarter of 2013
were $773 million compared to $871 million in the fourth quarter
of 2012.  This represented a decline of $97 million, or 11%.  The
fourth quarter of 2012 consisted of 14 weeks, while the fourth
quarter of 2013 consisted of 13 weeks.  The impact of the
additional week in 2012 accounted for $46 million of the decline
in revenues in the fourth quarter of 2013.

Broadcasting Revenues were $267 million in the fourth quarter of
2013, a decline of $36 million compared to $303 million in the
fourth quarter of 2012.  The decline was primarily due to the
impact of the additional week in 2012 of $14 million, lower
political advertising revenues, as 2013 was an off-cycle election
year, and a $10 million decrease in barter revenues, partially
offset by a $7 million increase in retransmission consent
revenues.  The decline in barter revenues was primarily related to
a change in the estimated value of barter programming.  The
decline in barter revenue had an offsetting decrease in barter
programming expense, and thus had no impact on Adjusted EBITDA.

Publishing Revenues in the fourth quarter of 2013 were $507
million, compared to $568 million the fourth quarter of 2012, a
decline of $61 million.  This decline was primarily due to the
impact of the additional week in 2012 of $32 million, a $24
million decline in advertising revenue, a $6 million decline in
commercial printing and delivery services and other, offset by a
$4 million increase in circulation revenues.

Consolidated Adjusted EBITDA declined to $255 million in the
fourth quarter of 2013 from $288 million in the fourth quarter of
2012.  For comparability purposes, Adjusted EBITDA in the fourth
quarter of 2012 excludes $12 million related to the extra week
during the period.

Full Year 2013 Consolidated Revenues in the year ended
December 29, 2013 were $2,903 million, compared to $3,145 million
in the year ended December 30, 2012.  This represented a decline
of $241 million, or 7.7%.  The full year 2012 results consisted of
53 weeks, while the full year 2013 results consisted of 52 weeks.
The impact of the additional week in 2012 accounted for $46
million of the decline in revenues in 2013.

Broadcasting Revenues were $1,014 million for the full year 2013,
a decline of $127 million compared to $1,142 million reported in
2012.  The decline was primarily due to a $52 million decline in
advertising revenue net of agency commissions, a $48 million
decrease in barter revenues, a $36 million decline in copyright
royalties due to one-time royalties received in 2012 and the
impact of the additional week in 2012 of $14 million.  These
declines were partially offset by a $25 million increase in
retransmission consent revenues due to higher rates included in
several retransmission consent agreement renewals.  More than half
of the decline in advertising revenue was attributable to lower
political revenue, as 2013 was an off-cycle election year.  The
remainder of the decline in advertising revenue was primarily
related to declines at WPIX-TV, New York resulting from lower
ratings, lower Cubs baseball revenue at WGN-TV, Chicago and lower
ratings and a weaker national scatter market at WGN America.  The
decline in barter revenues primarily related to a change in the
estimated value of barter programming.  The decline in barter
revenue had an offsetting decrease in barter programming expense,
and thus had no impact on Adjusted EBITDA.

Publishing Revenues for the full year 2013 were $1,889 million,
compared to $2,003 million in 2012, a decline of $114 million.
The decline was primarily due to an $86 million reduction in
advertising revenue, the impact of the additional week in 2012 of
$32 million, a $10 million decline in commercial printing and
delivery services, offset by a $12 million increase in circulation
revenues.

Consolidated Adjusted EBITDA declined to $787 million in 2013 from
$832 million in 2012.  For comparability purposes, Adjusted EBITDA
for 2012 excludes $12 million related to the extra week during the
period.

Cash distributions from equity investments were $208 million in
2013 compared to $232 million in 2012.  The distributions received
in 2012 included $61 million that was related to dividends that
were distributed to the Company in respect of prior periods.

"Broadcasting revenue trends during the first three quarters were
disappointing.  However, in the fourth quarter, non-political core
advertising revenue stabilized year over year.  Our root
challenges are definable and addressable and we have taken action.
In the Publishing business, our operational actions have
stabilized profitability and we are confident that we are building
a solid foundation for this business's future.  Overall we are
excited by our prospects for Q1 and full year 2014," said
Peter Liguori, Tribune Company President and Chief Executive
Officer.

                         About Tribune Co.

Chicago, Illinois-based Tribune Co. -- http://www.tribune.com/--
and 110 of its affiliates filed for Chapter 11 protection (Bankr.
D. Del. Lead Case No. 08-13141) on Dec. 8, 2008.  The Debtors
proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel,
Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez
& Marsal North America LLC as financial advisors; and Epiq
Bankruptcy Solutions LLC as claims agent.  As of Dec. 8, 2008, the
Debtors listed $7,604,195,000 in total assets and $12,972,541,148
in total debts.  Chadbourne & Parke LLP and Landis Rath LLP served
as co-counsel to the Official Committee of Unsecured Creditors.
AlixPartners LLP served as the Committee's financial advisor.
Landis Rath Moelis & Company served as the Committee's investment
banker.  Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in
Wilmington, Delaware, represented the Committee in connection with
the lawsuit filed against former officers and shareholders for the
2007 LBO of Tribune.

Protracted negotiations and mediation efforts and numerous
proposed plans of reorganization filed by Tribune Co. and
competing creditor groups delayed Tribune's emergence from
bankruptcy.  Many of the disputes among creditors center on the
2007 leveraged buyout fraudulence conveyance claims, the
resolution of which is a key issue in the bankruptcy case.

Judge Kevin J. Carey issued an order dated July 13, 2012,
overruling objections to the confirmation of Tribune Co. and its
debtor affiliates' Plan of Reorganization.  In November 2012,
Tribune received approval from the Federal Communications
Commission to transfer media licenses, one of the hurdles to
implementing the reorganization plan.  Aurelius Capital Management
LP failed in halting implementation of the plan pending appeal.

Tribune Co. exited Chapter 11 protection Dec. 31, 2012, ending
four years of reorganization.  The reorganization allowed a group
of banks and hedge funds, including Oaktree Capital Management and
JPMorgan Chase & Co., to take over the media company.


USEC INC: Sec. 341 Creditors' Meeting Set for April 8
-----------------------------------------------------
The U.S. Trustee will convene a meeting of creditors pursuant to
11 U.S.C. 341(a) in the Chapter 11 case of USEC Inc. on April 8,
2014, at 11:00 a.m.  The meeting will be held at J. Caleb Boggs
Federal Building, Room 5209, 844 King Street, in Wilmington,
Delaware.

                         About USEC Inc.

USEC Inc. filed a Chapter 11 bankruptcy petition (Bank. D. Del.
Case No. 14-10475) on March 5, 2014.  John R. Castellano signed
the petition as chief restructuring officer.  The Debtor disclosed
total assets of $70 million and total liabilities of $1.07
billion.  The Hon. Christopher S. Sontchi presides over the case.

