TCR_Public/140502.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

                Friday, May 2, 2014, Vol. 18, No. 120


                            Headlines

250 AZ: Hearing on RREF Plan Objection Continued to May 22
6701-6749 E. 50TH: Case Summary & 8 Unsecured Creditors
AEROVISION HOLDINGS: Wants Plan Filing Deadline Moved to July 29
ALBAUGH INC: Moody's Assigns 'B1' Corporate Family Rating
AMERICAN LOCKER: Travis Wolff LLP Raises Going Concern Doubt

AMERIFLO INC: Case Summary & 18 Largest Unsecured Creditors
API TECHNOLOGIES: Terminates Effectiveness of 6MM Prospectus
ATLANTIC & PACIFIC: Ruling Against N. Providence Affirmed
ATLANTIC COAST: Posts $206,000 Net Income in First Quarter
AXION INTERNATIONAL: Widens Net Loss to $24-Mil. in 2013

BETSEY JOHNSON: Obtains Order Confirming Plan of Liquidation
BETSEY JOHNSON: Receives Green Light to Sell Claims to Bowery
BIOFUEL ENERGY: Board Declares Dividend on Preferred Shares
BIOFUEL ENERGY: Receives Non-Binding Acquisition Proposal
BRENDA'S RENTALS: Court Rejects Bid for Chapter 11 Trustee

BROADWAY FINANCIAL: Amends 17.9 Million Shares Resale Prospectus
BUFFALO PARK: Judge Vacates May 14 Plan Confirmation Hearing
BUFFALO PARK: Owners Seek Court Approval to Hire Special Counsel
CAESARS ENTERTAINMENT: Prices Offering of 7 Million Common Shares
CAMTECH PRECISION: Court Dismisses Case & Approves Distributions

CATALENT PHARMA: Moody's Rates $1.9BB Senior Secured Debt 'Ba3'
CCU ESCROW: Fitch Assigns 'C/RR6' Rating to $850MM Senior Notes
COLLEGE WAY: Debtor Asks Court To Extend Deadline to File Plan
COMMUNITY SHORES: Incurs $5.5 Million Net Loss in 2013
CONSTELLATION BRANDS: Fitch Affirms 'BB+' LT Issuer Default Rating

COTTONWOOD ESTATES: Secured Lender Opposes Disclosure Statement
CSMG TECHNOLOGIES: Dallas Court Confirms Exit Plan
DALLAS AREA RAPID TRANSIT: In Danger of Becoming Insolvent
DAVID BRIAN FEE: Bid for Extraordinary Writ of Mandamus Denied
DEAN FOODS: Fitch Affirms 'BB-' Issuer Default Rating

DEVONSHIRE PGA: Wants Deadline to Remove Suits Moved to June 16
DIOCESE OF HELENA: Taps Gough Shanaha as Special Counsel
DIVERSIFIED RESOURCES: Has $309K Net Loss in Jan. 31 Quarter
DUNLAP OIL: Amended Joint Plan Declared Effective
DUNLAP OIL: June 4 Hearing on Pineda Bid to Re-Value Hotel

DUNLAP OIL: Pineda REO Wants Accounting and Turnover of Cash
ECSM UTILITY: Case Summary & 20 Largest Unsecured Creditors
ENERGY FUTURE: Proposes Epiq as Claims and Notice Agent
ENERGY FUTURE: To Keep Customer Programs, Proposes Bar Date
ENERGY FUTURE: Fitch Lowers IDR to 'D' Following Chapter 11 Filing

EURAMAX INTERNATIONAL: Incurs $24.8 Million Net Loss in 2013
EVEREST HOLDINGS: Moody's Assigns B2 CFR & Rates $250MM Debt B3
EXPO NEW MEXICO: Remains "Operationally Insolvent," Audit Shows
FIRED UP: Files Schedules of Assets and Liabilities
FIRED UP: U.S. Trustee Forms 7-Member Creditors Committee

FIRST SECURITY: Incurs $45,000 Net Loss in First Quarter
GENCO SHIPPING: Amends Fiscal 2013 Form 10-K
GENELINK INC: Meeting of Creditors on May 19
GEOFFREY A. ROWE: Ch.7 Trustees Entitled to Commission-Based Fee
GLOBAL GEOPHYSICAL: Net Loss Widens to $153MM for 2013

GLYECO INC: Delays Form 10-K for 2013
GORDON PROPERTIES: Plan Disclosures Hearing Continued to May 13
GRANDPARENTS.COM INC: Daszkal Bolton Raises Going Concern Doubt
HARRIS LAND: Files Bare-Bones Chapter 11 Petition in Missouri
HEDWIN CORPORATION: Wants to Hire Mesirow Financial as Advisor

HEDWIN CORPORATION: Seven Members Appointed to Creditors Committee
HEALTHWAREHOUSE.COM INC: Delays Annual Report for 2013
HOUSTON REGIONAL: Conway MacKenzie Okayed as Financial Advisor
IMH FINANCIAL: Incurs $26.2 Million Net Loss in 2013
INTELLIPHARMACEUTICS INT'L: Shareholders Elect Six Directors

ISR GROUP: Files Bare-Bones Chapter 11 Petition in Tennessee
ISR GROUP: Case Summary & 20 Largest Unsecured Creditors
ISTAR FINANCIAL: Incurs $26.6 Million Net Loss in First Quarter
JC&H INC: Wins Confirmation of Amended Plan
JOHN HASSALL: Case Summary & 20 Largest Unsecured Creditors

KIANA PROPERTIES: Meeting of Creditors on May 19
LABORATORY PARTNERS: Can File Chapter 11 Plan Until June 23
LATTICE INC: Incurs $1 Million Loss in 2013
LBJ RE: Files for Chapter 7 in Central Florida
LDK SOLAR: Unit Signs Wafer Supply Agreement with Gintech

LEO MOTORS: Incurs $1.2 Million Net Loss in 2013
LILES OIL: Files for Chapter 11 in Central Florida
LORETTA J. HART: 4th Cir. Affirms Ruling in Favor of Bank
LYON WORKSPACE: May 12 Combined Hearing on Plan & Disclosures
M.A.R. REALTY: Court to Hear Plan Outline on May 14

MEE APPAREL: Court Okays Innovation Capital as Investment Banker
MEE APPAREL: Court Approves Cole Schotz as Bankruptcy Counsel
MGM RESORTS: Posts $108.2 Million Net Income in First Quarter
MICHAELS STORES: Posts $264 Million Net Income in Fiscal 2013
MMRGLOBAL INC: Incurs $7.6 Million Net Loss in 2013

MOMENTIVE PERFORMANCE: Names Jack Boss as Division President
MOMENTIVE PERFORMANCE: Jack Boss is Silicones President
MOUNTAIN PROVINCE: Closes C$28.24 Million Bought Deal Financing
MUNDY RANCH: Parties Object to Disclosure Statement
NAB HOLDINGS: Moody's Affirms B1 CFR & Rates $200MM Debt B1

NAVIENT LLC: Moody's Cuts CFR & Sr. Unsecured Debt Rating to Ba3
NETWORK CN: Reports $3.8 Million Net Loss for 2013
NEW LIFE INT'L: Governmental Claims Bar Date Fixed as June 30
NEW LIFE INT'L: Can Sell Surplus Equipment to Cornerstone Church
NEW LIFE INT'L: Can Sell Assets of Subsidiaries

NEW PALESTINE PLAZA: Voluntary Chapter 11 Case Summary
NEWLEAD HOLDINGS: MGP Seeks 5.3 Million Add'l Settlement Shares
NNN PARKWAY 400 26: UST Seeks Case Dismissal or Conversion
OSAGE EXPLORATION: Posts $3.8 Million Net Income in 2013
OVERSEAS SHIPHOLDING: May Enter Into Equity Commitment Agreement

OVERSEAS SHIPHOLDING: Can Hire Allen Miller as Litigation Counsel
OXYSURE SYSTEMS: Delays 2013 Form 10-K
PACIFIC GOLD: Delays 2013 Annual Report
PANACHE BEVERAGE: Widens Net Loss to $4.58-Mil. in 2013
PLATINUM PROPERTIES: Wins More Time to Decide on HQ Lease

POSITIVEID CORP: Signs Agreement for U.S. Government Contract
POSITRON CORP: Incurs $7.1 Million Net Loss in 2013
PREMIER PAVING: U.S. Trustee Withdraws Motion to Dismiss Case
PRESSURE BIOSCIENCES: Incurs $5.2 Million Net Loss in 2013
PROFESSIONAL FACILITIES: Case Summary & 20 Top Unsec. Creditors

QUANTUM CORP: Inks Sixth Amendment to Wells Fargo Credit Pact
REFLECT SCIENTIFIC: Incurs $1 Million Net Loss in 2013
RIVERWALK JACKSONVILLE: Files for Ch. 11 in Miami
ROSETTA GENOMICS: Incurs $12.8 Million Comprehensive Loss in 2013
SEAWORLD PARKS: Moody's Affirms 'B1' CFR & 'Ba3' Debt Rating

SILVERSUN TECHNOLOGIES: Posts $322,548 Net Income in 2013
SILVERSUN TECHNOLOGIES: J. Roth Holds 27.4% of Class A Shares
SOPOGY INC: Enters Into Insolvency Process
SOUTHWESTERN STEEL: Case Summary & 20 Largest Unsecured Creditors
SUN VALLEY MOTOR: Case Summary & 5 Unsecured Creditors

SUNNYSLOPE HOUSING: Appeals Court Rules on Receiver's Immunity
SUNVALLEY SOLAR: Delays Form 10-K for 2013
SUZETTE WOODWARD: Nebraska Judge Rejects Third Amended Plan
TASC INC: Moody's Affirms 'B3' Corp. Family Rating; Outlook Neg.
TONGJI HEALTHCARE: Incurs $729,600 Net Loss in 2013

UNILAVA CORP: Delays Form 10-K for 2013
WALKER LAND: Court Approves Silver Spring as Accountant
WALKER LAND: Hires Galusha Higgins as Auditor

* BOOK REVIEW: FROM INDUSTRY TO ALCHEMY: Burgmaster,
               A Machine Tool Company


                             *********


250 AZ: Hearing on RREF Plan Objection Continued to May 22
----------------------------------------------------------
U.S. Bankruptcy Judge Eileen Hollowell granted the request of
RREF II DFC Acquisitions LLC to continue the evidentiary hearing
on its objection to confirmation of 250 AZ, LLC's proposed plan to
exit bankruptcy.

In her order, Judge Hollowell vacated the hearing set for May 7,
and set a continued evidentiary hearing for May 22.

RREF previously objected to the restructuring plan, saying it
continues the scheme initiated by the previous owner of the
company's collateral to avoid foreclosure of a short-term debt,
which was commenced prior to the transfer of the property to 250
AZ before the bankruptcy filing.

RREF had said the repurchase contract held by the prior owner
would enable him to recover the property without payment of real
consideration since the plan proposes to assume all executory
contracts.

                        About 250 AZ, LLC

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

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

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


6701-6749 E. 50TH: Case Summary & 8 Unsecured Creditors
-------------------------------------------------------
Debtor: 6701-6749 E. 50th Avenue LLC
        6701-B E. 50th Avenue
        Commerce City, CO 80022

Case No.: 14-15831

Chapter 11 Petition Date: April 30, 2014

Court: United States Bankruptcy Court
       District of Colorado (Denver)

Judge: Hon. Howard R Tallman

Debtor's Counsel: Caroline C. Fuller, Esq.
                  FAIRFIELD AND WOODS, P.C.
                  1801 California St., Ste. 2600
                  Denver, CO 80202
                  Tel: 303-830-2400
                  Fax: 303-830-1033
                  Email: cfuller@fwlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Harry Shaw, manager.

A list of the Debtor's eight largest unsecured creditors is
available for free at http://bankrupt.com/misc/cob14-15831.pdf


AEROVISION HOLDINGS: Wants Plan Filing Deadline Moved to July 29
----------------------------------------------------------------
Aerovision Holdings 1 Corp. asked U.S. Bankruptcy Judge Paul Hyman
to extend the period of time during which it alone holds the right
to file a bankruptcy plan.

The company wants to extend its exclusive right to submit a plan
in bankruptcy court to July 29, and solicit creditors' votes to
Sept. 29, according to a court filing.

Aerovision's lawyer, Craig Kelley, Esq., at Kelley & Fulton P.L.,
in West Palm Beach, Florida, said the proposed extension is
"reasonable" given the company's progress in its restructuring.

Aerovision recently settled a dispute with its creditor i3
Aircraft Holdings LLC, which took over seven months to complete in
courts.  The company is currently in talks with another group of
creditors including Tiger Aircraft Corp., the outcome of which
will be of "paramount importance" to its bankruptcy plan,
according to the filing.
                      About Aerovision Holdings

Aerovision Holdings 1 Corp. filed a Chapter 11 petition (Bankr.
S.D. Fla. Case No. 13-24624) on June 21, 2013, in its home-town in
West Palm Beach, Florida.  Mark Daniels signed the petition as
president.  The Debtor estimated assets in excess of $10 million
and liabilities of $1 million to $10 million.  Craig I. Kelley,
Esq., at Kelley & Fulton, PL, serves as the Debtor's counsel.


ALBAUGH INC: Moody's Assigns 'B1' Corporate Family Rating
---------------------------------------------------------
Moody's Investors Service has assigned a corporate family rating
(CFR) of B1 and a probability of default rating (PDR) of B1-PD to
Albaugh, Inc (Albaugh). The outlook on the ratings is stable.
Concurrently, Moody's has also assigned a B1 rating to Albaugh's
proposed $400 million first-lien senior secured credit agreement,
which consists of a $100 million revolving credit facility (RCF)
due 2019 and a $300 million term loan B facility due 2021. Moody's
understands that the proceeds of the proposed credit agreement
will be used to refinance existing indebtedness and general
corporate purposes. This is the first time that Moody's has
assigned ratings to Albaugh, and all ratings are subject to the
receipt of final debt documentation.

"Albaugh's B1 CFR primarily reflects the company's narrow product
portfolio of generic herbicides and the fact that glyphosate-based
products continue to account for nearly half of its sales," says
Anthony Hill, a Moody's Vice President -- Senior Analyst and lead
analyst for Albaugh. "The high sales concentration in glyphosate-
based products potentially leaves the company susceptible to
volatility in EBITDA and cash generation."

Assignments:

Issuer: Albaugh Inc.

Probability of Default Rating, Assigned B1-PD

Corporate Family Rating, Assigned B1

$100 million Senior Secured Bank Credit Facility, Assigned B1
LGD3, 42%

$300 million Senior Secured Bank Credit Facility, Assigned B1
LGD3, 42%

Rating Rationale

Albaugh's B1 CFR reflects the company's limited product diversity
and scale. Albaugh primarily sells generic, crop protection
chemical products to the North and South American markets.
Glyphosate, which is an herbicide applied to large commodity row
crops such as corn and soy, accounted for approximately 50% of the
company's financial year-end (FYE) December 2013 revenues.
Albaugh's operations are concentrated in North and South America,
with significant exposure to the US, Brazil and Argentina. Its
large asset concentration in Argentina is a concern due to
unpredictable government policies.

The B1 CFR also reflects Albaugh's good credit metrics, adequate
liquidity and the relatively stable market for agricultural
chemicals. Moody's also believes that the market for agricultural
chemicals has good growth potential due to global population
growth, increasing food consumption, and need for crop yield
improvements. Additionally, Albaugh's facilities are strategically
placed to realize cost savings from the receipt and delivery of
raw materials and finished products, with a couple of facilities
well integrated vertically. Despite separate product registration
processes in most countries, which is a barrier to entry, the
market for generic herbicides is fairly competitive. Moody's
believes that Albaugh has a sizable and sustainable market
position in the Americas. However, it competes against larger and
better-capitalized companies such as Monsanto (A1 stable), BASF
(A1 stable), DuPont (A2 stable) and Dow Chemical Company (Baa2
stable), as well as emerging regional players that are expanding
into the Americas such as Nufarm Limited (Ba2 negative).

Albaugh has an adequate liquidity profile primarily supported by
the proposed $100 million RCF. Moody's understands that the
company may draw up to $20 million of the RCF at the close of the
proposed offering for working capital needs. Additionally, Moody's
expects the company to hold approximately $35 million of cash on
hand at FYE December 2014. Moody's anticipates the company will
generate negative free cash flow (FCF) for FYE December 2014
largely due to one-time investment in working capital; however,
Moody's projects FCF to turn positive within the company's 2015
fiscal year. Moody's expects capital expenditures will be less
than $35 million per year over the next three years. Moody's
understands that the term loan B facility will annually require
prepayment of 50% of excess cash flow (excess cash flow sweep).

Applying Moody's Loss Given Default (LGD) methodology, the PDR is
equal to the CFR. This is based on a 50% recovery rate. This is
primarily due to Moody's assessment of the underlying value of the
assets included as security against the proposed senior secured
credit agreement. Also in accordance with the LGD methodology, the
RCF and first-lien senior secured credit agreement are rated B1,
at the same level as the B1 CFR. While the credit agreement
benefits from a first-lien security package, a good proportion of
assets are not part of the collateral, including the Argentine
facilities.

The stable outlook reflects Moody's expectation that Albaugh will
maintain a Moody's-adjusted EBITDA margin of greater than 8%, and
generate positive free cash flow (FCF) over the next 18 months.

Given Albaugh significant exposure to the highly competitive
commodity herbicide marketplace, Moody's does not expect upward
pressure on Albaugh's rating over the coming years. However, an
upgrade would be considered if the company is able to (1) maintain
an EBITDA margin around 13%; (2) generate a sustained positive
FCF/debt ratio of around 10%; and (3) improve its leverage profile
such that its debt/EBITDA ratio is solidly below 3.0x, all on a
Moody's-adjusted basis.

Conversely, pressure to downgrade the ratings would emerge if
Albaugh's liquidity profile and credit metrics deteriorate because
of a weakening of its operational performance or acquisitions.
Quantitatively, Moody's would consider downgrading Albaugh's
rating if (1) its EBITDA margin falls sustainably below 7.5%; or
(2) its FCF turns sustainably negative; or (3) its debt/EBITDA
ratio rises towards 4.5x, all on a Moody's-adjusted basis.

Headquartered in Iowa, US, Albaugh, Inc. is a privately held
manufacturer of generic herbicides, fungicides, insecticides and
seed treatments. For financial year-end December 2013 the company
generated revenue and Moody's-adjusted EBITDA of approximately
$1.2 billion and $99 million, respectively.


AMERICAN LOCKER: Travis Wolff LLP Raises Going Concern Doubt
------------------------------------------------------------
American Locker Group Incorporated reported a net loss of $2.82
million on $14.63 million of net sales in 2013, compared with a
net loss of $614,578 on $13.68 million of net sales in 2012.

Travis Wolff, LLP, expressed substantial doubt about the Company's
ability to continue as a going concern, citing that the Company
has experienced recurring losses from operations and has a working
capital deficiency.

The Company's balance sheet at Dec. 31, 2013, showed $8.96 million
in total assets, $8.03 million in total liabilities, and
stockholders' equity of $925,544.

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

                       http://is.gd/Ca14tf

                    About American Locker Group

American Locker Group Incorporated (ALGI.PK) --
http://www.americanlocker.com/, http://www.canadianlocker.com;
and http://www.securitymanufacturing.com-- is known for its
proven reliability, durability and customer service.  American
Locker is the only locker company to operate a dedicated center to
provide prompt and reliable service to their customers.  American
Locker is used by thousands of water parks, theme parks, ski
resorts, retailers, law enforcement agencies, and health club
operators around the world.


AMERIFLO INC: Case Summary & 18 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Ameriflo, Inc.
        478 Gradle Dr
        Carmel, IN 46032

Case No.: 14-03975

Chapter 11 Petition Date: April 30, 2014

Court: United States Bankruptcy Court
       Southern District of Indiana (Indianapolis)

Judge: Hon. Robyn L. Moberly

Debtor's Counsel: KC Cohen, Esq.
                  KC COHEN, LAWYER, PC
                  151 N Delaware St Ste 1104
                  Indianapolis, IN 46204
                  Tel: 317-715-1845
                  Fax: 317-916-0406
                  Email: kc@esoft-legal.com

Total Assets: $838,390

Total Liabilities: $1.68 million

The petition was signed by James A Voege, president.

A list of the Debtor's 18 largest unsecured creditors is available
for free at http://bankrupt.com/misc/insb14-3975.pdf


API TECHNOLOGIES: Terminates Effectiveness of 6MM Prospectus
------------------------------------------------------------
API Technologies Corp. filed a registration statement on Form S-3,
as amended on June 8, 2012, to register 6,194,513 shares of the
Company's common stock, par value $0.001 per share, issuable upon
conversion of the Company's Series A Mandatorily Redeemable
Preferred Stock, including upon the conversion of dividends paid
in kind on the Series A Preferred Stock.  On March 21, 2014, the
Company redeemed all shares of the Series A Preferred Stock, which
shares were returned to authorized but undesignated shares of the
Company's preferred stock.

Pursuant to the undertaking made by the Company in the
Registration Statement to remove from registration by means of a
post-effective amendment any of the securities being registered
that remain unsold at the termination of the offering, the Company
filed a Post-Effective Amendment No. 1 to the Registration
Statement to terminate the effectiveness of that Registration
Statement and to deregister all shares of Common Stock registered
thereunder that remain unsold as of March 28, 2014.

                       About API Technologies

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

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

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

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

                           *     *     *

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

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

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


ATLANTIC & PACIFIC: Ruling Against N. Providence Affirmed
---------------------------------------------------------
District Judge Cathy Seibel affirmed the Bankruptcy Court's
September 26, 2011 bench ruling and its March 8, 2012 and June 21,
2013 Orders granting the motion for summary judgment of The Great
Atlantic & Pacific Tea Company, Inc.; and denying N. Providence
LLC's motion for summary judgment in an adversary proceeding
commenced by NP.  The Bankruptcy Court held that under the lease
between the parties, A&P was not liable for payments during a
period when NP was in breach, including payments of taxes for the
third quarter of 2011.

NP as landlord and A&P as tenant are parties to a 20-year lease
dated June 26, 2007, and amended October 23, 2009, for a shopping
center located in New Providence, New Jersey.  Under the terms of
the Lease, A&P promised to construct a new facility for itself in
the shopping center, and NP agreed to pay A&P a construction
allowance for the completion of the work.

The case before the District Court is, N. PROVIDENCE, LLC,
Appellant, v. THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC.,
Appellee, No. 13-CV-5588 (CS)(S.D.N.Y.).

A copy of the Court's April 28, 2014 Opinion and Order is
available at http://is.gd/jQaWoBfrom Leagle.com.

N. Providence is represented by:

     Jessie Christine Basner, Esq.
     Jonathan D. Clemente, Esq.
     Andrea Kitzis Smith, Esq.
     CLEMENTE MUELLER, P.A.
     Post Office Box 1296
     Morristown, NJ 07962-1296
     Tel: 973-455-8008 Ext. 7801
     Fax: 973-455-8118
     Email: jbasner@cm-legal.com
            jclemente@cm-legal.com
            akitzismith@cm-legal.com

                  About Atlantic and Pacific

Funded in 1859, The Great Atlantic and Pacific Tea Company, Inc.
(A&P), headquartered in Montvale, N.J., is a supermarket chain
operating 301 supermarkets under the A&P, The Food Emporium,
Pathmark, Superfresh, Waldbaums and Foodbasics banners and 18
liquor stores in the Northeast US concentrated in the New York /
New Jersey / Pennsylvania markets.  The company's annual sales are
about $5.8 billion.

A&P and its affiliates filed Chapter 11 petitions (Bankr. S.D.N.Y.
Case No. 10-24549) on Dec. 12, 2010, in White Plains, New York.
Before filing for bankruptcy in 2010, A&P operated 429 stores in
eight states and the District of Columbia under the following
trade names: A&P, Waldbaum's, Pathmark, Pathmark Sav-a-Center,
Best Cellars, The Food Emporium, Super Foodmart, Super Fresh and
Food Basics.  A&P had 41,000 employees prior to the bankruptcy
filing.

In its petition, A&P reported total assets of $2.5 billion and
liabilities of $3.2 billion as of Sept. 11, 2010.

Paul M. Basta, Esq., James H.M. Sprayregen, Esq., and Ray C.
Schrock, Esq., at Kirkland & Ellis, LLP, in New York, and James J.
Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois,
served as counsel to the Debtors.  Kurtzman Carson Consultants LLC
acted as the claims and notice agent.  Lazard Freres & Co. LLC
served as the financial advisor.  Huron Consulting Group served as
management consultant.  Dennis F. Dunne, Esq., Matthew S. Barr,
Esq., and Abhilash M. Raval, Esq., at Milbank, Tweed, Hadley &
McCloy LLP, represented the Official Committee of Unsecured
Creditors.

The Bankruptcy Court entered an order Feb. 27, 2012, confirming a
First Amended Joint Plan of Reorganization filed Feb. 17, 2012.
A&P consummated its financial restructuring and emerged from
Chapter 11 as a privately held company in March 2012.

A&P sold or closed stores during the bankruptcy proceedings.  It
emerged from bankruptcy with 320 supermarkets.  Among others, A&P
sold 12 Super-Fresh stores in the Baltimore-Washington area for
$37.83 million, plus the value of inventory.  Thirteen other
locations didn't attract buyers at auction and were closed mid-
July 2011.

Mount Kellett Capital Management LP, The Yucaipa Companies LLC and
investment funds managed by Goldman Sachs Asset Management, L.P.,
provided $490 million in debt and equity financing to sponsor
A&P's reorganization plan and complete its balance sheet
restructuring.  JP Morgan and Credit Suisse arranged a
$645 million exit financing facility.

                           *     *     *

In April 2014, Standard & Poor's Ratings Services revised its
outlook on Montvale, N.J.-based The Great Atlantic & Pacific Tea
Co. (A&P) to developing from negative.  At the same time, S&P
affirmed all ratings, including the 'CCC' corporate credit rating.
The 'CCC' corporate credit rating reflects S&P's view that the
company's overall profits may still be vulnerable to continued
sales declines over the next year, which could strain the
company's liquidity.  S&P also view the company's financial risk
profile as "highly leveraged" and business risk profile as
"vulnerable."

In February 2014, Moody's Investors Service affirmed the company's
Caa2 corporate family rating and Caa2-PD probability of default
rating.  The Caa2 corporate family rating reflects A&P's weak
operating performance, very weak credit metrics and Moody's
opinion that A&P's cash interest coverage and free cash flow will
remain weak over the next year.


ATLANTIC COAST: Posts $206,000 Net Income in First Quarter
----------------------------------------------------------
Atlantic Coast Financial Corporation reported net income of
$206,000 on $6.92 million of total interest and dividend income
for the three months ended March 31, 2014, as compared with a net
loss of $2.03 million on $7.53 million of total interest and
dividend income for the same period in 2013.

The Company's balance sheet at March 31, 2014, showed $708.75
million in total assets, $640.55 million in total liabiities and
$68.20 million in total stockholders' equity.

Commenting on the first quarter, John K. Stephens, Jr., president
and chief executive officer, said, "Following a busy end to 2013,
highlighted by the successful completion of our capital raise, as
well as the steps we took to arrange the disposition of a
significant portion of our nonperforming assets, we entered the
new year with a much stronger financial foundation and greater
enthusiasm for the growth prospects of our company.  Just one
quarter into the year, that optimism has proven to be well
founded, as Atlantic Coast returned to profitability in the first
quarter of 2014.  Moreover, the strategic initiatives undertaken
at the end of 2013 to improve asset quality already have begun to
produce other tangible results on a linked-quarter basis,
including a continued decline in nonperforming loans, and further
reductions in the provision for portfolio loan losses and net
charge-offs.  At the same time, our allowance for portfolio loan
losses remains at a strong level relative to our remaining
nonperforming loans."

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

                         http://is.gd/f0fC1l

                        About Atlantic Coast

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

Atlantic Coast reported a net loss of $11.40 million on $28.83
million of total interest and dividend income for the year ended
Dec. 31, 2013, as compared with a net loss of $6.66 million on
$33.50 million of total interest and dividend income for the year
ended Dec. 31, 2012.  The Company incurred a net loss of $10.28
million in 2011.


AXION INTERNATIONAL: Widens Net Loss to $24-Mil. in 2013
--------------------------------------------------------
AXION International Holdings, Inc., reported a net loss of $24.19
million on $6.63 million of revenue in 2013, compared to a net
loss of $5.43 million on $5.34 million of revenue in 2012.

Following the 2013 results, BDO USA, LLP, expressed substantial
doubt about the Company's ability to continue as a going concern,
citing that the Company has suffered recurring losses from
operations and has working capital and net capital deficiencies.
BDO USA, LLP also issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31,
2012.

The Company's balance sheet at Dec. 31, 2013, showed $16 million
in total assets, $38.05 million in total liabilities, total
temporary equity of $6.72 million, and a stockholders' deficit of
$28.77 million.

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

                       http://is.gd/2KFCVS

                    About Axion International

New Providence, N.J.-based Axion International Holdings, Inc. (OTC
BB: AXIH) - http://www.axionintl.com/-- is the exclusive licensee
of patented and patent-pending technologies developed for the
production of structural plastic products such as railroad
crossties, pilings, I-beams, T-Beams, and various size boards
including a tongue and groove design that are utilized in multiple
engineered design solutions such as rail track, rail and tank
bridges (heavy load), pedestrian/park and recreation bridges,
marinas, boardwalks and bulk heading to name a few.


BETSEY JOHNSON: Obtains Order Confirming Plan of Liquidation
------------------------------------------------------------
Women's fashion retailer Betsey Johnson LLC won a bankruptcy
judge's approval of a plan to exit bankruptcy protection.

The plan, which calls for the liquidation of the company, was
confirmed on April 9 by Judge Robert Grossman of the U.S.
Bankruptcy Court for the Southern District of New York.

Under the liquidating plan, Steven Madden Ltd., which has a
secured claim of $3.4 million, will recover 46% of its claim.
General unsecured creditors with claims estimated at $15.8 million
to $19 million will recover 3.4% to 4%.

Meanwhile, holders of interests are not expected to receive any
distributions as total allowed claims are expected to be greater
than total assets.  The confirmation order is available for free
at http://is.gd/GD7WcW

The confirmation came three months after Judge Grossman approved
the company's so-called disclosure statement explaining its
liquidating plan.  The plan was accepted by both of the voting
classes and at least one impaired class of claims voted in favor
of the plan.

On April 3, Betsey Johnson filed a revised plan but the revisions
constitute "non-material or technical changes" and "do not
materially adversely" affect the treatment of any claim or
interest under the plan, according to court filings.  A copy of
the latest version of the plan can be accessed for free at
http://is.gd/knbeue

                       About Betsey Johnson

New York-based women's fashion retailer Betsey Johnson LLC filed a
Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 12-11732)
on April 26, 2012, to effectuate a sale of its assets.

Formed as B.J. Vines by its namesake, iconic fashion designer
Betsey Johnson in 1978, the Debtor sells clothing, footwear,
handbags and a signature fragrance through 63 Betsey Johnson
retail stores and outlets in the U.S.  The Company, which has 400
employees, also sells its products in department and specialty
stores worldwide, including Macy's and Lord & Taylor, and online
at http://www.betseyjohnson.com/ Non-debtor subsidiaries operate
five stores in Canada and one store in England.

In 2010, Steven Madden Ltd. a footwear designer and marketer,
swapped US$27.4 million of secured debt for ownership of Betsey
Johnson's trademarks and intellectual property.  The deal
satisfied all outstanding debt under a US$50 million term loan
used to finance the business' acquisition by Castanea Partners.
At the same time, Castanea, the company's majority owner, made a
new capital investment of US$3 million as part of the deal with
Madden.

Betsey Johnson estimated assets and debts of US$10 million to
US$50 million as of the Chapter 11 filing.

The Debtor tapped the law firm of Goulston & Storrs, as counsel;
Togut, Segal & Segal, LLP, as co-counsel; and Donlin Recano &
Company as claims and notice agent.  The petition was signed by
Jonathan Friedman, chief financial officer.

Hahn & Hessen LLP serves as the Official Committee of Unsecured
Creditors' counsel.

In May 2012, Betsey Johnson received court approval to begin
liquidation after the Debtor failed to attract going concern
bidders.  Liquidators Gordon Brothers Group Inc. and Hilco
Merchant Resources LLC offered the top bid for the right to run
the chain's going-out-of-business sales.  The bid will bring the
Debtor about $5.2 million immediately, and more money could
trickle in to pay off its debts if the liquidation effort brings
in more money than expected.

Hilco is represented by Chris L. Dickerson, Esq., at DLA Piper
LLP (US).  Counsel for Steven Madden, Ltd., is Neil Herman, Esq.,
at Morgan, Lewis & Bockius LLP.  Counsel for First Niagara
Commercial Finance, Inc., the DIP Lender, is James C. Fox, Esq.,
at Ruberto, Israel & Weiner.

Judge Robert E. Grosman has scheduled a confirmation hearing on
Betsey Johnson LLC's Chapter 11 plan of liquidation to commence on
April 8, 2014, at 10:00 a.m. (Prevailing Eastern Time).  The judge
set April 1, 2014, at 5:00 p.m., as the deadline for submitting
objections to confirmation of the Plan.


BETSEY JOHNSON: Receives Green Light to Sell Claims to Bowery
-------------------------------------------------------------
Betsey Johnson LLC received court approval to sell its claims
asserted in a class action case against Visa U.S.A. Inc.
and MasterCard International Inc.

The claims are on account of the interchanged fees paid by the
women's fashion retailer to Visa and MasterCard.  Betsey is
eligible to receive a payment for the fees from the $6.05 billion
settlement fund that was established and approved by the court
overseeing the class action case.

The case filed in 2005 alleged that Visa and MasterCard unlawfully
fixed the price of "interchange fees" and other fees charged to
merchants for transactions that were processed through their
networks.

Under the purchase agreement, Betsey will sell its right, title
and interest in and to any recovery in the litigation to Bowery
Opportunity Fund L.P. for $85,000.  It will be sold "free and
clear of liens, claims, interests and encumbrances," according to
the court order signed by Judge Robert Grossman of the U.S.
Bankruptcy Court for the Southern District of New York.

A full-text copy of the asset purchase agreement is available
without charge at http://is.gd/a5F47a


BIOFUEL ENERGY: Board Declares Dividend on Preferred Shares
-----------------------------------------------------------
The Board of Directors of BioFuel Energy Corp. declared a dividend
of one preferred share purchase right for each outstanding share
of common stock, par value $0.01 per share, of the Company, to
purchase from the Company one one-thousandth of a share of Series
B Junior Participating Preferred Stock, par value $0.01 per share,
of the Company at a price of $13.50 per one one-thousandth of a
share of Preferred Stock, subject to adjustment as provided in the
Rights Agreement.  The dividend is payable to stockholders of
record at the close of business on April 7, 2014.

The Board adopted the Rights Agreement to protect the Company from
a possible limitation on the Company's ability to use its net
operating loss carryforwards and other future tax benefits, which
may be used to reduce potential future income tax obligations.
The Company has experienced substantial operating losses, and
under the Internal Revenue Code of 1986, as amended, and rules
promulgated thereunder, the Company may "carry forward" these NOLs
and other future tax benefits in certain circumstances to offset
current and future earnings and thus reduce the Company's income
tax liability, subject to certain requirements and restrictions.
To the extent that the NOLs do not otherwise become limited, the
Company believes that it will be able to carry forward a
significant amount of NOLs, and therefore these NOLs could be a
substantial asset to the Company.  However, if the Company
experiences an "ownership change", as defined in Section 382 of
the Code, the Company's ability to use its NOLs and other future
tax benefits will be substantially limited.  Generally, an
ownership change would occur if the Company's shareholders who
own, or are deemed to own, 5 percent or more of the Company's
Common Stock increase their collective ownership in the Company by
more than 50 percent over a rolling three-year period.

Additional information is available for free at:

                         http://is.gd/pBaaOc

                        About Biofuel Energy

Denver, Colo.-based BioFuel Energy Corp. (Nasdaq: BIOF) --
http://www.bfenergy.com/-- aims to become a leading ethanol
producer in the United States by acquiring, developing, owning and
operating ethanol production facilities.  It currently has two
115 million gallons per year ethanol plants in the Midwestern corn
belt.