Latham & Watkins LLP acts as the Debtor's general counsel.
Richards, Layton and Finger, P.A., serves as the Debtor's Delaware
counsel.  Vinson & Elkins is the Debtor's special counsel.  Lazard
Freres & Co. LLC acts as the Debtor's investment banker.  AP
Services, LLC, provides management services to the Debtor.  Logan
& Company Inc. serves as the Debtor's claims and noticing agent.
Deloitte Tax LLP are the Debtor's tax professionals.  The Debtor's
independent auditor is PricewaterhouseCoopers LLP.  KPMG LLP
provides fresh start accounting services to the Debtor.


VALITAS HEALTH: Term Loan Amendment No Impact on Moody's B3 CFR
---------------------------------------------------------------
Moody's Investors Service said that Valitas Health Services,
Inc.'s credit agreement amendment is credit positive, but does not
impact the B3 Corporate Family Rating or the negative outlook.

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

Valitas Health Services, Inc., through its operating subsidiaries,
Corizon, Inc. and Corizon Health, Inc., based in Brentwood,
Tennessee, is a leading provider of contract healthcare services
to correctional facilities owned or operated by state and local
governments in United States. Valitas is majority owned by Beecken
Petty O'Keefe & Company, a Chicago based private equity management
firm. For the twelve months ended September 30, 2013, Valitas
reported revenue of approximately $1.2 billion.


VINCENT ANDREWS: Appeal Over McCarron & Pincay Judgments Tossed
---------------------------------------------------------------
Connecticut District Judge Alvin W. Thompson tossed an appeal by
Vincent Andrews and Robert Andrews from an order of the Bankruptcy
Court for the District of Connecticut granting a motion for
summary judgment to Christopher McCarron and Laffit Pincay, Jr.

In 1989, Messrs. McCarron and Pincay filed actions against Andrews
in the U.S. District Court for the Central District of California,
bringing civil claims pursuant to the Racketeer Influenced and
Corrupt Organizations Act, 18 U.S.C. Sec. 1962, and state law
claims for fraud.  On July 30, 1992, a jury returned verdicts in
favor of Messrs. McCarron and Pincay on both their RICO and state
law claims.  The jury awarded Messrs. Pincay and McCarron $670,685
and $313,841 in compensatory damages, respectively, and $2.1
million and $1.18 million in punitive damages, respectively.
Messrs. McCarron and Pincay were directed to elect damages, and
elected damages based on their RICO claims.  On Oct. 28, 1993,
judgment entered accordingly.

On Feb. 28, 1994, Andrews filed voluntary Chapter 11 bankruptcy
petitions in the Bankruptcy Court.  On June 20, 1994, Messrs.
McCarron and Pincay commenced adversary proceedings seeking a
determination that the judgment debts were non-dischargeable under
11 U.S.C. Sec. 523(a)(2)(A), which provides that a debtor is not
entitled to a discharge from any debt for money to the extent that
it was obtained by false pretenses, a false representation or
actual fraud.  Specifically, Messrs. McCarron and Pincay asserted
a claim in the First Amended Complaint for fraud under Sec.
523(a)(2)(A), described as fraudulent misrepresentation and
concealment, alleging that Andrews "made false and fraudulent
representations to the [Messrs. McCarron and Pincay], and the
[Andrews] falsely and fraudulently concealed information from the
[Messrs. McCarron and Pincay]."

On Oct. 26, 1995, the Bankruptcy Court entered an order staying
the proceedings until final and non-appealable judgments were
entered in the California action.

After further proceedings in the California District Court, that
court entered a final judgment on the Messrs. McCarron and
Pincay's RICO claims on Jan. 9, 1998.  Andrews appealed to the
United States Court of Appeals for the Ninth Circuit.

On Feb. 6, 2001, the Ninth Circuit reversed the judgment because
the RICO claims were barred by the statute of limitations, but did
not disturb the jury verdicts on Messrs. McCarron and Pincay's
state law claims.

On July 3, 2002, the California District Court entered judgment in
favor of Messrs. McCarron and Pincay on their state law claims.
Andrews again appealed to the Ninth Circuit.

On March 16, 2005, the Ninth Circuit affirmed the judgment on the
state law claims.

On appeal, Andrews argued that California's statute of limitations
barred Messrs. McCarron and Pincay's claims.  However, the Ninth
Circuit concluded that Andrews' argument was in substance an
untimely attack on the jury's findings and the jury instructions.

On Jan. 13, 2006, the Bankruptcy Court lifted the stay.  On March
21, 2007, Messrs. McCarron and Pincay filed a motion for summary
judgment and Andrews filed a cross-motion for summary judgment,
all pursuant to a stipulation entered into by the parties and
approved by the Bankruptcy Court.

On April 8, 2008, the Bankruptcy Court granted Messrs. McCarron
and Pincay's motion for summary judgment, holding that the subject
debts were non-dischargeable based on the collateral estoppel
effect of the judgment previously entered in the California
District Court.  Specifically, the Bankruptcy Court concluded that
the issue of whether Andrews committed fraud was already litigated
and decided in the California action and was entitled to
preclusive effect in the bankruptcy proceedings.  The Bankruptcy
Court informed the parties that its order constituted a final,
appealable judgment.

A copy of the District Court's March 26, 2014 Ruling is available
at http://is.gd/y1IRTAfrom Leagle.com.

Vincent S. Andrews and Robert L. Andrews are represented by
Gregory W. Nye, Esq., at Bracewell & Giuliani, LLP, and Richard E.
Weill, Esq., and Robert Silver, Esq., at Boies, Schiller & Flexner
LLP.

Christopher McCarron and Laffit Pincay, Jr., are represented by
Irve J. Goldman, Esq., at Pullman & Comley.

Vincent S. Andrews, Jr., Interested Party, is represented by James
C. Graham, Esq., Neubert, Pepe & Monteith, P.C.; and Robert
Silver, Esq., at Boies, Schiller & Flexner LLP.


VINEYARD NAT'L: Entitled to Tax Refunds; FDIC Has Unsecured Claim
-----------------------------------------------------------------
BRADLEY SHARP, AS LIQUIDATING TRUSTEE OF THE LIQUIDATING TRUST OF
VINEYARD NATIONAL BANCORP, Plaintiff and Counter-Defendant, v.
FEDERAL DEPOSIT INSURANCE CORPORATION, in its capacity as receiver
for Vineyard Bank, National Association, Defendant and Counter-
Plaintiff, Adv. No. 2:10-AP-01815RN (Bankr. C.D. Cal., May 5,
2010), raises five claims for relief that seek to disallow the
claim of Defendant and Counter-Plaintiff FDIC-R, as receiver for
Vineyard Bank, N.A., against the chapter 11 estate of Vineyard
National Bancorp.  Among other things, Count IV of the complaint
asserts the Debtor's entitlement to certain tax refunds in
connection with the Debtor and the Bank's consolidated tax returns
for the tax year 2008.  With its Amended Counterclaim to the
Complaint, the FDIC-R rejects Plaintiff's position that the FDIC-R
is merely an unsecured creditor of the Debtor's estate on account
of the Bank's entitlement to the tax refunds and instead, asserts
its right to the said tax refunds as property of the FDIC-R.

In a March 28, 2014 Memorandum of Decision available at
http://is.gd/fSUoyWfrom Leagle.com, Bankruptcy Judge Richard M.
Neiter finds in favor of the Plaintiff on Count IV of the
Complaint and against the Defendant on Count I of the Amended
Counterclaim.  The judge said the Debtor is entitled to the tax
refunds and the Defendant is entitled to a general unsecured claim
against the Debtor's estate.

Rolf Woolner, Esq. -- rwoolner@winston.com -- and William R.
Shafton, Esq. -- WShafton@winston.com -- at Winston & Strawn, LLP
appeared on behalf of the Plaintiff.

David A. Kettel, Esq. -- David.Kettel@kattenlaw.com -- and Jessica
Mickelsen, Esq. -- jessica.mickelsen@kattenlaw.com -- at Katten
Muchin Roseman, LLP appeared on behalf of the Defendant.

                   About Vineyard National

Vineyard National Bancorp -- http://www.vineyardbank.com/-- was
the holding company for Vineyard Bank, National Association, which
provides community banking services to businesses and individuals.

Vineyard Bank was closed July 17, 2010, by regulators, which
appointed the Federal Deposit Insurance Corporation as receiver.
To protect the depositors, the FDIC entered into a purchase and
assumption agreement with California Bank & Trust, San Diego,
California, to assume all of the deposits of Vineyard Bank, N.A.,
excluding those from brokers.

As of March 31, 2009, Vineyard Bank, N.A., had total assets of
$1.9 billion and total deposits of roughly $1.6 billion.  In
addition to assuming all of the deposits of the failed bank,
California Bank & Trust agreed to purchase roughly $1.8 billion of
assets.  The FDIC will retain the remaining assets for later
disposition.  California Bank & Trust purchased all deposits,
except about $134 million in brokered deposits, held by Vineyard
Bank, N.A.

Vineyard National Bancorp filed for Chapter 11 on June 21, 2009
(Bankr. C.D. Calif. Case No. 09-26401).


WAVE SYSTEMS: Appoints Silicon Valley Executives to Board
---------------------------------------------------------
Wave Systems Corp. has named Lorraine Hariton and David Cote to
its Board of Directors.  Ms. Hariton and Mr. Cote each have over
25 years of technology industry experience, having led successful
technology firms as CEO.  Their appointments increase the size of
Wave's Board to eight members.

Ms. Hariton recently completed a five-year post serving as Special
Representative for Commercial and Business Affairs at the U.S.
Department of State in Washington, DC.  Her prior experience
included serving at the helm of venture capital technology
companies, Apptera and Beatnik.  She previously spent 15 years in
sales and marketing leadership positions at IBM, followed by
Network Computing Devices (NCD), a publicly traded thin-client
company.

Mr. Cote most recently led a four-year transformation of
Symmetricom Inc., a network, data center and government systems
solutions provider, before it was acquired by MicroSemi
Corporation last year.  In his prior role as CEO of Packeteer,
Inc., a pioneer in WAN optimization, Mr. Cote achieved five years
of record revenue and earnings growth, before successfully merging
with Blue Coat in 2008.

Wave Chairman John E. Bagalay, Jr. Ph.D., commented, "We're
pleased to welcome both Dave and Lorraine to the Board as we seek
to refocus our strategy in driving long-term growth and improved
financial performance.  As head of two Silicon Valley firms,
Lorraine brought innovative products to market and successfully
raised venture capital financing.  She brought her business acumen
to the public sector, launching highly successful global
entrepreneurship programs while serving in the State Department.
We also welcome Dave Cote, an accomplished high tech executive
with a strong track record of instilling operational excellence
within high tech firms.  Together, the additions of Lorraine and
Dave to the Wave Board are key elements in putting Wave on a path
towards sustainable growth."

Lorraine Hariton Career Highlights

As Special Representative for Commercial and Business Affairs at
the US Department of State, Ms. Hariton was responsible for
driving the department's outreach to the global business
community.  She worked with US embassies around the world,
ensuring support for business was a priority.  She created
numerous initiatives, including the Ambassador's Direct Line
Program, the Global Entrepreneurship Program and ran many
conferences and trade delegations.

David Cote Career Highlights

Mr. Cote recently served as CEO and President of Symmetricom,
Inc., where he led a multi-year transformation including
significant senior leadership additions and a simplified
functional structure.  Under his leadership, Symmetricom delivered
record revenue and added new lines of business including the
ChipScale Atomic Clock.  Symmetricom was sold to MicroSemi
Corporation last year.

                         About Wave Systems

Lee, Massachusetts-based Wave Systems Corp. (NASDAQ: WAVX) --
http://www.wave.com/-- develops, produces and markets products
for hardware-based digital security, including security
applications and services that are complementary to and work with
the specifications of the Trusted Computing Group, an industry
standards organization comprised of computer and device
manufacturers, software vendors and other computing products
manufacturers.

For the 12 months ended Dec. 31, 2012, the Company incurred a net
loss of $33.96 million, as compared with a net loss of $10.79
million in 2011.  The Company's balance sheet at Sept. 30, 2013,
showed $12.03 million in total assets, $19.82 million in total
liabilities and a $7.79 million total stockholders' deficit.

KPMG LLP, in Boston Massachusetts, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2012.  The independent auditors noted that
Wave Systems Corp. has suffered recurring losses from operations
and has an accumulated deficit that raise substantial doubt about
its ability to continue as a going concern.


WALTER ENERGY: Bank Debt Trades at 3% Off
-----------------------------------------
Participations in a syndicated loan under which Walter Energy Inc.
is a borrower traded in the secondary market at 96.68 cents-on-
the-dollar during the week ended Friday, March 28, 2014, according
to data compiled by LSTA/Thomson Reuters MTM Pricing and reported
in The Wall Street Journal.  This represents a decrease of 0.78
percentage points from the previous week, The Journal relates.
Walter Energy Inc. pays 575 basis points above LIBOR to borrow
under the facility.  The bank loan matures on March 14, 2018 and
carries Moody's B3 rating and Standard & Poor's B rating.  The
loan is one of the biggest gainers and losers among 205 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

                About Walter Energy Inc.

Walter Energy, Inc. is primarily a metallurgical coal producer
with additional operations in metallurgical coke, steam and
industrial coal, and natural gas. Headquartered in Birmingham,
Alabama, the company generated $2 billion in revenue for the 12
months ended June 30, 2013.