Biofuel Energy disclosed a net loss of $46.32 million on $463.28
million of net sales for the year ended Dec. 31, 2012, as compared
with a net loss of $10.36 million on $653.07 million of net sales
during the prior year.  The Company's balance sheet at Sept. 30,
2013, showed $233.47 million in total assets, $193.01 million in
total liabilities and $40.45 million in total equity.

Grant Thornton LLP, in Denver, Colorado, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2012.  The independent auditors noted that
the Company incurred a net loss of $46.3 million during the year
ended Dec. 31, 2012, is in default under the terms of the Senior
Debt Facility, and has ceased operations at its Fairmont ethanol
facility.  These conditions, among other matters, raise
substantial doubt about the Company's ability to continue as a
going concern.

                        Bankruptcy Warning

"Although the Company intends to diligently explore and pursue any
number of strategic alternatives, we cannot assure you that it
will be able to do so on terms acceptable to the Company or to the
lenders under the Senior Debt Facility, if at all.  In addition,
in either the case of a transfer of the assets of the Operating
Subsidiaries to the lenders under the Senior Debt Facility or a
sale of one or both of our plants ...  we cannot assure you as to
what value, if any, may be derived for shareholders of the Company
from such transfer or sale.  The lenders under the Senior Debt
Facility could also elect to exercise their remedies under the
Senior Debt Facility and take possession of their collateral,
which could require us to seek relief through a filing under the
U.S. Bankruptcy Code," according to the Company's annual report
for the year ended Dec. 31, 2012.


BIOFUEL ENERGY: Receives Non-Binding Acquisition Proposal
---------------------------------------------------------
Biofuel Energy Corp. has received a preliminary non-binding
proposal from Greenlight Capital, Inc., and James R. Brickman for
a possible transaction pursuant to which one or more newly-formed,
wholly owned subsidiaries of the Company would acquire all of the
equity interests of JBGL Capital, LP, and JBGL Builder Finance,
LLC, and their direct and indirect subsidiaries.  JBGL is a series
of real estate entities involved in the purchase and development
of land for residential purposes, construction lending and home
building operations.  JBGL is currently owned and controlled by
Greenlight and Brickman.

In response to the Proposal, the board of directors of the Company
will establish a special committee consisting of independent
directors to evaluate the Proposal and alternatives for the
Company.  The special committee will be authorized to retain
independent financial, legal and other advisors.

There can be no assurance that the Proposal or any other
transaction will be approved or completed.  No further public
disclosure regarding the Proposal is expected to be made until the
special committee has completed its deliberations and provided the
Board with its recommendation in respect of the Proposal.

David Einhorn, Greenlight Capital, Inc., et al., disclosed that as
of March 28, 2014, they beneficially owned 2,212,030 shares of
common stock of Biofuel Energy Corp. representing 35.5 percent of
the shares outstanding.  A copy of the regulatory filing is
available for free at http://is.gd/EmB3mj

A copy of the Preliminary Non-Binding Proposal is available for
free at http://is.gd/rcX4B6

                       About Biofuel Energy

Denver, Colo.-based BioFuel Energy Corp. (Nasdaq: BIOF) --
http://www.bfenergy.com/-- aims to become a leading ethanol
producer in the United States by acquiring, developing, owning and
operating ethanol production facilities.  It currently has two
115 million gallons per year ethanol plants in the Midwestern corn
belt.

Biofuel Energy disclosed a net loss of $46.32 million on $463.28
million of net sales for the year ended Dec. 31, 2012, as compared
with a net loss of $10.36 million on $653.07 million of net sales
during the prior year.  The Company's balance sheet at Sept. 30,
2013, showed $233.47 million in total assets, $193.01 million in
total liabilities and $40.45 million in total equity.

Grant Thornton LLP, in Denver, Colorado, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2012.  The independent auditors noted that
the Company incurred a net loss of $46.3 million during the year
ended Dec. 31, 2012, is in default under the terms of the Senior
Debt Facility, and has ceased operations at its Fairmont ethanol
facility.  These conditions, among other matters, raise
substantial doubt about the Company's ability to continue as a
going concern.

                        Bankruptcy Warning

"Although the Company intends to diligently explore and pursue any
number of strategic alternatives, we cannot assure you that it
will be able to do so on terms acceptable to the Company or to the
lenders under the Senior Debt Facility, if at all.  In addition,
in either the case of a transfer of the assets of the Operating
Subsidiaries to the lenders under the Senior Debt Facility or a
sale of one or both of our plants ...  we cannot assure you as to
what value, if any, may be derived for shareholders of the Company
from such transfer or sale.  The lenders under the Senior Debt
Facility could also elect to exercise their remedies under the
Senior Debt Facility and take possession of their collateral,
which could require us to seek relief through a filing under the
U.S. Bankruptcy Code," according to the Company's annual report
for the year ended Dec. 31, 2012.


BRENDA'S RENTALS: Court Rejects Bid for Chapter 11 Trustee
----------------------------------------------------------
Bankruptcy Judge C. Michael Stilson denied the request of Alabama
One Credit Union to appoint a trustee for each of the Chapter 11
estates of (i) Brenda's Rentals, L.L.C., and (ii) Jerry Allen
Griffin and Brenda Hunter Griffin.  The Court granted the Credit
Union's request for appointment of a trustee in the Chapter 11
case of Jerry's Enterprises, Inc.

The Court declined to rule on the Credit Union's alternative
request to terminate the Debtors' exclusivity periods to file and
solicit acceptances of a plan of reorganization.  The Court said
there's a pending Motion to Extend the Exclusivity Period in
Brenda's and the Griffins' bankruptcy cases.  Any issues related
to the exclusivity period will be dealt with in the resolution of
that motion.  The alternative relief requested is moot as to
Jerry's because the exclusivity period has ended and no motion to
extend has been filed.

A copy of the Court's April 28, 2014 Memorandum Opinion is
available at http://is.gd/RWFI6kfrom Leagle.com.

Brenda's Rentals, LLC filed for Chapter 11 bankruptcy (Bankr. N.D.
Ala. Case No. 13-72305) on Nov. 14, 2013, listing under $1 million
in both assets and debts.  A copy of the petition is available at
http://bankrupt.com/misc/alnb13-72305.pdf

Jerry's Enterprises, Inc., filed for Chapter 11 bankruptcy (Bankr.
N.D. Ala. Case No. 13-72306) on Nov. 14, 2013, listing under $1
million in both assets and debts.  A copy of the petition is
available at http://bankrupt.com/misc/alnb13-72306.pdf

Jerry Griffin filed for Chapter 11 bankruptcy (Bankr. N.D. Ala.
Case No. 13-72307) on Nov. 14, 2013.

The law firm of Lewis, Smyth & Winter, P.C., led by Mary Lane L.
Falkner, Esq., filed all three bankruptcy petitions and sought
employment as bankruptcy counsel for all three debtors as well as
employment as special counsel to pursue a lawsuit pending against
Alabama One Credit Union and various other defendants in state
court.  The Credit Union objected to the firm's employment.  The
court agreed with the Credit Union insofar as the same law firm
could not represent all three debtors because all of the debtors
are closely related and the likelihood of one debtor having to
recover preferences and/or fraudulent transfers from another
debtor was too great.  The hearing on the applications to employ
were continued numerous times in order to find new bankruptcy
counsel for all three debtors.

The Credit Union on Feb. 25, 2014, filed the Motion for
Appointment of Chapter 11 Trustee.

On March 11, 2014, the Application to Employ filed by the law firm
of Newell & Holden was approved and that firm became bankruptcy
counsel for Brenda's.

On March 13, 2014, the Application to Employ filed by the law firm
of Rosen Harwood, P.C. was approved and that law firm became
bankruptcy counsel for the Griffins.

Jerry's is still without bankruptcy counsel.

On March 18, 2014, the Application to Employ filed by the law firm
Lewis, Smyth & Winter P.C., was approved over the Credit Union's
objection and the firm became special counsel for both Brenda's
and the Griffins for the purpose of pursing the lawsuit against
the Credit Union.  The Credit Union argued at the hearing that the
lawsuit should be handled solely by bankruptcy counsel as it
involved the relationship between the debtors and their largest
creditor. The court disagreed because the lawsuit was pending
prior to the bankruptcy petition and was filed pursuant to state
law, i.e., was completely independent of the bankruptcy code.


BROADWAY FINANCIAL: Amends 17.9 Million Shares Resale Prospectus
----------------------------------------------------------------
Broadway Financial Corporation filed an amended Form S-1
registration statement relating solely to the resale or other
disposition by BBCN Bancorp, Inc., Butterfield Trust (Bermuda)
Limited, Cathay General Bancorp, Inc., et al., of up to 17,956,700
shares of common stock.

The selling stockholders may sell, transfer or otherwise dispose
of any or all of their shares of common stock from time to time on
any stock exchange, market or trading facility on which the shares
are traded or in private transactions.

The Company is not offering any shares of common stock for sale
pursuant to this prospectus and the Company will not receive any
of the proceeds from sales of the shares covered hereby.

The Company's common stock is currently traded on the NASDAQ
Capital Market under the symbol "BYFC."  On April 16, 2014, the
closing sale price for the Company's common stock as reported by
the NASDAQ Capital Market was $1.25 per share.

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

                        http://is.gd/hFJShG

                      About Broadway Financial

Los Angeles, Calif.-based Broadway Financial Corporation was
incorporated under Delaware law in 1995 for the purpose of
acquiring and holding all of the outstanding capital stock of
Broadway Federal Savings and Loan Association as part of the
Bank's conversion from a federally chartered mutual savings
association to a federally chartered stock savings bank.  In
connection with the conversion, the Bank's name was changed to
Broadway Federal Bank, f.s.b.  The conversion was completed, and
the Bank became a wholly owned subsidiary of the Company, in
January 1996.

The Company is currently regulated by the Board of Governors of
the Federal Reserve System.  The Bank is currently regulated by
the Office of the Comptroller of the Currency and the Federal
Deposit Insurance Corporation.

Broadway Financial reported a loss allocable to common
stockholders of $1.08 million in 2013, a loss allocable to common
stockholders of $693,000 in 2012 and a net loss available to
common shareholders of $15.36 million in 2011.  As of Dec. 31,
2013, the Company had $332.48 million in total assets, $306.89
million in total liabilities and $25.59 million in total
stockholders' equity.


BUFFALO PARK: Judge Vacates May 14 Plan Confirmation Hearing
------------------------------------------------------------
U.S. Bankruptcy Judge Howard Tallman on April 25 issued an order
rescheduling the hearing dates and deadlines regarding the Chapter
11 plan of reorganization proposed by the owners of Buffalo Park
Development Properties Inc.

Pursuant to the court order, the May 14 hearing on the
confirmation of Ronald and Carol Lewis' restructuring plan is
vacated.  Judge Tallman will hold instead a status conference on
May 14 to reschedule the confirmation hearing and set a deadline
for the filing of a further amended plan.

The bankruptcy judge will also hold a status conference on May 14
to set a hearing on the adequacy of Buffalo Park's disclosure
statement and, if possible, schedule a hearing on the confirmation
of the company's liquidation plan.

         About Buffalo Park Development Properties

Buffalo Park Development Properties, Inc., filed a Chapter 11
petition (Bankr. D. Colo. Case No. 13-17669) on May 7, 2013.
Ronald P. Lewis signed the petition as owner and CEO.  Buffalo
Park disclosed $20,777,601 assets and $11,294,567 liabilities in
its schedules.  Robert Padjen, Esq., at Laufer and Padjen LLC
serves as counsel to Buffalo Park. Judge Elizabeth E. Brown
presides over the case.

Formed in 1964, Buffalo Park is a real estate development,
construction, management and sales business.  It has developed and
sold numerous subdivisions and currently has several land
developments in progress.  Buffalo Park owns and operates
community water companies that require a licensed water works
operator and owns a commercial business center.

Owners of Buffalo Park -- Ronald P. Lewis and Carol J. Lewis --
filed for protection under Chapter 11 of the Bankruptcy Code on
March 21, 2012.  The Lewises have been investing in, developing
and managing real property for more than 60 years.

The Bankruptcy Court granted joint administration of the two
estates on July 18, 2013.


BUFFALO PARK: Owners Seek Court Approval to Hire Special Counsel
----------------------------------------------------------------
The owners of Buffalo Park Development Properties Inc. have filed
an application seeking court approval to hire a special counsel.

In their application, Ronald and Carol Lewis asked U.S. Bankruptcy
Judge Howard Tallman for approval to employ Layne Mann to provide
non-bankruptcy legal services related to an appeal of the
Jefferson County Assessor's assessments of their properties.

The Lewises earlier obtained several appraisals to resolve
objections to their proposed bankruptcy plan, which calls for the
restructuring of their properties.  Based on these appraisals, the
Lewises believe the Jefferson County Assessor has over-valued some
of their properties and that an appeal of the assessor's value is
appropriate.

Mr. Mann will charge the Lewises an hourly rate of $200 for his
services and will receive reimbursement for work-related expenses.

Mr. Mann does not represent interest adverse to the interest of
the Lewises and does not represent any of their creditors,
according to a statement filed by the Colorado-based lawyer in
bankruptcy court.

         About Buffalo Park Development Properties

Buffalo Park Development Properties, Inc., filed a Chapter 11
petition (Bankr. D. Colo. Case No. 13-17669) on May 7, 2013.
Ronald P. Lewis signed the petition as owner and CEO.  Buffalo
Park disclosed $20,777,601 assets and $11,294,567 liabilities in
its schedules.  Robert Padjen, Esq., at Laufer and Padjen LLC
serves as counsel to Buffalo Park. Judge Elizabeth E. Brown
presides over the case.

Formed in 1964, Buffalo Park is a real estate development,
construction, management and sales business.  It has developed and
sold numerous subdivisions and currently has several land
developments in progress.  Buffalo Park owns and operates
community water companies that require a licensed water works
operator and owns a commercial business center.

Owners of Buffalo Park -- Ronald P. Lewis and Carol J. Lewis --
filed for protection under Chapter 11 of the Bankruptcy Code on
March 21, 2012.  The Lewises have been investing in, developing
and managing real property for more than 60 years.

The Bankruptcy Court granted joint administration of the two
estates on July 18, 2013.


CAESARS ENTERTAINMENT: Prices Offering of 7 Million Common Shares
-----------------------------------------------------------------
Caesars Entertainment Corporation priced its previously announced
underwritten public primary offering of 7 million shares of common
stock.  Caesars has granted the underwriter of the offering an
option to purchase up to 1.05 million additional shares of its
common stock.  The offering is expected to be consummated on or
about April 2, 2014, subject to certain customary closing
conditions.

                    About Caesars Entertainment

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

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

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

                           *     *     *

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

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

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

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


CAMTECH PRECISION: Court Dismisses Case & Approves Distributions
----------------------------------------------------------------
The United States Bankruptcy Court of the Southern District of
Florida West Palm Beach Division has issued an order dismissing
the Chapter 11 cases of Camtech Precision Manufacturing, Inc., and
its affiliates, and providing for final distributions.  The Court
states that counsel to the Official Committee of Unsecured
Committee, Genovese, Joblove & Battista, P.A., is authorized, on
behalf of the Debtors, to remit these pro-rata payments and final
distributions from the funds held in its trust account:

     * Office of the United States Trustee: $6,500.00.

     * Shraiberg, Ferrara & Landau, P.A.: $13,124.87

     * Genovese Joblove & Battista, P.A: $24,276.32

     * Kelley & Fulton, P.L: $495.90

     * PNC Equipment Finance, LLC: $3,693.52

     * Hartford Fire Insurance Company: $5,940.48

     * Siemans Financial Services, Inc. $12,478.13

     * Reliant Energy Services, LLC: $5,730.19

     * Sentry Insurance: $1,497.75

Camtech and the Unsecured Creditors Committee filed on Feb. 20,
2014, a motion for the Court to approve final distributions and to
dismiss the case.  The Debtors state that all of their assets have
been fully administered and all funds (from adversary proceeding)
which constituted the cash collateral of Regions Bank have been
disposed of.  The Debtors further state that the remaining funds
of the estate, which consist of the net proceeds of the preference
litigation, equal the sum of $73,737.17. However, the Debtors
allege that the case is administratively insolvent because the
allowed chapter 11 claims against Camtech equal $336,775.16.

The Debtors asked the Court to authorize the pro-rata distribution
to the Chapter 11 claimants and the dismissal of the case. The
Debtors stated that conversion to chapter 7 is not warranted since
all of the assets have been administered and a chapter 7 trustee's
appointment would generate additional administrative fees and
costs with no benefit in return.  The Debtors also said dismissal
of the case is in the best interest of the creditors in order to
prevent the further accrual of administrative expenses.

                      About Camtech Precision

Jupiter, Florida-based Camtech Precision Manufacturing, Inc.,
Avstar Fuel Systems, Inc., and R & J National Enterprises Inc.
filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case
Nos. 10-22760, 10-22762 and 10-22762) on May 10, 2010.

Avstar, founded in 2007, designs, manufactures and overhauls
carburetors and fuel injection systems for the aviation industry.
Avstar is the holder of Federal Aviation Administration Parts
Manufacturer Approvals for general aviation fuel systems.  Avstar
generates sales primarily from new product sales and overhauls of
carburetors and servos for the general aviation industry.

Bradley S. Shraiberg, Esq., at Shraiberg, Ferrara & Landau, P.A.,
in Boca Raton, Florida, serves as counsel to the Debtors.  Carlos
E. Sardi, Esq., and Glenn D. Moses, Esq., at Genovese Joblove
Battista P.A., in Miami, Florida, represent the Official Committee
of Unsecured Creditors.  In its schedules, Camtech disclosed
assets of $10.98 million and debts of $14.63 million.

On Nov. 14, 2012, the Court entered an order confirming AVStar
Fuel Systems's Plan of Reorganization.


CATALENT PHARMA: Moody's Rates $1.9BB Senior Secured Debt 'Ba3'
---------------------------------------------------------------
Moody's Investors Service rated Catalent Pharma Solutions, Inc.'s
proposed $1,945 million senior secured credit facilities at Ba3.
In the same rating action, Moody's changed the company's rating
outlook to stable from negative, while affirming its long-term
ratings including the B2 Corporate Family Rating, B2-PD
Probability of Default Rating (PDR) and all existing ratings on
various debt instruments. The speculative grade liquidity rating
of SGL-2 was also affirmed.

The new credit facilities will be comprised of a $200 million
revolving credit facility and a $1,745 million secured term loan.
The proceeds from the term loan issuance will be used to refinance
existing senior secured term loan and revolver of $1,720 million
and to pay fees and expenses.

The ratings assigned on the new credit facilities are subject to
Moody's review of final documents. The Ba3 rating on the new bank
debt, which is two notches higher than the B2 Corporate Family
Rating, reflects first loss absorption provided by the significant
amount of junior tranches of debt. However, the bank debt rating
is vulnerable to changes in the capital structure. For instance, a
potential upsize of the credit facilities, even by a small amount,
could lead to a one-notch rating downgrade to B1 because of shift
in the junior debt support mechanism pursuant to Moody's loss
given default methodology.

The revision of the rating outlook to stable from negative
reflects Moody's expectation that Catalent's high financial
leverage (currently around 7.1x debt/EBITDA per Moody's estimate)
will gradually decrease towards 6.5x, a level more appropriate for
its B2 CFR, over the next 12-18 months. Moody's expects that the
deleveraging will be driven by modest EBITDA growth in the low to
mid single digits range. While EBITDA growth will continue to be
constrained by a soft organic revenue growth from Catalent's
largest business segment -- Oral Technologies -- in part due to
pricing and volume pressure for certain products in the segment,
stronger revenue growth from the company's smaller segments
focusing on development and clinical services as well as
medication delivery should supplement the overall growth in
revenue and operating profit. In addition, Moody's expects
Catalent to generate modest positive free cash flow of
approximately $40 to $50 million annually, part of which could be
used to repay debt.

The rating action is as follows:

Rating assigned:

$200 million senior secured revolving credit facility at Ba3
(LGD3, 32%)

$1,745 million senior secured term loan at Ba3 (LGD3, 32%)

Ratings affirmed:

Corporate Family Rating - B2

Probability of Default Rating -- B2-PD

Existing Senior Secured Revolving Credit Facility (will be
withdrawn upon closing) -- Ba3 (LGD3, 31%)

Existing Senior Secured Term Loan (will be withdrawn upon closing)
- Ba3 (LGD3, 31%)

Senior Unsecured Term Loan -- Caa1 (LGD5, 80%)

Senior Global Notes due 2018 - Caa1 (LGD5, 80%)

Senior Subordinated Notes due 2017 -- Caa1 (LGD6, 94%)

Speculative Grade Liquidity Rating -- SGL-2

Rating Rationale

Catalent's B2 rating is constrained by the company's high
financial leverage, modest interest coverage and free cash flow.
Broader industry challenges, including certain overcapacity in the
contract manufacturing industry, pricing pressure, consolidations
and reduced R&D spending by large pharmaceutical manufacturer
customers and inherent volatility partly due to its significant
fixed cost structure, all constrain the rating. However, Moody's
believes that Catalent is relatively well positioned in mitigating
the above challenges given the company's large scale, diversified
customer base and position as one of the leading global providers
of drug delivery and outsourced services to the healthcare
industry. In particular, the company is a leader in development
and manufacturing of softgels and other oral drug delivery
technologies ("Oral Technologies") and commands a large library of
patents, knowhow, and other intellectual properties that not only
create a barrier to entry but also help enhance margins.

The ratings could be lowered if operating performance weakens due
to industry headwinds or operating challenges, resulting in a
sustained leverage above 7.0 times. A large debt-financed
acquisition could also lead to a downgrade. In addition, any
weakness in liquidity such as persistent negative free cash flow
would also exert downward pressure on the ratings.

If the company reduces adjusted debt to EBITDA to 5.0 times and
sustains free cash flow to debt above 5%, the ratings could be
upgraded. A longer track record of a more conservative financial
policy would also support a rating upgrade.

The SGL-2 indicates a good liquidity profile, based on Moody's
expectation of positive free cash flow and sufficient availability
under the $200 million revolver. Going forward, liquidity should
benefit from the company's extension of bank debt maturities from
the refinancing.

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.

Catalent Pharma Solutions, Inc., based in Somerset, New Jersey, is
a leading provider of development solutions and advanced delivery
technologies for drugs, biologics and consumer health products.
The company reported revenue of approximately $1.8 billion for the
twelve months ended December 31, 2013. Catalent is a privately
held company, owned by affiliates of The Blackstone Group.


CCU ESCROW: Fitch Assigns 'C/RR6' Rating to $850MM Senior Notes
---------------------------------------------------------------
Fitch Ratings has assigned a 'C/RR6' rating to CCU Escrow
Corporation's $850 million 10% senior notes due 2018. Proceeds
from the offering, are expected to be used to fully redeem Clear
Channel Communications, Inc.'s (Clear Channel) 5.5% senior
unsecured notes due 2014 ($409 million publicly outstanding), 4.9%
senior unsecured notes due 2015 ($241 million) and fees related to
the offering and note redemptions.

In addition, Clear Channel intends to redeem approximately $159
million of 2014 notes held at CC Finco (an unrestricted
subsidiary), with the proceeds of the redemption to be used for
general corporate purposes.  Since the notes are expected to be
ultimately the obligations of Clear Channel, and CCU Escrow is
expected to merge into Clear Channel, Fitch has not assigned an
Issuer Default Rating to CCU Escrow and has notched the issue
rating off of Clear Channel's 'CCC' IDR.

The Rating Outlook for Clear Channel is Negative.

CCU Escrow is a new entity established for the issuance of the 10%
senior notes.  At the closing of the note offering, CCU Escrow
will deposit the gross proceeds of the offering into a segregated
escrow account.  Prior to Clear Channel assuming the notes, the
notes will be secured by a first-priority lien on the escrow
account.  The proceeds will be released upon satisfaction of
release conditions.  If the proceeds are not released on or within
60 days after the issuance of the notes, they will be redeemed by
the escrow agent at 100% of the aggregate principal amount, using
the proceeds held within the escrow account.  The material escrow
release conditions include: 1) the redemption of Clear Channel's
5.5% and 4.9% senior unsecured notes and 2) the assumptions by
Clear Channel of CCU Escrow's obligation under the new 10% notes.
Following the redemption and assumption of the 10% notes by Clear
Channel, CCU Escrow will merge into Clear Channel (Clear Channel
will be the surviving entity) and the notes will rank pari passu
with the existing senior unsecured Legacy Notes.  As with the
Legacy Notes, the new notes will not be guaranteed by Clear
Channel's parent or any guarantor subsidiaries.  Fitch notes that
new notes will not contain the equal and ratable clause under the
existing legacy notes indenture that could cause the existing
legacy notes to become secured in the future.

The aforementioned transaction removes the 2014 and 2015
maturities.  Fitch believes the company has sufficient liquidity
(including cash on hand, monetization of repurchased and
outstanding notes, and asset sales) to meet its debt service
obligations.  However, the transaction will result in increased
interest cost, which Fitch estimates at approximately $50 million.
Fitch expects free cash flow (FCF) to be negative over the next
few years.  The ratings and Negative Outlook reflect the limited
room within the credit profile to endure any material
deterioration in operations.

Fitch does not expect a material amount of absolute debt reduction
over the next several years, given the expected FCF.  Instead,
Fitch expects the company to continue to focus on extending or
repaying its term loans via issuance at Clear Channel and CCOH.

As of March 31, 2014, Clear Channel had approximately $20.7
billion in consolidated debt. Debt held at Clear Channel was $15.8
billion and consisted of:

-- $8.2 billion secured term loans ($1.9 billion in 2016 and $6.3
    billion in 2019);

-- $4.3 billion secured PGNs, maturing 2019-2021;

-- $94 million senior unsecured 10.75% cash pay notes, maturing
    August 2016;

-- $128 million senior unsecured 11%/11.75% PIK toggle notes,
    maturing August 2016;

-- $1.6 billion in senior unsecured 12% cash pay / 2% PIK notes
    maturing in February 2021;

-- $1.4 billion senior unsecured legacy notes, with maturities of
    2014-2027.

Debt held at Clear Channel Worldwide Holdings, Inc. (CCWH) was
$4.9 billion and consisted of:

-- $2.7 billion in senior unsecured 6.5% notes due in 2022;

-- $2.2 billion in subordinated 7.625% notes due 2020.

Liquidity

At March 31, 2014, Clear Channel had $391 million of cash,
excluding $270 million of cash held at CCOH.

Backup liquidity consists of an undrawn $535 million ABL facility
(subject to an undisclosed borrowing base) that matures in
December 2017 and is subject to springing maturities.

Security and Guarantees

The bank debt and PGNs are secured by the capital stock of Clear
Channel, Clear Channel's non-broadcasting assets (non-principal
property), and a second priority lien on the broadcasting
receivables that securitize the ABL facility.

The bank debt and secured notes are guaranteed on a senior basis
by Clear Channel Capital I, Inc. (holding company of Clear
Channel), and by Clear Channel's wholly owned domestic
subsidiaries.  The LBO Notes and the exchange notes benefit from a
guarantee from the same entities, although it is contractually
subordinated to the secured debt guarantees.  There is no
guarantee from Clear Channel Outdoor Holdings, Inc (CCOH) or its
subsidiaries.  The legacy notes and the new 10% notes receive no
guarantees.

Recovery Ratings

Clear Channel's Recovery Ratings reflect Fitch's expectation that
the enterprise value of the company will be maximized in a
restructuring scenario (going concern), rather than a liquidation.
Fitch employs a 6x distressed enterprise value multiple reflecting
the value of the company's radio broadcasting licenses in top U.S.
markets.  Fitch assumes going concern EBITDA at $840 million and
that Clear Channel has maximized the debt-funded dividends from
CCOH and used the proceeds to repay bank debt.  Additionally,
Fitch assumes that Clear Channel would receive 88% of the value of
a sale of CCOH after the CCOH creditors had been repaid.  Fitch
estimates the adjusted distressed enterprise valuation in
restructuring to be approximately $7 billion.

The 'CCC/RR4' rating for the bank debt and secured notes reflect
Fitch's estimate for a recovery range of 31%-50%.  Fitch expects
no recovery for the senior unsecured legacy notes, the new 10%
senior notes, LBO notes, and exchange notes due to their position
below the secured debt in the capital structure, and they are
assigned 'RR6'.  However, Fitch rates the LBO and exchange notes
'CC' given the subordinated guarantee.

CCOH's Recovery Ratings also reflect Fitch's expectation that
enterprise value would be maximized as a going concern.  Fitch
stresses outdoor EBITDA by 15%, and applies a 7x valuation
multiple.  Fitch estimates the enterprise value would be $4
billion.  This indicates 100% recovery for the unsecured notes.
However, Fitch notches the debt up only two notches from the IDR
given the unsecured nature of the debt.  In Fitch's analysis, the
subordinated notes recover in the 31% to 50% 'RR4' range, leading
to no notching from the IDR.

Key Rating Drivers:

Fitch's ratings concerns center on the company's highly leveraged
capital structure, with significant maturities in 2016; the
considerable and growing interest burden that is expected to
generate negative FCF in the near term; technological threats and
secular pressures in radio broadcasting; and the company's
exposure to cyclical advertising revenue.

The ratings are supported by the company's leading position in
both the outdoor and radio industries, as well as the positive
fundamentals and digital opportunities in the outdoor advertising
space.

Rating Sensitivities:

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

Positive: The current Rating Outlook is Negative.  As a result,
Fitch's sensitivities do not currently anticipate a rating
upgrade.

Fitch has affirmed the following ratings:

Clear Channel

-- Long-term IDR at 'CCC';
-- Senior secured term loans at 'CCC/RR4';
-- Senior secured priority guarantee notes at 'CCC/RR4';
-- Senior unsecured LBO notes and exchange notes due 2021 at
   'CC/RR6';
-- Senior unsecured legacy notes at 'C/RR6'.

The Rating Outlook for Clear Channel is Negative.

Clear Channel Worldwide Holdings, Inc.

-- Long-term IDR at 'B';
-- Senior unsecured notes at 'BB-/RR2';
-- Senior subordinated notes at 'B/RR4'.

The Rating Outlook for Clear Channel Worldwide Holdings, Inc. is
Stable.

Fitch has assigned a 'C/RR6' rating to CCU Escrow's 10% senior
notes.


COLLEGE WAY: Debtor Asks Court To Extend Deadline to File Plan
---------------------------------------------------------------
College Way Commercial Plaza, LLC, has asked the Bankruptcy Court
for an extension of its exclusive period to file a plan.

The Debtor stated that on April 15, 2014, the Court commenced an
evidentiary hearing for the matter raised in ECP College Way,
LLC's motion for relief from stay. The issues under Sec. 362(d)(1)
and  (2) as well as the ownership interest of the property have
not been determined by the Court. The Debtor alleges that the
Court indicated that it will rule on the motion on or before April
20, 2014.

The Debtor further stated that a separate adversary case (14-
04037-BDL) was commenced to avoid the transfer of property.

On April 17, 2014, at the conclusion of the evidentiary hearing,
Debtor says that the Court announced that it will rule on motion
to dismiss the adversary case on May 14, 2014.

The Debtor argues that the issues surrounding the ownership
interest of the property pose significant and complex facts and
applications of law.  The Debtor further argues that the fact that
the ownership interest is not settled qualifies as the one of the
reasons why the court should grant the Debtor a longer period of
time until the Court rules on the issue.

The Debtor also states that the unresolved contingency is
significant because Debtor cannot craft a plan until the extent of
its estate and the secured or unsecured classes of claims are
verified. The Debtor's initial plan may or may not accurately
reflect the outcome of the evidentiary hearing. Further, the
Debtor states that the granting of a short extension for the
exclusive period has a minimal prejudicial effect on creditors.

            About College Way Commercial Plaza, LLC

College Way Commercial Plaza, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. W.D. Wash Case No. 13-47724) on Dec. 19, 2013.
The petition was signed by Sherwood B Korssjoen as member and
manager.  The Debtor disclosed $29,160,000 in assets and
$21,444,155 in liabilities as of the Chapter 11 filing.  Masafumi
Iwama, Esq., at Iwama Law Firm, serves as the Debtor's counsel.
Judge Brian D Lynch presides over the case.

College Way sought bankruptcy protection one day before a
scheduled foreclosure auction of its asset.  ECP College Way LLC
tried to foreclose on the collateral.  ECP is the holder of
certain indebtedness owed by the Debtor in the original principal
amount of $21.1 million.

College Way estimates that Lacey Crossroads is valued between
$26 million and $29.5 million.


COMMUNITY SHORES: Incurs $5.5 Million Net Loss in 2013
------------------------------------------------------
Community Shores Bank Corporation filed with the U.S. Securities
and Exchange Commission its annual report on Form 10-K disclosing
net income of $5.53 million on $7.57 million of total interest and
dividend income for the year ended Dec. 31, 2013, as compared with
net income of $267,838 on $8.77 million of total interest and
dividend income during the prior year.

As of Dec. 31, 2013, the Company had $190.77 million in total
assets, $187.11 million in total liabilities and $3.66 million in
total shareholders' equity.

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

                        http://is.gd/0BslZp

                      About Community Shores

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


CONSTELLATION BRANDS: Fitch Affirms 'BB+' LT Issuer Default Rating
------------------------------------------------------------------
Fitch Ratings has affirmed all the ratings for Constellation
Brands Inc. at 'BB+'.  Constellation had approximately $7.0
billion of debt at Feb. 28, 2014. The Rating Outlook is Stable.

Fitch affirms the following ratings:

Constellation Brands, Inc. (Parent)

-- Long-term Issuer Default Rating (IDR) at 'BB+';
-- Senior unsecured notes at 'BB+';
-- $850 million senior secured Revolver Facility at 'BB+';
-- $496 million senior secured Term Loan A at 'BB+';
-- $245 million senior secured Term Loan A-1 at 'BB+';
-- $650 million senior secured Term Loan A-2 at 'BB+.

CIH International S.a.r.l. (Wholly Owned Subsidiary)

-- Long-term IDR at 'BB+'.
-- $481 million European senior secured Term Loan A at 'BB+';
-- $993 million European senior secured Term Loan B at 'BB+'.

The ratings affirmation recognizes Constellation's strong position
in the premium beer, wine and spirits business that supports its
sizable and stable cash generation.  Fitch expects Constellation
Brands will produce increasing levels of cash from operations
driven principally by expectations for favorable industry demand
trends, further leverage on new product development, and the
potential for increased efficiencies through cost synergies.
Leverage, while improved from the close of the Modelo acquisition,
remains outside of current expectations for the 'BB+' rating
category.  Constellation should continue to delever as expected to
the lower end of the 4x range by fiscal 2015.  Fitch also
acknowledges on-going execution risk with the brewery expansion
given the considerable size and scope of the project.  However,
overall these risks should be manageable.  Fitch believes
Constellation may need to support its operations with increased
capital investment if current above market growth rates continue
which could temper longer-term free cash flow prospects.

KEY RATING DRIVERS

Market Position and Diversification

Constellation is one of the foremost leading producers of premium
wine and spirits.  The company sold approximately 67 million cases
during fiscal year 2014 with leading market share positions in the
U.S., Canada and New Zealand.  Constellation markets multiple wine
brands across all categories and at several price points.  Its
well-known wine brands include; Robert Mondavi Brands, Clos du
Bois, Estancia, Black Box, Arbor Mist, Blackstone, Rex Goliath,
Simi, Toasted Head, Mark West, Ravenswood, Franciscan Estate,
Ruffino, Wild Horse, Kim Crawford, Mount Veeder, Nobilo,
Inniskillin and Jackson-Triggs.  Premium spirit brands in its
portfolio include SVEDKA Vodka, and Black Velvet Canadian Whisky
all of which, according to the company, have a leading position in
their respective categories.  In the U.S, Constellation sells 14
of the top-selling 100 table wine brands.

Constellation has a perpetual, exclusive license to import, market
and sell primarily Grupo Modelo's Mexican beer portfolio in the 50
states of the U.S., the District of Columbia and Guam.  According
to the company, Constellation's is the largest imported beer
company in the U.S. and the third largest beer company overall
with a beer portfolio that contains 5 of the top 15 imported
beers.  Corona Extra is the best-selling imported beer at 102
million cases, significantly higher than the nearest import
competitor, Heineken. Corona Light is the leading imported light
beer with almost 14 million cases sold.