WEBSENSE INC: Moody's Lowers Corporate Family Rating to 'B3'
------------------------------------------------------------
Moody's Investors Service downgraded Websense, Inc.'s corporate
family rating to B3 from B2 and downgraded the probability of
default rating to B3-PD from B2-PD. The downgrade was driven by a
proposed increase in debt to fund a shareholder distribution.
Websense is owned by private equity firm, Vista Equity Partners.
The first lien debt (which was upsized to fund the distribution)
was downgraded to B1 from Ba3 and the second lien debt was
downgraded to Caa2 from Caa1. The ratings outlook is stable.

Ratings Rationale

The downgrade reflects the increase in debt while the company is
in early stages of restructuring the business. The increase in
debt delays our original expectations for deleveraging by a year
or more. Leverage is approximately 9x based on preliminary
December 31, 2013 results (6.7x pro forma for the various
restructuring plans underway). Though actual leverage has the
potential to get to 6x in 2015, the company has considerable work
to do to get there and free cash flow will likely be minimal in
2014. Deleveraging could be further delayed by acquisitions or
additional shareholder distributions.

Though declines in Websense's legacy web filtering business more
than offset the growth in their Triton line in 2013 and previous
years, Triton is growing at double digit levels and the company
could show moderate net growth over the next two years. The
ratings could be upgraded if free cash flow to debt is greater
than 5%, leverage is on track to get to 6x or below and the
company is able to grow net revenues. The ratings could be
downgraded if leverage is above 8x or free cash flow is negative
on other than a temporary basis.

Liquidity is expected to be good supported by approximately $40
million of cash and an undrawn $40 million revolver.

The following ratings were affected:

Downgrades:

Issuer: Websense Inc.

Corporate Family Rating, Downgraded to B3 from B2

Probability of Default Rating, Downgraded to B3-PD from B2-PD

1st Lien Senior Secured Revolving Bank Credit Facility,
Downgraded to B1, LGD3, 32 from Ba3, LGD2, 29

2nd Lien Senior Secured Bank Credit Facility, Downgraded to
Caa2, LGD5, 86 from Caa1, LGD5, 84

Outlook Actions:

Issuer: Websense Inc.

Outlook, Remains Stable

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

Websense, headquartered in San Diego, CA, is a provider of web,
email and data security software and software based appliances.
The company had 2013 revenues of approximately $360 million.


WEST CORP: Elects Lee Adrean to Board of Directors
--------------------------------------------------
The Board of Directors of West Corporation increased the size of
the Board by one to a total of eight members and, following that
increase, elected Lee Adrean as a member of the Board to a term
expiring at the annual meeting of stockholders to be held in 2015.

Since October 2006, Mr. Adrean has served as corporate vice
president and chief financial officer of Equifax, Inc., an
information services company.  The Board has determined that Mr.
Adrean is independent in accordance with the requirements of the
NASDAQ Stock Market and has appointed Mr. Adrean to serve as a
member of the Board's Audit Committee.

Mr. Adrean will receive the compensation established by the
Company from time-to-time for non-employee directors (excluding
non-employee directors affiliated with the Company's sponsors),
which currently includes an annual cash retainer fee of $75,000
and equity grant of shares of the Company's common stock with a
fair market value equal to $100,000.

There are no arrangements or understandings between Mr. Adrean and
any other persons pursuant to which he was selected as a director,
and Mr. Adrean has no direct or indirect material interest in any
transactions required to be disclosed pursuant to Item 404(a) of
Regulation S-K.

                       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.


* PBOC Official Blogs Skepticism About Bitcoin
----------------------------------------------
Chao Deng, writing for The Wall Street Journal, reported that an
official from China's central bank voiced his skepticism toward
bitcoin on his personal microblogging account, a move that comes
amid uncertainty around the digital currency's future in China.

According to the report, Zhang Niannian likened bitcoin exchanges
to "casinos" on Chinese microblogging website Sina Weibo in a post
dated March 28.  Mr. Zhang asked several rhetorical questions in
his posting, including "Aren't you afraid that a bitcoin platform
will leave with your money?" as well as, "Do you think the court
would protect you?"

"Cherish life, walk away from bitcoin," he added, the report
cited.

Chinese media reported that the People's Bank of China has ordered
domestic banks to stop doing business with websites that trade in
bitcoin, the report related.

The price of bitcoin has fallen since the start of the year amid
the collapse of Tokyo-based bitcoin exchange Mt. Gox, which had
for a long time been the world's most prominent platform but which
filed for bankruptcy protection on Feb. 28, saying it had lost
hundreds of thousands of bitcoin, the report further related.

                         About Mt. Gox

Bitcoin exchange MtGox Co., Ltd., filed a petition under Chapter
15 of the U.S. Bankruptcy Code on March 9, 2014, days after the
company sought bankruptcy protection in Japan.  The bankruptcy in
Japan came after the bitcoin exchange lost 850,000 bitcoins valued
at about $475 million "disappeared."

The Japanese bitcoin exchange that halted trading in February
2014. It filed for bankruptcy protection in the U.S. to prevent
customers from targeting the cash it holds in U.S. bank accounts.

The Chapter 15 case is In re MtGox Co., Ltd., Case No. 14-31229
(Bankr. N.D. Tex.).  The Chapter 15 Petitioner is Robert Marie
Mark Karpeles, the company's chief executive officer.  Mr.
Karpeles is represented by John E. Mitchell, Esq., and David
William Parham, Esq., at BAKER & MCCKENZIE LLP, in Dallas, Texas.

The company said it has estimated assets of $10 million to $50
million and debts of $50 million to $100 million.


* 4 Experts Share View on State of Corporate Restructuring
----------------------------------------------------------
The Wall Street Journal's Bankruptcy Beat noted that interest
rates that remain near zero and debt maturities that have been
pushed out to 2017 and 2018 have helped drive Chapter 11 filings
to historic lows.  Bankruptcy Beat asked restructuring experts if
this difficult environment has put corporate restructuring on life
support.

     (A) Adam J. Levitin, a professor of law at Georgetown
         University Law Center in Washington, D.C., told
         Bankruptcy Beat that: "in any given decade, there is
         also always  an industry or two in the throes of
         financial distress for reasons unrelated to the
         business cycle, such as a secular shock to its business
         model because of a disruptive technology, an increase in
         foreign competition, or a mass tort. And then there are
         the airlines, which never seem to have a sustainable
         business model.  Second, and more important, interest
         rates drive the bankruptcy-filing cycle. When rates are
         low, there is institutional investor demand for high-
         yield debt because of a need to meet investment hurdles.
         For example, a pension fund might need to make an 8%
         annual return. If investment grade debt won't produce
         such a return, then the pension fund will look to high-
         yield markets.  Institutional investor demand for high-
         yield debt in a low-rate environment makes it easier for
         marginal businesses to obtain financing. When rates rise,
         however, institutional money jumps into investment grade
         debt, leaving marginal businesses unable to obtain fresh
         financing. As maturities come due, Chapter 11 filings
         mount."

         See http://is.gd/pb7tpm(subscription required)

     (B) Perry Mandarino, the U.S. Business Recovery Services
         leader for PricewaterhouseCoopers, noted that:
         "restructuring activity has become more transactional in
         nature. I believe debt-to-equity conversions may continue
         to occur at a more rapid rate.  Traditional debt holders,
         who may not be natural owners, recognize the potential
         for value creation and are unwilling to allow junior
         creditors to share in the upside."  He also said,
         "Lenders are also willing to provide extensions and
         covenant relief on debt payments and maturities as long
         as progress on the turnaround is evident. They are
         providing breathing room to companies commensurate with
         management's ability to deliver solid business plans and
         tangible progress in achieving growth. At the end of the
         day, it's all about finding the most effective paths to
         surfacing value and opening up liquidity in the market.

         See http://is.gd/1qdlrB(subscription required)

     (C) Marc Leder, co-chief executive officer of Sun Capital
         Partners Inc. of Boca Raton, Fla., said: "there are a
         number of alternatives for an underperforming business
         to begin a restructuring-fueled turnaround without having
         to seek Chapter 11 protection. In many cases, these
         alternative restructuring paths can be achieved more
         quickly and more cost-effectively."  He also disclosed
         that "Every month at Sun Capital, we examine the
         operations and finances of nearly 70 companies that are
         for sale and need restructuring to improve performance.
         For investors who are willing to roll up their sleeves
         and do the work to improve the company's operations,
         there is ample opportunity to purchase companies at
         reasonable prices, work with management to fix the
         problems and then access the capital markets to fund the
         companies' growth."

         See http://is.gd/ivzQVMc(subscription required)

     (D) Sharon Levine, vice chair of Lowenstein Sandler LLP's
         national bankruptcy, financial reorganization and
         creditors' rights practice, told Bankruptcy Beat:
         "Despite the slowdown in total Chapter 11 filings in
         2013, [the firm's] law practice and many others remained
         Fairly busy throughout 2013 and into the first quarter of
         2014 through a combination of new filings by middle-
         market companies, out-of-court restructurings and
         residual workload from existing cases."

         See http://is.gd/UGuDzl(subscription required)


* Large Companies With Insolvent Balance Sheets
-----------------------------------------------