The Modelo acquisition also substantially increased the
diversification of Constellation revenues and cash flows.
Constellation generated 49% of revenues and 56% of segment
operating income from the beer business since the acquisition
closed.  Constellation should benefit from the current marketing
momentum in the Crown portfolio, the expected favorable growth of
imported beer sales in the U.S., and the strength of the Corona
brand.  As such, Fitch anticipates the beer segment mix to grow
during the next several years as Constellation increases earnings
and cash flow over the longer term.

Liquidity

Constellation's liquidity was approximately $900 million as of
Feb. 28, 2014.  The company had a cash position of $64 million and
approximately $836 million of availability under its $850 million
revolving five-year secured credit facility that matures in 2018.
Constellation's accounts receivable securitization facility
provides additional borrowing capacity from $190 million up to
$290 million. Constellation had $19 million drawn on the facility
at the end of the fiscal year 2014.

FCF in FY2014 was $603 million primarily as a result of the strong
performance from the beer business.  This was at the high end of
Fitch's initial expectations for FCF of $500 million - $600
million during the first couple of years following transaction
close.  Constellation's FCF expectations for fiscal 2015 of $425
million - $500 million are below expectations due to the
substantially expanded cost and scope of the Nava, Mexico brewery
expansion.  The total expansion investment spending is now
estimated in the $900 million to $1.1 billion range compared to
initial estimates of $500 million for capital over a three year
period.  FCF in FY2017 is expected to increase materially as the
peak spending from the brewery expansion declines.

Upcoming substantial debt maturities in fiscal 2015 include $500
million of 8.375% notes due in December 2014 and $700 million of
7.25% notes in fiscal year 2017.  Annual amortization requirements
for the next three fiscal years are approximately $73 million in
FY 2015, $139 million in FY 2016 and $182 million in FY 2017.

Credit Measures

Fitch estimates that on a pro forma basis, total debt-to-EBITDA
for FY2014 was approximately 4.3x - 4.4x.  The post-closing
adjustment of approximately $558 million due in June 2014 and the
high capital investment required for the brewery expansion limits
any meaningful debt reduction during fiscal 2015.  Consequently,
cash flow growth is expected to drive further leverage improvement
to the low 4x range, which was within Fitch's previous
expectations for the end of FY2015.  Fitch also expects FFO fixed
charge coverage to improve to the 3.5x - 3.6x range by the end of
FY2015.  FFO fixed charge coverage was 2.9x at the end of FY2014
without consideration of a pro forma adjustment.

Covenants

Constellation has material flexibility under its financial
covenants for the credit facility.  The maximum total leverage
covenant is 5.75x until the first anniversary from the closing,
then steps down to 5.50x thereafter.  The minimum interest
coverage covenant is 2.50x.  Minimal restrictions exist for the
issuance of incremental debt, and restricted payments are
generally allowed if leverage as defined by the facility is equal
to or less than 4.5x.  Mandatory prepayments include amortization
payments on the term loans and proceeds from material assets sales
unless reinvested within a pre-specified time period.

Recent Operating Performance

During FY2014, Constellation generated $4.9 billion of net sales
that included $2 billion of incremental net sales related to the
beer business acquisition.  The beer segment net sales increased
almost 10% while the wine and spirits net sales increased 2% on an
organic constant currency basis.  Organic shipment volumes
increased 4.3% for the fourth quarter to 16.8 million cases and
3.6% for the fiscal year 2014 to 66.5 million cases.  Beer
shipment volume grew 9.9% for the fourth quarter to 37.7 million
cases and 6.9% for the fiscal year 2014 to 182.4 million cases.

Constellation's brand building efforts and innovation across its
beer, wine and spirits portfolio allowed the company to take share
and grow at above market rates.  The company expects sales growth
in the mid to high single digit range for the beer business and
sales growth in the low to mid-single digit range for the wine and
spirits category.

RATING SENSITIVITIES

Future developments that may, individually or collectively, lead
to a positive rating action include:

-- Given the current increase in leverage as a result of the
   acquisition, an upgrade of Constellation's ratings is not
   anticipated over the rating horizon.  STZ's track record of
   deleveraging following acquisitions and current commitment to
   reducing leverage back below 4.0x by early fiscal 2016 was a
   key rating factor at the time the acquisition closed.  While
   STZ is currently focused on reducing leverage, growing
   organically and streamlining operations, future bolt-on
   acquisitions are possible given the interest to improve the
   overall brand portfolio and efficiencies in its operations.

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

-- Expectations that Constellation will sustain leverage above
    4.5x following a material debt-financed acquisition.

-- Management allocating FCF for other strategic equity-friendly
    initiatives before reducing leverage back to the low 4x range,
    which is more in line with expectations for the 'BB+' rating
    category.

-- Sustained FFO fixed charge coverage of less than 3.5x.

-- Significant and ongoing deterioration in profitability that
    adversely affects operating results due to competitive
    activity.


COTTONWOOD ESTATES: Secured Lender Opposes Disclosure Statement
---------------------------------------------------------------
Lender America First Federal Credit Union objects to the
Disclosure Statement for Cottonwood Estates Development, LLC's
Plan of Reorganization.

The Lender says the Debtor is currently indebted to it under
certain loan agreements of at least $20,806,164 as of the Petition
Date.  The Lender filed a proof of claim on April 16, 2014 stating
that it is secured with a first lien on the Debtor's principal
asset, the Tavaci Property.

The Lender complains that the Plan contains a blatant violation of
the absolute priority rule codified in Section 1129(b)(2)(c)(ii)
of the Bankruptcy Code because existing holders of equity
interests are entitled to retain their interests while creditors
will not be paid in full.

Counsel to the Lender further cites that the Disclosure Statement
fails to provide adequate information as required by the
Bankruptcy Code, among other things:

   -- the basis for the Debtor's valuation of the Tavaci Property
      at $14.5 million liquidation value;

   -- the liquidation analysis attached to the Disclosure
      Statement provides no factual or analytical foundation for
      the liquidation value used; and

   -- the explanation on the changes in ownership of the Debtor
      since the Petition Date and the consideration paid for the
      ownership interests.

The counsel adds that the Disclosure Statement also fails to
indicate whether the existing Loan Documents remain in full force
and effect; and on what the Debtor purports to object to the
amount of the Lender's secured claim.

The Lender thus asks the Court to deny approval of the Disclosure
Statement.

                       Bodell Also Objects

In a separate filing, Michael J. Bodell submitted to the Court a
limited objection to the sufficiency of the Debtor's Disclosure
Statement.

Bodell is a creditor of the Debtor arising from and related to
rights to full indemnity under Bodell's written guarantees of
certain secured debt of the Debtor to its largest secured
creditor, America First Credit Union (AFCU).  Bodell has filed a
proof of claim.

Counsel to Bodell, Jeffrey W. Shields, Esq. -- jshields@swlaw.com
-- of Snell & Wilmer, L.L.P., contends that the Disclosure
Statement does not account for Bodell's claim.

Cottonwood Estates Development, LLC, is represented by:

          BALLARD SPAHR LLP
          Mark R. Gaylord, Esq.
          Steve D. Burt, Esq.
          Tyler M. Hawkins, Esq.
          One Utah Center, Suite 800
          201 South Main Street
          Salt Lake City, Utah 84111-2221
          Tel No: (801) 531-3000
          Fax No: (801) 531-3001
          Email: gaylord@ballardspahr.com
                 burst@ballardspahr.com
                 hawkinst@ballardspahr.com

                     About Cottonwood Estates

Cottonwood Estates Development, LLC's primary asset is a real
estate project located in Big Cottonwood Canyon, Salt Lake County,
Utah, referred to as the Tavaci Project.  The Tavaci Projects
consists of 39 single family residence lots which are finished and
ready for construction of homes thereon.  Four lots were sold
before the bankruptcy filing.

Cottownwood Estates filed a Chapter 11 bankruptcy petition (Bankr.
D. Utah Case No. 13-34298) on Dec. 30, 2013, in Salt Lake City,
Utah.  The Debtor estimated up to $50 million in both assets and
debts.

The Debtor has tapped Miller Guymon, PC, in Salt Lake City, as
bankruptcy counsel, Parr Brown Gee & Loveless as special counsel
for real estate transaction matters, J. Philip Cook as appraiser,
and Daines Goodwin as accountant.


CSMG TECHNOLOGIES: Dallas Court Confirms Exit Plan
--------------------------------------------------
The Bankruptcy Court in Dallas, Texas, confirmed CSMG Technologies
Inc. and Live Tissue Connect, Inc.'s Joint Plan of Reorganization
some 43 days after the Debtors' Chapter 11 filing.

The Court entered its Confirmation Order on April 29.  The Debtors
sought bankruptcy protection on March 17.  The Plan is also dated
March 17.

The Court's April 29 Order, available at http://is.gd/zqYVLefrom
Leagle.com, also approved the explanatory disclosure statement.

The approved Plan has been amended to include a provision on the
Allowed Claim of the Internal Revenue Service.  The Plan provides
that the IRS's Allowed Priority Tax Claims are impaired and will
be satisfied as follows: "Allowed Priority Tax Claims of the IRS
(the "IRS Priority Claims") are alleged to be claims for 940 and
941 taxes and other federal taxes asserted to be approximately
$206,278.36. The Debtors shall pay a down payment on account of
the Allowed amount of the IRS Priority Claims of $12,907.11 in
cash on the Effective Date. The remainder of the Allowed amount of
the IRS Priority Claim shall be paid out of the revenue from the
continued operations of the Debtors' business. The IRS Priority
Claim will be paid in full over a 75 month period from the date of
the petition, commencing on the Effective Date with interest at a
rate of 3% per annum. The monthly payments to the IRS will be:
Priority Claim of the Internal Revenue Service Claim Number of
Payments Payment Total Amount Payment Dates Amounts Payments
Payments $206,278.36 1 Month 3 $12,907.11 $12,907.11 includes 24
Months 3-27 $1,000.00 $24,000.00 3% 48 Months 26-74 $4,007.69
$192,369.12 interest $229,276.23 per annum"

CSMG Technologies Inc. and Live Tissue Connect, Inc. filed for
Chapter 11 bankruptcy (Bankr. N.D. Tex. Case No. 14-31318) on
March 17, 2014.  CSMG listed $1 million to $10 million in both
assets and debts.  The petition was signed by Dr. Joseph Kutz,
president.

Judge Barbara J. Houser was first assigned to the case.  The
Court's confirmation order was signed by Judge Harlin De Wayne
Hale.

The Debtors are represented by:

     Frances A. Smith, Esq.
     Rakhee V. Patel, Esq.
     Christina W. Stephenson
     SHACKELFORD, MELTON, McKINLEY & NORTON, LLP
     3333 Lee Parkway, Tenth Floor
     Dallas, TX 75219
     Telephone: (214) 780-1400
     Facsimile: (214) 780-1401
     E-mail: fsmith@shacklaw.net
             rpatel@shacklaw.net
             cstephenson@shacklaw.net

According to the Confirmation Order, the Debtors' address is:

     Dr. Joseph Kutz
     President of CSMG Technologies, Inc.
       and Live Tissue Connect
     c/o Ernest Stern, Esq.
     AKERMAN SENTERFITT LLP
     750 9th Street, N.W. Suite 750
     Washington, D.C. 20001
     E-mail: ernest.stern@akerman.com


DALLAS AREA RAPID TRANSIT: In Danger of Becoming Insolvent
----------------------------------------------------------
Nicholas Sakelaris at Dallas Business Journal reports that the
Dallas Area Rapid Transit would have to raise fares or cut
services if the federal highway fund runs out of money later this
year, the transit authority said.

Anthony Foxx, secretary of the U.S. Department of Transportation,
warned that the federal fund is in danger of becoming insolvent,
possibly as soon as August, according to the report.

DART, which operates the largest light rail system in the country
and a fleet of buses, gets $70 million of its $460 million budget
from the federal government. The cuts could be as high as 20
percent, Dallas Business Journal notes.

"We're looking to make some pretty immediate cuts throughout our
service and throughout our system," the report quotes Gary Thomas,
executive director and president of DART, as saying. "We're
preparing those documents to let people know what that impact will
be."

The report says Dart would conduct public hearings to alert
passengers about potential fare increases, route changes or
service changes. Having cash on hand buys time to alert the
public, a luxury other transit authorities may not have, said
Morgan Lyons, a DART spokesman.


DAVID BRIAN FEE: Bid for Extraordinary Writ of Mandamus Denied
--------------------------------------------------------------
Bankruptcy Judge Robin L. Riblet denied the motion filed by David
Brian Fee for extraordinary writ of mandamus, holding that the
Debtor fails to clearly identify what he seeks to correct in the
court's record.

Mr. Fee filed a Chapter 11 bankruptcy petition (Bankr. C.D. Calif.
Case No. 11-14420) on Sept. 16, 2011, and the case was converted
to Chapter 7 on Oct. 4, 2012.  He received a Chapter 7 discharge
on April 9, 2013.

On Feb. 11, 2013, JP Morgan Chase Bank, N.A., filed an adversary
proceeding against debtor, the Chapter 7 trustee (Jeremy W.
Faith), and others regarding the real property commonly known as
5500 Casitas Pass Road, Ventura, CA 93001, and an adjoining vacant
parcel of land.  Chase is the holder of a junior lien on the
Casitas Pass property, which secures a loan made to the Debtor in
2007.  Chase requested via its complaint, among other things, that
its deed of trust be reformed, as of August 14, 2007, so as to
include a complete and correct legal description of the property.
The Debtor failed to file an answer to the complaint, and on April
24, 2013, a default was entered in the case as to the Debtor.

Mr. Fee filed his Motion on March 25, 2014.  Judge Riblet noted
that Mr. Fee appears to suggest that the bankruptcy court erred in
determining that Chase had "standing" to enforce the note in the
adversary or the bankruptcy case.

Judge Riblet said the writ of mandamus is an 'extraordinary'
remedy limited to 'extraordinary' causes.  In order to gain the
benefit of the writ, the party must have no other recourse; the
right to the writ must be "clear and indisputable"; and the
appellate court must be satisfied that the writ is appropriate
under the circumstances.  Judge Riblet, however, held that Mr. Fee
does not argue that the court made an erroneous ruling in the
adversary proceeding.

The Debtor appeared at the most recent status conference hearing
held in the adversary on March 25, 2014.  At that hearing, the
court noted that it was unclear why the Debtor was appearing
because a default had been entered against him, and there was
nothing to indicate that the default had been set aside.  The
Debtor stated that he was aware that the default had been entered,
and informed the court that he would be filing documents that same
day that would address his position regarding the matter. Later
that day, the Debtor filed his motion for writ of mandamus.  In
the motion, the Debtor does not argue that the entry of default
against him was improper or erroneous.  Nor has he filed an answer
in the adversary proceeding to date.

A copy of the Court's April 29 Order is available at
http://is.gd/WuwQ4Kfrom Leagle.com.


DEAN FOODS: Fitch Affirms 'BB-' Issuer Default Rating
-----------------------------------------------------
Fitch Ratings has affirmed the following ratings of Dean Foods Co.
(Dean; NYSE: DF) and Dean Holding Co.:

Dean Foods Company (Parent)

-- Issuer Default Rating (IDR) at 'BB-';
-- Secured bank credit facility at 'BB+';
-- Senior unsecured notes at 'BB-'.

Dean Holding Company (Operating Subsidiary)

-- IDR at 'BB-';
-- Senior unsecured notes at 'BB-'.

The Rating Outlook is Stable.

Key Rating Drivers:

Leverage Appropriate for Ratings: During 2013 Dean repaid more
than $2 billion of debt and is currently focused on maintaining a
strong balance sheet.  Dean had $907 million of debt at year-end
2013 (including the aggregate principal amount of the 2017 notes)
and, per Fitch, total debt-to-operating EBITDA was 2.3x.  Dean's
commitment to maintaining average net leverage below 2.5x supports
the current ratings.  Operating EBITDA to gross interest expense,
excluding interest on swaps related to recent transactions, was
3.6x for the latest 12 months.  Due to Dean's high level of
operating leases as a stand-alone company, total adjusted debt to
operating EBITDAR is also an important leverage metric, which was
3.7x for the latest 12 months.  EBITDAR includes eight times the
company's $124.7 million rent expense in 2013.  Leases are
primarily for machinery, equipment and vehicles, including Dean's
distribution fleet.

Earnings Volatility, Low Margins: Dean's ratings continue to
incorporate the company's mid-single-digit EBITDA margin, earnings
and cash flow, which can be volatile at times.  Also factored in
is the company's limited diversification following the divestment
of its higher margin and faster growing WhiteWave (WWAV) and
Morningstar operations discussed below.  However, these negatives
are balanced against the firm's lower leverage, positive free cash
flow (FCF) excluding one-time transaction related cash payments in
2013, and historical success reducing costs.  Ratings also
consider the fundamental challenges faced by the fluid milk
industry, which continues to have excess capacity, experience low-
single-digit volume declines, and exhibit high levels of
competition.  The dairy industry also remains highly sensitive to
volatile raw milk prices.  Fitch views the continued
rationalization of processing operations as necessary given the
excess capacity.

Record High Milk Prices: Dean's leverage commitment is balanced
with the company's near-term challenges including record high milk
prices and high per unit costs due to capacity reductions lagging
lower volumes.  Prices for conventional raw milk increased during
the back half of 2013 and, on average, were approximately 8%
higher during 2013 compared to 2012.  Prices have continued to
rise to record levels during the early part of 2014, reaching
$24.47 per hundredweight for base Class I milk for May 2014.
Strong global demand for whole milk powder, particularly in the
Chinese market, remains a key driver of the elevated global milk
prices.  The company expects this trend to continue through at
least the first half of 2014, with prices that could exceed the
highest six-month period average ever previously achieved.
Assuming normal weather patterns, Dean believes solid global
supply growth will ultimately lead to declining raw milk prices in
the second half of 2014.

Long-Term Challenges in Milk: Dean's operations consist of its
fresh-dairy operation, which processes and markets fluid milk, ice
cream, cultured dairy products, juices, and teas.  Declining U.S.
milk consumption, volatility in the price of raw milk, and excess
industry capacity are fundamental challenges for the industry,
increasing the risk of wholesale pricing pressure.  Mitigating
factors include gradual improvement in the U.S. economy, a fairly
rational retail pricing environment, and continued reductions in
industry capacity.  Fluid milk represented 73% of Dean's product
mix during 2013.

WhiteWave-Alpro (WhiteWave) and Morningstar Transactions: Dean
completed the IPO of 13.3% of WWAV on Oct. 31, 2012 and spun off
the majority of its 86.7% ownership interest on May 23, 2013.
Dean maintained 19.9%, or 34.4 million shares, of WWAV, which it
monetized in July 2013 in a tax free debt for equity exchange.
Dean recorded a $415.8 million tax-free gain on the disposition.
On Jan. 3, 2013, Dean completed the sale of Morningstar for $1.45
billion of pretax proceeds, or an estimated $887 million, net
taxes and expenses.  The selling price was 9.4x LTM EBITDA, or
about 8x EBITDA, after reflecting the tax structure of the
transaction.  Due to the timing of tax payments, Dean used the
majority of pretax proceeds to fully retire $1,027 million of
secured term loans and to repay a $265 million of revolver
balance.

FCF Expectations: Dean's FCF was negative $491.8 million in 2013
primarily due to cash taxes related to the divestiture of
Morningstar and other one-time items.  Given lower cash interest
expense and reduced capital expenditures, Fitch believes Dean can
generate annual FCF of approximately $50 million to $100 million
after the approximately $27 million annual dividend initiated this
year.  Fitch views $350 million to $400 million as an achievable
EBITDA range for Dean during most years, although 2014 is likely
to be below this level due to high input costs that are passed
through on a lagged basis and may not be fully passed on.  The
company's current guidance is for EBITDA of $335 million to $355
million in 2014.  This guidance includes a portion of Dean's $400
million to $600 million year over year increase in cost of goods
sold due to milk inflation that will be a drag on operating
income.

Good Liquidity, Covenant Cushion: Dean's liquidity is supported by
$16.8 million cash and $799.8 million available on the company's
credit facilities, which include a $750 million secured revolver
expiring July 2, 2018 and a $550 million accounts-receivable
securitization facility through March 6, 2015.  Included in the
availability above, at Dec. 31, 2013 there was $699 million
available under the revolver and $100.8 million remaining
available borrowing capacity under the receivables backed
facility.  The revolver and receivables facilities require maximum
consolidated net leverage of 3.50x and minimum consolidated
interest coverage of 3.00x.  Per these agreements, Dean's leverage
was 2.24x and interest coverage was 4.41x for the prior four
consecutive quarters ending Dec. 31, 2013.  These metrics allow
for ample covenant cushion.  Dean's next significant debt maturity
is $476 million of 7% notes due June 1, 2016.

Rating Sensitivities:

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

-- Total debt-to-operating EBITDA sustained above the 3.5x range,
which equates to total adjusted debt to operating EBITDAR above
the 4.5x range, due to a material increase in debt and/or EBITDA
decline for a prolonged period, potentially related to the
inability to pass through raw milk prices in a timely manner,
could trigger a downgrade in ratings;

-- Multiple years of minimal or negative FCF generation and an
acceleration of volume declines due to a contraction in milk
consumption or loss a major customer could also support negative
rating actions.

Future developments that may, individually or collectively, lead
to a positive rating action include:

-- Total debt-to-operating EBITDA consistently in the low 2.0x
range, which equates to total adjusted debt to operating EBITDAR
consistently in the low 3.0x range, due to materially higher
EBITDA and/or stable-to-declining debt levels could lead to a
positive rating action;

-- Sustainable annual FCF of approximately $100 million or
greater, elimination of additional fixed costs, absence of
significant volume declines and the maintenance of market share
would also be required for further upgrades;

-- Further diversification could also be positive for the
ratings;

-- Any positive rating action is likely to be limited to within
the 'BB' category.


DEVONSHIRE PGA: Wants Deadline to Remove Suits Moved to June 16
---------------------------------------------------------------
Devonshire PGA Holdings LLC asked U.S. Bankruptcy Judge
Christopher Sontchi to extend the deadline to remove lawsuits
involving the company and its affiliated debtors to June 16.

"The extension sought will afford the debtors an opportunity to
make more fully informed decisions concerning the removal of any
prepetition actions," said the company's lawyer, Justin Duda,
Esq., at Young Conaway Stargatt & Taylor LLP, in Wilmington,
Delaware.

A court hearing to consider approval of Devonshire's request is
scheduled for May 29.

                    About Devonshire PGA Holdings

Operators of assisted living facilities, led by Devonshire PGA
Holdings LLC, sought Chapter 11 bankruptcy in U.S. Bankruptcy
Court in Wilmington, Delaware on Sept. 19, 2013.

Chatsworth PGA Properties (Bankr. D. Del. Case No. 13-12457) has
estimated liabilities of between $100 million and $500 million,
and assets of up to $10 million.  Chatsworth PGA Properties
provides assisted living services for the elderly.  It also offers
nursing and dementia care.

Devonshire PGA Holdings LLC (Case No. 13-12460), the owner of an
assisted-living facility in Florida, and based in Palm Beach
Gardens, estimated under $50,000 in assets and up to $50 million
in debts.  Another entity, Devonshire at PGA National LLC,
estimated more than $100 million in both assets and debt.

The Debtors are represented by M. Blake Cleary, Esq., at Young
Conaway Stargatt & Taylor, LLP, as counsel.  Epiq Bankruptcy
Solutions, LLC, serves as claims agent, and as administrative
advisor for the Debtors.  Alvarez & Marsal Healthcare Industry
Group, LLC, serves as restructuring advisors, and Alvarez's Paul
Rundell serves as Chief Restructuring Officer.

An official committee of unsecured creditors has not yet been
appointed in these cases by the Office of the United States
Trustee.


DIOCESE OF HELENA: Taps Gough Shanaha as Special Counsel
--------------------------------------------------------
Roman Catholic Bishop of Helena, Montana, asks the U.S. Bankruptcy
Court for the District of Montana for permission to employ Gough,
Shanahan, Johnson & Waterman PLLP as its special counsel.

The firm will provide legal advice and assistance as needed by the
Debtor as to matters requiring legal advice and counsel relating
to Montana law regards to the sexual abuse claims against the
Debtor.

Ronald F. Waterman, Esq., attorney at the firm, will bill $225 per
hour for services rendered.

The Debtor assures the Court that the firm is "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.

The firm can be reached at:

    GOUGH, SHANAHAN, JOHNSON & WATERMAN PLLP
    33 S. Last Chance Church
    PO Box 1715
    Helena, MT 59624
    Tel: (406) 442-8560
    Fax: (406) 442-8783
    Website: http://www.gsjw.com/

                   About the Diocese of Helena

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

Attorneys at Elsaesser Jarzabek Anderson Elliott & MacDonald,
Chtd., serve as counsel to the Debtor.

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

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

The U.S. Trustee for Region 18 appointed seven creditors to serve
on the Official Committee of Unsecured Creditors.


DIVERSIFIED RESOURCES: Has $309K Net Loss in Jan. 31 Quarter
------------------------------------------------------------
Diversified Resources, Inc., reported a net loss of $309,704 on
$12,766 of oil and gas sales for the three months ended Jan. 31,
2014, compared with a net loss of $91,958 on $20,632 of oil and
gas sales for the same period in 2013.

The Company's balance sheet at Jan. 31, 2014, showed $2.74 million
in total assets, $1.16 million in total liabilities, and
stockholders' equity of $1.58 million.

The Company sustained operating losses during the years ended Oct.
31, 2013 and 2012 and during the three months ended Jan. 31, 2014
and 2013.  The Company has a negative working capital in the
amount of $772,790.  The above condition raises substantial doubt
about the Company's ability to continue as a going concern,
according to the Company's regulatory filing.

A copy of the Form 10-Q filed with the U.S. Securities and
Exchange Commission is available at:

                       http://is.gd/dzirAg

Diversified Resources is a Colorado-based energy company focused
on the development of its D-J Basin, Raton Basin and other assets.
Those assets include leases in the counties of Weld, Adams,
Broomfield and Las Animas Counties, Colorado.


DUNLAP OIL: Amended Joint Plan Declared Effective
-------------------------------------------------
Dunlap Oil Company, Inc. and Quail Hollow Inn, LLC notified the
Bankruptcy Court that the Effective Date of their Second Amended
Joint Plan of Reorganization, as Amended, occurred on March 28,
2014.

In a minute entry for the hearing held March 27, Bradley David
Pack, Esq., on behalf of Pineda Grantor Trust II, said that he
needed a hearing on his motion to stay the confirmation order to
prevent irreparable harm to his client, if the plan goes
effective.  Mr. Pack also added that he doesn't agree to the de-
branding of the Best Western Flag; his client either wants to
obtain an assignment or a novation of the agreement to continue to
operate as a Best Western Hotel; and it is not the Debtors' call
to determine how to use the cash collateral.

The order confirming the Plan was signed March 12, 2014.

As reported in the Troubled Company Reporter on April 8, 2014,
Bankruptcy Judge Brenda Moody Whinery denied Pineda's motion to
alter or amend the order confirming the Debtors' Second Amended
Plan of Reorganization and alternative motion for relief from
judgment."

                           Plan Summary

Payments under the Second Amended Plan will be funded through cash
flow generated by the continued operations of the Debtors'
business, and/or through alternate financing obtained from third
parties.  The Debtors anticipate that cash flow generated from the
continued operation of its restructured business operations will
increase and stabilize in the coming months, thereby increasing
the cash flow for the remaining payments under the Plan.  In
addition, because initial cash flows may be insufficient to fund
Effective Date and Plan payments, the Equity Interest holders of
Dunlap Oil will contribute on the Effective Date $250,000 to fund
the Plan.  The Equity Interest holders of Dunlap Oil have also
agreed to further support the Plan through the so-called Real
Property New Value Contribution, wherein they will contribute
their fee simple interests in the Benson Little General and Benson
Chevron in the event that the Plan is confirmed.

The Debtors have received significant support from merchandise
suppliers, including favorable credit terms which will generate
$30-45,000 in additional cash on an annual basis.

Jacksons Food Stores, Inc. dba Jackson Oil, has committed to a
$200,000 line of credit available for fuel purchases upon
confirmation of the Plan.

In addition, the $100,000 cash value of a Dunlap Oil key man life
insurance policy will provide additional liquidity for the Plan.
The life insurance policy covers the prior President of Dunlap
Oil, Kenneth Dunlap.

Theodore Dunlap, the Debtors' principal, and Jim Martin have
agreed to a combined $50,000 in annual salary deferrals to further
assist with liquidity if needed.

                 About Dunlap Oil and Quail Hollow Inn

Dunlap Oil Company, Inc., and Quail Hollow Inn, LLC, sought
Chapter 11 protection (Bankr. D. Ariz. Case No. 12-23252 and
12-23256) on Oct. 24, 2012.  Founded in 1958, Dunlap Oil is a
Willcox, Arizona-based operator of 14 gasoline services stations.
QOH owns the 89-room outside corridor Best Western Plus Quail
Hollow hotel in Willcox.  The two companies are owned and operated
by the Dunlap family.

The Hon. Brenda Moody Whinery presides over the case.  John R.
Clemency, Esq., and Lindsi M. Weber, Esq., at Gallagher & Kennedy,
P.A., serve as the Debtors' counsel.  Peritus Commercial Finance
LLC serves as financial advisor.  Quail Hollow Inn also hired
Sally M. Darcy of McEvoy Daniels & Darcy P.C. for the limited
purpose of handling any claims, issues, and/or disputes between
QHI and Best Western International, Inc.  The Debtors' lead
counsel, Gallagher & Kennedy, P.A., has a conflict precluding its
representation of the Debtor in matters relating to Best Western.

QOH declared assets of at least $1 million and debts exceeding
$10 million.  DOC estimated assets and debts of $10 million to
$50 million.

The petitions were signed by Theodore Dunlap, president.

Ilene J. Lashinsky, the U.S. Trustee for Region 14, has appointed
three creditors to serve on an Official Committee of Unsecured
Creditor for the Chapter 11 bankruptcy case of Dunlap Oil Company.
The Committee tapped Nussbaum Gillis & Dinner, P.C., as its
counsel.

Pineda Grantor Trust II, successor-in-interest to Compass Bank, is
represented by Steven N. Berger, Esq., and Bradley D. Pack, Esq.,
at Engelman Berger, P.C.

Canyon Community Bank NA is represented by Pat P. Lopez III, Esq.,
Rebecca K. O'Brien, Esq., and Jeffrey G. Baxter, Esq., at Rusing
Lopez & Lizardi, P.L.L.C.


DUNLAP OIL: June 4 Hearing on Pineda Bid to Re-Value Hotel
----------------------------------------------------------
The Bankruptcy Court will convene a hearing on June 4, 2014, at
9:30 p.m., to consider Pineda Grantor Trust II's omnibus motion
to:

   1) determine the amount of personal property secured claim with
respect to its blanket lien on Dunlap Oil Company's personal
property and accumulated cash collateral;

   2) allow an administrative claim for insufficient adequate
protection; and

   3) re-determine the value of the Quail Hollow Inn.

Pineda said that prior to the bankruptcy filing date, Compass Bank
made a series of loans to DOC.  All of Compass's rights under the
loans were assigned to Pineda.  As of the Filing Date, the total
outstanding indebtedness under the Loans was $6,998,815, inclusive
of interest at the contract rate accrued through the Filing Date.

Pineda related that:

   -- The value of its personal property and cash as of Dec. 31,
2013 was $1,136,791;

   -- DOC's operating statements further reflect that the value of
its personal property as of the bankruptcy filing date was
$1,682,747.  DOC has failed to provide adequate protection of
Pineda's interest in the personal property.

   -- The Court's $2.5 million valuation of the Hotel was based
upon a plan that proposed a sale at that value, while the plan
that was actually confirmed contemplates the surrender of the
Hotel.  The Hotel must be re-valued in accordance with its
liquidation value, which Pineda submits is no greater than the
$1.9 million determined under the prior surrender plan.

                 About Dunlap Oil and Quail Hollow Inn

Dunlap Oil Company, Inc., and Quail Hollow Inn, LLC, sought
Chapter 11 protection (Bankr. D. Ariz. Case No. 12-23252 and
12-23256) on Oct. 24, 2012.  Founded in 1958, Dunlap Oil is a
Willcox, Arizona-based operator of 14 gasoline services stations.
QOH owns the 89-room outside corridor Best Western Plus Quail
Hollow hotel in Willcox.  The two companies are owned and operated
by the Dunlap family.

The Hon. Brenda Moody Whinery presides over the case.  John R.
Clemency, Esq., and Lindsi M. Weber, Esq., at Gallagher & Kennedy,
P.A., serve as the Debtors' counsel.  Peritus Commercial Finance
LLC serves as financial advisor.  Quail Hollow Inn also hired
Sally M. Darcy of McEvoy Daniels & Darcy P.C. for the limited
purpose of handling any claims, issues, and/or disputes between
QHI and Best Western International, Inc.  The Debtors' lead
counsel, Gallagher & Kennedy, P.A., has a conflict precluding its
representation of the Debtor in matters relating to Best Western.

QOH declared assets of at least $1 million and debts exceeding
$10 million.  DOC estimated assets and debts of $10 million to
$50 million.

The petitions were signed by Theodore Dunlap, president.

Ilene J. Lashinsky, the U.S. Trustee for Region 14, has appointed
three creditors to serve on an Official Committee of Unsecured
Creditor for the Chapter 11 bankruptcy case of Dunlap Oil Company.
The Committee tapped Nussbaum Gillis & Dinner, P.C., as its
counsel.

Pineda Grantor Trust II, successor-in-interest to Compass Bank, is
represented by Steven N. Berger, Esq., and Bradley D. Pack, Esq.,
at Engelman Berger, P.C.

Canyon Community Bank NA is represented by Pat P. Lopez III, Esq.,
Rebecca K. O'Brien, Esq., and Jeffrey G. Baxter, Esq., at Rusing
Lopez & Lizardi, P.L.L.C.


DUNLAP OIL: Pineda REO Wants Accounting and Turnover of Cash
------------------------------------------------------------
David Wm. Engelman, Esq., at Engelman Berger, P.C., on behalf of
Pineda REO LLC, asks the Bankruptcy Court to:

   -- compel Quail Hollow Inn, LLC, an affiliate of Dunlap Oil
Company, Inc., to provide an accounting of all cash collateral
relating to the operation of the Best Western Quail Hollow Inn
(the Hotel) since Dec. 31, 2013, the ending date of QHI's last
monthly operating report filed with the Court; and

   -- immediately turn over all that cash to Pineda.

Pineda REO, as the successor in interest to Pineda Grantor Trust
II, reserves the right to seek further appropriate remedies with
respect to any pre-confirmation use Hotel Cash in violation of the
Court's cash collateral orders, and any unauthorized
postconfirmation use of the Hotel Cash.

Pineda REO relates that QHI has failed to file any monthly
operating reports since December 2013.  QHI also has not provided
any financial or accounting records relating to its pre-
confirmation operation of the Hotel to Pineda.

As reported in the Troubled Company Reporter on Nov. 18, 2013,
Pineda Grantor asked the Court to enter an order immediately
terminating the automatic stay with respect to all of Pineda's
liens on Dunlap Oil Company, Inc., and Quail Hollow Inn, LLC's
property, both real and personal so that Pineda may obtain the
appointment of a receiver and take such other actions as are
necessary to protect its security interest.

Pineda also asked the Court to terminate the Debtors' continuing
authority to use cash collateral, citing that the Debtors have
failed to meet the burden of proving that the creditor's interest
is adequately protected.

                 About Dunlap Oil and Quail Hollow Inn

Dunlap Oil Company, Inc., and Quail Hollow Inn, LLC, sought
Chapter 11 protection (Bankr. D. Ariz. Case No. 12-23252 and
12-23256) on Oct. 24, 2012.  Founded in 1958, Dunlap Oil is a
Willcox, Arizona-based operator of 14 gasoline services stations.
QOH owns the 89-room outside corridor Best Western Plus Quail
Hollow hotel in Willcox.  The two companies are owned and operated
by the Dunlap family.