                                             Total
                                            Share-     Total
                                  Total   Holders'   Working
                                 Assets     Equity   Capital
  Company          Ticker          ($MM)      ($MM)     ($MM)
  -------          ------        ------   --------   -------
ABSOLUTE SOFTWRE   ABT CN         142.1      (11.2)     (6.3)
ABSOLUTE SOFTWRE   ALSWF US       142.1      (11.2)     (6.3)
ABSOLUTE SOFTWRE   OU1 TH         142.1      (11.2)     (6.3)
ABSOLUTE SOFTWRE   OU1 GR         142.1      (11.2)     (6.3)
ACHAOGEN INC       AKAO US         13.8       (0.0)      2.1
ADVANCED EMISSIO   ADES US        106.4      (46.1)    (15.3)
ADVANCED EMISSIO   OXQ1 GR        106.4      (46.1)    (15.3)
ADVENT SOFTWARE    ADVS US        456.3     (111.8)   (106.0)
ADVENT SOFTWARE    AXQ GR         456.3     (111.8)   (106.0)
AERIE PHARMACEUT   AERI US          7.2      (22.4)    (11.0)
AERIE PHARMACEUT   0P0 GR           7.2      (22.4)    (11.0)
AGENUS INC         AGEN US         34.8       (4.5)     17.9
AIR CANADA-CL A    AC/A CN      9,470.0   (1,397.0)     98.0
AIR CANADA-CL A    AIDIF US     9,470.0   (1,397.0)     98.0
AIR CANADA-CL A    ADH TH       9,470.0   (1,397.0)     98.0
AIR CANADA-CL A    ADH GR       9,470.0   (1,397.0)     98.0
AIR CANADA-CL B    ADH1 TH      9,470.0   (1,397.0)     98.0
AIR CANADA-CL B    AIDEF US     9,470.0   (1,397.0)     98.0
AIR CANADA-CL B    ADH1 GR      9,470.0   (1,397.0)     98.0
AIR CANADA-CL B    AC/B CN      9,470.0   (1,397.0)     98.0
ALIMERA SCIENCES   ASZ TH          19.6       (4.9)     13.7
ALIMERA SCIENCES   ASZ GR          19.6       (4.9)     13.7
ALIMERA SCIENCES   ALIM US         19.6       (4.9)     13.7
ALLIANCE HEALTHC   AIQ US         515.6     (131.4)     61.3
AMC NETWORKS-A     AMCX US      2,636.7     (571.3)    889.9
AMC NETWORKS-A     9AC GR       2,636.7     (571.3)    889.9
AMER RESTAUR-LP    ICTPU US        33.5       (4.0)     (6.2)
AMERICAN AIRLINE   AAL US      42,278.0   (2,731.0)    517.0
AMERICAN AIRLINE   A1G TH      42,278.0   (2,731.0)    517.0
AMERICAN AIRLINE   AAL* MM     42,278.0   (2,731.0)    517.0
AMERICAN AIRLINE   A1G GR      42,278.0   (2,731.0)    517.0
AMR CORP           ACP GR      42,278.0   (2,731.0)    517.0
AMYLIN PHARMACEU   AMLN US      1,998.7      (42.4)    263.0
AMYRIS INC         AMRS US        198.9     (135.8)     (0.4)
ANGIE'S LIST INC   8AL GR         105.6      (18.5)    (21.7)
ANGIE'S LIST INC   ANGI US        105.6      (18.5)    (21.7)
ARRAY BIOPHARMA    AR2 TH         146.3       (5.4)     90.2
ARRAY BIOPHARMA    AR2 GR         146.3       (5.4)     90.2
ARRAY BIOPHARMA    ARRY US        146.3       (5.4)     90.2
ATLATSA RESOURCE   ATL SJ         768.5      (14.1)     30.2
AUTOZONE INC       AZO US       7,262.9   (1,710.3)   (860.8)
AUTOZONE INC       AZ5 GR       7,262.9   (1,710.3)   (860.8)
AUTOZONE INC       AZ5 TH       7,262.9   (1,710.3)   (860.8)
BARRACUDA NETWOR   CUDA US        236.2      (90.1)    (66.5)
BARRACUDA NETWOR   7BM GR         236.2      (90.1)    (66.5)
BERRY PLASTICS G   BP0 GR       5,264.0     (183.0)    681.0
BERRY PLASTICS G   BERY US      5,264.0     (183.0)    681.0
BIOCRYST PHARM     BCRX US         48.9       (1.1)     26.9
BIOCRYST PHARM     BO1 GR          48.9       (1.1)     26.9
BIOCRYST PHARM     BO1 TH          48.9       (1.1)     26.9
BRP INC/CA-SUB V   BRPIF US     1,875.1      (63.7)    116.5
BRP INC/CA-SUB V   DOO CN       1,875.1      (63.7)    116.5
BRP INC/CA-SUB V   B15A GR      1,875.1      (63.7)    116.5
BURLINGTON STORE   BUI GR       2,980.9     (215.8)    145.9
BURLINGTON STORE   BURL US      2,980.9     (215.8)    145.9
CABLEVISION SY-A   CVC US       6,591.1   (5,274.3)    283.4
CABLEVISION SY-A   CVY GR       6,591.1   (5,274.3)    283.4
CAESARS ENTERTAI   CZR US      24,688.9   (1,903.8)  1,239.5
CAESARS ENTERTAI   C08 GR      24,688.9   (1,903.8)  1,239.5
CANNAVEST CORP     CANV US         10.7       (0.2)     (1.3)
CANNAVEST CORP     0VE GR          10.7       (0.2)     (1.3)
CAPMARK FINANCIA   CPMK US     20,085.1     (933.1)      -
CC MEDIA-A         CCMO US     15,097.3   (8,696.6)    753.7
CELLADON CORP      CLDN US         24.6      (44.3)     20.1
CELLADON CORP      72C GR          24.6      (44.3)     20.1
CENTENNIAL COMM    CYCL US      1,480.9     (925.9)    (52.1)
CENVEO INC         CVO US       1,213.7     (497.0)    141.2
CHOICE HOTELS      CHH US         539.9     (464.2)     84.3
CHOICE HOTELS      CZH GR         539.9     (464.2)     84.3
CIENA CORP         CIEN US      1,800.6      (86.9)    800.8
CIENA CORP         CIE1 TH      1,800.6      (86.9)    800.8
CIENA CORP         CIEN TE      1,800.6      (86.9)    800.8
CIENA CORP         CIE1 GR      1,800.6      (86.9)    800.8
CINCINNATI BELL    CBB US       2,107.3     (676.7)     (3.2)
DEX MEDIA INC      DXM US       3,358.0     (142.0)    332.0
DIRECTV            DIG1 GR     21,905.0   (6,169.0)   (577.0)
DIRECTV            DTV US      21,905.0   (6,169.0)   (577.0)
DIRECTV            DTV CI      21,905.0   (6,169.0)   (577.0)
DOMINO'S PIZZA     EZV GR         525.3   (1,290.2)     96.9
DOMINO'S PIZZA     EZV TH         525.3   (1,290.2)     96.9
DOMINO'S PIZZA     DPZ US         525.3   (1,290.2)     96.9
DUN & BRADSTREET   DB5 GR       1,849.9   (1,206.3)   (128.9)
DUN & BRADSTREET   DNB US       1,849.9   (1,206.3)   (128.9)
DUN & BRADSTREET   DB5 TH       1,849.9   (1,206.3)   (128.9)
EASTMAN KODAK CO   KODN GR      3,815.0   (3,153.0)   (785.0)
EASTMAN KODAK CO   KODK US      3,815.0   (3,153.0)   (785.0)
EDGEN GROUP INC    EDG US         883.8       (0.8)    409.2
EGALET CORP        EGLT US         14.4       (1.5)     (3.1)
ELEVEN BIOTHERAP   EBIO US          5.1       (6.1)     (2.9)
EMPIRE STATE -ES   ESBA US      1,122.2      (31.6)   (925.9)
EMPIRE STATE-S60   OGCP US      1,122.2      (31.6)   (925.9)
ENDURANCE INTERN   EI0 GR       1,519.2      (20.5)   (180.2)
ENDURANCE INTERN   EIGI US      1,519.2      (20.5)   (180.2)
ENTRAVISION CO-A   EV9 GR         448.7       (5.5)     70.2
ENTRAVISION CO-A   EVC US         448.7       (5.5)     70.2
FAIRPOINT COMMUN   FRP US       1,599.9     (309.2)     34.3
FATE THERAPEUTIC   FATE US         23.0       (9.9)      9.9
FATE THERAPEUTIC   F6T GR          23.0       (9.9)      9.9
FERRELLGAS-LP      FEG GR       1,620.8     (101.2)     20.0
FERRELLGAS-LP      FGP US       1,620.8     (101.2)     20.0
FREESCALE SEMICO   FSL US       3,047.0   (4,594.0)  1,133.0
FREESCALE SEMICO   1FS TH       3,047.0   (4,594.0)  1,133.0
FREESCALE SEMICO   1FS GR       3,047.0   (4,594.0)  1,133.0
GENTIVA HEALTH     GHT GR       1,262.6     (300.2)     94.3
GENTIVA HEALTH     GTIV US      1,262.6     (300.2)     94.3
GLG PARTNERS INC   GLG US         400.0     (285.6)    156.9
GLG PARTNERS-UTS   GLG/U US       400.0     (285.6)    156.9
GLOBAL BRASS & C   BRSS US        592.5       (8.9)    307.1
GLOBAL BRASS & C   6GB GR         592.5       (8.9)    307.1
GRAHAM PACKAGING   GRM US       2,947.5     (520.8)    298.5
HALOZYME THERAPE   HALOZ GR       101.8      (20.0)     69.7
HALOZYME THERAPE   HALO US        101.8      (20.0)     69.7
HCA HOLDINGS INC   2BH GR      28,831.0   (6,928.0)  2,342.0
HCA HOLDINGS INC   2BH TH      28,831.0   (6,928.0)  2,342.0
HCA HOLDINGS INC   HCA US      28,831.0   (6,928.0)  2,342.0
HORIZON PHARMA I   HPM GR         252.6      (49.1)     67.5
HORIZON PHARMA I   HPM TH         252.6      (49.1)     67.5
HORIZON PHARMA I   HZNP US        252.6      (49.1)     67.5
HOVNANIAN ENT-A    HOV US       1,787.3     (456.1)  1,131.9
HOVNANIAN ENT-A    HO3 GR       1,787.3     (456.1)  1,131.9
HOVNANIAN ENT-B    HOVVB US     1,787.3     (456.1)  1,131.9
HOVNANIAN-A-WI     HOV-W US     1,787.3     (456.1)  1,131.9
HUGHES TELEMATIC   HUTC US        110.2     (101.6)   (113.8)
HUGHES TELEMATIC   HUTCU US       110.2     (101.6)   (113.8)
INCYTE CORP        ICY GR         629.6     (193.1)    447.8
INCYTE CORP        ICY TH         629.6     (193.1)    447.8
INCYTE CORP        INCY US        629.6     (193.1)    447.8
INFOR US INC       LWSN US      6,515.2     (555.7)   (303.6)
IPCS INC           IPCS US        559.2      (33.0)     72.1
ISTA PHARMACEUTI   ISTA US        124.7      (64.8)      2.2
JUST ENERGY GROU   1JE GR       1,543.7     (199.3)    (12.4)
JUST ENERGY GROU   JE US        1,543.7     (199.3)    (12.4)
JUST ENERGY GROU   JE CN        1,543.7     (199.3)    (12.4)
KATE SPADE & CO    KATE US        977.5      (32.5)    206.5
KATE SPADE & CO    LIZ GR         977.5      (32.5)    206.5
L BRANDS INC       LTD TH       7,198.0     (369.0)  1,324.0
L BRANDS INC       LB US        7,198.0     (369.0)  1,324.0
L BRANDS INC       LTD GR       7,198.0     (369.0)  1,324.0
LDR HOLDING CORP   LDRH US         77.7       (7.2)     10.3
LEAP WIRELESS      LEAP US      4,662.9     (125.1)    346.9
LEAP WIRELESS      LWI TH       4,662.9     (125.1)    346.9
LEAP WIRELESS      LWI GR       4,662.9     (125.1)    346.9
LEE ENTERPRISES    LE7 GR         820.2     (157.4)      9.9
LEE ENTERPRISES    LEE US         820.2     (157.4)      9.9
LORILLARD INC      LO US        3,536.0   (2,064.0)  1,085.0
LORILLARD INC      LLV TH       3,536.0   (2,064.0)  1,085.0
LORILLARD INC      LLV GR       3,536.0   (2,064.0)  1,085.0
MACROGENICS INC    MGNX US         42.0       (4.0)     11.7
MACROGENICS INC    M55 GR          42.0       (4.0)     11.7
MALIBU BOATS-A     MBUU US         57.2      (32.5)     (2.0)
MALIBU BOATS-A     M05 GR          57.2      (32.5)     (2.0)
MANNKIND CORP      NNF1 GR        258.6      (30.7)    (51.5)
MANNKIND CORP      MNKD US        258.6      (30.7)    (51.5)
MANNKIND CORP      NNF1 TH        258.6      (30.7)    (51.5)
MARRIOTT INTL-A    MAQ GR       6,794.0   (1,415.0)   (772.0)
MARRIOTT INTL-A    MAQ TH       6,794.0   (1,415.0)   (772.0)
MARRIOTT INTL-A    MAR US       6,794.0   (1,415.0)   (772.0)
MDC PARTNERS-A     MDCA US      1,425.2     (128.1)   (189.8)
MDC PARTNERS-A     MDZ/A CN     1,425.2     (128.1)   (189.8)
MDC PARTNERS-A     MD7A GR      1,425.2     (128.1)   (189.8)
MERITOR INC        AID1 GR      2,497.0     (808.0)    337.0
MERITOR INC        MTOR US      2,497.0     (808.0)    337.0
MERRIMACK PHARMA   MACK US        192.4      (43.1)    108.9
MERRIMACK PHARMA   MP6 GR         192.4      (43.1)    108.9
MIRATI THERAPEUT   MRTX US         18.5      (24.3)    (25.3)
MIRATI THERAPEUT   26M GR          18.5      (24.3)    (25.3)
MONEYGRAM INTERN   MGI US       4,786.9      (77.0)     85.2
MORGANS HOTEL GR   MHGC US        572.8     (172.9)      6.5
MORGANS HOTEL GR   M1U GR         572.8     (172.9)      6.5
MOUNTAIN HIGH AC   MYHI US          0.0       (0.0)      0.0
MPG OFFICE TRUST   MPG US       1,280.0     (437.3)      -
NATIONAL CINEMED   XWM GR       1,067.3     (146.1)    134.0
NATIONAL CINEMED   NCMI US      1,067.3     (146.1)    134.0
NAVISTAR INTL      IHR GR       7,654.0   (3,877.0)    645.0
NAVISTAR INTL      IHR TH       7,654.0   (3,877.0)    645.0
NAVISTAR INTL      NAV US       7,654.0   (3,877.0)    645.0
NEKTAR THERAPEUT   ITH GR         434.5      (89.9)    159.7
NEKTAR THERAPEUT   NKTR US        434.5      (89.9)    159.7
NEXSTAR BROADC-A   NXZ GR       1,163.7      (13.2)    117.2
NEXSTAR BROADC-A   NXST US      1,163.7      (13.2)    117.2
NORCRAFT COS INC   6NC GR         265.0       (6.1)     47.7
NORCRAFT COS INC   NCFT US        265.0       (6.1)     47.7
NORTHWEST BIO      NWBO US          7.6      (14.3)     (9.7)
NORTHWEST BIO      NBYA GR          7.6      (14.3)     (9.7)
NYMOX PHARMACEUT   NYMX US          1.1       (5.9)     (2.3)
OCI PARTNERS LP    OP0 GR         460.3      (98.7)     79.8
OCI PARTNERS LP    OCIP US        460.3      (98.7)     79.8
OMEROS CORP        3O8 GR          16.5      (18.4)      2.9
OMEROS CORP        OMER US         16.5      (18.4)      2.9
OMTHERA PHARMACE   OMTH US         18.3       (8.5)    (12.0)
PALM INC           PALM US      1,007.2       (6.2)    141.7
PHILIP MORRIS IN   PM US       38,168.0   (6,274.0)   (214.0)