The Hon. Brenda Moody Whinery presides over the case.  John R.
Clemency, Esq., and Lindsi M. Weber, Esq., at Gallagher & Kennedy,
P.A., serve as the Debtors' counsel.  Peritus Commercial Finance
LLC serves as financial advisor.  Quail Hollow Inn also hired
Sally M. Darcy of McEvoy Daniels & Darcy P.C. for the limited
purpose of handling any claims, issues, and/or disputes between
QHI and Best Western International, Inc.  The Debtors' lead
counsel, Gallagher & Kennedy, P.A., has a conflict precluding its
representation of the Debtor in matters relating to Best Western.

QOH declared assets of at least $1 million and debts exceeding
$10 million.  DOC estimated assets and debts of $10 million to
$50 million.

The petitions were signed by Theodore Dunlap, president.

Ilene J. Lashinsky, the U.S. Trustee for Region 14, has appointed
three creditors to serve on an Official Committee of Unsecured
Creditor for the Chapter 11 bankruptcy case of Dunlap Oil Company.
The Committee tapped Nussbaum Gillis & Dinner, P.C., as its
counsel.

Pineda Grantor Trust II, successor-in-interest to Compass Bank, is
represented by Steven N. Berger, Esq., and Bradley D. Pack, Esq.,
at Engelman Berger, P.C.

Canyon Community Bank NA is represented by Pat P. Lopez III, Esq.,
Rebecca K. O'Brien, Esq., and Jeffrey G. Baxter, Esq., at Rusing
Lopez & Lizardi, P.L.L.C.


ECSM UTILITY: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: ECSM Utility Contractors, Inc.
        1200 Walnut Bottom Road
        Carlisle, PA 17015

Case No.: 14-02062

Chapter 11 Petition Date: April 30, 2014

Court: United States Bankruptcy Court
       Middle District of Pennsylvania (Harrisburg)

Judge: Hon. Mary D France

Debtor's Counsel: Gary J Imblum, Esq.
                  IMBLUM LAW OFFICES, P.C.
                  4615 Derry Street
                  Harrisburg, PA 17111
                  Tel: 717 238-5250
                  Fax: 717 558-8990
                  Email: gary.imblum@imblumlaw.com

Total Assets: $2.31 million

Total Liabilities: $2 million

The petition was signed by Gerald L. Redden, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/pamb14-3062.pdf


ENERGY FUTURE: Proposes Epiq as Claims and Notice Agent
-------------------------------------------------------
Energy Future Holdings Corp. and its affiliates are asking the
bankruptcy court for approval to appoint Epiq Bankruptcy
Solutions, LLC, as claims and noticing agent.

The Debtors anticipate that there will be more than 200 entities
to be noticed.  In light of the number of anticipated claimants
and the complexity of the Debtors' businesses, the Debtors submit
that the appointment of Epiq as the claims and noticing agent is
both necessary and in the best interests of the Debtors' estates
and their creditors because the Debtors will be relieved of the
burdens associated with the claims and noticing services.

Epiq agreed to a $100,000 retainer.

As claims agent, Epiq will charge the Debtors at these rates:

   Position                                  Hourly Rate
   --------                                  -----------
Clerical/Administrative Support               $32 to $48
Case Manager                                  $76 to $116
IT/ Programming                               $80 to $152
Senior Case Manager/Consultant               $132 to $176
Senior Consultant                            $160 to $220

Expert professional services provided by Jane Sullivan (executive
vice president), and Christina Pullo (vice president and director
of solicitation services) would be billed at $350 and $305 per
hour respectively.

For its noticing services, Epiq will charge $50 per 1,000 e-mails,
and $0.10 per page for facsimile noticing.  For database
maintenance, the firm will charge $0.10 per record per month.
For-online claim filing services, Epiq will charge $600 per 100
claims filed.  The firm's call center operator will charge $75 per
hour.

           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.

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

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

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

EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal.  The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,
and Millstein & Co., LLC, as financial advisor.  The EFIH
unsecured creditors supporting the restructuring agreement are
represented by Akin Gump Strauss Hauer & Feld LLP, as legal
advisor, and Centerview Partners, as financial advisor.  The EFH
equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor.


ENERGY FUTURE: To Keep Customer Programs, Proposes Bar Date
-----------------------------------------------------------
Energy Future Holdings Corp. and its affiliates are asking the
bankruptcy court for authority to maintain and administer all of
their customer programs and certain customer agreements.

The Debtors are also asking for approval to, after a final
hearing, assume agreements with their customers.  The Debtors want
a May 20, 2014 deadline to object to the assumption of a customer
agreement.  The Debtors want the Court to fix an Oct. 27, 2014 bar
date for filing proofs of claim for to the extent customers seek
to assert any claims against the Debtors, including any cure
amounts.  The Debtors estimate that the amount necessary to cure
unpaid monetary obligations under their customer agreements is $0.

The Debtors' agreements with customers fall into three categories:
(1) various retail electric power sales agreements that one of TXU
Energy Retain, 4Change or Luminant ET Services has entered into
with residential and small business customers as well as large
commercial and industrial end-use customers within the ERCOT
region, (2) approximately 450 commercial retail natural gas
agreements that Luminant Energy has entered into with industrial
and commercial customers that supply natural gas across North
Texas and the greater Houston area, and (3) agreements for the
sale of electricity between Luminant Energy and The City of
Goldsmith, Texas, and other customers.

In addition, in a highly competitive space, the Debtors' retail
operations employ a number of programs to develop and maintain
customer loyalty and attract new customers, including various
cash-back, billing arrangements, and other rewards, rebates and
incentive programs, and incur certain other obligations and
commitments to customers, including credits, deposits, charitable
contributions and warranties.

The Debtors estimate that as of the Petition Date, the total
amount of obligations to customers on account of their customer
programs ranges from $120 million to $135 million, including $80
million to $90 million for customer credits, customer deposits,
and their average monthly billing program.  The Debtors estimate
that the total amounts due under the programs are:

                                        Estimated Amount Due
   Customer Program                     During Interim Period
   ----------------                     ---------------------
   Rewards Programs                           $15,900,000
   Average Monthly Billing Program            $17,000,000
   Customer Deposits and Credits              $65,000,000 to
                                              $75,000,000
   Brighten Program                            $1,000,000
   Customer Partners                           $8,630,000
   Renewable Energy Obligations               $11,000,000
   Charitable Contributions Programs           $1,200,000
   Customer Warranties                         $1,100,000

The Debtors estimate that within the first 21 days of the Petition
Date, they are obligated to pay $7.1 million on account of
prepetition obligations related to their customer programs:

                                        Estimated Amount Due
   Customer Program                     During Interim Period
   ----------------                     ---------------------
   Rewards Programs                              $570,000
   Customer Deposits & Customer Credits          $740,000
   Brighten Programs                             $100,000
   Customer Partners                           $5,120,000
   Charitable Contribution Programs              $150,000
   Customer Warranties                           $420,000
                                               ----------
       Total                                   $7,100,000

           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.

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

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

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

EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal.  The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,
and Millstein & Co., LLC, as financial advisor.  The EFIH
unsecured creditors supporting the restructuring agreement are
represented by Akin Gump Strauss Hauer & Feld LLP, as legal
advisor, and Centerview Partners, as financial advisor.  The EFH
equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor.

Epiq Systems is the claims agent.


ENERGY FUTURE: Fitch Lowers IDR to 'D' Following Chapter 11 Filing
------------------------------------------------------------------
Fitch Ratings has downgraded the Issuer Default Ratings (IDR) of
Energy Future Holdings Corp (EFH) and Energy Future Intermediate
Holding Company LLC (EFIH) to 'D' from 'CC'.  Fitch has also
downgraded the IDRs of Texas Competitive Electric Holdings Company
LLC (TCEH) and Energy Future Competitive Holdings Company (EFCH)
to 'D' from 'C'.  The ratings for Oncor Electric Delivery Company
LLC (Oncor) are unaffected by today's rating actions.  Oncor is
not part of the Chapter 11 filing.

Fitch plans to withdraw its ratings for EFH and related entities
(excluding Oncor) following a 30-day period.  This advance notice
is provided for the benefit of users in managing their use of
Fitch's ratings.

KEY RATING DRIVERS

Bankruptcy filing: The rating actions follow yesterday's
announcement that EFH, EFIH, EFCH and TCEH have filed for
bankruptcy protection under Chapter 11 of the U.S. Bankruptcy
code.

Recovery ratings: The individual security ratings at TCEH and
EFH/EFIH are notched above or below the IDR, as a result of the
relative recovery prospects upon default.

Fitch values the power generation assets at TCEH using a net
present value (NPV) analysis.  Fitch uses the plant valuation
provided by its third-party power market consultant, Wood
Mackenzie, as an input as well as Fitch's own gas price deck and
other assumptions.  The generation asset NPVs vary significantly
based on future gas price assumptions and other variables, such as
the discount rate and heat rate forecasts in ERCOT.

Fitch's valuation of TCEH's generation fleet at approximately
$12.9 billion reflects a value of approximately $1,600 per
kilowatt (kw) for the nuclear units, $900/kw for the coal fleet,
and $500/kw for the natural gas plants.  Fitch values TXU Energy
at $2.5 billion using an EV/EBITDA multiple of 5x.  Fitch does
note that natural gas prices are a key variable that drives the
valuation of TCEH's power generation assets.  According to Fitch's
estimates, every $1/MMBtu move in natural gas prices can drive an
approximately $500 million variance in TCEH's EBITDA beyond 2014.
Fitch's recovery valuation results in 51%-70% recovery for TCEH's
first-lien debt and no recovery for junior debt holders.  There is
no change in the 'CC/RR3' rating for TCEH's first lien debt and
'C/RR6' rating for junior debt as a result of TCEH's IDR being
downgraded to 'D'.

Fitch's assessment of the collateral valuation at EFH/ EFIH
continues to depend solely on the value of Oncor Electric Delivery
Holdings Company LLC's (Oncor Holdings) 80% ownership interest in
Oncor.  Fitch values Oncor Holdings' proportional interest in
Oncor at $7.5 billion by using an 8.5x EV/EBITDA multiple and
Oncor's expected 2015 EBITDA of $1.8 billion.  Fitch's recovery
analysis yields a 100% recovery for both the first-lien and
second-lien debt.  As a result of the downgrade to the IDRs of EFH
and EFIH, Fitch has downgraded EFIH's first lien and second lien
debt to 'CCC/RR1' from 'CCC+/RR1'.  Fitch has also downgraded
EFH's senior guaranteed notes, EFIH's senior toggle notes due 2018
and EFIH's senior secured notes due 2019 to 'CC/RR3' from 'CCC-
/RR3'.  Fitch revised the Recovery Ratings of EFH's legacy notes
and senior notes due 2019 and 2020 to 'C/RR4' from 'C/RR6' based
on the expectation of a higher concession payment, in accordance
with the pre-arranged plan reached between EFH and certain key
creditors.

RATING SENSITIVITIES

Change in Oncor's Valuation: Any change in Fitch's assessment of
the valuation of Oncor due to reasons such as change in regulatory
environment, any restriction placed on upstream dividend
distribution, a change in electric sales outlook, etc., could lead
to a change in Recovery Ratings for EFH/EFIH's debt instruments.

Commodity Price Changes:  The debt instrument ratings for TCEH
could be upgraded or downgraded depending upon Fitch's long-term
view of power prices in ERCOT, which forms a key assumption for
TCEH's recovery analysis.

Increased Retail Competition: Rising competitive intensity in the
retail markets in Texas could lower the value that Fitch ascribes
to TXU Energy, thereby lowering the recovery values for TCEH's
senior secured first lien debt.

Fitch downgrades the following ratings:

EFH
--IDR to 'D' from 'CC';
--Senior unsecured guaranteed notes to 'CC/RR3' from 'CCC-/RR3'.

EFIH
--IDR to 'D' from 'CC';
--Senior secured first lien debt to 'CCC/RR1' from 'CCC+/RR1';
--Senior secured second lien debt to 'CCC/RR1' from 'CCC+/RR1';
--9.75% notes due 2019 to 'CC/RR3' from 'CCC-/RR3';
--Senior toggle notes to 'CC/RR3' from 'CCC-/RR3'.

EFCH
--IDR to 'D' from 'C'.

TCEH
--IDR to 'D' from 'C'.
Fitch affirms the following ratings:

EFCH
--Senior unsecured notes at 'C/RR6'.

TCEH
--Senior secured first lien debt at 'CC/RR3';
--Senior secured second lien debt at 'C/RR6';
--Senior unsecured notes at 'C/RR6';
--Unsecured pollution control bonds at 'C';
--Lease facility bonds at 'CC/RR3'.

Fitch affirms the following ratings and revises the Recovery
Ratings as follows:

EFH
--9.75% notes due 2019 to 'C/RR4' from 'C/RR6';
--10.000% notes due 2020 to 'C/RR4' from 'C/RR6';
--Senior unsecured non-guaranteed notes to 'C/RR4' from 'C/RR6'.


EURAMAX INTERNATIONAL: Incurs $24.8 Million Net Loss in 2013
------------------------------------------------------------
Euramax Holdings, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing a
net loss of $24.89 million on $826.67 million of net sales for the
year ended Dec. 31, 2013, as compared with a net loss of $36.76
million on $837.14 million of net sales for the year ended
Dec. 31, 2012.  The Company incurred a net loss of $62.71 million
in 2011.

For the three months ended Dec. 31, 2013, the Company reported a
net loss of $11.48 million on $196.43 million of net sales as
compared with a net loss of $11.88 million on $195.49 million of
net sales for the same period in 2012.

As of Dec. 31, 2013, the Company had $571.97 million in total
assets, $680.53 million in total liabilities and a $108.56 million
total shareholders' deficit.

President Hugh Sawyer commented, "Following consecutive periods of
quarter over quarter growth in revenue and operating income, our
results during the fourth quarter of 2013 were negatively impacted
by a number of factors including severe winter weather conditions
in many of the North America markets we serve.  We believe these
negative weather conditions likely resulted in a shorter building
season and contributed to the decline in our performance when
compared to the prior year fourth quarter.  Despite the overall
decline in revenues and operating income during the fourth quarter
of 2013, our operating results in our European business improved
during the fourth quarter as a result of continued business
development, operational initiatives, and other actions."

                         Bankruptcy Warning

"Any default under the agreements governing our indebtedness,
including a default under the ABL Credit Facility and the Senior
Unsecured Loan Facility, that is not waived by the required
holders of such indebtedness, could leave us unable to pay
principal, premium, if any, or interest on the Notes and could
substantially decrease the market value of the Notes.  If we are
unable to generate sufficient cash flow and are otherwise unable
to obtain funds necessary to meet required payments of principal,
premium, if any, or interest on such indebtedness, or if we
otherwise fail to comply with the various covenants, including
financial and operating covenants, in the instruments governing
our existing and future indebtedness, including the ABL Credit
Facility and the Senior Unsecured Loan Facility, we could be in
default under the terms of the agreements governing such
indebtedness.  In the event of such default, the holders of such
indebtedness could elect to declare all the funds borrowed
thereunder to be due and payable, together with any accrued and
unpaid interest, the lenders under the ABL Credit Facility could
elect to terminate their commitments, cease making further loans
and institute foreclosure proceedings against the assets securing
such facilities and we could be forced into bankruptcy or
liquidation."

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

                        http://is.gd/twRwnw

On March 26, 2014, Steven Hartman, a member of the board of
directors of Euramax Holdings, Inc., resigned from the board of
directors.

                           About Euramax

Based in Norcross, Georgia, Euramax International, Inc., is a
leading international producer of aluminum, steel, vinyl and
fiberglass products for original equipment manufacturers,
distributors, contractors and home centers in North America and
Western Europe. The Company was acquired for $1 billion in 2005 by
management and Goldman Sachs Capital Partners.

Euramax Int'l has subsidiaries in Canada (Euramax Canada, Inc.),
United Kingdom (Ellbee Limited and Euramax Coated Products
Limited), and The Netherlands (Euramax Coated Products B.V.), and
France (Euramax Industries S.A.).

                            *     *     *

As reported by the TCR on Dec. 13, 2012, Moody's Investors Service
downgraded Euramax International, Inc.'s corporate family rating
and probability of default rating to Caa2 from Caa1.  The
downgrade reflects Moody's expectation that the turmoil in
global financial markets and weakness in Europe will continue to
hamper Euramax's revenues and operating margins as well as weaken
key credit metrics.

As reported by the TCR on July 30, 2009, Standard & Poor's Ratings
Services raised its ratings on Norcross, Georgia-based Euramax
International Inc., including the long-term corporate credit
rating, to 'B-' from 'D'.

"The ratings upgrade reflects the company's highly leveraged,
although somewhat improved, financial risk profile following a
recent out-of-court restructuring," said Standard & Poor's credit
analyst Dan Picciotto.  "As a result of the restructuring,
Euramax's second-lien debtholders received equity and about half
of its new $513 million of first-lien debt is pay-in-kind,
providing some cash flow benefit," he continued.


EVEREST HOLDINGS: Moody's Assigns B2 CFR & Rates $250MM Debt B3
---------------------------------------------------------------
Moody's Investors Service assigned Everest Holdings LLC (dba
"Eddie Bauer") a B2 Corporate Family Rating and a B2-PD
Probability of Default Rating. Moody's also assigned a B3 rating
to Eddie Bauer's proposed $250 million senior secured term loan
due 2020. The rating outlook is stable. The ratings assigned are
subject to receipt and review of final documentation.

The proposed $250 million term loan will be used to refinance
Eddie Bauer's existing senior secured notes and to pay a dividend
to Eddie Bauer's financial sponsor owner, Golden Gate Capital. At
the same time, Eddie Bauer is also entering into a proposed $200
million asset based revolving credit facility due 2019.

The following ratings are assigned:

Everest Holdings LLC:

Corporate Family Rating at B2

Probability of Default Rating at B2-PD

Proposed $250 million senior secured term loan at B3 (LGD 4, 60%)

Ratings Rationale

Eddie Bauer's B2 Corporate Family Rating reflects its pro forma
high leverage and its moderate interest coverage. Pro forma for
the incremental debt incurred to finance a dividend, debt to
EBITDA (as adjusted by Moody's for leases and certain one-time
expenses) was 6.7 times for the twelve months ended March 31,
2014. However, when EBITDA is further adjusted for a more
normalized level of bonuses going forward, debt to EBITDA would
fall below 6.0 times for the same period. Although Eddie Bauer
will generate enough free cash flow to repay a notable amount of
debt, the term loan's excess cash flow sweep does not begin until
after the fiscal year ended December 31, 2015, leaving it at Eddie
Bauer's option as to whether or not to repay debt over the next 18
months. Since Eddie Bauer's financial policy is dictated by its
financial sponsor owner, there is a higher risk that this
deleveraging may not occur.

The B2 Corporate Family Rating is supported by Moody's view that
recent improvements in gross margins as a result of a change in
merchandising by the new management is sustainable. The B2
Corporate Family Rating is also supported by Eddie Bauer's good
liquidity profile. Eddie Bauer continues to maintain a well
recognized brand name, although the brand has struggled with its
identity for some time and needs to regain the consumers mindset.
The new management team is in process of bringing Eddie Bauer back
to its outdoor heritage. Athletic apparel continues to be popular
with consumers which should benefit Eddie Bauer. However,
competition in athletic apparel is stronger now than it was in the
past as a result of numerous companies focusing on the space.

The B3 rating on the proposed $250 million senior secured term
loan is one notch below the Corporate Family Rating since it is
ranked below the $200 million asset based revolving credit
facility in Moody's priority of claims waterfall in a default
scenario. The term loan is secured by a first lien on all assets
of the domestic subsidiaries (excluding accounts receivable and
inventory) as well as a 2/3 pledge of foreign stock and a second
lien on accounts receivable and inventory. This places it behind
the proposed $200 million asset based revolving credit facility
(which has a first lien on accounts receivable and inventory) and
ahead of the Eddie Bauer's other unsecured claims (trade
payables).

The stable outlook reflects Moody's view that Eddie Bauer's sales
growth will be slow and EBITDA will improve such that debt to
EBITDA (as adjusted by Moody's for leases and certain one-time
items) will fall below 6.0 times.

Ratings could be downgraded should Eddie Bauer experience a
decline in sales or earnings or an increase in debt such that debt
to EBITDA remains above 6.0 times or EBITA to interest expense
remains below 1.75 times. Negative rating pressure could also
develop should liquidity materially deteriorate.

Ratings could be upgraded if Eddie Bauer sales growth remains
modestly positive while earnings grow such that debt to EBITDA
falls below 5.0 times and EBITA to interest expense rises above
2.25 times. An ratings upgrade will also require evidence of Eddie
Bauer maintaining financial policies that support credit metrics
remaining at these levels.

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.

Everest Holdings LLC, headquartered in Bellevue, WA, is a holding
company who wholly owns and operates under the Eddie Bauer brand
name. Eddie Bauer operates 372 stores in the US, Canada, Japan,
and Germany. It also manages a direct business (both catalogue and
online) and domestic and international licensing partnerships.
Total revenues are about $880 million. Everest Holdings is
majority owned by Golden Gate Capital.


EXPO NEW MEXICO: Remains "Operationally Insolvent," Audit Shows
---------------------------------------------------------------
Charles D. Brunt at the Albuquerque Journal reports that the state
auditor said Expo New Mexico remains "operationally insolvent" and
had a higher operating loss in 2013 than it had a year earlier.

But Expo's chief financial officer said the state-owned
fairgrounds is making progress, and he said it would have eked out
a profit last year had it not been for depreciation of assets, the
report relays.

According to Albuquerque Journal, the audit also said the
governor-appointed State Fair Commission never approved the hiring
of Expo General Manager Dan Mourning, who has held the post for
more than three years.

In an April 8 letter to Mr. Mourning, State Auditor Hector
Balderas expressed concern that Expo's fiscal year 2013 audit,
conducted by Griego Professional Services, shows that Expo posted
an operating loss of $2.47 million last year. The year before,
Expo's operating loss was $2.28 million, the report notes.

The report says the 2013 audit also notes that Expo's operating
revenues decreased by more than $1.68 million last year compared
to the prior fiscal year.

Expo New Mexico, the 236-acre fairgrounds that hosts the annual
New Mexico State Fair, is a state enterprise fund, meaning it must
pay for itself, says Albuquerque Journal. Although the state
Legislature does not fund Expo, it provides capital outlay money
to maintain and improve its aging facilities.

"Expo's consistent inability to generate revenues that outpace its
expenditures threatens Expo's long-term economic viability,"
Mr. Balderas said, noting that Expo has a deficit of nearly
$3 million in unrestricted net assets and owes more than
$1.8 million in insurance coverage to the state's Risk Management
Division, Albuquerque Journal reports.


FIRED UP: Files Schedules of Assets and Liabilities
---------------------------------------------------
Fired Up, Inc., filed with the U.S. Bankruptcy Court for the
Western District of Texas its schedules of assets and liabilities,
disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                $1,600,000
  B. Personal Property            $8,760,877
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $17,133,249
  E. Creditors Holding
     Unsecured Priority
     Claims                                        $3,119,311
  F. Creditors Holding
     Unsecured Non-Priority
     Claims                                       $15,886,815
                                 -----------      -----------
        Total                    $10,360,877      $36,139,375

A copy of the schedules is available for free at:

     http://bankrupt.com/misc/FIREDUP_70_sal.pdf

                          About Fired Up

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

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

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

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

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

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

The U.S. Trustee appointed a seven-member Official Committee of
Unsecured Creditors.


FIRED UP: U.S. Trustee Forms 7-Member Creditors Committee
---------------------------------------------------------
Judy A. Robbins, U.S. Trustee for Region 7, appointed seven
creditors to the Official Committee of Unsecured Creditors in the
Chapter 11 cases of Fired Up, Inc.

The Committee consists of:

   1. Ben E. Keith Company (interim chair)
      Attn: Richard Grasso
      P.O. Box 2628
      Ft. Worth, TX 76113
      Tel: (817) 877-5700
      Fax: (817) 338-1701
      E-mail: rngrasso@benekeith.com

   2. Wilmington Center, LLC
      Attn: Faye Farzani
      9471 Lomitas Ave.
      Beverly Hills, CA 90210
      Tel: (310) 429-1793
      Fax: (310) 274-3103
      E-mail: fafar101@aol.com

   3. National Retail Properties, Inc.
      Attn: David G. Byrnes. Jr.
      450 South Orange Ave., Suite 900
      Orlando, FL 32801
      Tel: (407) 650-1103
      Fax: (321) 206-2250
      E-mail: David.Byrnes@NNNReit.com

   4. Independent Bank
      Attn: Charles Rigney
      8004 Woodway Drive, Suite 200
      Waco, TX 76712
      Tel: (254) 741-6121
      Fax: (254) 741-0402
      E-mail: crigney@ibtx.com

   5. Glazier Foods Company
      Attn: Art Innis
      11303 Antoine Drive
      Houston, TX 77066
      Tel: (832) 375-6300
      Fax: (832) 375-6005
      E-mail: artinnis@glazierfoods.com

   6. AEI Income & Growth Fund 24, LLC
      Attn: Robert P. Johnson
      30 Seventh St. East, Ste 1300
      Saint Paul, MN 55101
      Tel: (651) 227-7333
      Fax: (651) 227-7705
      E-mail: bschultz.aeifunds.com

   7. The Coca-Cola Company
      Attn: William Kaye, senior bankruptcy advisor
      P.O. Box 1734 NAT 2008 Mail Stop
      Atlanta, GA 30313
      Tel: (516) 374-3705
      Fax: (515) 569-6531
      E-mail: billkaye@jllconsultants.com

                          About Fired Up

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

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

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

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

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

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


FIRST SECURITY: Incurs $45,000 Net Loss in First Quarter
--------------------------------------------------------
First Security Group, Inc., reported a net loss available to
common shareholders for the first quarter of 2014 of $45,000 as
compared to a loss of $648,000 in the fourth quarter of 2013 and a
$7.9 million loss in the first quarter of 2013.  Loans, including
held-for-sale, increased by $57 million, or 9.8 percent, since
Dec. 31, 2013, and $96.4 million, or 17.7 percent, since March 31,
2013.

"The improvement in our revenue is reflective of the loan growth
realized in the last two quarters," said Michael Kramer, First
Security's president and chief executive officer.  "We achieved
pre-tax income during the first quarter of 2014 with a negative
provision to the allowance.  Our goal is to continue our momentum
to achieve core profitability."

For the first quarter of 2014, net interest income improved by
$447,000, or 6.9 percent, to $6.9 million compared to $6.5 million
for the linked fourth quarter of 2013.

Stockholders' equity as of March 31, 2014, totaled $84.7 million,
a $1.0 million increase from Dec. 31, 2013.  As of March 31, 2014,
book value per share increased to $1.27 per share compared to
$1.26 per share as of year-end. With the termination of the
Consent Order between the Office of the Comptroller of the
Currency and FSGBank, FSGBank met all regulatory minimum capital
ratios to be classified as "well-capitalized" at March 31, 2014.
"Four goals were identified when this management team began the
turnaround process at FSG: improving asset quality to peer group
or better levels, recapitalizing First Security and FSGBank,
removing the regulatory enforcement order, and achieving core
profitability," said CEO Kramer.  "At the one year mark of the
turnaround, we are focused on the fourth and final goal -
achieving core profitability and building a sustainable and
improving profitability profile."

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

                        http://is.gd/F9Warn


                     About First Security Group

First Security Group, Inc., is a bank holding company
headquartered in Chattanooga, Tennessee.  Founded in 1999, First
Security's community bank subsidiary, FSGBank, N.A. has 28 full-
service banking offices along the interstate corridors of eastern
and middle Tennessee and northern Georgia.  In Dalton, Georgia,
FSGBank operates under the name of Dalton Whitfield Bank; along
the Interstate 40 corridor in Tennessee, FSGBank operates under
the name of Jackson Bank & Trust.  FSGBank provides retail and
commercial banking services, trust and investment management,
mortgage banking, financial planning, internet banking
http://www.FSGBank.com/

First Security incurred a net loss of $13.44 million in 2013, a
net loss of $37.57 million in 2012 and a net loss of $23.06
million in 2011.  As of Dec. 31, 2013, the Company had $977.57
million in total assets, $893.92 million in total liabilities, and
shareholders' equity of $83.64 million.


GENCO SHIPPING: Amends Fiscal 2013 Form 10-K
--------------------------------------------
Genco Shipping & Trading Limited amended its Form 10-K/A for the
fiscal year ended Dec. 31, 2013, that was filed with the
Securities and Exchange Commission on April 7, 2014.  The
amendment was filed to provide the information required by Part
III of the Company's Form 10-K.

PART III

ITEM 10.  Directors, Executive Officers and Corporate Governance

ITEM 11. Executive Compensation

ITEM 12. Security Ownership of Certain Beneficial Owners and
         Management and Related Stockholder Matters

ITEM 13. Certain Relationships and Related Transactions, and
         Director Independence

ITEM 14. Principal Accountant Fees and Services

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

                       http://is.gd/NOYY25

                  About Genco Shipping & Trading

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

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

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

Kramer Levin Naftalis & Frankel LLP serves as the bankruptcy
counsel and Blackstone Advisory Partners, L.P., is the financial
advisor.  GCG Inc. is the claims and notice agent.


GENELINK INC: Meeting of Creditors on May 19
--------------------------------------------
The meeting of creditors of GeneLInk Inc. under 11 U.S.C. Sec.
341(a) is set for May 19, according to The Orlando Sentinel.

                          About Genelink

Based in Orlando, Fla., GeneLink, Inc., is a solution provider in
the genetically customized nutritional and personal care
marketplace.

Genelink disclosed a net loss of $3.05 million on $2.13 million of
revenue for the year ended Dec. 31, 2012, as compared with a net
loss of $3.83 million on $4.68 million of revenue during the prior
year.  The Company's balance sheet at Sept. 30, 2013, showed $1.28
million in total assets, $4.49 million in total liabilities, and
stockholders' deficit of $3.2 million.

GeneLink, Inc., filed a Chapter 11 petition (Bankr. M.D. Fla. Case
No. 14-04475) on April 18, 2014 in Orlando.  Justin M. Luna, Esq.,
at Latham, Shuker, Eden & Beaudine, LLP, serves as counsel.
The Debtor disclosed $999,000 in assets and $3.67 million in debt
as of the bankruptcy filing.


GEOFFREY A. ROWE: Ch.7 Trustees Entitled to Commission-Based Fee
----------------------------------------------------------------
A three-judge panel of the United States Court of Appeals, Fourth
Circuit, held that, absent extraordinary circumstances, Chapter 7
trustees must be paid on a commission basis, as required by 11
U.S.C. Sec. 330(a)(7).

The Fourth Circuit said the matter is one of first impression and,
thus far, no circuit court of appeals has confronted this issue.
The Fourth Circuit also noted that the lower courts that have
addressed it are deeply divided.  The Fourth Circuit cited:
Compare Hopkins v. Asset Acceptance LLC (In re Salgado-Nava), 473
B.R. 911, 921 (B.A.P. 9th Cir. 2012) (holding that, absent
extraordinary circumstances, the fee award for Chapter 7 trustees
is to be based on the commission rates provided in Sec. 326(a)),
and In re Eidson, 481 B.R. 380, 384 (Bankr. E.D. Va. 2012) ("The
purpose of the amendment to Section 330(a)(3), and the addition of
Section 330(a)(7) to the Code in 2005, was to clarify Congress's
intent that the Trustee's compensation is, unlike professional
fees, to be commission-based, absent extraordinary
circumstances."), with In re Brous, 370 B.R. 563, 568 (Bankr.
S.D.N.Y. 2007) ("By its terms, Sec. 326(a) sets a maximum limit,
but does not create right to or standard for awarding
compensation."), and In re Clemens, 349 B.R. 725, 729 (Bankr. D.
Utah 2006) (asserting that, even after the BAPCPA amendments, the
bankruptcy court "must still determine the reasonableness of
chapter 7 Trustee fees, but its inquiry should now include a
consideration of the provisions in Sec. 326").

In the case at hand, H. Jason Gold, the trustee in the Chapter 7
case of Geoffrey Rowe, requested a trustee's fee of $17,254.61.
Finding that Mr. Gold failed to properly or timely complete his
duties, however, the bankruptcy court reduced his fee to
$8,020.00.  "Specifically, the bankruptcy judge said, 'The Trustee
is at fault for not properly supervising this case . . . and for
that reason I will allow his compensation based on his hourly rate
but not on the compensation schedule in the code. That's $8020.'"

Mr. Gold asked the bankruptcy court to stay its order while on
appeal to the district court, and the bankruptcy court granted his
motion.  Thereafter, the district court affirmed the bankruptcy
court's decision, but it subsequently granted Mr. Gold's motion
for a stay pending his appeal to the Fourth Court.

Mr. Gold contends that the bankruptcy court erred in failing to
award to him a commission-based fee.  He contends that the
bankruptcy court violated his right to due process when it reduced
his compensation (1) without advance notice that it thought his
fee request to be extraordinary or (2) a meaningful opportunity to
put forth evidence to assuage the bankruptcy court's misgivings.

The Fourth Circuit agrees and reverses the district court's
decision affirming the bankruptcy court's non-commission-based fee
award; and remands the case to the district court with
instructions to vacate the Trustee's fee award and remand the
matter to the bankruptcy court so that it can determine the proper
commission-based fee to award to the Trustee.

A copy of the Fourth Circuit's April 28, 2014 decision is
available at http://is.gd/3MQo8sfrom Leagle.com.

Brett Shumate, Esq. -- bshumate@wileyrein.com -- at Wiley Rein
LLP, Washington, D.C., argues for Mr. Gold.


GLOBAL GEOPHYSICAL: Net Loss Widens to $153MM for 2013
------------------------------------------------------
Global Geophysical Services, Inc. filed with the Securities and
Exchange Commission its Form 10-K report for the fiscal year ended
December 31, 2013.  The Annual Report also includes (1) a restated
balance sheet as of December 31, 2012, (2) restated consolidated
statements of operations, consolidated statements of stockholders'
equity (deficit), and consolidated statements of cash flows for
the years ended December 31, 2012 and 2011, (3) restated quarterly
financial information for the quarters ended March 31, 2013 and
2012, June 30, 2013 and 2012 and September 30, 2013 and 2012, and
December 31, 2012, and (4) restated selected financial data for
the years ended December 31, 2011, 2010 and 2009.

Global Geophysical posted total revenues of $288,659,000 for 2013,
down from $339,429,000 in 2012 (restated), and $384,809,000 in
2011 (restated).  The Company posted a net loss, attributable to
common stockholders, of $153,514,000 for 2013.  It had a net loss
of $15,586,000 for 2012 (restated) and net income of $4,933,000 in
2011 (restated).

A copy of the Form 10-K report is available at http://is.gd/RhSsyZ

             About Global Geophysical, Autoseis et al.

Based in Missouri City, Texas, Global Geophysical Services Inc., a
provider of seismic data for the oil and gas drilling industry,
sought bankruptcy protection, intending to reorganize on its own
with additional capital or explore a sale or other transaction.
Global Geophysical and five affiliates, including Autoseis, Inc.
(lead debtor), filed Chapter 11 petitions in Corpus Christi, Texas
(Bankr. S.D. Tex. Lead Case No. 14-20130) on March 25, 2014.

As of Dec. 31, 2013, the Company had total assets of $392,907,000
and total liabilities of $426,236,000.  Assets were $468.7 million
and liabilities were $407.3 million as of Sept. 30, 2013.
Liabilities include $81.8 million on a secured term loan owing to
TPG Specialty Lending Inc. and Tennenbaum Capital Partners LLC.
TPG is the lenders' agent.  Global also owes $250 million on two
issues of 10.5 percent senior unsecured notes, with Bank of New
York Mellon Trust Co. as indenture trustee.

The Debtors have tapped Baker Botts LLP as general bankruptcy
counsel, Jordan Hyden Womble Culbreth & Holzer PC, as local
counsel, Alvarez & Marsal as restructuring advisors, and Prime
Clerk as claims and noticing agent.