PHILIP MORRIS IN   4I1 TH      38,168.0   (6,274.0)   (214.0)
PHILIP MORRIS IN   PM1EUR EU   38,168.0   (6,274.0)   (214.0)
PHILIP MORRIS IN   PMI SW      38,168.0   (6,274.0)   (214.0)
PHILIP MORRIS IN   PM1CHF EU   38,168.0   (6,274.0)   (214.0)
PHILIP MORRIS IN   PM1 TE      38,168.0   (6,274.0)   (214.0)
PHILIP MORRIS IN   4I1 GR      38,168.0   (6,274.0)   (214.0)
PHILIP MORRIS IN   PM FP       38,168.0   (6,274.0)   (214.0)
PLAYBOY ENTERP-A   PLA/A US       165.8      (54.4)    (16.9)
PLAYBOY ENTERP-B   PLA US         165.8      (54.4)    (16.9)
PLUG POWER INC     PLUN TH         35.4      (15.5)     11.1
PLUG POWER INC     PLUN GR         35.4      (15.5)     11.1
PLUG POWER INC     PLUG US         35.4      (15.5)     11.1
PLY GEM HOLDINGS   PGEM US      1,042.3      (52.0)    175.8
PLY GEM HOLDINGS   PG6 GR       1,042.3      (52.0)    175.8
PROTALEX INC       PRTX US          1.2       (8.6)      0.6
PROTECTION ONE     PONE US        562.9      (61.8)     (7.6)
QUALITY DISTRIBU   QDZ GR         427.2      (56.3)     88.8
QUALITY DISTRIBU   QLTY US        427.2      (56.3)     88.8
QUINTILES TRANSN   Q US         3,066.8     (667.5)    463.4
QUINTILES TRANSN   QTS GR       3,066.8     (667.5)    463.4
RE/MAX HOLDINGS    2RM GR         252.0      (22.5)     39.1
RE/MAX HOLDINGS    RMAX US        252.0      (22.5)     39.1
REGAL ENTERTAI-A   RETA GR      2,704.7     (715.3)    (41.3)
REGAL ENTERTAI-A   RGC US       2,704.7     (715.3)    (41.3)
RENAISSANCE LEA    RLRN US         57.0      (28.2)    (31.4)
RENTPATH INC       PRM US         208.0      (91.7)      3.6
RETROPHIN INC      17R GR          21.4       (5.8)    (10.3)
RETROPHIN INC      RTRX US         21.4       (5.8)    (10.3)
REVANCE THERAPEU   RTI GR          18.9      (23.7)    (28.6)
REVANCE THERAPEU   RVNC US         18.9      (23.7)    (28.6)
REVLON INC-A       REV US       2,123.9     (596.5)    246.4
REVLON INC-A       RVL1 GR      2,123.9     (596.5)    246.4
RITE AID CORP      RTA GR       7,138.2   (2,228.8)  1,881.2
RITE AID CORP      RAD US       7,138.2   (2,228.8)  1,881.2
RURAL/METRO CORP   RURL US        303.7      (92.1)     72.4
SALLY BEAUTY HOL   S7V GR       2,060.1     (291.2)    689.5
SALLY BEAUTY HOL   SBH US       2,060.1     (291.2)    689.5
SILVER SPRING NE   SSNI US        516.4      (78.1)     95.5
SILVER SPRING NE   9SI GR         516.4      (78.1)     95.5
SILVER SPRING NE   9SI TH         516.4      (78.1)     95.5
SMART TECHNOL-A    SMT US         374.2      (29.4)     71.6
SMART TECHNOL-A    SMA CN         374.2      (29.4)     71.6
SMART TECHNOL-A    2SA GR         374.2      (29.4)     71.6
SUNESIS PHARMAC    SNSS US         40.5       (6.2)      6.5
SUNESIS PHARMAC    RYIN GR         40.5       (6.2)      6.5
SUNESIS PHARMAC    RYIN TH         40.5       (6.2)      6.5
SUNGAME CORP       SGMZ US          0.1       (2.2)     (2.3)
SUPERVALU INC      SJ1 GR       4,711.0     (983.0)    272.0
SUPERVALU INC      SJ1 TH       4,711.0     (983.0)    272.0
SUPERVALU INC      SVU US       4,711.0     (983.0)    272.0
SUPERVALU INC      SVU* MM      4,711.0     (983.0)    272.0
TANDEM DIABETES    TD5 GR          48.6       (2.8)     13.8
TANDEM DIABETES    TNDM US         48.6       (2.8)     13.8
TAUBMAN CENTERS    TCO US       3,506.2     (215.7)      -
TAUBMAN CENTERS    TU8 GR       3,506.2     (215.7)      -
THRESHOLD PHARMA   THLD US        104.1      (23.5)     59.0
THRESHOLD PHARMA   NZW1 GR        104.1      (23.5)     59.0
TOWN SPORTS INTE   CLUB US        413.8      (43.5)     27.8
TRANSDIGM GROUP    TDG US       6,292.5     (234.2)    882.4
TRANSDIGM GROUP    T7D GR       6,292.5     (234.2)    882.4
TRINET GROUP INC   TNET US      1,434.7     (270.4)     65.1
TRINET GROUP INC   TN3 GR       1,434.7     (270.4)     65.1
ULTRA PETROLEUM    UPL US       2,785.3     (331.5)   (278.8)
ULTRA PETROLEUM    UPM GR       2,785.3     (331.5)   (278.8)
UNISYS CORP        UIS1 SW      2,510.0     (663.9)    516.0
UNISYS CORP        UISEUR EU    2,510.0     (663.9)    516.0
UNISYS CORP        UIS US       2,510.0     (663.9)    516.0
UNISYS CORP        USY1 GR      2,510.0     (663.9)    516.0
UNISYS CORP        USY1 TH      2,510.0     (663.9)    516.0
UNISYS CORP        UISCHF EU    2,510.0     (663.9)    516.0
VARONIS SYSTEMS    VS2 GR          33.7       (1.5)      1.8
VARONIS SYSTEMS    VRNS US         33.7       (1.5)      1.8
VECTOR GROUP LTD   VGR GR       1,260.2      (21.6)    183.3
VECTOR GROUP LTD   VGR US       1,260.2      (21.6)    183.3
VENOCO INC         VQ US          695.2     (258.7)    (39.2)
VERISIGN INC       VRS TH       2,660.8     (423.6)   (226.0)
VERISIGN INC       VRS GR       2,660.8     (423.6)   (226.0)
VERISIGN INC       VRSN US      2,660.8     (423.6)   (226.0)
VINCE HOLDING CO   VNCE US        470.3     (181.2)   (158.1)
VINCE HOLDING CO   VNC GR         470.3     (181.2)   (158.1)
VIRGIN MOBILE-A    VM US          307.4     (244.2)   (138.3)
VISKASE COS I      VKSC US        346.7      (16.3)    106.1
WEIGHT WATCHERS    WTW US       1,408.9   (1,474.6)    (30.1)
WEIGHT WATCHERS    WW6 GR       1,408.9   (1,474.6)    (30.1)
WEIGHT WATCHERS    WW6 TH       1,408.9   (1,474.6)    (30.1)
WEST CORP          WSTC US      3,486.3     (740.2)    363.9
WEST CORP          WT2 GR       3,486.3     (740.2)    363.9
WESTMORELAND COA   WME GR         939.8     (280.3)      4.1
WESTMORELAND COA   WLB US         939.8     (280.3)      4.1
XERIUM TECHNOLOG   XRM US         624.1      (11.4)    107.5
XERIUM TECHNOLOG   TXRN GR        624.1      (11.4)    107.5
XOMA CORP          XOMA TH        134.8       (4.0)     97.4
XOMA CORP          XOMA GR        134.8       (4.0)     97.4
XOMA CORP          XOMA US        134.8       (4.0)     97.4
YRC WORLDWIDE IN   YRCW US      2,064.9     (597.4)    213.3
YRC WORLDWIDE IN   YEL1 TH      2,064.9     (597.4)    213.3
YRC WORLDWIDE IN   YEL1 GR      2,064.9     (597.4)    213.3


                             *********

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 ***