On March 26, 2014, the Company received notice that the New York
Stock Exchange, Inc. had determined that the listing of the
Company's common stock should be suspended immediately as a result
of the Chapter 11 filing.  The NYSE announced that it had
determined to commence proceedings to delist the common stock and
the Company's depositary shares, each representing a 1/1000th
interest in a share of the Company's 11.5% Series A Cumulative
Preferred Stock, based on NYSE Regulation Inc.'s determination
that the Company's securities are no longer suitable for listing.
The last day that the common stock traded on the NYSE was March
25.  The Company has not taken further action to appeal the NYSE's
decision.  On March 27, 2014, the OTCQB market operated by OTC
Markets Group, Inc. (www.otcmarkets.com) and the OTC Bulletin
Board (www.otcbb.com) began quoting the Company's common stock
under the symbol "GEGSQ."


GLYECO INC: Delays Form 10-K for 2013
-------------------------------------
Glyeco, Inc., filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its annual report on Form 10-K for the year ended
Dec. 31, 2013.  The Company has requested this extension to enable
its independent registered public accounting firm to complete its
review of the financial statements to be included in the Company's
Annual Report.  The Company intends to file the Annual Report on
Form 10-K within the additional time allowed by this extension.

                         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.


GORDON PROPERTIES: Plan Disclosures Hearing Continued to May 13
---------------------------------------------------------------
U.S. Bankruptcy Judge Robert G. Mayer has continued the hearing to
consider approval of the disclosure statement accompanying Gordon
Properties, LLC's proposed plan of reorganization to May 13, 2014
at 11:00 a.m.  The hearing was originally scheduled for April 22.

Approval of the disclosure statement would allow the Debtor to
commence soliciting votes on the Plan and schedule a confirmation
hearing on the Plan.  First Owner's Association of Forty Six
Hundred Condominium, Inc. ("FOA"), however, is objecting to entry
of an order approving the Disclosure Statement.

                       Bankruptcy-Exit Plan

According to the Disclosure Statement, Gordon Properties'
reorganization plan proposes to treat claims and interests as
follows:

    * Burke & Herbert Bank holds two allowed secured claims:
$525,000 and $450,000.  Neither the claims nor the liens securing
the claims will be affected by the Plan, its liens will be
preserved, and it will retain all rights available under
applicable law and its loan documents.

    * Pursuant to orders entered by the Bankruptcy Court, the
Debtor's Members made loans to the Debtor on a secured,
subordinate basis, totaling $2,200,000.  Neither the claims nor
the liens held to secure these loans will be affected by this
Plan, the liens shall be preserved, and the lenders will retain
all rights available under applicable law and their loan
documents, provided, however, that the liens shall remain
subordinate to all allowed unsecured claims pursuant to the terms
of the Bankruptcy Court's orders.

   -- There are presently no allowed unsecured claims.  However,
should FOA succeed on its appeals, it could obtain an allowed
claim for either the assessment against the Debtor's commercial
street-front unit or the judgment against Condominium Services,
Inc., by virtue of substantive consolidation, or both.  FOA is
unimpaired.  In the event a final, unappealable order is entered
in favor of FOA by either the Bankruptcy Court or a court of
appeals, FOA's claim will be allowed and it will retain all rights
under applicable law to enforce its claim.  In that event, the
Debtor will liquidate so many of its Condo Units as is necessary
to pay the claim.

   -- Post-confirmation, the Debtor will continue to own and
operate its condo units, the equity of the Debtor will remain with
its present owners, and Mr. Sells will continue to serve as the
managing member.

It is anticipated that the Debtor will lose its equity interest in
CSI pursuant to CSI's plan of reorganization.

Copies of Gordon Properties' plan documents are available at:

    http://bankrupt.com/misc/Gordon_Properties_Plan.pdf
    http://bankrupt.com/misc/Gordon_Properties_Plan_Outline.pdf

                          FOA's Objections

First Owner's Association of Forty Six Hundred Condominium, Inc.,
the unit owners association governing The 4600 Condominium, says
the Disclosure Statement does not contain adequate information.

FOA notes that the Disclosure Statement does not state the sum due
or projected sum due administrative claimants such as Debtor's
attorneys, Odin Feldman & Pittleman PC; 507(a) priority tax
claimants; or FOA's unsecured claims.  It also notes that the
Disclosure Statement states that Gordon Properties' condominiums
shall be liquidated to pay these claims but does not describe the
order that condominiums shall be liquidated or the expected sale
prices.

Since approximately 2006, the Debtor has been embroiled in
litigation with FOA over a number of issues, but primarily dealing
with assessment of the Debtor's street-front unit.  In May 2009,
FOA issued a retroactive assessment seeking to recover
approximately $300,000 in alleged underpayment of assessments.
The Debtor disputed the assessment.  FOA's proof of claim is on
appeal to the U.S. District Court.

FOA notes that if it prevails on appeal it will be awarded its
claim in the amount of $315,673, and FOA will be entitled to
request an award of attorney's fees pursuant to the applicable
statute which may be substantial.  Gordon Properties simply states
that it will liquidate its condo properties as necessary to pay
all claims.  According to FOA, this information is not sufficient
for FOA to determine whether the Plan is feasible, whether FOA's
claims are unimpaired and whether the Disclosure Statement should
be approved.

FOA is represented by:

         John T. Donelan, Esq.
         LAW OFFICE OF JOHN T. DONELAN
         125 South Royal Street
         Alexandria, VA 22314
         Tel: (703) 684-7555
         Fax: (703) 684-0981

                   About Gordon Properties, LLC

Alexandria, Va.-based Gordon Properties, LLC, owns 39 condominium
units in The 4600 Condominium, a high-rise apartment building with
both residential and commercial units.  Gordon Properties'
ownership of these condos represents about a 20% interest in the
Forty Six Hundred Condominium project -- http://foa4600.org/-- in
Alexandria.  Gordon also owns all of the equity of a subsidiary,
Condominium Services, Inc., which operates as a condominium
management company.

Gordon Properties is owned by related family members, Bryan Sells,
Mr. Sells' sister, Elizabeth Greenwell, and his cousins, Lindsay
Wilson and Julia Langdon.  The company was created in 2002 to take
title to the Condo Units which had been held in a trust that was
created under the will of Bryan Gordon following his death.  Bryan
Gordon was the grandfather of the four members of the Debtor.

Gordon Properties sought Chapter 11 protection (Bankr. E.D. Va.
Case No. 09-18086) on Oct. 2, 2009, and is represented by Donald
F. King, Esq., at Odin, Feldman & Pittleman PC in Fairfax, Va.
Gordon Properties disclosed $11,149,458 in assets and $1,546,344
in liabilities.

Condominium Services filed its chapter 11 petition (Bankr. E.D.
Va. 10-10581) on Jan. 26, 2010.  It scheduled one creditor, the
condominium association, with a disputed claim of $436,802.00.
The association filed a proof of claim asserting a claim of
$453,533.12.  A second proof of claim was filed by the Internal
Revenue Service for $1,955.45.  According to its schedules, if
both claims are allowed, it has a net deficit of about $426,900.
CSI is wholly owned by Gordon Properties.

In February 2012, Judge Mayer denied the motion of the association
to substantively consolidate the chapter 11 bankruptcy cases of
Gordon Properties and Condominium Services, Inc., the condominium
management company.

Gordon Properties and CSI opposed the motion.  The two cases were
previously administratively consolidated.


GRANDPARENTS.COM INC: Daszkal Bolton Raises Going Concern Doubt
---------------------------------------------------------------
Grandparents.com, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K for the year
ended Dec. 31, 2013.

Daszkal Bolton LLP expressed substantial doubt about the Company's
ability to continue as a going concern, citing that the Company
has sustained net losses, negative cash flows from operations, and
has a working capital deficit.

The Company reported a net loss of $9.25 million on $510,054 of
total revenue in 2013, compared with a net loss of $10.87 million
on $329,527 of total revenue in 2012.

The Company's balance sheet at Dec. 31, 2013, showed $4.24 million
in total assets, $4.52 million in total liabilities, and a
stockholders' deficit of $276,156.

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

                       http://is.gd/xEjIlq

New York-based Grandparents.com, Inc., together with its
consolidated subsidiaries, is a family-oriented social media
company that through its website, www.grandparents.com, serves the
age 50+ demographic market.  The website offers activities,
discussion groups, expert advice and newsletters that enrich the
lives of grandparents by providing tools to foster connections
among grandparents, parents, and grandchildren.


HARRIS LAND: Files Bare-Bones Chapter 11 Petition in Missouri
-------------------------------------------------------------
Harris Land Development, LLC, sought Chapter 11 protection (Bankr.
W.D. Mo. Case No. 14-60554) in Springfield, Missouri, on April 28,
2014, without stating a reason.

The Edgar Springs, Missouri-based company estimated $10 million to
$50 million in total assets and liabilities.

According to its schedules, the Debtor is facing $12.5 million in
secured creditors, $148,000 on an unsecured priority claim, and
$582,000 on unsecured nonpriority claims.  The remaining portions
of the schedules and other incomplete filings are due May 12.

According to the docket, the Debtor's Chapter 11 plan and
disclosure statement are due August 26, 2014.

The Debtor is represented by Ariel Weissberg, Esq. --
ariel@weissberglaw.com -- at Weissberg & Associates, in Chicago,
Illinois.


HEDWIN CORPORATION: Wants to Hire Mesirow Financial as Advisor
--------------------------------------------------------------
Hedwin Corporation asks the U.S. Bankruptcy Court for the District
of Maryland for permission to employ Mesirow Financial Inc. as
financial advisor and investment banker.

The firm will:

  a) assist in analyzing and evaluating the Debtor's business,
     operations, and financial position;

  b) prepare and negotiate any confidentiality agreements to be
     entered into with prospective purchasers;

  c) assist with the preparation of offering memorandum for
     distribution and presentation to prospective purchasers;

  d) assist in the preparation and implementation of a marketing
     plan;

  e) assist in screening interested prospective purchasers;

  f) identify and contact selected prospective purchasers, as
     approved by the Debtor;

  g) assist in coordination of the data room and with the due
     diligence investigations undertaken by prospective
     purchasers;

  h) assist with the evaluation of proposals received from
     prospective purchasers;

  i) assist in structuring and negotiating the sale of the
     Debtor's business or certain of the Debtor's product lines;

  j) assist in negotiations with the Debtor's creditors;

  k) assist with an analysis of selling certain of the Debtor's
     assets in the context of a Chapter 11 proceeding;

  l) meet with the Debtor's Board of Directors to discuss any
     potential sales and the financial implications of any sales;
     and

  m) analyze and discuss any potential sales of the Debtor's
     business or product lines, and if requested, entering into an
     engagement letter for the issuance of a fairness opinion.

The firm will be paid a success fee payable in cash in U.S.
Dollars upon consummation of the transaction and at the closing
thereof, if any, equal to:

   i) if a transaction involves the sale of all of the company's
      product lines to a single buyer or single group of buyers,
      the greater of (a) $450,000, or (b) 4.0% of the aggregate
      consideration, or

  ii) if the company's products Lines are sold pursuant to
      multiple transactions or to multiple buyers or multiple
      groups of buyers, then the success fee will be calculated
      on a per product line basis and each product line's success
      fee will be the greater of (x) $200,000 or (y) the sum of
      4% of the aggregate consideration with respect to such
      product line.

The Debtor assures the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.

                     About Hedwin Corporation

Founded in 1946, Hedwin Corporation is a manufacturer of
customized industrial plastic packaging, which it sells to
wholesalers and distributors throughout the United States, Canada
and Europe.  Its manufacturing facility is located at 1600 Roland
Heights Avenue, Baltimore, Maryland.  It has a warehouse facility
at 1700 West 41st Street, Baltimore, Maryland and a warehouse and
assembly facility at 9175 Moya Blvd. (Unit D), Reno, Nevada.  All
of the facilities are leased.

As of the fiscal year end December 31, 2013, the Debtor had total
assets of approximately $15 million.

Hedwin filed a Chapter 11 bankruptcy petition (Bankr. D. Md. Case
No. 14-151940) in Maryland on April 2, 2014, to sell its assets to
Fujimori Kogyo Co., Ltd., absent higher and better offers.

The Debtor has tapped Tydings and Rosenberg, in Baltimore,
Maryland, as counsel, and Shared Management Resources, Ltd.'s
Charles S. Deutchman as chief restructuring officer.

The 11 U.S.C. Sec. 341(a) meeting of creditors is slated for
May 7, 2014, 10:00 a.m. at 341 meeting room 2650 at 101 W. Lombard
St., Baltimore.

According to the docket, the deadline for filing proofs of claims
is on Aug. 5, 2014.  The deadline for filing governmental proofs
of claims is on Sept. 29, 2014.  The exclusive period to propose a
plan expires July 31, 2014.


HEDWIN CORPORATION: Seven Members Appointed to Creditors Committee
------------------------------------------------------------------
Pursuant to Section 1102(a)(1) of the Bankruptcy Code, the U.S.
Trustee for Region 4, appointed these seven creditors to serve on
the official committee of unsecured creditors in Hedwin Corp.'s
Chapter 11 case:

     1. George Spagnoli, Credit Director
        Ampacet Corporation
        660 White Plains Road
        Tarrytown, NY 10591

     2. Roger Needham
        Anchor Staffing
        6960 Aviation Blvd., Suite D
        Glen Burnie, MD 21061

     3. Brian McPherson, Credit Manager
        Chevron Phillips Chemical Co.
        10001 Six Pines Drive
        The Woodlands, TX 77380

     4. Joel Barta, Credit Director
        Green Bay Packaging, Inc.
        1700 N. Webster Court
        Green Bay, WI 54313

     5. Christopher Schultz, Credit Manager
        INEOS Olefins & Polymers USA
        2600 South Shore Blvd, Ste 500
        League City, TX 77581

     6. Cassandra Guichard
        Pension Benefit Guaranty Corporation
        1200 K. Street NW, Room 2403
        Washington, DC 20005

     7. John H. Forrey, Jr., President
        Specialty Industries, Inc.
        1175 E. Walnut Street
        PO Box 330
        Red Lion, PA 17356

The unsecured creditors' committee has selected John Forrey, Jr.
as its chairman.  The committee has not yet engaged a legal
counsel.

Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at the debtors'
expense.  They may investigate the debtors' business and
financial affairs.  Importantly, official committees serve as
fiduciaries to the general population of creditors they
represent.

The committees will also attempt to negotiate the terms of a
consensual Chapter 11 plan -- almost always subject to the terms
of strict confidentiality agreements with the Debtors and other
core parties-in-interest.  If negotiations break down, the
committee may ask the bankruptcy court to replace management
with an independent trustee.  If the committee concludes
reorganization of the debtor is impossible, it will urge the
bankruptcy court to convert the Chapter 11 cases to a liquidation
proceeding.

                     About Hedwin Corporation

Founded in 1946, Hedwin Corporation is a manufacturer of
customized industrial plastic packaging, which it sells to
wholesalers and distributors throughout the United States, Canada
and Europe.  Its manufacturing facility is located at 1600 Roland
Heights Avenue, Baltimore, Maryland.  It has a warehouse facility
at 1700 West 41st Street, Baltimore, Maryland and a warehouse and
assembly facility at 9175 Moya Blvd. (Unit D), Reno, Nevada.  All
of the facilities are leased.

As of the fiscal year end December 31, 2013, the Debtor had total
assets of approximately $15 million.

Hedwin filed a Chapter 11 bankruptcy petition (Bankr. D. Md. Case
No. 14-151940) in Maryland on April 2, 2014, to sell its assets to
Fujimori Kogyo Co., Ltd., absent higher and better offers.

The Debtor has tapped Tydings and Rosenberg, in Baltimore,
Maryland, as counsel, and Shared Management Resources, Ltd.'s
Charles S. Deutchman as chief restructuring officer.

The 11 U.S.C. Sec. 341(a) meeting of creditors is slated for May
7, 2014, 10:00 a.m. at 341 meeting room 2650 at 101 W. Lombard
St., Baltimore.

The Debtor is required to submit its formal schedules of assets
and liabilities and statement of financial affairs by April 16,
2014.

According to the docket, the deadline for filing proofs of claims
is on Aug. 5, 2014.  The deadline for filing governmental proofs
of claims is on Sept. 29, 2014.  The exclusive period to propose a
plan expires July 31, 2014.


HEALTHWAREHOUSE.COM INC: Delays Annual Report for 2013
------------------------------------------------------
HealthWarehouse.com, Inc., filed with the U.S. Securities and
Exchange Commission a Notification of Late Filing on Form 12b-25
with respect to its annual report on Form 10-K for the year ended
Dec. 31, 2013.  The Company said it has encountered a delay in
assembling the information, in particular its financial statements
for the fiscal year ended Dec. 31, 2013, required to be included
in its 2013 Form 10-K Annual Report, and is unable to file its
Form 10-K without unreasonable effort or expense.

The Company expects to file its 2013 Form 10-K Annual Report with
the U.S. Securities and Exchange Commission within 15 calendar
days of the prescribed due date.

                     About HealthWarehouse.com

HealthWarehouse.com, Inc., headquartered in Florence, Kentucky,
is a U.S. licensed virtual retail pharmacy ("VRP") and healthcare
e-commerce company that sells brand name and generic prescription
drugs as well as over-the-counter ("OTC") medical products.

Marcum LLP, in New York, issued a "going concern" qualification on
the consolidated financial statements for the year ended Dec. 31,
2012, citing significant losses and the need to raise additional
funds to meet the Company's obligations and sustain its
operations.

The Company reported a net loss of $5.57 million on $11.08 million
of net sales for the year ended Dec. 31, 2012, as compared with a
net loss of $5.71 million on $10.36 million of net sales during
the prior year.

The Company's balance sheet at Sept. 30, 2013, showed $1.52
million in total assets, $5.97 million in total liabilities and a
$4.45 million total stockholders' deficiency.

                        Bankruptcy Warning

"The Company recognizes it will need to raise additional capital
in order to fund operations, meet its payment obligations and
execute its business plan.  There is no assurance that additional
financing will be available when needed or that management will be
able to obtain financing on terms acceptable to the Company and
whether the Company will become profitable and generate positive
operating cash flow.  If the Company is unable to raise sufficient
additional funds, it will have to develop and implement a plan to
further extend payables, attempt to extend note repayments,
attempt to negotiate the preferred stock redemption and reduce
overhead until sufficient additional capital is raised to support
further operations.  There can be no assurance that such a plan
will be successful.  If the Company is unable to obtain financing
on a timely basis, the Company could be forced to sell its assets,
discontinue its operation and /or seek reorganization under the
U.S. bankruptcy code," the Company said in its quarterly report
for the period ended Sept. 30, 2013.


HOUSTON REGIONAL: Conway MacKenzie Okayed as Financial Advisor
--------------------------------------------------------------
Bankruptcy Judge Marvin Isgur authorized Houston Regional Sports
Network, L.P., to employ Conway MacKenzie, Inc., as financial
advisor.

On April 14, 2014, the Debtor notified the Court of a revised
proposed retention order and revised engagement order relating to
the application.  The revision provides for, among other things,
that the Company will not be required to indemnify an "indemnified
person" for any amount paid or payable by the "indemnified person"
in the settlement of any action, proceeding or investigation
without the written consent of the Company, which consent will not
be unreasonably withheld.

As reported in the Troubled Company Reporter on April 8, 2014,
Conway MacKenzie is expected to:

   (a) prepare the Initial Monthly Operating Report;

   (b) prepare the Statement of Financial Affairs ("SOFA");

   (c) prepare the Schedules of Assets and Liabilities ("SOAL");

   (d) prepare a 13-week cash collateral budget;

   (e) prepare weekly cash collateral variance reports; and

   (f) prepare Monthly Operating Reports on a monthly basis.

Conway MacKenzie will be paid at these hourly rates:

       John T. Young, Jr., senior managing director    $610
       Bryan M. Gaston, managing director              $525
       Jamie L. Chronister, director                   $465
       Maggie D. Conner, director                      $425
       Jessie L. York, director                        $425
       Seth M. Barron, director                        $425
       Steven A. Geuther, senior associate             $355

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

John T. Young, Jr., senior managing director of Conway MacKenzie,
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.

Meanwhile, Houston Astros, LLC and its affiliates have notified
the Bankruptcy Court of the withdrawal of attorneys Thomas A.
Clare, P.C. and Elizabeth M. Locke, Esq., at Kirkland & Ellis LLP
from the case.

             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.


IMH FINANCIAL: Incurs $26.2 Million Net Loss in 2013
----------------------------------------------------
IMH Financial Corporation filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing a
net loss of $26.20 million on $23.32 million of total revenue for
the year ended Dec. 31, 2013, as compared with a net loss of
$32.19 million on $4.76 million of total revenue in 2012.  The
Company incurred a net loss of $35.19 million in 2011.

The Company's balance sheet at Dec. 31, 2013, showed $237.40
million in total assets, $131.53 million in total liabilities,
$4.87 million in fair value of puttable shares pursuant to legal
settlment and $101 million in total stockholders' equity.

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

                         http://is.gd/l0gnxR

                         About IMH Financial

Scottsdale, Ariz.-based IMH Financial Corporation was formed from
the conversion of IMH Secured Loan Fund, LLC, or the Fund, a
Delaware limited liability company, on June 18, 2010.  The
conversion was effected following a consent solicitation process
pursuant to which approval was obtained from a majority of the
members of the Fund to effect the Conversion Transactions and
involved (i) the conversion of the Fund from a Delaware limited
liability company into a Delaware corporation named IMH Financial
Corporation, and (ii) the acquisition by the Company of all of the
outstanding shares of the manager of the Fund Investors Mortgage
Holdings Inc., or the Manager, as well as all of the outstanding
membership interests of a related entity, IMH Holdings LLC, or
Holdings on June 18, 2010.


INTELLIPHARMACEUTICS INT'L: Shareholders Elect Six Directors
------------------------------------------------------------
At the annual and special meeting of shareholders of
Intellipharmaceutics International Inc. held on March 27, 2014,
Dr. Isa Odidi, Dr. Amina Odidi, John Allport, Bahadur Madhani,
Kenneth Keirstead and Eldon R. Smith were elected as directors
to hold office until the next annual meeting of shareholders or
until his successor is elected or appointed.  Deloitte LLP were
reappointed to the office of auditors until the next annual
meeting of shareholders and the directors were authorized to fix
the remuneration of the auditors.

The shareholders also ratified the special resolution to approve
the two year extension of the performance-based stock options
granted to certain directors and officers as more particularly
described in the Management Proxy Circular for the meeting.

                    About Intellipharmaceutics

Toronto, Canada-based Intellipharmaceutics International Inc. is
incorporated under the laws of Canada.  Intellipharmaceutics is a
pharmaceutical company specializing in the research, development
and manufacture of novel and generic controlled-release and
targeted-release oral solid dosage drugs.  Its patented
Hypermatrix(TM) technology is a multidimensional controlled-
release drug delivery platform that can be applied to the
efficient development of a wide range of existing and new
pharmaceuticals.  Based on this technology,
Intellipharmaceuticshas a pipeline of product candidates in
various stages of development, including filings with the FDA in
therapeutic areas that include neurology, cardiovascular,
gastrointestinal tract, diabetes and pain.

Intellipharmaceutics incurred a net loss of US$11.49 million
for the year ended Nov. 30, 2013, following a net loss of
US$6.13 million for the year ended Nov. 30, 2012.

Deloitte LLP, in Toronto, Canada, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Nov. 30, 2013.  The independent auditors noted that
Company's recurring losses from operations and the accumulated
deficit raise substantial doubt about its ability to continue as a
going concern.


ISR GROUP: Files Bare-Bones Chapter 11 Petition in Tennessee
------------------------------------------------------------
ISR Group, Incorporated, sought Chapter 11 protection (Bankr. W.D.
Tenn. Case No. 14-11077) in Jackson, Tennessee on April 29, 2014.

The Savannah, Tenn.-based company estimated $10 million to $50
million in assets and liabilities.

The Debtor is represented by E. Franklin Childress, Jr., Esq. --
fchildress@bakerdonelson.com -- at Baker Donelson Bearman Caldwell
& Berkowitz, PC, in Memphis, Tennessee.

According to the docket, the Debtor's Chapter 11 plan and
disclosure statement are due Aug. 27, 2014.


ISR GROUP: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: ISR Group, Incorporated
        607 Industrial Drive
        Savannah, TN 38372

Case No.: 14-11077

Type of Business: Provides service and support for unmanned
                  aerial, ground and water vehicles often called
                  drones and counts the U.S. military as a
                  customer.

Chapter 11 Petition Date: April 29, 2014

Court: United States Bankruptcy Court
       Western District of Tennessee (Jackson)

Judge: Hon. Jimmy L Croom

Debtor's Counsel: E. Franklin Childress, Jr., Esq.
                  BAKER DONELSON BEARMAN
                  CALDWELL & BERKOWITZ, PC
                  165 Madison Avenue, Suite 2000
                  Memphis, TN 38103
                  Tel: (901) 577-2147
                  Fax: (901) 577-0845
                  Email: fchildress@bakerdonelson.com

Estimated Assets: $10 million to $50 million

Esttimated Debts: $10 million to $50 million

The petition was signed by John Stuecheli, chief restructuring
officer.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
ADP, Inc.                          Trade Debt           $31,811

Alfred Lumpkin                     Promissory Note     $930,520

Alfred Lumpkin                     Wages                $39,755

American Express                                       $130,166

Amex Auto Rental                   Trade Debt           $27,896

AT&T                               Utilities            $21,289

Chris Rushing                      Wages                $18,503

Ernesto Arreola                    Wages                $16,314

GreatAmerica Leasing Corporation   Leased Xerox         $35,000
                                   Printers and Copiers

Hardin County Trustee              Property Taxes       $48,837

IPFS Corp.                         Trade Debt           $44,515

Jake Jacobs                        Wages                $16,755

Jaysen Atchison                    Wages                $15,576

John Huerta Construction           Trade Debt           $55,602

JPM Chase                                              $212,004

Michael Maddox                     Short Term          $102,000
                                   Promissory Note

Middle Tennessee State Univ.                            $82,137

Richards Aviation                  Trade Debt           $31,653

TCFI IG LLC
200 Crescent Court, Suite                           $16,862,547
1040

Dallas, TX 75201

Vance Gardner                      Wages                $25,217


ISTAR FINANCIAL: Incurs $26.6 Million Net Loss in First Quarter
---------------------------------------------------------------
iStar Financial Inc. reported a net loss allocable to common
shareholders of $26.57 million on $108.74 million of total
revenues for the three months ended March 31, 2014, as compared
with a net loss allocable to common shareholders of $41.26 million
on $94.07 million of total revenues for the same period in 2013.

The Company's balance sheet as of March 31, 2014, showed $5.48
billion in total assets, $4.21 billion in total liabilities and
$1.26 billion in total equity.

The Company will host its annual meeting of shareholders at the
Sofitel Hotel, located at 45 West 44th Street, 2nd Floor,
Trocadero Room, New York, New York 10036 on Thursday, May 22, 2014
at 9:00 a.m. EDT.  All shareholders are cordially invited to
attend.

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

                        http://is.gd/ubycYq

                       About iStar Financial

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

                            *     *     *

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

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

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


JC&H INC: Wins Confirmation of Amended Plan
-------------------------------------------
Bankruptcy Judge Russell F. Nelms in Forth Worth, Texas, confirmed
the Amended Chapter 11 Plan of Reorganization Proposed by JC&H,
Inc., dated Feb. 7, 2014.  A hearing to approve the Amended Plan
was held April 28.  Judge Nelms said the Amended Plan complies
with the applicable provisions to the Bankruptcy Code.

The Original Disclosure Statement to Accompany Original Plan of
Reorganization filed on February 7, 2014, was amended on March 10,
2014.  The Amended Disclosure Statement was conditionally approved
by the Court's April 4 Order, and finally approved pursuant to
Confirmation Order.

There was one ballot regarding confirmation timely filed with the
Court.

A copy of Judge Nelms' April 29 FINDINGS OF FACT AND CONCLUSIONS
OF LAW IN CONNECTION WITH CONFIRMATION OF ORIGINAL CHAPTER 11 PLAN
OF REORGANIZATION is available at http://is.gd/6fIOpwfrom
Leagle.com.

JC&H Inc., dba Lone Star Services Company, filed for Chapter 11
bankruptcy (Bankr. N.D. Tex. Case No. 13-43280) on July 19, 2013,
listing under $1 million in both assets and debts.  A copy of the
petition is available at http://bankrupt.com/misc/txnb13-43280.pdf
Craig Douglas Davis, Esq. -- davisdavisandroberts@yahoo.com -- at
Davis, Ermis & Roberts, P.C., serves as the Debtor's counsel.


JOHN HASSALL: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: John Hassall, Inc.
        609-1 Cantiague Rock Road
        Westbury, NY 11590

Case No.: 14-71961

Chapter 11 Petition Date: April 30, 2014

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

Judge: Hon. Alan S Trust

Debtor's Counsel: Stephen A Donato, Esq.
                  BOND, SCHOENECK & KING PLLC
                  One Lincoln Center
                  Syracuse, NY 13202-1355
                  Tel: (315) 218-8000
                  Fax: (315) 218-8100
                  Email: sdonato@bsk.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Theodore B. Smith, III, president and
CEO.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/nyeb14-71961.pdf


KIANA PROPERTIES: Meeting of Creditors on May 19
------------------------------------------------
The meeting of creditors of Kiana Properties, LLC, under 11 U.S.C.
Sec. 341(a) is set for May 19, according to The Orlando Sentinel.

Port Orange, Florida-based Kiana Properties, LLC, filed a Chapter
11 petition (Bankr. M.D. Fla. Case No. 14-04465) in Orlando on
April 18, 2014.  Scott W Spradley, Esq., at the Law Offices of
Scott W Spradley PA, serves as counsel.  The Debtor estimated $1
million to $10 million in assets and liabilities.


LABORATORY PARTNERS: Can File Chapter 11 Plan Until June 23
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware extended
the exclusive periods of Laboratory Partners Inc. and its debtor-
affiliates to file a Chapter 11 plan by approximately 60 days,
through and including June 23, 2014, and the period during which
the Debtors have the exclusive right to solicit acceptances of
that plan through and including Aug. 22, 2014.

As reported in the Troubled Company Reporter on March 21, 2014,
since the Petition Date, the Debtors have focused their efforts
principally on procuring debtor-in-possession financing, sought
approval of and running sale processes, preparing their schedules
of assets and liabilities and statements of financial affairs, and
establishing a claims administration process.  As a result, the
Debtors said they are still considering certain issues related to
a plan and drafting the same.

The Debtors said they are continuing to develop a Plan and discuss
options with major case constituents.  Consequently, the Debtors
sought an extension of the Exclusive Periods to allow the Debtors
to continue advancing the discussions and to finalize a Plan, Erin
R. Fay, Esq., at Morris, Nichols, Arsht & Tunnell LLP, the
attorney for the Debtor, said in a court filing dated March 18,
2014.  The extension of the Exclusivity Periods will add certainty
and stability as the Debtors continue working towards a sale of
the Debtors' remaining assets.  The Debtors remain in active
negotiations with a potential purchaser for the Debtors' long-term
care division and intend to finalize the negotiations in the near
future.

                    About Laboratory Partners

Laboratory Partners Inc., a Cincinnati-based provider of lab and
pathology services, and several affiliates filed petitions for
Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-12769) on
Oct. 25, 2013, in Delaware.  In its assets, the Debtor disclosed
$43,034,702.91 in total assets and at least $132,357,067.42 (plus
unknown) in total liabilities.

The debtor-affiliates are Kilbourne Medical Laboratories, Inc.,
MedLab Ohio, Inc., Suburban Medical Laboratory, Inc., Biological
Technology Laboratory, Inc., Terre Haute Medical Laboratory, Inc.,
and Pathology Associates of Terre Haute, Inc.  Certain of the
Debtors do business as MEDLAB.

Judge Peter J. Walsh presides over the case.  Laboratory Partners
is represented by Morris, Nichols, Arsht & Tunnell LLP's Robert
Dehney, Esq., and Erin R. Fay, Esq.; and Pillsbury Winthrop Shaw
Pittman LLP's Leo T. Crowley, Esq., and Margot P. Erlich, Esq. and
Jonathan J. Russo, Esq.  BMC Group Inc. serves as claims and
administrative agent.  Duff & Phelps Securities LLC serves as the
Debtors' investment bankers.

The Official Committee of Unsecured Creditors has retained
Otterbourg P.C., as Lead Co-Counsel; Klehr Harrison Harvey
Branzburg LLP as Delaware Counsel; and Carl Marks Advisory Group
LLC, as financial advisors.

In March 2014, the Bankruptcy Court authorized the Debtors to sell
their so-called "Talon Division," which refers to the clinical
laboratory and anatomic pathology services to (i) physicians,
physician officers and medical groups in Indiana, Illinois, and
(ii) Union Hospital, Inc., in Terre Haute and Clinton, Indiana, to
Laboratory Corporation of America Holdings for $10.5 million.  An
auction was cancelled after the Debtors received no competing bid
during the bid deadline.

The Court also authorized the Debtors to sell certain of their
assets relating to their nuclear medicine business to Union
Hospital, Inc.


LATTICE INC: Incurs $1 Million Loss in 2013
-------------------------------------------
Lattice Incorporated filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$1 million on $8.26 million of revenue for the year ended Dec. 31,
2013, as compared with a net loss of $570,772 on $7.53 million of
revenue during the prior year.

As of Dec. 31, 2013, the Company had $4.76 million in total
assets, $7.23 million in total liabilities and a $2.47 million
deficit attributable to shareowners of the Company.

Rosenberg Rich Baker Berman & Company, in Somerset, New Jersey,
in Somerset, New Jersey, issued a "going concern" qualification on
the consolidated financial statements for the year ended Dec. 31,
2013.  The independent auditors noted that the Company has a
history of operating losses, has a working capital deficit and
requires additional working capital to meet its current
liabilities.  These factors raise substantial doubt about the
Company's ability to continue as a going concern.

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

                        http://is.gd/2PmAYi

                         About Lattice Inc.

Pennsauken, New Jersey-based Lattice Incorporated provides
telecommunications services to correctional facilities and
specialized telecommunication service providers in the United
States.


LBJ RE: Files for Chapter 7 in Central Florida
----------------------------------------------
LBJ RE LLC, filed a Chapter 7 petition (Bankr. M.D. Fla. Case NO.
14-04327) on April 16, 2014.  The Kissimmee, Florida-based company
estimated $100,000 to $500,000 in assets and liabilities.  The
meeting of creditors under 11 U.S.C. Sec. 341(a) is slated for May
15.  Judge Cynthia C. Jackson is assigned to the case.  The
company filed the petition without a lawyer.


LDK SOLAR: Unit Signs Wafer Supply Agreement with Gintech
---------------------------------------------------------
LDK Solar Co., Ltd., in provisional liquidation and its Joint
Provisional Liquidators, Tammy Fu and Eleanor Fisher, both of
Zolfo Cooper (Cayman) Limited, announced that its Chinese
Subsidiary, Jiangxi LDK Solar Hi-Tech Co., Ltd., has signed a
wafer supply agreement with Gintech Energy Corporation, a
Taiwanese company listed on the Taiwan exchange with solar cell
manufacturing operations.  Under the terms of the agreement,
Jiangxi LDK Solar will provide wafers totaling 850 megawatts with
shipments commencing in April 2014 through March 2018.

                          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.


LEO MOTORS: Incurs $1.2 Million Net Loss in 2013
------------------------------------------------
Leo Motors, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$1.24 million on $0 of revenues for the year ended Dec. 31, 2013,
as compared with a net loss of $1.88 million on $25,605 of
revenues during the prior year.

As of Dec. 31, 2013, the Company had $1.14 million in total
assets, $1.66 million in total liabilities and a $518,320 total
deficit.

John Scrudato CPA, in Califon, New Jersey, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company has incurred significant losses since inception
of $16,871,850.  This and other factors raise substantial doubt
about the Company's ability to continue as a going concern.

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

                         http://is.gd/dYSrFK

                           About Leo Motors

Headquartered in Hanam City, Gyeonggi-do, Republic of Korea, Leo
Motors, Inc., a Nevada corporation, is currently engaged in the
research and development of multiple products, prototypes and
conceptualizations based on proprietary, patented and patent
pending electric power generation, drive train and storage
technologies.

In 2011, the Company determined its investment in Leo B&T Inc. an
investment account was impaired and recorded an expense of
$4.5 million.  During the 2012 year the Company had a net non
operating income largely from the result of the forgiveness of
debt for $1.3 million.


LILES OIL: Files for Chapter 11 in Central Florida
--------------------------------------------------
Liles Oil Co. Inc. filed a Chapter 11 bankruptcy petition (Bankr.
M.D. Fla. Case No. 14-04505) on April 21, 2014.  The Casselberry,
Fla.-based company estimated $0 to $50,000 in assets and $100,000
to $500,000 in liabilities.  The creditors' meeting is slated for
May 19.


LORETTA J. HART: 4th Cir. Affirms Ruling in Favor of Bank
---------------------------------------------------------
Southern Heritage Bank initiated an adversary proceeding against
Loretta J. Hart in bankruptcy court under 11 U.S.C. Sec. 523 on
February 17, 2010.  The Bank objected to the discharge of four
loans that it had extended to Hart.

The bankruptcy court found all four loans non-dischargeable under
11 U.S.C. Sec. 523(a)(2)(B) and determined the amounts of the non-
dischargeable debts in an order entered on May 20, 2011.  The
court, however, did not enter a final monetary judgment on those
amounts.

On May 3, 2012, the Bank filed a motion under Federal Rule of
Bankruptcy Procedure 9024 to amend the bankruptcy court's May 20
order on the ground of mistake.  Specifically, the Bank requested
that the court amend the order to include an entry of judgment on
the amount of each non-dischargeable loan.  The bankruptcy court
granted the motion over Ms. Hart's objections, including her
assertion that the bankruptcy court lacked constitutional
authority to take such action following the Supreme Court's
decision in Stern v. Marshall, 131 S.Ct. 2594 (2011).  Ms. Hart
appealed the bankruptcy court's decision to the United States
District Court for the Eastern District of Tennessee, and the
district court affirmed.  Ms. Hart elevated the matter to the U.S.
Court of Appeals for the Fourth Circuit, which affirmed.

The case before the Fourth Circuit is, LORETTA J. HART, Plaintiff-
Appellant, v. SOUTHERN HERITAGE BANK, Defendant-Appellee, No. 13-
6188 (4th Cir.).

A copy of the Fourth Circuit's April 28, 2014 Opinion is available
at http://is.gd/x2ugeEfrom Leagle.com.  Circuit Judge Bernice B.
Donald penned the Opinion.

Loretta J. Hart filed a Chapter 11 bankruptcy proceeding in the
United States Bankruptcy Court for the Eastern District of
Tennessee on Oct. 22, 2009.  On Nov. 5, 2009, the bankruptcy court
converted Ms. Hart's petition to one under Chapter 7.


LYON WORKSPACE: May 12 Combined Hearing on Plan & Disclosures
-------------------------------------------------------------
Lyon Workspace Products, L.L.C., et al., are slated to seek
confirmation on May 12 of the Chapter 11 plan of liquidation they
co-proposed with the statutory committee of unsecured creditors.

The Debtors won approval from Judge Janet S. Baer of their
proposed solicitation procedures, which provide for this timeline:

  -- March 31, 2014 is the record date for holders of claims
entitled to vote to accept the Plan;

  -- The voting deadline will be May 7, 2014 at 5:00 p.m. Pacifiic
Time;

  -- A joint hearing on approval of the Disclosure Statement and
confirmation of the Plan will commence on May 20, 2014 at 10:30
a.m. Central Time.

  -- Objections to approval of the Disclosure Statement and/or
confirmation of the Plan must be filed by May 12, 2014 at 5:00
p.m. Central Time; and

   -- Any of the plan proponents may reply to the objections by
May 16, 2014.

The Plan proposed by the Debtors and the Committee provides for
the Debtors' liquidation and wind-down and the formation of a
liquidating trust that will (i) liquidate the Debtors' remaining
assets, (ii) pursue claims and causes of action of behalf of the
Debtors' general unsecured creditors, (iii) analyze and reconcile
claims filed against the estates, and (iv) make distributions to
holders of allowed claims.

Claims of the secured lender have been paid off from the assets
sale.  In April, the Debtors sold their assets to lender LWP
Partners LLC for a purchase price of $22.15 million.  The price
includes a credit bid of the full amount of LWP's secured
indebtedness of $17.9 million, $200,000 toward bankruptcy and
liquidation expenses, and assumption of $3 million in liabilities.

Under the Plan, general unsecured claims are impaired and holders
of these claims will receive their pro rata share of liquidating
trust assets.  While $131 million of general unsecured claims have
been filed, the Debtors estimate that allowed general unsecured
claims will not exceed $22.7 million.

Holders of equity interests will not receive any distributions.

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

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

                   About Lyon Workspace Products

Lyon Workspace Products, L.L.C., and seven affiliates sought
Chapter 11 protection (Bankr. N.D. Ill. Lead Case No. 13-2100) on
Jan. 19, 2012.

Lyon Workspace -- http://www.lyonworkspace.com/-- was a
manufacturer and supplier of locker and storage products.  It had
400 full-time employees, 53% of whom are salaried employees.
Eight percent of the employees are members of the Local Union No.
1636 of the United Steelworkers of America, A.F.L.-C.I.O.  The
Debtor disclosed $41,275,474 in assets and $37,248,967 in
liabilities as of the Chapter 11 filing.

Attorneys at Perkins Coie LLP serve as counsel to the Debtors.
Kurtzman Carson Consultants LLC is the claims and notice agent.

Lyon Workspace -- http://www.lyonworkspace.com/-- was a
manufacturer and supplier of locker and storage products.  It had
400 full-time employees, 53% of whom are salaried employees.
Eight percent of the employees are members of the Local Union No.
1636 of the United Steelworkers of America, A.F.L.-C.I.O.  The
Debtor disclosed $41,275,474 in assets and $37,248,967 in
liabilities as of the Chapter 11 filing.

Attorneys at Perkins Coie LLP serve as counsel to the Debtors.
Kurtzman Carson Consultants LLC is the claims and notice agent.

The Official Committee of Unsecured Creditors consists of: (i)
Premier Resource Group, LLC (Committee Chair); (ii) Master
Lock Company LLC; (iii) Barsteel Corporation; (iv) Miller
Metals Service Corp.; and (v) Cardinal Packaging Products,
LLC.


M.A.R. REALTY: Court to Hear Plan Outline on May 14
---------------------------------------------------
The U.S. Bankruptcy Court for the District of Puerto Rico is set
to convene a hearing on May 14, 2014, at 9:00 a.m., to consider
and rule on the adequacy of the Disclosure Statement filed by
M.A.R. Realty Inc.

The Debtor filed an Amended Chapter 11 Plan of Reorganization and
Disclosure Statement dated March 26, 2014, copies of which are
available at:

         http://bankrupt.com/misc/MARRealty_AmdPlan.PDF
         http://bankrupt.com/misc/MARRealty_DSMar26.PDF

As previously reported by The Troubled Company Reporter, the Plan
essentially contemplates the full payment to the secured creditor,
zero dividend for unsecured creditors and for current management
to remain post- bankruptcy.

The secured claim of creditor Banco Popular is unimpaired.  The
Amended Plan provides that on agreement with Banco Popular on the
Effective Date, the Debtor will commence monthly payment of $5,000
as adequate protection.

Banco Popular has a security interest on several mortgage notes
secured with liens over several of the Debtor's properties --
among them 2 land parcels, 2 building structures and 3 residential
real properties, which have a total market value of $9.36 million.

The Debtor will have six months to market the properties, the
proceeds to be applied to the outstanding debt once any real
estate property taxes are paid.

                      About M.A.R. Realty

M.A.R. Realty Corp. filed a Chapter 11 petition (Bankr. D.P.R.
Case No. 13-09752) on Nov. 25, 2013.  Edwin Ramos signed the
petition as president.  The Debtor disclosed $11.16 million in
total assets and $10.14 million in total liabilities.  Isabel M.
Fullana, Esq., at Garcia Arregui & Fullana PSC, serves as the
Debtor's counsel.  Hon. Mildred Caban Flores presides over the
case.


MEE APPAREL: Court Okays Innovation Capital as Investment Banker
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey
authorized MEE Apparel LLC and MEE Direct LLC to employ Innovation
Capital, LLC as their investment bankers pursuant to 11 U.S.C.
Sec. 327(a).

As reported in the Troubled Company Reporter on April 24, 2014,
since its engagement shortly before the Petition Date, Innovation
has become uniquely situated to increase the likelihood of a
successful transaction.  The Debtors tapped Innovation to assist
them with (i) a sale, merger or acquisition of all of the equity
interest in, or substantially all of the assets of the Debtors and
(ii) arranging debtor-in-possession financing in connection with
the Chapter 11 cases.

Postpetition, the Debtors contemplate that Innovation will provide
the Debtors advice and assistance in connection with completing
the sale transaction, including conducting an auction process in
accordance with the Bankruptcy Code to solicit and evaluate
indications of interest and proposals.

The Debtors propose to compensate Innovation as follows:

   a. Reorganization Fee: The Debtors agree to pay a fee equal to
      $65,000 upon the earlier to occur of (i) the Bankruptcy
      Court confirming the Debtors' plan of reorganization, (ii)
      the closing of a transaction, or (iii) the conversion of the
      Debtors' Chapter 11 cases to a Chapter 7 liquidation.

   b. Retainer Fee. Before the Petition Date, the Debtors paid
      Innovation a nonrefundable retainer fee in the amount of
      $10,000.

Innovation also will seek reimbursement for reasonable out-of-
pocket expenses, provided that such amounts will not exceed
$10,000 in the aggregate without the prior written consent of the
Debtors.

The firm's Matthew J. Sodl, Co-Founder, President and Managing
Director, attests that Innovation does not hold or represent any
interest adverse to the Debtors, their creditors or estates and is
a disinterested person as that term is defined in Section 101(14)
of the Bankruptcy Code.

The firm may be reached at:

     Matthew J. Sodl
     INNOVATION CAPITAL LLC
     222 N Sepulveda Blvd # 2175
     El Segundo, CA 90245-5648

                        About MEE Apparel

Founded in 1993 by Marc Ecko, Gerszberg and Marci Tapper, MEE
Apparel LLC and MEE Direct LLC are providers of youth apparel and
streetwear under the "Ecko Unltd." and "Unltd." brands.  Evolving
from just six t-shirts and a can of spray paint, MEE has become a
full scale global fashion and lifestyle company.  In 2013, MEE
Apparel generated gross sales of approximately $50 million.

MEE Apparel LLC and MEE Direct LLC filed Chapter 11 bankruptcy
petitions (Bankr. D.N.J. Case Nos. 14-16484 and 14-16486) on April
2, 2014.

The Debtors have a deal to sell the assets to owner and lender
Seth Gerszberg's Suchman, LLC, at a bankruptcy court-sanctioned
auction.

As of the Petition Date, the Debtors had assets of approximately
$30 million and liabilities of $62 million, including $25 million
of debt outstanding to unsecured creditors.

Judge Christine M. Gravelle presides over the Chapter 11 cases.

Cole, Schotz, Meisel, Forman & Leonard, P.A., serves as the
Debtor's counsel.  Prime Clerk LLC is the Debtor's claims and
noticing agent.  Innovation Capital, LLC, acts as the Debtor's
investment banker.

The petitions were signed by Jeffrey L. Gregg as chief
restructuring officer.


MEE APPAREL: Court Approves Cole Schotz as Bankruptcy Counsel
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey
authorized MEE Apparel LLC and MEE Direct LLC to employ Cole,
Schotz, Meisel, Forman & Leonard, P.A. as bankruptcy counsel, nunc
pro tunc to April 2, 2014.

As reported in the Troubled Company Reporter on April 24, 2014,
Cole Schotz will be rendering services on an hourly basis.  The
current rates of Cole Schotz members, associates and paralegals
are:

                                          Hourly Rates
                                          ------------
         Members                        $395 to $800.00
         Special Counsel                $375 to $440.00
         Associates                     $195 to $420.00
         Paralegals                     $170 to $250.00
         Litigation Support Specialist  $100 to $250.00

As of the Petition Date, Cole Schotz had a $187,111 retainer for
legal services to be rendered and costs to be incurred for and on
behalf of the Debtors after the Petition Date.

Michael D. Sirota, Esq., a shareholder of Cole Schotz, attested
that the firm does not hold or represent any interest adverse to
the Debtors, their estates or creditors and is a disinterested
person.

                        About MEE Apparel

Founded in 1993 by Marc Ecko, Gerszberg and Marci Tapper, MEE
Apparel LLC and MEE Direct LLC are providers of youth apparel and
streetwear under the "Ecko Unltd." and "Unltd." brands.  Evolving
from just six t-shirts and a can of spray paint, MEE has become a
full scale global fashion and lifestyle company.  In 2013, MEE
Apparel generated gross sales of approximately $50 million.

MEE Apparel LLC and MEE Direct LLC filed Chapter 11 bankruptcy
petitions (Bankr. D.N.J. Case Nos. 14-16484 and 14-16486) on April
2, 2014.

The Debtors have a deal to sell the assets to owner and lender
Seth Gerszberg's Suchman, LLC, at a bankruptcy court-sanctioned
auction.

As of the Petition Date, the Debtors had assets of approximately
$30 million and liabilities of $62 million, including $25 million
of debt outstanding to unsecured creditors.

Judge Christine M. Gravelle presides over the Chapter 11 cases.

Cole, Schotz, Meisel, Forman & Leonard, P.A., serves as the
Debtor's counsel.  Prime Clerk LLC is the Debtor's claims and
noticing agent.  Innovation Capital, LLC, acts as the Debtor's
investment banker.

The petitions were signed by Jeffrey L. Gregg as chief
restructuring officer.


MGM RESORTS: Posts $108.2 Million Net Income in First Quarter
-------------------------------------------------------------
MGM Resorts International reported net income attributable to the
Company of $108.16 million on $2.63 billion of revenues for the
three months ended March 31, 2014, as compared with net income
attributable to the Company of $6.54 million on $2.35 billion of
revenues for the same period in 2013.

As of March 31, 2014, the Company had $25.35 billion in total
assets, $17.52 billion in total liabilities and $7.82 billion in
total stockholders' equity.

"We are off to a strong start in 2014, with double digit Adjusted
EBITDA growth at our wholly owned domestic resorts and record
results at MGM China and CityCenter," said Jim Murren, Chairman
and CEO.  "In the U.S., we are executing on our strategy to drive
customer loyalty by increasing incremental convention business to
our properties mid-week, hosting the best events on the weekends,
and continually bringing new and exciting capital initiatives to
our properties.  Our development projects are well underway as MGM
Cotai, our second Macau property, is on schedule to open in early
2016 and we are preparing to break ground on MGM National Harbor,
in Maryland this summer, where we expect to open in 2016."

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

                        http://is.gd/avmOVd

                         About MGM Resorts

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

MGM Resorts reported a net loss attributable to the Company of
$1.76 billion in 2012 as compared with net income attributable to
the Company of $3.11 billion in 2011.

                        Bankruptcy Warning

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

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

                           *     *     *

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

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

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

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


MICHAELS STORES: Posts $264 Million Net Income in Fiscal 2013
-------------------------------------------------------------
Michaels Stores, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K disclosing net income of
$264 million on $4.57 billion of net sales for the fiscal year
ended Feb. 1, 2014, as compared with net income of $200 million on
$4.40 billion of net sales for the fiscal year ended Feb. 2, 2013.

For the quarter ended Feb. 1, 2014, the Company reported net
income of $143 million on $1.55 billion of net sales as compared
with net income of $105 million on $1.52 billion of net sales for
the quarter ended Feb. 2, 2013.

As of Feb. 1, 2014, the Company had $1.80 billion in total assets,
$3.80 billion in total liabilities and a $2 billion total
stockholders' deficit.  The Company ended the year with $234
million in cash, $2.89 billion in debt and approximately $589
million in availability under its asset-based revolving credit
facility.

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

                        http://is.gd/1T8id1

                      About Michaels Stores

Headquartered in Irving, Texas, Michaels Stores, Inc., is the
largest arts and crafts specialty retailer in North America.  As
of March 9, 2009, the Company operated 1,105 "Michaels" retail
stores in the United States and Canada and 161 Aaron Brothers
Stores.

                           *     *     *

Michaels Stores carries a 'B2' corporate family rating from
Moody's Investors Service and 'B' corporate credit rating from
Standard & Poor's Ratings Services.


MMRGLOBAL INC: Incurs $7.6 Million Net Loss in 2013
---------------------------------------------------
MMRGlobal, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$7.63 million on $587,305 of total revenues for the year ended
Dec. 31, 2013, as compared with a net loss of $5.90 million on
$804,343 of total revenues for the year ended Dec. 31, 2012.

As of Dec. 31, 2013, the Company's balance sheet showed $2.17
million in total assets, $10.04 million in total liabilities and a
$7.87 million total stockholders' deficit.

Rose, Snyder & Jacobs LLP, in Encino, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company has incurred significant operating losses and
negative cash flows from operations during the years ended
December 31, 2013 and 2012.  These conditions raise substantial
doubt about the Company's ability to continue as a going concern.

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

                        http://is.gd/MJEP9W

                          About MMRGlobal

Los Angeles, Calif.-based MMR Global, Inc. (OTC BB: MMRF)
-- http://www.mmrglobal.com/-- through its wholly-owned operating
subsidiary, MyMedicalRecords, Inc., provides secure and easy-to-
use online Personal Health Records (PHRs) and electronic safe
deposit box storage solutions, serving consumers, healthcare
professionals, employers, insurance companies, financial
institutions, and professional organizations and affinity groups.


MOMENTIVE PERFORMANCE: Names Jack Boss as Division President
------------------------------------------------------------
Jack Boss will be joining Momentive Performance Materials Inc. as
president of the Company's Silicones and Quartz Division,
effective March 31, 2014.  Mr. Boss will be responsible for
leading the silicones and quartz business globally.

Mr. Boss' career spans more than 30 years in the specialty
chemicals and materials industry.  Most recently, Mr. Boss was
President of Honeywell Safety Products at Honeywell International
(NYSE: HON) from February 2012 to March 2014.  Prior to 2014, Mr.
Boss held other senior leadership positions at Honeywell
International, including vice president and general manager of
Specialty Products and vice president and general manager of
Specialty Chemicals during his 11 year tenure at the company.  Mr.
Boss also previously served as vice president and general manager
of the Specialty and Fine Chemicals business of Great Lakes
Chemical Corporation and vice president and Business Director at
International Specialty Products.  He has an MBA in marketing and
finance from Rutgers University and a bachelor's degree in
mechanical engineering from the University of West Virginia.

"I am extremely pleased to add an executive with Jack's breadth
and depth of experience to the Company," said Craig Morrison,
chairman, president and CEO.  "His demonstrated ability to drive
top and bottom-line growth will be a tremendous asset to Momentive
Performance Materials.  He has a proven track record of developing
global teams focused on growth, operational excellence and
safety."

Mr. Boss's terms of employment provide, among other things, that
he will receive an annual base salary of $585,000 for his first
year.

Additional information is available for free at:

                       http://is.gd/4HL8jT

                    About Momentive Performance

Momentive Performance Materials, Inc., produces silicones and
silicone derivatives, and develops and manufactures products
derived from quartz and specialty ceramics.  As of Dec. 31, 2008,
the Company had 25 production sites located worldwide, which
allows it to produce the majority of its products locally in the
Americas, Europe and Asia.  Momentive's customers include
companies in industries, such as Procter & Gamble, 3M, Goodyear,
Unilever, Saint Gobain, Motorola, L'Oreal, BASF, The Home Depot
and Lowe's.

Momentive Performance disclosed a net loss of $365 million on
$2.35 billion of net sales for the year ended Dec. 31, 2012, as
compared with a net loss of $140 million on $2.63 billion of net
sales in 2011.

The Company's balance sheet at Sept. 30, 2013, showed $2.86
billion in total assets, $4.13 billion in total liabilities and a
$1.26 billion total deficit.

                           *     *     *

As reported by the TCR on Nov. 26, 2013, Moody's Investors Service
lowered Momentive Performance Materials Inc.'s Corporate Family
Rating (CFR) to Caa2 from Caa1.  This action reflect ongoing weak
financial performance and liquidity as well as Moody's opinion
that potential losses for debtholders have increased due to the
extended downturn in the company's end markets.

In the Feb. 13, 2014, edition of the TCR, Standard & Poor's
Ratings Services lowered its corporate credit rating on Albany,
N.Y.- based Momentive Performance Materials Inc. (MPM) to 'CCC-'
from 'CCC'.  "The downgrade follows several quarters of negative
free operating cash flow and declining liquidity through Sept. 30,
2013," said Standard & Poor's credit analyst Cynthia Werneth.


MOMENTIVE PERFORMANCE: Jack Boss is Silicones President
-------------------------------------------------------
Jack Boss was named as Momentive Performance Materials Inc.'s
presidento of its Company's Silicones and Quartz Division,
effective March 31, 2014, just two weeks before the bankruptcy
filing for the company.

Mr. Boss is responsible for leading the silicones and quartz
business globally.

Mr. Boss' career spans more than 30 years in the specialty
chemicals and materials industry.  Most recently, Mr. Boss was
President of Honeywell Safety Products at Honeywell International
(NYSE: HON) from February 2012 to March 2014.  Prior to 2014, Mr.
Boss held other senior leadership positions at Honeywell
International, including vice president and general manager of
Specialty Products and vice president and general manager of
Specialty Chemicals during his 11 year tenure at the company.  Mr.
Boss also previously served as vice president and general manager
of the Specialty and Fine Chemicals business of Great Lakes
Chemical Corporation and vice president and Business Director at
International Specialty Products.  He has an MBA in marketing and
finance from Rutgers University and a bachelor's degree in
mechanical engineering from the University of West Virginia.

"I am extremely pleased to add an executive with Jack's breadth
and depth of experience to the Company," said Craig Morrison,
chairman, president and CEO.  "His demonstrated ability to drive
top and bottom-line growth will be a tremendous asset to Momentive
Performance Materials.  He has a proven track record of developing
global teams focused on growth, operational excellence and
safety."

Mr. Boss's terms of employment provide, among other things, that
he will receive an annual base salary of $585,000 for his first
year.

Additional information is available for free at:

                       http://is.gd/4HL8jT

                   About Momentive Performance

Momentive Performance is one of the world's largest producers of
silicones and silicone derivatives, and is a global leader in the
development and manufacture of products derived from quartz and
specialty ceramics.  Momentive has a 70-year history, with its
origins as the Advanced Materials business of General Electric
Company.  In 2006, investment funds affiliated with Apollo Global
Management, LLC, acquired the company from GE.

As of Dec. 31, 2013, the Company had 4,500 employees worldwide, of
which 46% of the Company's employees are members of a labor union
or are represented by workers' councils that have collective
bargaining agreements.

Momentive Performance Materials Inc., Momentive Performance
Materials Holdings Inc., and their affiliates sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 14-22503) on April 14,
2014, with a deal with noteholders on a balance-sheet
restructuring.

As of Dec. 31, 2013, the Debtors had $4.114 billion of
consolidated outstanding indebtedness, including payments due
within the next 12 months and short-term borrowings.  The Debtors
said that the restructuring will eliminate $3 billion in debt.

The Debtors have tapped Willkie Farr & Gallagher LLP as bankruptcy
counsel with regard to the filing and prosecution of these chapter
11 cases; Sidley Austin LLP as special litigation counsel; Moelis
& Company LLC as financial advisor and investment banker;
AlixPartners, LLP as restructuring advisor; PricewaterhouseCoopers
as auditor; and Crowe Horwath LLP as benefit plan auditor.
Kurtzman Carson Consultants LLC is the notice and claims agent.


MOUNTAIN PROVINCE: Closes C$28.24 Million Bought Deal Financing
---------------------------------------------------------------
Mountain Province Diamonds Inc. closed its previously announced
bought-deal private placement of common shares, for gross proceeds
of C$17.85 million.

BMO Capital Markets, on behalf of a syndicate including RBC
Dominion Securities Inc., sold 3,500,000 common shares of the
Company at a price of C$5.10 per share, by way of a bought-deal
private placement.  The Underwriters received a cash commission of
5% of the gross proceeds.

The Company is also pleased to announce the closing of a
concurrent non-brokered private placement of common shares at a
price of C$5.10 per share, for gross proceeds of $10.39 million.

The common shares issued in the bought-deal and non-brokered
private placements are subject to a four month hold period,
expiring July 29, 2014.

The net proceeds of the private placements will be used for the
continued development of the Company's Gahcho Ku' project and for
general corporate purposes.

                About Mountain Province Diamonds

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

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

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


MUNDY RANCH: Parties Object to Disclosure Statement
---------------------------------------------------
In separate filings, certain creditors of Mundy Ranch, Inc., filed
objections to the approval of the Debtor's Disclosure Statement.
They include Valley National Bank; Fr. Robert Mundy; and Comeau,
Maldegen, Templeman & Indall.

In 2004, the Debtor guaranteed a debt obtained by Aldrich Building
LLC from Valley Bank.  As security, Aldrich executed a mortgage to
Valley Bank consisting of a real property known as the Aldrich
Building.

Valley Bank objects to the Disclosure Statement because the Debtor
does not provide an estimate or a basis for an estimation of the
value of the Building property.  Without that information, it is
unclear how the Debtor concludes that a sale of the Building
property would satisfy the Guaranty obligation or that there will
be no deficiency after sale.

Valley Bank also complains that the Disclosure Statement fails to
disclose that the Debtor must pay the Guaranty claim in full if
equity interest holders are to retain their interests in the
Debtor.

Fr. Robert Mundy, a shareholder, for his part, is concerned that
no date has been provided in the Disclosure Statement by which his
shareholder interest will be satisfied.  Without such date, he
said he cannot intelligently vote on the Plan.

The Plan provides that no distribution will be made to any
shareholder prior to the time that all Class 5 PBGC Claim and
Class 7 General Unsecured Claims are paid in full.

The CMTI Firm is a general unsecured creditor, having provided a
variety of legal services to the Debtor.  The Firm seeks unpaid
prepetition fees from the Debtor.  The Firm complains that the
Disclosure Statement does not make adequate information about the
Firm.

Valley National Bank is represented by:

          WALKER & ASSOCIATES, P.C.
          Thomas D. Walker, Esq.
          Ryan J. Kluthe, Esq.
          500 Marquette NW, Suite 650
          Albuquerque, NM 87102
          Email: twalker@walkerlawpc.com

Fr. Robert Mundy is represented by:

          MOORE, BERKSON & GANDARILLA, P.C.
          Daniel J. Behles, Esq.
          3800 Osuna Road, NE, Ste. 2
          Albuquerque, NM 87109
          Tel No: (505) 242-1218
          Email: dan@behles.com

The CMTI Firm is represented by:

          COMEAU, MALDEGEN, TEMPLEMAN & INDALL, LLP
          Paula A. Cook, Esq.
          Larry D. Maldegen, Esq.
          P.O Box 669
          Santa Fe, NM 87504-0669
          Tel No: (505) 982-4611
          Email: pcook@cmtisantafe.com
                 lmaldegen@cmtisantafe.com

                        About Mundy Ranch

Mundy Ranch Inc. -- http://www.mundyranch.com/-- is a family-
owned corporation organized under the laws of the State of New
Mexico with its principal place of business in Rio Arriba County,
New Mexico.  Mundy Ranch sells undeveloped parcels of real
property in northern New Mexico which together occupy
approximately 6,000 acres of land.  The majority of the land
consists of an undivided 5,500 acre parcel, which is also called
Mundy Ranch.  Mundy Ranch scheduled the Mundy Ranch Parcel as
having a value of $17,000,000, with secured claims against the
Mundy Ranch Parcel in the amount of $2,095,000.  Mundy Ranch
generates substantially all of its revenue from developing and
selling parcels of land.  It generates a small amount of revenue
by selling Christmas trees.

Mundy Ranch, Inc., filed a Chapter 11 petition (Bankr. D. N.M.
Case No. 12-13015) in Albuquerque, New Mexico.  The Law Office of
George Dave Giddens, PC, in Albuquerque, serves as counsel to the
Debtor.  The Debtor estimated assets of $10 million to $50 million
and debts of up to $10 million.


NAB HOLDINGS: Moody's Affirms B1 CFR & Rates $200MM Debt B1
-----------------------------------------------------------
Moody's Investors Service affirmed NAB Holdings, LLC's ("NAB", the
parent company of North American Bancard Holdings, Inc.) B1
corporate family rating (CFR), B2-PD probability of default
rating, and assigned a B1 rating to the company's proposed $220
million of senior secured credit facilities. NAB will use the
proceeds to mainly refinance existing bank facilities and pay a
special dividend of $50 million to its shareholder. The ratings
outlook remains stable. Moody's will withdraw the ratings for the
company's existing first lien credit facilities at the close of
the proposed transaction.

Ratings Rationale

The proposed debt-funded dividend will raise NAB's leverage (total
debt/EBITDA, incorporating Moody's standard analytical adjustments
and PayAnywhere losses) by about 1x to near 4.0x. NAB's leverage
is increasing while its adjusted EBITDA and operating cash flow
(excluding changes in working capital) declined in 2013, primarily
as a result of higher operating costs and competitive pricing.
However, Moody's affirmed NAB's rating to reflect the company's
good financial profile, including revenue growth in the high
single digit percentages and expectations of good free cash flow
of about 10% of total debt. Moody's expects NAB's leverage to
decline to about 3.0x by the end of 2015.

The B1 corporate family rating also reflects NAB's highly
recurring transaction-based revenues from a diverse merchant base
and its historically low volume attrition rates. NAB has a good
track record of revenue growth, albeit on a smaller revenue base.
Its credit profile benefits from a growing market for electronic
payment processing services.

The B1 rating is constrained by NAB's modest operating scale and
it reflects the highly competitive market for merchant acquiring
and payment processing services to small and medium size
businesses. With its focus on small and medium size businesses,
NAB can be more susceptible to higher attrition rates and
chargeback liabilities during an economic downturn than merchant
acquirers that serve larger merchant customers. NAB also lacks the
potential scaling advantage that some of its peers have from their
investments in internal payment processing capabilities, which
could support higher future profitability on similar levels of
revenue growth.

NAB's rating incorporates "key man risk" given the importance of
the company's founder to the performance of the business and the
potential for financial policies to be increasingly directed
towards shareholder returns. Moody's also expects the company to
prioritize spending on growth. However, the B1 rating is based on
the ratings agency's expectation that the company will be required
to maintain leverage no higher than 4.0x under the new credit
agreements and that there will be limitations on the borrower's
ability to fund speculative investments.

The stable ratings outlook is based on NAB's good liquidity and
free cash flow, and Moody's view that leverage will decline from
debt repayment and EBITDA growth.

Given NAB's levels of earnings and expected leverage levels, a
ratings upgrade is not expected in the intermediate term. However,
the ratings could be upgraded if the company were to maintain
conservative financial policies and demonstrate meaningful growth
in market share and free cash flow over time. The ratings could be
downgraded if leverage increases from debt-funded distributions or
investments, or the company experiences declines in revenues or
profits. Specifically, Moody's could lower NAB's ratings if
leverage is expected to remain near 4.0x and the ratio of free
cash flow (net of customer acquisition costs) to debt falls below
10%.

Moody's has taken the following ratings actions:

Ratings affirmed:

Corporate Family Rating -- B1

Probability of Default Rating -- B2-PD

Outlook -- Stable

Ratings assigned:

$20 million secured revolving credit facility due 2019 -- B1
(LGD-3, 33%)

$200 million 1st lien Term Loan due 2021 -- B1 (LGD-3, 33%)

The following ratings will be withdrawn upon repayment of debt:

$10 million secured revolving credit facility due 2017 -- Ba3
(LGD-2, 29%)

$150 million 1st lien Term Loan due 2018 -- Ba3 (LGD-2, 29%)

North American Bancard (NAB), with annual gross revenues of
approximately $463 million, provides merchant acquiring services
to small and mid-sized business merchants in the United States.

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.


NAVIENT LLC: Moody's Cuts CFR & Sr. Unsecured Debt Rating to Ba3
----------------------------------------------------------------
Moody's Investors Services downgraded the senior unsecured debt
and corporate family ratings of Navient, LLC, formerly known as
SLM Corp., to Ba3 from Ba1, its senior unsecured MTN and senior
unsecured shelf ratings to (P)Ba3 from (P)Ba1 and its subordinated
debt shelf to (P)B1 from (P)Ba2. The Not Prime short-term ratings
were affirmed. In addition, Moody's downgraded the cumulative
preferred stock rating to B3 (hyb) from Ba3 (hyb), the non-
cumulative preferred stock rating to Caa1 (hyb) from Ba3 (hyb),
its cumulative preferred shelf rating to (P)B3 from (P)Ba3, and
its non-cumulative preferred shelf rating to (P)Caa1 from (P)Ba3
of the new SLM Corp. The outlook for all of the ratings is stable.
The rating actions conclude the review for downgrade initiated on
May 29, 2013.

Transaction Overview

Later, SLM Corp. will complete the restructuring of its business
into two separate independent companies -- Navient, Corp. and SLM
Corp. Navient, Corp., the parent of Navient, LLC, retains all of
the former company's non-bank FFELP and private education loan
portfolios, student loan servicing operations, and collections
business, as well as all of the obligations on the former
company's outstanding senior unsecured debt. The new SLM Corp.,
retains the former company's banking operations, private student
loan origination business and Upromise Rewards program. The former
company's preferred stock was exchanged, on a 1-to-1 basis, into
substantially identical preferred shares of the new SLM Corp.

Ratings Rationale

Ratings Rationale for Navient

The downgrade to Ba3 from Ba1 of Navient's senior rating is due to
its significantly changed business and financial profile that
results from the loss of the earnings, cash flows, equity and
potential market value of the new SLM Corp. along with Navient's
high leverage.

The primary credit strength of Ba3-rated Navient is its
approximately $130 billion legacy student loan portfolio,
approximately $100 billion of which is comprised of FFELP loans
and the remainder private student loans. Navient will have no loan
origination capability since SLM is retaining the private student
loan origination business and new FFELP loans are no longer being
originated as the program was eliminated by Congress in 2010. As a
result, to grow its loan portfolio and not simply shrink as it
services the loan portfolio, Navient's asset management business
is dependent on its ability to acquire student loans from other
lenders, such as SLM.

Outside of the student loan portfolio, the company derives limited
revenues and has limited franchise strength. Navient is likely to
expand into other, adjacent servicing and collections businesses;
however, it is doubtful that these businesses will provide
material incremental earnings and cash flows for bondholders for
quite some time.

The company's $18 billion of senior unsecured debt will primarily
be repaid from 1) the excess spread from the company's FFELP
securitizations, 2) the equity and excess spread in the companies
private student loan securitizations, and 3) unencumbered loans,
the majority of which are private student loans. The primary risks
to bondholders are a material increase in private student loan
losses or rising loan repayment rates. Typically, student loan
repayment rates do not vary much, and unlike residential mortgage
loans are not very sensitive to market interest rates. However, a
material credit negative for bondholders would be if repayment
rates increased materially such as due to a government sponsored
refinance program -- a low probability, high impact event risk.

An additional risk for bondholders, is how effective the company
is in deploying excess cashflow as the loan portfolio amortizes. A
potential credit negative would be if Navient increased leverage
such as by returning capital to shareholders through shareholder
friendly actions including share repurchases or a high dividend.

Ratings Rationale for the New SLM Corp.

The downgrade of the preferred stock ratings to B3 (hyb)
(cumulative preferred) and Caa1 (hyb) (non-cumulative preferred)
reflects the bank's limited franchise strength, Moody's
expectation of aggressive growth, and the structural subordination
of the preferred stock which is issued by the bank holding
company. The ratings also incorporate the loss of earnings and
cash flow from Navient which results in a more concentrated
business profile focused primarily on the private student loan
market.


NETWORK CN: Reports $3.8 Million Net Loss for 2013
--------------------------------------------------
Network CN Inc. filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$3.89 million on $891,366 of advertising revenues for the year
ended Dec. 31, 2013, as compared with a net loss of $1.21 million
on $1.83 million of advertising revenues in 2012.

The Company's balance sheet at Dec. 31, 2013, showed $1.28 million
in total assets, $8.94 million in total liabilities and a $7.65
million total stockholders' deficit.

Union Power Hong Kong CPA, Limited, in Hong Kong SAR, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013.  The independent
auditors noted that the Company has incurred net losses of
$3,883,493, $1,210,629 and $2,102,548 for the years ended
December 31, 2013, 2012 and 2011 respectively.  Additionally, the
Company used net cash in operating activities of $680,424,
$582,753 and $388,278 for the years ended December 31, 2013, 2012
and 2011 respectively.  As of December 31, 2013 and 2012, the
Company recorded stockholders' deficit of $7,656,871 and
$4,032,289 respectively.  These factors raise substantial doubt
about the Company's ability to continue as a going concern.

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

                        http://is.gd/qkHXwO

                         About Network CN

Causeway Bay, Hong Kong-based Network CN Inc. provides out-of-home
advertising in China, primarily serving the needs of branded
corporate customers.


NEW LIFE INT'L: Governmental Claims Bar Date Fixed as June 30
-------------------------------------------------------------
Creditors of New Life International can submit to the claims agent
all proofs of claim claims against the Debtor in its Chapter 11
case that arose before December 31, 2013 (or the "Prepetition
Claims") no later than 90 days after the Debtor mails the Bar Date
Notice.

All Governmental Units which assert a prepetition claim against
the Debtor must submit a proof of claim to the claims agent no
later than June 30, 2014.

For Prepetition Claims arising from the rejection by the Debtor of
an executory contract or unexpired lease entered into before
Dec. 31, 2013, the deadline to submit a proof of claim to the
Claims Agent is the later of: (a) the General Bar Date; (b) 30
days after the service of notice of the entry of a Court order
authorizing rejection by the Debtor of such contract or lease; or
(c) another date as the Court may set.

Linda W. Knight, Esq. -- lknight@gsrm.com -- and Thomas H.
Forrester, Esq. -- tforrester@gsrm.com -- of Gullett, Sanford,
Robinson & Martin, PLLC, of Nashville, Tennessee 37201, represent
the Debtor.

                    About New Life International

New Life International, a religious corporation originally
incorporated under the name "World Bible Society", sought Chapter
11 bankruptcy protection (Bankr. M.D. Tenn. Case No. 13-bk-10974)
in Nashville, Tennessee, on Dec. 31, 2013.

The Debtor disclosed $44,651,301 in assets and $46,362,805 in
liabilities as of the Chapter 11 filing.

NLI's sources of revenue include donations of goods, money and
other property, investment earnings, sale of Christian-themed
merchandise and earnings from other real estate and operating
entities.  Other names used by the Debtor are the National
Community Foundation, The New Life Group, and Band Angels.

The Debtor has tapped Gullett Sanford Robinson & Martin, PLLC as
attorneys and Kraft CPAs Turnaround & Restructuring Group, PLLC,
as financial consultant.

The U.S. Trustee for Region 8 appointed an official committee of
unsecured creditors consisting of Robert T. Abbotts, Dorothy F.
Mack, James D. Rice, Richard M. Taylor, and Sharon L. Upton-Rice.
Bradley, Arant, Boult, Cumming LLP serves as counsel to the
Committee.


NEW LIFE INT'L: Can Sell Surplus Equipment to Cornerstone Church
----------------------------------------------------------------
Judge Randal S. Mashburn granted New Life International's
expedited motion seeking permission to sell surplus equipment
which include movable cubicles and office chairs, outside the
ordinary course of business and free and clear of liens, claims
and interests.

The Debtor may also pay the $350 fee of appraiser company Massa
Estate Group for the valuation of the Equipment.  Massa appraised
the equipment and valued it at $6,800.

The purchaser of the Equipment is Cornerstone Church of Madison,
Tennessee.  The Debtor's president, Robby McGee, is Chief Ministry
Officer of Cornerstone.  The Debtor's directors Tony Russell and
Kris Kelso are also members of Cornerstone.  None of them took
part in the sale negotiations, according to the Debtor.

                   About New Life International

New Life International, a religious corporation originally
incorporated under the name "World Bible Society", sought Chapter
11 bankruptcy protection (Bankr. M.D. Tenn. Case No. 13-bk-10974)
in Nashville, Tennessee, on Dec. 31, 2013.

The Debtor disclosed $44,651,301 in assets and $46,362,805 in
liabilities as of the Chapter 11 filing.

NLI's sources of revenue include donations of goods, money and
other property, investment earnings, sale of Christian-themed
merchandise and earnings from other real estate and operating
entities.  Other names used by the Debtor are the National
Community Foundation, The New Life Group, and Band Angels.

The Debtor has tapped Gullett Sanford Robinson & Martin, PLLC as
attorneys and Kraft CPAs Turnaround & Restructuring Group, PLLC,
as financial consultant.

The U.S. Trustee for Region 8 appointed an official committee of
unsecured creditors consisting of Robert T. Abbotts, Dorothy F.
Mack, James D. Rice, Richard M. Taylor, and Sharon L. Upton-Rice.
Bradley, Arant, Boult, Cumming LLP serves as counsel to the
Committee.


NEW LIFE INT'L: Can Sell Assets of Subsidiaries
-----------------------------------------------
New Life International sought and obtained Bankruptcy Court
authority to cause its subsidiaries to sell their assets.

The proposed procedures for providing notice of proposed sales of
assets of the Debtor's subsidiaries, and for disbursing proceeds
of sales, are approved in all respects.

The Official Committee of Unsecured Creditors supports the
Debtor's motion.  The U.S. Trustee also does not oppose the relief
requested.

Linda W. Knight, Esq., and Thomas H. Forrester, Esq., of Gullett,
Sanford, Robinson & Martin, PLLC, of Nashville, Tennessee 37201,
represent the Debtor.


                    About New Life International

New Life International, a religious corporation originally
incorporated under the name "World Bible Society", sought Chapter
11 bankruptcy protection (Bankr. M.D. Tenn. Case No. 13-bk-10974)
in Nashville, Tennessee, on Dec. 31, 2013.

The Debtor disclosed $44,651,301 in assets and $46,362,805 in
liabilities as of the Chapter 11 filing.

NLI's sources of revenue include donations of goods, money and
other property, investment earnings, sale of Christian-themed
merchandise and earnings from other real estate and operating
entities.  Other names used by the Debtor are the National
Community Foundation, The New Life Group, and Band Angels.

The Debtor has tapped Gullett Sanford Robinson & Martin, PLLC as
attorneys and Kraft CPAs Turnaround & Restructuring Group, PLLC,
as financial consultant.

The U.S. Trustee for Region 8 appointed an official committee of
unsecured creditors consisting of Robert T. Abbotts, Dorothy F.
Mack, James D. Rice, Richard M. Taylor, and Sharon L. Upton-Rice.
Bradley, Arant, Boult, Cumming LLP serves as counsel to the
Committee.


NEW PALESTINE PLAZA: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: New Palestine Plaza, LLC, Debtor
        1396 S 600 W
        New Palestine, IN 46163

Case No.: 14-03993

Chapter 11 Petition Date: April 30, 2014

Court: United States Bankruptcy Court
       Southern District of Indiana (Indianapolis)

Judge: Hon. James M. Carr

Debtor's Counsel: KC Cohen, Esq.
                  KC COHEN, LAWYER, PC
                  151 N Delaware St Ste 1104
                  Indianapolis, IN 46204
                  Tel: 317-715-1845
                  Fax: 317-916-0406
                  Email: kc@esoft-legal.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Trevor Lloyd Jones, president.

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


NEWLEAD HOLDINGS: MGP Seeks 5.3 Million Add'l Settlement Shares
---------------------------------------------------------------
MGP Partners Limited requested 5,300,000 additional settlement
shares pursuant to the terms of the Settlement Agreement approved
by the Supreme Court of New York.  Following the issuances of the
amounts, the Company will have approximately 60,313,274 shares
outstanding, which outstanding amount includes recent share
issuances related to partial exercises of outstanding warrants and
partial conversions of outstanding preferred stock.

As previously reported, on Dec. 2, 2013, the Supreme Court entered
an order approving, among other things, the fairness of the terms
and conditions of an exchange pursuant to Section 3(a)(10) of the
Securities Act of 1933, as amended, in accordance with a
stipulation of settlement among NewLead Holdings Ltd., a
corporation organized and existing under the laws of Bermuda,
Hanover Holdings I, LLC, a New York limited liability company, and
MG Partners Limited, a company with limited liability organized
and existing under the laws of Gibraltar, in the matter entitled
Hanover Holdings I, LLC v. NewLead Holdings Ltd., Case No.
160776/2013.  Hanover commenced the Action against the Company on
Nov. 19, 2013, to recover an aggregate of $44,822,523 of past-due
indebtedness of the Company, which Hanover had purchased from
certain creditors of the Company pursuant to the terms of separate
purchase agreements between Hanover and each of such creditors,
plus fees and costs.

Pursuant to the terms of the Settlement Agreement approved by the
Order, on Dec. 2, 2013, the Company issued and delivered to MGP,
as Hanover's designee, 175,000 shares (adjusted to give effect to
a 1 for 10 reverse stock split effective March 6, 2014) of the
Company's common stock, $0.01 par value.

As previously reported, between Jan. 3, 2014, and April 25, 2014,
the Company issued and delivered to MGP an aggregate of 17,110,000
(adjusted to give effect to a 1 for 10 reverse stock split
effective March 6, 2014) Additional Settlement Shares pursuant to
the terms of the Settlement Agreement approved by the Order.

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

                       http://is.gd/74ckFe

                         750,000 Shares

According to a March 28 filing, NewLead Holdings Ltd. issued and
delivered to MG Partners Limited 750,000 additional settlement
shares pursuant to the terms of a settlement agreement approved by
the Supreme Court of New York on Dec. 2, 2013.

                       About NewLead Holdings

Based in Athina, Greece, NewLead Holdings Ltd. --
http://www.newleadholdings.com/-- is an international, vertically
integrated shipping company that owns and manages product tankers
and dry bulk vessels.  NewLead currently controls 22 vessels,
including six double-hull product tankers and 16 dry bulk vessels
of which two are newbuildings.  NewLead's common shares are traded
under the symbol "NEWL" on the NASDAQ Global Select Market.

Newlead Holdings incurred a net loss of $403.92 million on $8.92
million of operating revenues for the year ended Dec. 31, 2012, as
compared with a net loss of $290.39 million on $12.22 million of
operating revenues for the year ended Dec. 31, 2011.  The Company
incurred a net loss of $86.34 million on $17.43 million of
operating revenues in 2010.

As of June 30, 2013, the Company had $84.27 million in total
assets, $166.18 million in total liabilities and a $81.91 million
total shareholders' deficit.

                        Going Concern Doubt

PricewaterhouseCoopers S.A., in Athens, Greece, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012.  The independent auditors noted
that the Company has incurred a net loss, has negative cash flows
from operations, negative working capital, an accumulated deficit
and has defaulted under its credit facility agreements resulting
in all of its debt being reclassified to current liabilities, all
of which raise substantial doubt about its ability to continue as
a going concern.


NNN PARKWAY 400 26: UST Seeks Case Dismissal or Conversion
----------------------------------------------------------
The United States Trustee for Region 16 has filed a motion asking
the Bankruptcy Court to dismiss or convert the case of NNN Parkway
400 26, LLC, to one under Chapter 7 and to fix any quarterly fees
due and payable to the U.S. Trustee.

The U.S. Trustee states that there is cause to dismiss or convert.
The U.S. Trustee states that the Debtors have nothing left to
reorganize having lost the commercial office building with which
they intended to reorganize to a lender seeking to foreclose.  The
foreclosure sale date was set for April 1, 2014.  Without this
asset, the Trustee states that the Debtors have nothing left with
which to reorganize as their latest monthly operating reports
covering February 2014 show $2,749 in the bank. Moreover, the
Trustee also stated that Court denied confirmation of the Debtors'
reorganization plan on February 6, 2014.

In support of asking the Court to fix any quarterly fees, the
Trustee states that in the fourth quarter of 2013, the Debtors
paid a total of $11,700 in quarterly fees for that quarter.
Further, it is anticipated that they will owe that same sum for
the first quarter of 2014. At the time of this hearing, quarterly
fees will also be owing for the second quarter of 2014; the
minimum fee would be $10,075.

                   About NNN Parkway 400 26 LLC

NNN Parkway 400 26, LLC, filed a bare-bones Chapter 11 petition
(Bankr. C.D. Calif. Case No. 12-24593) in Santa Ana, California,
on Dec. 31, 2012.  Dana Point, California-based NNN Parkway
estimated assets and debts of $10 million to $50 million.  The
Hon. Judge Theodor Albert presides over the case.  The Law
Office of Christine E. Baur, and David A. Lee, Esq., at Weiland,
Golden, Smiley, Wang Ekvall & Strok, LLP, represent the Debtor.

Pre-petition, the Debtors retained HighPoint Management Solutions,
LLC, a bankruptcy consulting company, as a manager of the Debtors,
and HighPoint's President, Mr. Mubeen Aliniazee, as the Debtors'
Restructuring Officer, to assist the Debtors in their compliance
with the Chapter 11 bankruptcy process.

The Debtors' primary asset is a commercial real property commonly
known as Parkway 400, which is a two-building office campus
totaling approximately 193,281 square feet located at 11720 Amber
Park Drive and 11800 Amber Park Drive, Alpharetta, Georgia.  The
Debtors hold a concurrent ownership interest in the Property with
other tenant-in-common investors and the sponsor, NNN Parkway 400,
LLC.

In January 2014, Judge Albert issued an Amended Memorandum of
Decision denying confirmation of the Chapter 11 plan of NNN
Parkway 400 26 LLC and its 30 debtor affiliates, and granting the
lender relief from the automatic stay.  A copy of Judge Albert's
Jan. 28, 2014 Amended Memorandum of Decision is available at
http://is.gd/36UOTofrom Leagle.com.


OSAGE EXPLORATION: Posts $3.8 Million Net Income in 2013
--------------------------------------------------------
Osage Exploration and Development, Inc., filed with the U.S.
Securities and Exchange Commission its annual report on Form 10-K
disclosing net income of $3.85 million on $8.02 million of total
operating revenues for the year ended Dec. 31, 2013, as compared
with a net loss of $516,706 on $2.26 million of total operating
revenues for the year ended Dec. 31, 2012.

As of Dec. 31, 2013, the Company had $33.62 million in total
assets, $21.03 million in total liabilities and $12.59 million in
total stockholders' equity.

Mayer Hoffman McCann P.C., in San Diego, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013.  The independent
auditors noted that the Company has incurred recurring losses from
operations and, as of December 31, 2013, has current liabilities
significantly in excess of current assets.  These conditions,
among other things, raise substantial doubt about its ability to
continue as a going concern.

                         Bankruptcy Warning

"The Company's operating plans require additional funds which may
take the form of debt or equity financings.  The Company's ability
to continue as a going concern is in substantial doubt and is
dependent upon achieving profitable operations and obtaining
additional financing.  There is no assurance additional funds will
be available on acceptable terms or at all.  In the event we are
unable to continue as a going concern, we may elect or be required
to seek protection from our creditors by filing a voluntary
petition in bankruptcy or may be subject to an involuntary
petition in bankruptcy," the Company said in the Annual Report.

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

                        http://is.gd/tGSOkL

                      About Osage Exploration

Based in San Diego, California with production offices in Oklahoma
City, Oklahoma, and executive offices in Bogota, Colombia, Osage
Exploration and Development, Inc. (OTC BB: OEDV) --
http://www.osageexploration.com/-- is an independent exploration
and production company with interests in oil and gas wells and
prospects in the US and Colombia.


OVERSEAS SHIPHOLDING: May Enter Into Equity Commitment Agreement
----------------------------------------------------------------
The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the
District of Delaware authorized Overseas Shipholding Group Inc.
and its debtor-affiliates and certain parties to enter into and
perform under an equity commitment agreement and related documents
providing for commitments to backstop a rights offering in
connection with the Debtors' proposed Chapter 11 plan.

The Debtors, together with the Commitment Parties, have negotiated
the equity commitment agreement, setting forth, among other
things, the terms of the rights offering and the rights offering
procedures.  Pursuant to the rights offering procedures, each
credit agreement lender who is the beneficial owner of claim under
the credit agreement as of the claim determination date will be
offered the right to purchase up to its pro rata share of Rights
offering securities in the initial rights offering.  Each eligible
participant will also be offered the right to purchase any rights
offering securities that are not subscribed for in the initial
rights offering in the oversubscription rights offering, subject
to certain limitations and caps.

To ensure that Debtors raise $300 million in connection with the
rights offering, the Equity Commitment Agreement obligates each of
the consenting lenders to subscribe for any unsubscribed rights in
proportion to such consenting lender's subscription commitment
percentage.

In consideration for their commitments under the Equity Commitment
Agreement, the Commitment Parties will receive:

   i) a Commitment Premium paid promptly following the Effective
      Date allocated among the Commitment Parties, at each
      Commitment Party's option, either in the form of:

      x) Rights Offering Securities, which will be Rights Offering
         Shares or, if a Commitment Party does not comply with
         applicable Jones Act restrictions, Rights Offering
         Warrants, or

      y) the cash equivalent thereof in an amount equal to 5% of
         the aggregate amount raised in the Rights Offering and

  ii) reimbursement of all reasonably documented out-of-pocket
      costs and expenses.

If the transactions contemplated by the Equity Commitment
Agreement are consummated, the Debtors will use the proceeds of
the sale of the Reorganized OSG Stock and Reorganized OSG Jones
Act Warrants, as the case may be, to fund payments under the
Proposed Plan.  Among other things, these proceeds will enable the
Debtors to retain the vessels pledged to secure the claims of the
Export-Import Bank of China and Danish Ship Finance A/S which
claims will be repaid in full in cash.

A full-text copy of the equity commitment agreement is available
for free at http://is.gd/ahpCPG

The Debtors filed the Subscription Commitment Percentages for each
commitment party under seal.

The Commitment Parties are:

     -- Angelo Gordon Management LLC

        AG Centre Street Partnership LP
        c/o Angelo Gordon & Co. L.P.
        245 Park Avenue, 26th Floor
        New York, NY 10167
        Attn: Michael Nicolo
        Phone: (713) 993-4300
        Fax: (866) 875-9024
        E-mail: agglobaldata@virtusllc.com

        AG Super Fund International Partners
        c/o Angelo Gordon & Co.
        245 Park Avenue, 26th Floor
        New York, NY 10167
        Attn: Michael Nicolo
        Phone: (713) 993-4300
        Fax: (888) 886-1187
        E-mail: agsuperfundinternationalpartners@virtusllc.com

        Silver Oak Capital
        c/o Angelo Gordon & Co., L.P.
        245 Park Avenue, 26th Floor
        New York, NY 10167
        Attn: Michael Nicolo
        Phone: (713) 993-4300
        Fax: (866) 578-3771
        E-mail: agsilveroakcapital@virtusllc.com

     -- Archview Investment Group

        Archview Fund L.P.
        c/o Archview Investment Group L.P.
        70 East 55th Street, 14th Floor
        New York, NY 10022
        Phone: (212) 728-2550
        Fax: (212) 728-2599
        E-mail: notices@archviewlp.com

        Archview Master Fund Ltd
        c/o Archview Investment Group L.P.
        70 East 55th Street, 14th Floor
        New York, NY 10022
        Phone: (212) 728-2550
        Fax: (212) 728-2599
        E-mail: notices@archviewlp.com

     -- Bank of America, N.A.

        Merrill Lynch, Pierce, Fenner and Smith Inc.
        c/o Bank of America, N.A.
        Attn: Information Management Team/Jon Barnes
        214 North Tryon Street
        NC1-027-15-01
        Charlotte, NC 28255
        Phone: (980) 386-0805
        Fax: (704) 409-0768
        E-mail: bas.infomanager@bankofamerica.com

     -- Bennett Management Corp.
        2 Stamford Plaza - Suite 1501
        281 Tresser Boulevard
        Stamford, CT 06901
        Phone: (203) 353-3101
        With copies to:
        Attn: Lucy Galbraith
        E-mail: lgalbraith@bennettmgmt.com

        Attn: Joseph von Meister
        E-mail: jvonmeister@bennettmgmt.com

        Attn: Warren Frank
        E-mail: wfrank@bennettmgmt.com

     -- Bluecrest Capital Management (New York) LP
        Attn: Brian McCawley, J.D., C.F.A.
        c/o BlueCrest Capital Management (New York) LP
        767 Fifth Avenue, 9th Floor
        New York, NY 10153
        Phone: (212) 451-2523
        E-mail: brian.mccawley@bluecrestcapital.com

     -- Caspian Capital LP
        767 Fifth Avenue, 45th Floor
        New York, NY 10153
        With copies to:
        Attn: Elizabeth Owens
        Phone: 212-826-7545
        E-mail: elizabeth@caspianlp.com

        Attn: Adele Murray
        Phone: 212-826-7548
        E-mail: adele@caspiancapital.com

     -- Citigroup
        Attn: Robert N. Hay, Josh Brant
        Citigroup Financial Products Inc.
        388 Greenwich Street
        New York, NY 10013
        E-mail: robert.n.hay@citi.com
                josh.brant@citi.com

     -- Contrarian Capital Management LLC
        411 W. Putnam Ave Suite 425
        Greenwich, CT 06830
        Attn: Joshua Trump
        Phone: (203) 862-8299
        Fax: (203) 629-1977
        E-mail: jtrump@contrariancapital.com

     -- CQS Directional Opportunities Master Fund Limited
        c/o CQS (UK) LLP
        33 Chester Street
        London
        SW1X 7BL
        United Kingdom
        Attn: Corporate Actions / Tim McArdle
        Phone: +44 (0) 207-201-6900
        E-mail: corporateactions@cqsm.com

        With a copy to:
        Attn: Tim McArdle
        E-mail: tim.mcardle@cqsus.com

        With a copy for legal notices to:
        Attn: Legal Department
        Phone: +44 (0) 207-201-6900
        E-mail: legal@cqsm.com

     -- Credit Value Partners, LP
        49 W Putnam Ave.
        Greenwich, CT 06830
        Attn: Ryan Eckert
        Phone: (203) 893-4664
        E-mail: reckert@cvp7.com

     -- Goldman Sachs Lending Partners LLC
        Attn: Thomas Tormey, Ned Oakley, Sandip Khosla
        200 West Street
        New York, NY 10282
        E-mail: thomas.tormey@gs.com
                ned.oakley@gs.com
                sandip.khosla@gs.com

     -- Knighthead Capital Management LLC
        1140 Avenue of the Americas, 12th Floor
        New York, NY 10036
        E-mail: ltorrado@knighthead.com

     -- Latigo Partners, L.P.
        450 Park Avenue, 12th Floor
        New York, NY 10022
        Attn: Scott McCabe

     -- Onex Credit Partners, LLC
        910 Sylvan Avenue
        Englewood Cliffs, NJ 07632
        E-mail: sgutman@onexcredit.com
                kconnors@onexcredit.com

     -- Redwood Capital Management, LLC
        910 Sylvan Avenue
        Englewood Cliffs, NJ 07632
        Attn: Sean Sauler
        Phone: (201) 227-5040
        E-mail: ssauler@redwoodcap.com

        With copies to:
        Attn: Kujdes Dika
        Attn: Toni Healey

     -- Solus Alternative Asset Management LP
        410 Park Avenue, 11th Floor
        New York, NY 10022
        Attn: Tom Higbie
        Phone: (212) 284-4345
        Fax: (212) 284-4320

     -- Stone Lion Capital Partners L.P.
        555 5th Avenue, 18th Floor
        New York, NY 10017
        Attn: Carras Holmstead

     -- Strategic Value Master Fund, Ltd
        c/o Strategic Value Partners, LLC
        100 West Putnam Ave
        Greenwich, CT 06830
        Attn: General Counsel's Office
        E-mail: legalnotices@svpglobal.com

        Strategic Value Special Situations Master Fund II, L.P.
        c/o Strategic Value Partners, LLC
        100 West Putnam Ave
        Greenwich, CT 06830
        Attn: General Counsel's Office
        E-mail: legalnotices@svpglobal.com

                   About Overseas Shipholding

Overseas Shipholding Group, Inc. (OTC: OSGIQ), headquartered in
New York, is one of the largest publicly traded tanker companies
in the world, engaged primarily in the ocean transportation of
crude oil and petroleum products.  OSG owns or operates 111
vessels that transport oil and petroleum products throughout the
world.

Overseas Shipholding Group and 180 affiliates filed voluntary
Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-20000) on
Nov. 14, 2012, disclosing $4.15 billion in assets and $2.67
billion in liabilities.  Greylock Partners LLC Chief Executive
John Ray serves as chief reorganization officer.  James L.
Bromley, Esq., and Luke A. Barefoot, Esq., at Cleary Gottlieb
Steen & Hamilton LLP serve as OSG's Chapter 11 counsel.  Derek C.
Abbott, Esq., Daniel B. Butz, Esq., and William M. Alleman, Jr.,
at Morris, Nichols, Arsht & Tunnell LLP, serve as local counsel.
Chilmark Partners LLC serves as financial adviser.  Kurtzman
Carson Consultants LLC is the claims and notice agent.

The Export-Import Bank of China, owed $312 million used for the
construction of five tankers, is represented by Louis R. Strubeck,
Jr., Esq., and Kristian W. Gluck, Esq., at Fulbright & Jaworski
LLP in Dallas; David L. Barrack, Esq., and Beret Flom, Esq., at
Fulbright & Jaworski in New York; and John Knight, Esq., and
Christopher Samis, Esq., at Richards Layton & Finger PA.  Chilmark
Partners, LLC serves as financial and restructuring advisor.

Akin Gump Strauss Hauer & Feld LLP, and Pepper Hamilton LLP, serve
as co-counsel to the official committee of unsecured creditors.
FTI Consulting, Inc., is the financial advisor and Houlihan Lokey
Capital, Inc., is the investment banker.

U.S. Bank National Association is the successor administrative
agent under the $1.5 billion credit agreement, dated as of
February 9, 2006 by and among (a) OSG, OSG Bulk Ships, Inc., and
OSG International, Inc., as joint and several borrowers, (b) the
Administrative Agent and (c) various lenders party thereto.
Counsel to the Administrative Agent are Milbank, Tweed, Hadley &
McCloy LLP; Holland & Knight LLP; and Drinker Biddle & Reath LLP.
Lazard Freres & Co. LLC serves as advisor to the Administrative
Agent.


OVERSEAS SHIPHOLDING: Can Hire Allen Miller as Litigation Counsel
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Overseas Shipholding Group, Inc. and its debtor-affiliates to
employ Allen Miller LLP as special litigation counsel, nunc pro
tunc to Mar. 3, 2014 retention date.

As reported in the Troubled Company Reporter on April 8, 2014,
the Debtors hired Allen Miller in connection with, inter alia, the
OSG Claims and the Debtors' defenses to claims against them by
Proskauer Rose.

The Debtors require Allen Miller to:

   (a) act as local counsel in the Litigation Matters;

   (b) represent the Debtors before the courts of New York state
       in connection with the Litigation Matters; and

   (c) perform any other services related to the Litigation
       Matters, as requested by the Debtors.

Allen Miller will be paid at these hourly rates:

       Michael I. Allen                       $630
       Attorneys and Legal Assistants      $150-$550

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

Michael I. Allen, partner of Allen Miller, 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.

Allen Miller can be reached at:

       Michael I. Allen, Esq.
       ALLEN MILLER LLP
       900 Third Avenue, 17th Floor
       New York, NY 10022
       Tel: (212) 515-8080
       Fax: (212) 515-8081

                   About Overseas Shipholding

Overseas Shipholding Group, Inc. (OTC: OSGIQ), headquartered in
New York, is one of the largest publicly traded tanker companies
in the world, engaged primarily in the ocean transportation of
crude oil and petroleum products.  OSG owns or operates 111
vessels that transport oil and petroleum products throughout the
world.

Overseas Shipholding Group and 180 affiliates filed voluntary
Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-20000) on
Nov. 14, 2012, disclosing $4.15 billion in assets and $2.67
billion in liabilities.  Greylock Partners LLC Chief Executive
John Ray serves as chief reorganization officer.  James L.
Bromley, Esq., and Luke A. Barefoot, Esq., at Cleary Gottlieb
Steen & Hamilton LLP serve as OSG's Chapter 11 counsel.  Derek C.
Abbott, Esq., Daniel B. Butz, Esq., and William M. Alleman, Jr.,
at Morris, Nichols, Arsht & Tunnell LLP, serve as local counsel.
Chilmark Partners LLC serves as financial adviser.  Kurtzman
Carson Consultants LLC is the claims and notice agent.

The Export-Import Bank of China, owed $312 million used for the
construction of five tankers, is represented by Louis R. Strubeck,
Jr., Esq., and Kristian W. Gluck, Esq., at Fulbright & Jaworski
LLP in Dallas; David L. Barrack, Esq., and Beret Flom, Esq., at
Fulbright & Jaworski in New York; and John Knight, Esq., and
Christopher Samis, Esq., at Richards Layton & Finger PA.  Chilmark
Partners, LLC serves as financial and restructuring advisor.

Akin Gump Strauss Hauer & Feld LLP, and Pepper Hamilton LLP, serve
as co-counsel to the official committee of unsecured creditors.
FTI Consulting, Inc., is the financial advisor and Houlihan Lokey
Capital, Inc., is the investment banker.

U.S. Bank National Association is the successor administrative
agent under the $1.5 billion credit agreement, dated as of
February 9, 2006 by and among (a) OSG, OSG Bulk Ships, Inc., and
OSG International, Inc., as joint and several borrowers, (b) the
Administrative Agent and (c) various lenders party thereto.
Counsel to the Administrative Agent are Milbank, Tweed, Hadley &
McCloy LLP; Holland & Knight LLP; and Drinker Biddle & Reath LLP.
Lazard Freres & Co. LLC serves as advisor to the Administrative
Agent.


OXYSURE SYSTEMS: Delays 2013 Form 10-K
--------------------------------------
OxySure Systems, Inc., filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its annual report on Form 10-K for the year ended
Dec. 31, 2013.

On Aug. 1, 2013, the Company's Board of Directors engaged Sadler,
Gibb & Associates, LLC, as the Company's independent registered
public accounting firm for the year ending Dec. 31, 2013.  Prior
to that, the Company's independent registered public accounting
firm was Sam Kan & Company.  On March 5, 2014, the Company
received a letter from the Securities & Exchange Commission
advising that SKC has lost the privilege of appearing or
practicing before the Commission as an accountant, effective
Feb. 20, 2014.  This means that SKC is unable to re-issue the
Company's 2012 audited financial statements (or any other public
company's financials on or after Feb. 20, 2014).  As a
consequence, the Company is required to have its 2012 financial
statements re-audited by Sadler, along with audit of the 2013
financial statements.

"Having to re-audit our 2012 financial statements with our new
auditors at short notice means a slight delay in reporting our
annual results and we are intensively working on completing those
for filing in the next couple of weeks or so," said Julian Ross,
OxySure's CEO.  "We appreciate the patience of our investors and
other stakeholders in this regard."

                       About OxySure Systems

Frisco, Tex.-based OxySure Systems, Inc. (OTC QB: OXYS) is a
medical technology company that focuses on the design, manufacture
and distribution of specialty respiratory and emergency medical
solutions.  The company pioneered a safe and easy to use solution
to produce medically pure (USP) oxygen from inert powders.  The
Company owns nine (9) issued patents and patents pending on this
technology which makes the provision of emergency oxygen safer,
more accessible and easier to use than traditional oxygen
provision systems.

The Company's balance sheet at Sept. 30, 2013, showed $1.20
million in total assets, $1.51 million in total liabilities and a
$310,451 total stockholders' deficit.

                           Going Concern

"Our financial statements are prepared using accounting principles
generally accepted in the United States of America applicable to a
going concern, which contemplates the realization of assets and
satisfaction of liabilities in the normal course of business.
While we have turned a profit during the three months ended
September 30, 2013, historically we have been suffering from
recurring loss from operations.  We have an accumulated deficit of
$14,703,693 and $14,258,667 at September 30, 2013 and December 31,
2012, respectively, and stockholders' deficits of $310,451 and
$652,125 as of September 30, 2013 and December 31, 2012,
respectively.  We require substantial additional funds to
manufacture and commercialize our products.  Our management is
actively seeking additional sources of equity and/or debt
financing; however, there is no assurance that any additional
funding will be available," the Company said its quarterly report
for the period ended Sept. 30, 2013.

"In view of the matters described above, recoverability of a major
portion of the recorded asset amounts shown in the accompanying
September 30, 2013 balance sheet is dependent upon continued
operations of the Company, which in turn is dependent upon the
Company's ability to meet its financing requirements on a
continuing basis, to maintain present financing, and to generate
cash from future operations.  These factors, among others, raise
substantial doubt about our ability to continue as a going
concern," the Company added.


PACIFIC GOLD: Delays 2013 Annual Report
---------------------------------------
Pacific Gold Corp. filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its annual report on Form 10-K for the year ended
Dec. 31, 2013.

"The compilation, verification and review by management of the
information and disclosure required to be presented in the Form
10-K for the period ended December 31, 2013, requires additional
time which renders the timely filing of the Form 10-K
impracticable without undue hardship and expense to the
Registrant," the filing stated.

                        About Pacific Gold

Las Vegas, Nev.-based Pacific Gold Corp. is engaged in the
identification, acquisition, and development of prospects believed
to have gold mineralization.  Pacific Gold through its
subsidiaries currently owns claims, property and leases in Nevada
and Colorado.

Pacific Gold disclosed a net loss of $16.62 million in 2012, as
compared with a net loss of $1.38 million in 2011.  The Company's
balance sheet at Sept. 30, 2013, showed $2.02 million in total
assets, $4.07 million in total liabilities, and stockholders'
deficit of $2.05 million.

Silberstein Ungar, PLLC, in Bingham Farms, Michigan, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2012.  The independent
auditors noted that the Company has incurred losses from
operations, has negative working capital and is in need of
additional capital to grow its operations so that it can become
profitable.  These factors raise substantial doubt about the
Company's ability to continue as a going concern.


PANACHE BEVERAGE: Widens Net Loss to $4.58-Mil. in 2013
-------------------------------------------------------
Panache Beverage, Inc., reported a net loss of $4.58 million on
$3.69 million of net revenues in 2013, compared with a net loss of
$3.27 million on $3.29 million of net revenues in 2012.

Silberstein Ungar, PLLC, expressed substantial doubt about the
Company's ability to continue as a going concern, citing that the
Company has limited working capital and has incurred losses from
operations.  Silberstein Ungar also issued a going-concern
qualification following the 2012 results.

The Company's balance sheet at Dec. 31, 2013, showed $7.18 million
in total assets, $14.05 million in total liabilities, and a
stockholders' deficit of $6.87 million.

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

                       http://is.gd/vifR0M

                      About Panache Beverage

New York-based Panache Beverage, Inc., specializes in the
strategic development and aggressive early growth of spirits
brands establishing its assets as viable and attractive
acquisition candidates for the major global spirits companies.
Panache builds its brands as individual acquisition candidates
while continuing to develop its pipeline of new brands into the
Panache portfolio.


PLATINUM PROPERTIES: Wins More Time to Decide on HQ Lease
---------------------------------------------------------
The United States Bankruptcy Court of the Southern District of
Indianapolis Division approved Platinum Properties, LLC's
unopposed seventh motion for an order extending the deadline to
assume a lease of nonresidential real property through and
including the earlier of November 21, 2014 or the date on which a
Chapter 11 plan is confirmed. The Debtor has previously filed
other motions requesting an extension, which the Court has
granted.

The Court further ordered that the order is without prejudice to
the Debtor's right to seek additional and further extensions of
the deadlines to assume or reject the Lease as may be appropriate
under the circumstances then prevailing after appropriate notice
and hearing.

The Debtor states that their headquarters are located at 9757
Westpoint Drive, Indianapolis, Indiana 46256.  The Debtor leases
this office space from Crosspoint Partners VIII, LLC. The term of
the Lease does not expire until November 30, 2015.

The Debtor states that the lessor under the Lease has provided
written consent to an extension of the lease decision period.

The Debtor further states that there is cause for the Court to
approve the motion because the Debtor is making payments and
performing all obligations under the Lease, the lessor will suffer
no damages from the relief requested herein and the Debtor
anticipates filing a Chapter 11 plan of liquidation within the
next several weeks.  The Debtor asserts that the plan will provide
for the assumption and assignment of the lease to Platinum
Properties Company, LLC.

              About Platinum Properties and PPV LLC

Indianapolis, Indiana-based Platinum Properties, LLC, is a
residential real estate developer.  Platinum acquires land,
designs the projects, obtains zoning and other approvals, and
constructs roads, drainage, utilities, and other infrastructure of
residential subdivisions.  Platinum then sells the finished,
platted lots.  Platinum also has an ownership interest in several
special purpose entities that in turn own, operate and manage
individual projects.

PPV LLC is a joint venture between Platinum and a non-debtor
entity, Pittman Partners, Inc., each of whom hold an equity
interest in PPV.  PPV owned four projects directly and owns 100%
of the membership interest of Sweet Charity Estates, LLC.

Platinum Properties and PPV LLC filed for Chapter 11 protection
(Bankr. S.D. Ind. Case Nos. 11-05140 and 11-05141) on April 25,
2011.  Lawyers at Baker & Daniels LLP, in Indianapolis, Indiana,
serve as the Debtors' bankruptcy counsel.  Platinum Properties
disclosed $14,624,722 in assets and $181,990,960 in liabilities as
of the Chapter 11 filing.

The U.S. Trustee has not appointed a creditors committee in the
Debtors' case.  The U.S. Trustee reserves the right to appoint
such a committee should interest developed among the creditors.


POSITIVEID CORP: Signs Agreement for U.S. Government Contract
-------------------------------------------------------------
PositiveID Corporation has signed a contract with UTC Aerospace
Systems' ISR & Space Systems unit to support a contract for the
U.S. Department of Defense.  This contract is expected to be
performed over the next seven months, between March and September,
2014.

This contract will support the DoD Joint United States Forces
Korea Portal and Integrated Threat Recognition Program, which is
intended to detect biological threats in order to protect our
nation's warfighters and allies.  The JUPITR program will test and
evaluate PositiveID's biological detection and identification
technology called M-BAND (Microfluidic Bioagent Autonomous
Networked Detector).  The assessment will baseline performance,
reliability, maintainability, ease of use, and cost of operation
to provide the "best of breed" and most affordable options for the
U.S. Army and U.S. Air Force.

The Company has filed a Form 8-K with additional details regarding
the contract, a copy of which is available at http://is.gd/4eXnF7

PositiveID's Chairman and Chief Executive Officer, William J.
Caragol, stated, "We are very pleased to work together with UTC
Aerospace Systems to deliver M-BAND systems for testing and
evaluation for the protection of our warfighters and supporters
through the JUPITR Program."

                      Delays 2013 Form 10-K

PositiveID was unable, without unreasonable effort or expense, to
file its annual report on Form 10-K for the year ended Dec. 31,
2013, by the March 31, 2014, filing date applicable to smaller
reporting companies due to a delay experienced by the Company in
the completion of its independent auditor's review of the
financial statements included in the Annual Report.

                         About PositiveID

Delray Beach, Fla.-based PositiveID Corporation has historically
developed, marketed and sold RFID systems used for the
identification of people in the healthcare market.  Beginning in
early 2011, the Company has focused its strategy on the growth of
its HealthID business, including the continued development of its
GlucoChip, its Easy Check breath glucose detection device, its
iglucose wireless communication system, and potential strategic
acquisition opportunities of businesses that are complementary to
its HealthID business.

PositiveID incurred a net loss of $7.99 million on $0 of revenue
for the year ended Dec. 31, 2012, as compared with a net loss of
$16.48 million on $0 of revenue for the year ended Dec. 31, 2011.
The Company's balance sheet at Sept. 30, 2013, showed $2.09
million in total assets, $7.18 million in total liabilities and a
$5.09 million total stockholders' deficit.

EisnerAmper LLP, in New York, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2012.  The independent auditors noted that
at Dec. 31, 2012, the Company has a working capital deficiency and
an accumulated deficit.  Additionally, the Company has incurred
operating losses since its inception and expects operating losses
to continue during 2013.  These conditions raise substantial doubt
about its ability to continue as a going concern.


POSITRON CORP: Incurs $7.1 Million Net Loss in 2013
---------------------------------------------------
Positron Corporation filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$7.10 million on $1.63 million of sales for the year ended
Dec. 31, 2013, as compared with a net loss of $7.95 million on
$2.80 million of sales during the prior year.

The Company's balance sheet at Dec. 31, 2013, showed $3.88 million
in total assets, $15.12 million in total liabilities and a $11.24
million total stockholders' deficit.

Sassetti LLC, in Oak Park, Illinois, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company has a significant accumulated deficit which raises
substantial doubt about the Company's ability to continue as a
going concern.

                         Bankruptcy Warning

The Company had cash and cash equivalents of approximately
$1,744,000 at December 31, 2013.  The Company utilized $2,520,000
proceeds from issuance of convertible debt and securities, and
$2,285,000 proceeds from non-interest bearing advances to fund
operating activities during the year ended December 31, 2013.  The
Company had accounts payable and accrued liabilities of
approximately $1,401,000 and a negative working capital of
approximately $12,084,000.  The Company believes that it may
continue to experience operating losses and accumulate deficits in
the foreseeable future.

"If we are unable to obtain financing to meet our cash needs we
may have to severely limit or cease our business activities or may
seek protection from our creditors under the bankruptcy laws," the
Company said in the Annual Report.

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

                        http://is.gd/lDFrUX

                    About Positron Corporation

Headquartered in Fishers, Indiana, Positron Corporation is a
molecular imaging company focused on nuclear cardiology.


PREMIER PAVING: U.S. Trustee Withdraws Motion to Dismiss Case
-------------------------------------------------------------
The Bankruptcy Court authorized the U.S. Trustee to withdraw its
motion to dismiss the Chapter 11 case of Premier Paving, Inc.

On Feb. 19, 2014, the Trustee filed the motion seeking dismissal
of the case, citing (i) the Debtor's failure to file a post-
confirmation quarterly report for the fourth quarter of 2013; and
(ii) the Debtors' failure to pay fees.

The U.S. Trustee, deciding to drop the request, stated that the
Debtor has filed the missing report and has paid the outstanding
fees.  The Debtor also filed a response to the motion to dismiss
on March 4.

The Debtor filed a response, saying it has cured all issue raised
by the U.S. Trustee and the motion to dismiss has no basis.

                       About Premier Paving

Headquartered in Denver, Colorado Premier Paving Inc. --
http://www.premierpavinginc.com/-- operates a full-service
highway construction company, which services include paving,
grading and milling, geo-textiles, trucking, traffic control and
quality control.  Premier Paving also owns and operates an asphalt
plant.

Premier Paving filed for Chapter 11 bankruptcy (Bankr. D. Colo.
Case No. 12-16445) on April 2, 2012.  Judge Michael E. Romero
presides over the case.  In its petition, the Debtor estimated up
to $50 million in assets and debts.  The petition was signed by
David Goold, treasurer.

Lee M. Kutner, Esq., at Kutner Miller Brinen, P.C., serves as the
Debtor's counsel.  Pinnacle Real Estate Advisors LLC provides
professional broker services related to the sale of certain of the
Debtor's real estate assets.  The Official Unsecured Creditors
Committee is represented by J. Brian Fletcher, Esq., at Onsager,
Staelin & Guyerson, LLC.


PRESSURE BIOSCIENCES: Incurs $5.2 Million Net Loss in 2013
----------------------------------------------------------
Pressure Biosciences, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing a
net loss applicable to common shareholders of $5.24 million on
$1.50 million of total revenue for the year ended Dec. 31, 2013,
as compared with a net loss applicable to common stockholders of
$4.40 million on $1.23 million of total revenue in 2012.

The Company's balance sheet at Dec. 31, 2013, showed $1.10 million
in total assets, $3.07 million in total liabilities and a $1.96
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 has had recurring net losses and continues to
experience negative cash flows from operations.  The auditors daid
these conditions raise 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/5JSfF6

                     About Pressure Biosciences

Pressure BioSciences, Inc., headquartered in South Easton,
Massachusetts, holds 14 United States and 10 foreign patents
covering multiple applications of pressure cycling technology in
the life sciences field.


PROFESSIONAL FACILITIES: Case Summary & 20 Top Unsec. Creditors
---------------------------------------------------------------
Debtor: Professional Facilities Management, Inc.
        4164 Troy Highway
        Montgomery, AL 36116

Case No.: 14-31095

Chapter 11 Petition Date: April 30, 2014

Court: United States Bankruptcy Court
       Middle District of Alabama (Montgomery)

Judge: Hon. Dwight H. Williams Jr.

Debtor's Counsel: James L. Day, Esq.
                  Von G. Memory, Esq.
                  MEMORY & DAY
                  P. O. Box 4054
                  469 S.McDonough St.
                  Montgomery, AL 36101
                  Tel: 334-834-8000
                  Fax: 334-834-8001
                  Email: jlday@memorylegal.com
                         vgm@memorylegal.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Greg Littlefield, president/CEO.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/almb14-31095.pdf


QUANTUM CORP: Inks Sixth Amendment to Wells Fargo Credit Pact
-------------------------------------------------------------
Quantum Corporation, on Feb. 6, 2014, entered into a Consent and
Fifth Amendment to Credit Agreement, among the Company, Wells
Fargo Capital Finance LLC, as administrative agent, and certain
lenders, pursuant to which the definition of Consolidated EBITDA
was modified, among other amendments.

The parties entered into the credit agreement, dated March 29,
2012.

On April 24, 2014, the Company entered into the Sixth Amendment to
Credit Agreement and Second Amendment to Security Agreement, among
the Company, the Agent and the Lenders, pursuant to which, among
other amendments, the maximum principal amount of loans that is
available to be borrowed under the Credit Agreement was amended to
be the lesser of (x) $75,000,000 and (y) the amount of the
borrowing base, which consists of components for accounts
[receivable], inventory and royalty streams of certain
intellectual property.

In addition, the financial covenants were amended to require that
the Company maintain a Fixed Charge Coverage Ratio (as defined in
the Credit Agreement, as amended) of at least 1.20 for the 12
month period ending on the last day of any fiscal month during
which revolver usage equals or exceeds $5,000,000.  Additionally,
the Company is required to maintain average liquidity during each
fiscal month of at least $15,000,000.

The Sixth Amendment also amends the Credit Agreement to permit the
Company to use the proceeds of loans to prepay the notes issued
under that certain Indenture, dated as of Nov. 15, 2010, between
the Company and U.S. Bank National Association.  As a condition to
any such prepayment, the Company must have a Fixed Charge Coverage
Ratio of at least 1.50 for the 12 month period ending with the
most recently completed fiscal month of the Company, liquidity
must be greater than or equal to $25,000,000, and no default or
event of default under the Credit Agreement shall be continuing or
would result from that prepayment.  The Sixth Amendment also
amends the maturity date, such that the Credit Agreement does not
mature prior to the notes issued pursuant to the 2010 Indenture so
long as an amount sufficient to repay the notes is available to be
drawn under the Credit Agreement or is deposited into escrow or in
an account subject to a control agreement in favor of the Agent.

A copy of the Sixth Amendment to Credit Agreement and Second
Amendment to Security Agreement is available for free at:

                        http://is.gd/Nh9yNA

                        About Quantum Corp.

Based in San Jose, California, Quantum Corp. (NYSE:QTM) --
http://www.quantum.com/-- is a storage company specializing in
backup, recovery and archive.  Quantum provides a comprehensive,
integrated range of disk, tape, and software solutions supported
by a world-class sales and service organization.

For the 12 months ended March 31, 2013, the Company incurred a net
loss of $52.41 million following a net loss of $8.81 million for
the year ended March 31, 2012.  As of Dec. 31, 2013, the Company
had $360.27 million in total assets, $439.90 million in total
liabilities and a $79.62 million total stockholders' deficit.


REFLECT SCIENTIFIC: Incurs $1 Million Net Loss in 2013
------------------------------------------------------
Reflect Scientific, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing
a net loss of $1.01 million on $1.28 million of revenues for the
year ended Dec. 31, 2013, as compared with net income of $200,917
on $1.32 million of revenues during the prior year.

As of Dec. 31, 2013, the Company had $857,748 in total assets,
$1.35 million in total liabilities and a $499,359 total
shareholders' deficit.

Mantyla McReynolds, LLC, in Salt Lake City, Utah, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company has experienced recurring losses from operations
and has negative working capital.  The Company is also in default
on its debentures.  These factors raise 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/hQO02D

                     About Reflect Scientific

Orem, Utah-based Reflect Scientific, Inc., is engaged in the
manufacture and distribution of innovative products targeted at
the life science market.  Customers include hospitals and
diagnostic laboratories, pharmaceutical and biotech companies,
universities, government and private sector research facilities,
and chemical and industrial companies.


RIVERWALK JACKSONVILLE: Files for Ch. 11 in Miami
-------------------------------------------------
Riverwalk Jacksonville Development, LLC, filed a bare-bones
Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No.
14-19672) in Miami, Florida on April 28, 2014.

The Miami-based company estimated $10 million to $50 million in
assets and less than $10 million in liabilities.

According to the docket, governmental entities are required to
submit proofs of claim by Oct. 27, 2014.

Stevan J. Pardo, the managing member, signed the bankruptcy
petition.  The Pardo Family Trust and Stevan and Adrienne Pardo,
TBE, own a 51.65% membership interest in the company.

The Debtor is represented by Geoffrey S. Aaronson, Esq., --
gaaronson@aspalaw.com -- at Aaronson Schantz P.A., in Miami.


ROSETTA GENOMICS: Incurs $12.8 Million Comprehensive Loss in 2013
-----------------------------------------------------------------
Rosetta Genomics Ltd. filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K disclosing a net
comprehensive loss after discontinued operations of $12.89 million
on $405,000 of revenues for the year ended Dec. 31, 2013, as
compared with a net comprehensive loss after discontinued
operations of $10.45 million on $201,000 of revenues in 2012.

As of Dec. 31, 2013, the Company had $25.88 million in total
assets, $2.24 million in total liabilities and $23.63 million in
total shareholders' equity.

                         Bankruptcy Warning

"We will require substantial additional funding and expect to
augment our cash balance through financing transactions, including
the issuance of debt or equity securities and further strategic
collaborations.  On December 7, 2012, we filed a shelf
registration statement on Form F-3 with the SEC for the issuance
of ordinary shares, various series of debt securities and/or
warrants to purchase any of such securities, either individually
or in units, with a total value of up to $75 million, from time to
time at prices and on terms to be determined at the time of such
offerings.  The filing was declared effective on December 19,
2012.  As of the time of the filing of this Annual Report on Form
20-F, we had sold through the Cantor Sales Agreement an aggregate
of 1,559,537 of our ordinary shares for gross proceeds of $5.9
million under this shelf registration statement, leaving an
aggregate of approximately $69.1 million of securities available
for sale.  If we need additional funding, there can be no
assurance that we will be able to obtain adequate levels of
additional funding on favorable terms, if at all.  If adequate
funds are needed and not available, we may be required to:

   * delay, reduce the scope of or eliminate certain research and
     development programs;

   * obtain funds through arrangements with collaborators or
     others on terms unfavorable to us or that may require us to
     relinquish rights to certain technologies or products that we
     might otherwise seek to develop or commercialize
     independently;

   * monetizing certain of our assets;

   * pursue merger or acquisition strategies; or

   * seek protection under the bankruptcy laws of Israel and the
     United States.

A copy of the Form 20-F is available for free at:

                        http://is.gd/zrN6Sv

On March 31, 2014, Rosetta Genomics filed a prospectus supplement
relating to the offer and sale of its ordinary shares, par value
NIS 0.6 per share, having an aggregate offering price of up to
$10,000,000 pursuant to that certain Controlled Equity OfferingSM
Sales Agreement dated March 22, 2013, by and between Rosetta and
Cantor Fitzgerald & Co., as sales agent.  Rosetta intends to use
the net proceeds from the offering, if any, for its operations and
for other general corporate purposes, including, but not limited
to, repayment or refinancing of future indebtedness or other
future corporate borrowings, working capital, intellectual
property protection and enforcement, capital expenditures,
investments, acquisitions or collaborations, research and
development and product development.

Rosetta is not obligated to sell any Shares pursuant to the
prospectus supplement.  Subject to the terms and conditions of the
Agreement, Cantor will use commercially reasonable efforts,
consistent with its normal trading and sales practices and
applicable state and federal law, rules and regulations and the
rules of The NASDAQ Capital Market, to sell Shares from time to
time based upon Rosetta's instructions, including any price, time
or size limits or other customary parameters or conditions Rosetta
may impose.

Under the Agreement, Cantor may sell Shares by any method deemed
to be an "at-the-market" offering as defined in Rule 415
promulgated under the Securities Act of 1933, as amended,
including sales made directly on The NASDAQ Capital Market, on any
other existing trading market for the Shares or to or through a
market maker.  In addition, pursuant to the terms and conditions
of the Agreement and subject to the instructions of Rosetta,
Cantor may sell Shares by any other method permitted by law,
including in privately negotiated transactions.

The Agreement will terminate upon the earlier of (1) the sale of
all ordinary shares subject to the Agreement, or (2) termination
of the Agreement as otherwise permitted therein.  The Agreement
may be terminated by Cantor or Rosetta at any time upon ten days'
notice to the other party, or by Cantor at any time in certain
circumstances, including the occurrence of a material adverse
change in Rosetta.

Rosetta will pay Cantor a commission of 3 percent of the aggregate
gross proceeds from each sale of Shares and has agreed to provide
Cantor with customary indemnification and contribution rights.

                            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.


SEAWORLD PARKS: Moody's Affirms 'B1' CFR & 'Ba3' Debt Rating
------------------------------------------------------------
Moody's Investors Service changed the rating outlook for SeaWorld
Parks and Entertainment, Inc. to positive from stable. The B1
corporate family rating (CFR) and Ba3 debt ratings were affirmed.
The company was also assigned a Speculative Grade Liquidity Rating
of SGL-2.

The positive outlook reflects the improvement in leverage from
4.9x in FY 2012 to 4.2x as of FY 2013 and Moody's expectation for
further modest leverage improvements over the next year. The
reduction in the ownership interest of the private equity sponsor,
Blackstone, to less than 25% is also a positive and reduces, but
does not eliminate, the potential for large debt funded equity
friendly transactions. Moody's expect the firm to generate higher
revenue and EBITDA in 2014 due to price increases and reduced
discounted promotions as well as stable to modest attendance
gains.

SeaWorld Parks and Entertainment, Inc

  Corporate Family Rating, affirmed at B1

  Probably of Default Rating, affirmed at B1-PD

  Revolving credit facility maturing on April 2018, affirmed at
  Ba3 (LGD3 42% -updated from LGD3 41%)

  1st term loan B-2 facility maturing May 2020, affirmed at Ba3
  (LGD3 42% -updated from LGD3 41%)

  Speculative Grade Liquidity Rating, assigned SGL-2

Summary Rating Rationale

SeaWorld's B1 Corporate Family Rating (CFR) reflects the strong
brands and consumer appeal of its portfolio of 11 regional and
destination theme parks, moderate debt-to-EBITDA leverage (4.2x
year ended 12/31/13 incorporating Moody's standard adjustments),
tempered by exposure to cyclical discretionary consumer spending.
The parks generate meaningful annual attendance (approximately
23.4 million full year 12/31/13) and benefit from high entry
barriers and distinct advantages due to the differentiated animal
encounters, mix of entertainment, education, and rides, and broad
demographic appeal. Amusement parks are capital intensive but
Moody's anticipate SeaWorld will continue its track record of
reinvesting in the parks to compete for consumers with a wide
range of entertainment alternatives, maintain the attendance base
and generate free cash flow. Attendance at the parks is seasonal
and vulnerable to weather, changes in fuel prices, public health
issues and other disruptions that are outside of the company's
control. A good liquidity position and cash flow generation
provide flexibility to fund a significant ongoing capital program
including a rollout of new rides and attractions in 9 out of the
11 parks in 2014, pay dividends, and fund recent stock buy backs.
The rating also reflects negative publicity from its killer whale
shows and legislative efforts in California to ban the shows in
California. Moody's estimate debt-to-EBITDA leverage will decline
to about 4x in 2014 due to required term loan amortization and
continued EBITDA growth.

SeaWorld has a good liquidity position (as reflected in Moody's
SGL-2 rating) supported by sufficient cash ($117 million as of
12/31/13) and projected free cash flow to cover capital spending
and required debt service. Moody's  expect moderate seasonal
reliance on the $192.5 million revolver (undrawn at 12/31/13
except for $23.5 million of letters of credit). The revolver
matures on the earlier of April 2018 or the 91st day prior to the
maturity date of the senior notes (unrated).

Moody's anticipates the company will maintain access to the
revolver and remain in compliance with the credit facility
covenants (based on the credit agreement definitions). The total
leverage covenant is set at 5.75x for the life of the loan and the
interest coverage ratio increases from 1.95x to 2.05x in March
2014. Moody's expect the EBITDA cushion within the covenants to
remain above 25% during 2014.

The 11% cash-pay notes have a make-whole call prior to 12/1/14 and
is callable at 105.5% thereafter (declining to 102.75% on
12/1/15). The company will likely refinance the notes as the
initial call date approaches which should lead to interest expense
savings. A reduction or refinancing of the note with new secured
debt could pressure the credit facility rating given the removal
of subordinated debt in the capital structure.

The positive rating outlook reflects Moody's expectation that
SeaWorld will achieve low single digit revenue and mid single
digit EBITDA growth that will lead to leverage declining to about
4x by the end of 2014. Moody's also anticipate that the company
will continue to generate meaningful free cash flow and maintain a
good liquidity position to fund continued reinvestment in rides
and attractions. The positive outlook includes the assumption that
the company will not issue additional debt to aid in the exit of
the equity sponsor's ownership position.

An upgrade would occur if the company generates positive revenue
and EBITDA growth and at least stable attendance rates. Confidence
that the board of directors of the company post the exit of
Blackstone is committed to maintaining leverage below 4.25x (as
calculated by Moody's) on a sustained basis and comfort that there
were not any significant legislative or regulatory actions that
would materially impact operations would also be required. A good
liquidity position would also be necessary for an upgrade.

Downward rating pressure could result if debt funded equity
friendly transactions, debt financed acquisitions, poor operating
performance due to economic weakness or negative publicity that
led to leverage increasing above 5.75x could result in a
downgrade. Legislative or regulatory actions that are expected to
materially impact its business model could also result in negative
rating pressure. A weakened liquidity profile or failure to
maintain an adequate cushion of compliance with covenants could
also lead to a downgrade. The Ba3 credit facility rating could be
lowered if the unsecured notes were reduced or refinanced with
senior secured debt.

SeaWorld Parks & Entertainment, Inc.'s ratings were assigned by
evaluating factors that Moody's considers relevant to the credit
profile of the issuer, such as the company's (i) business risk and
competitive position compared with others within the industry;
(ii) capital structure and financial risk; (iii) projected
performance over the near to intermediate term; and (iv)
management's track record and tolerance for risk. Moody's compared
these attributes against other issuers both within and outside
SeaWorld Parks & Entertainment, Inc.'s core industry and believes
SeaWorld Parks & Entertainment, Inc.'s ratings are comparable to
those of other issuers with similar credit risk. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.

SeaWorld Entertainment, Inc. (SeaWorld), headquartered in Orlando,
Florida, owns and operates 11 amusement and water parks located in
the U.S. Properties include SeaWorld (Orlando, San Diego and San
Antonio), Busch Gardens (Tampa and Williamsburg) and Sesame Place
(Langhorne, PA). The Blackstone Group (Blackstone) acquired
SeaWorld Parks in December 2009 in a $2.4 billion (including fees)
leveraged buyout. SeaWorld Entertainment, Inc. filed for an
initial public offering in December 2012, and Blackstone has
reduced its ownership position to less than 25% as of April 2014.
SeaWorld's annual revenue in 2013 was approximately $1.5 billion.


SILVERSUN TECHNOLOGIES: Posts $322,548 Net Income in 2013
---------------------------------------------------------
Silversun Technologies, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing
net income of $322,548 on $17.40 million of net total revenues for
the year ended Dec. 31, 2013, as compared with a net loss of $1.23
million on $13.17 million of net total revenues for the year ended
Dec. 31, 2012.

As of Dec. 31, 2013, the Company had $3.56 million in total
assets, $3.96 million in total liabilities and a $399,839 total
stockholders' deficit.

Mark Meller, Chairman and CEO of SilverSun, stated, "For the past
four years we have been methodically executing a business plan
designed to optimize our strengths and enable our Company to
become the profitable and rapidly-growing business it is today."

"We are very proud of the competitive success our Company
continues to enjoy, which is a direct result of our team's hard
work, dedication and unwavering focus on excellence and superior
customer service.  Sales have grown at a compound annual growth
rate of 32% per annum these past three years, a rate we expect to
meet and exceed in the coming years.  Our recurring revenue
exceeds $6.5 million, or 37% of our total revenue.  We expect
recurring revenue to continue to represent an ever higher
percentage of total revenue in the coming years as we continue to
offer more advanced cloud services and software-as-a-service
solutions to our small and medium-sized business clients.  Most
importantly, net income was $322,548 in 2013, versus a loss of
$1,235,170 in 2012, an improvement of $1,557,718."

Continuing, Meller said, "Investing in the acquisition of other
companies and proprietary business management solutions has also
been an important growth strategy for SilverSun, allowing us to
rapidly offer new products and services, expand into new
geographic markets and create new and exciting profit centers.  We
have previously completed a series of strategic acquisitions that
have expanded our footprint to nearly every U.S. state, and we are
currently pursuing several cloud service providers for
acquisition, as well as other managed service providers and
software publishers.  In addition, we continue to remain
opportunistic in acquiring smaller business consulting firms,
acquiring those firms that provide resources, expertise or
geography to our professional services group.  We are confident
that we will be able to close several of these transactions in
2014."

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

                         http://is.gd/vVFYVs

                           About SilverSun

Livingston, N.J.-based SilverSun Technologies, Inc., formerly
known as Trey Resources, Inc., focuses on the business software
and information technology consulting market, and is looking to
acquire other companies in this industry.  SWK Technologies, Inc.,
the Company's subsidiary and the surviving company from the
acquisition and merger with SWK, Inc., is a New Jersey-based
information technology company, value added reseller, and master
developer of licensed accounting and financial software published
by Sage Software.  SWK  Technologies also publishes its own
proprietary supply-chain software, the Electronic Data Interchange
(EDI) solution "MAPADOC."  SWK Technologies sells services and
products to various end users, manufacturers, wholesalers and
distribution industry clients located throughout the United
States, along with network services provided by the Company.


SILVERSUN TECHNOLOGIES: J. Roth Holds 27.4% of Class A Shares
-------------------------------------------------------------
In a Schedule 13D filed with the U.S. Securities and Exchange
Commission, Jeffrey D. Roth disclosed that as of March 28, 2014,
he beneficially owned 32,015,429 shares of Class A Common Stock of
Silversun Technologies, Inc., representing 27.4 percent of the
shares outstanding.  Mr. Roth is the chief executive officer of
the Company's wholly owned subsidiary, SWK Technologies, Inc.  A
copy of the regulatory filing is available at http://is.gd/E2ZvIV

                           About SilverSun

Livingston, N.J.-based SilverSun Technologies, Inc., formerly
known as Trey Resources, Inc., focuses on the business software
and information technology consulting market, and is looking to
acquire other companies in this industry.  SWK Technologies, Inc.,
the Company's subsidiary and the surviving company from the
acquisition and merger with SWK, Inc., is a New Jersey-based
information technology company, value added reseller, and master
developer of licensed accounting and financial software published
by Sage Software.  SWK  Technologies also publishes its own
proprietary supply-chain software, the Electronic Data Interchange
(EDI) solution "MAPADOC."  SWK Technologies sells services and
products to various end users, manufacturers, wholesalers and
distribution industry clients located throughout the United
States, along with network services provided by the Company.

Silversun Technologies reported net income of $322,548 on $17.40
million of net total revenues for the year ended Dec. 31, 2013, as
compared with a net loss of $1.23 million on $13.17 million of net
total revenues for the year ended Dec. 31, 2012.  As of Dec. 31,
2013, the Company had $3.56 million in total assets, $3.96 million
in total liabilities and a $399,839 total stockholders' deficit.


SOPOGY INC: Enters Into Insolvency Process
------------------------------------------
Duane Shimogawa at Pacific Business News reports that Sopogy Inc.,
one of Hawaii's oldest solar energy companies, which recently shut
down its operations, is in the middle of an insolvency proceeding
with its assets currently being liquidated, the Los Angeles
attorney for the Honolulu-based company told PBN.

PBN relates that Steven Spector -- sspector@buchalter.com -- a
shareholder of Buchalter Nemer, was tapped by Sopogy to handle its
insolvency proceeding, which is basically a close-down of its
business operations and liquidation of its assets. He said that a
third party, Insolvency Services Group of Los Angeles, is trying
to collect funding that is owed to the company, the report says.

"They [Insolvency Services Group] will be sending out bulletins to
all creditors of the company," the report quotes Mr. Spector as
saying. "They [Sopogy] have assets they have managed to collect
over the years. The primary asset is its technology and know-how.
[They have] little hard assets."

Spector, who specializes in insolvency cases, noted that an
insolvency proceeding is not a bankruptcy, but similar to it,
namely Chapter 7, according to the report.

He said that in Sopogy's case, it came down to it just running out
of capital to continue operating its business, PBN relates.

Sopogy, founded by Hawaii entrepreneur Darren Kimura a little more
than a decade ago, developed concentrated solar collectors that
used mirrors to focus the sun's energy to generate electricity.


SOUTHWESTERN STEEL: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Southwestern Steel & Supply Co., Inc.
        1300 West 9th Street
        Yuma, AZ 85364

Case No.: 14-06520

Chapter 11 Petition Date: April 30, 2014

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

Judge: Hon. Brenda Moody Whinery

Debtor's Counsel: Phil 1 Hineman, Esq.
                  LAW OFFICE OF PHIL HINEMAN, P.C.
                  207 West 2nd Street
                  Yuma, AZ 85364
                  Tel: 928-341-9600
                  Fax: 928-341-9603
                  Email: phineman@hineman.com

Total Assets: $1.09 million

Total Liabilities: $280,357

The petition was signed by John T. Beltran, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/azb14-6520.pdf


SUN VALLEY MOTOR: Case Summary & 5 Unsecured Creditors
------------------------------------------------------
Debtor: Sun Valley Motor Hotel, Ltd.
        P.O. Box 893
        San Benito, TX 78586

Case No.: 14-10169

Chapter 11 Petition Date: April 30, 2014

Court: United States Bankruptcy Court
       Southern District of Texas (Brownsville)

Judge: Hon. Richard S. Schmidt

Debtor's Counsel: Eduardo V Rodriguez, Esq.
                  MALAISE LAW FIRM
                  1265 N Expressway 83
                  Brownsville, TX 78521
                  Tel: 956-547-9638
                  Fax: 956-547-9630
                  Email: igotnoticesbv@malaiselawfirm.com

Total Assets: $2.09 million

Total Liabilities: $4.67 million

The petition was signed by Neil Murphy, manager.

A list of the Debtor's five largest unsecured creditors is
available for free at http://bankrupt.com/misc/txsb14-10169.pdf


SUNNYSLOPE HOUSING: Appeals Court Rules on Receiver's Immunity
--------------------------------------------------------------
The Court of Appeals of Arizona, Division One, on April 29 issued
an opinion on the limits of the immunity afforded to court-
appointed receivers.

The receiver for Sunnyslope Housing Limited Partnership Sunnyslope
Housing Limited Partnership, Paul Mashni, had petitioned the
appellate court for special action relief from a superior court's
ruling denying him immunity from suit for alleged mismanagement of
receivership assets.  The court's order permitting the damage
action against Mr. Mashni to proceed was not based upon a finding
that he had exceeded his powers under the order of appointment,
but rather on the theory that a receiver can face liability if
actions taken pursuant to the order cause a "material detriment"
to any "interested party."

According the appellate court, a court-appointed receiver is
immune from suit unless the appointing court finds that the
receiver has acted outside the scope of the order of appointment,
and that the court cannot charge a receiver with a fiduciary duty
to maximize economic benefit for adverse parties simultaneously.

"Finally, we hold that a party aggrieved by a receiver's actions
must promptly inform the court and seek its intervention before
bringing an action for damages," said Presiding Judge Peter B.
Swann, who delivered the opinion of the appellate court.

Since 2005, Sunnyslope has been involved in the construction and
operation of an apartment complex in Phoenix.  Sunnyslope financed
the construction with a senior private loan, guaranteed by the
federal government and secured by a deed of trust on the apartment
complex, and two junior loans from the Arizona Department of
Housing and the City of Phoenix, respectively.  Sunnyslope
intended to operate the apartment complex as a low-income-housing
project to qualify for the Low Income Housing Tax Credit program.

Sunnyslope defaulted on the senior loan after completing
construction.  The federal government fulfilled its loan guarantee
obligation and sold the senior debt to First Southern National
Bank, which shortly thereafter filed a motion to appoint Mr.
Mashni as receiver of the apartment complex.  Sunnyslope did not
appear at the appointment hearing, and at no point sought to amend
the appointment order or change the bond amount.

The superior court appointed Mr. Mashni as receiver in October
2010.  Mr. Mashni scheduled a foreclosure sale of the apartment
complex for Feb. 1, 2011, but it never took place because
Sunnyslope sought Chapter 11 bankruptcy reorganization the day
before, to prevent the foreclosure, which would have automatically
terminated the covenants meant to preserve LIHTC eligibility.

Mr. Mashni remained in possession of the apartment complex while
the bankruptcy case was pending, and in May 2011 the bankruptcy
court ruled that he had to comply with the low-income-housing
covenants.  The following month Mr. Mashni relinquished possession
to Sunnyslope's designee and began winding up the receivership
estate.

Mr. Mashni moved the superior court to discharge the receivership,
exonerate the receiver's bond, and approve payment of various
receivership expenses.  Sunnyslope objected, primarily on grounds
that Mr. Mashni had jeopardized its LIHTC eligibility by failing
to operate the apartment complex in compliance with the low-
income-housing covenants.  Sunnyslope further alleged that Mr.
Mashni had improperly settled an insurance claim, and that he had
improperly used receivership funds to pay for the preparation of
the foreclosure sale.  Before the matter proceeded to oral
argument, Sunnyslope also filed a third-party complaint against
Mr. Mashni raising similar allegations.

Ultimately, the court found that "sufficient evidence exist[ed] to
make a prima facie case against the Receiver" and denied Mashni's
motion.  The court also allowed Sunnyslope to file a new third-
party complaint against Mr. Mashni.  The receiver's special action
followed.

Judge Maurice Portley and Judge Samuel A. Thumma joined in Judge
Swann's opinion.

The case before the appeals court is, PAUL MASHNI, Court-appointed
receiver, Petitioner, v. THE HONORABLE GEORGE H. FOSTER, Judge of
the SUPERIOR COURT OF THE STATE OF ARIZONA, in and for the County
of MARICOPA, Respondent Judge, SUNNYSLOPE HOUSING LIMITED
PARTNERSHIP, an Arizona limited partnership; FIRST SOUTHERN
NATIONAL BANK, Real Parties in Interest, No. 1 CA-SA 13-0250
(Ariz. App.).  A copy of the appeals court's April 29, 2014
Opinion is available at http://is.gd/7LFs2Kfrom Leagle.com.

Counsel for Petitioner:

     John M. O'Neal, Esq.
     Walter J. Ashbrook, Esq.
     QUARLES & BRADY LLP
     One Renaissance Square
     Two North Central Avenue
     Phoenix, AZ 85004
     Tel: (602) 229-5708
     Fax: (602) 417-2972
     E-mail: john.oneal@quarles.com
             walter.ashbrook@quarles.com

Counsel for Real Party in Interest Sunnyslope Housing Limited
Partnership:

     Susan M. Freeman, Esq.
     Eric Wanner, Esq.
     LEWIS ROCA ROTHGERBER LLP
     201 East Washington, Suite 1200
     Phoenix, AZ 85004
     Tel: 602-262-5756
     Fax: 602-734-3824
     E-mail: SFreeman@LRRLaw.com
             EWanner@LRRLaw.com

Counsel for Real Party in Interest First Southern National Bank:

     John R. Clemency, Esq.
     Janel M. Glynn, Esq.
     GALLAGHER & KENNEDY, P.A.
     2575 East Camelback Road
     Phoenix, AZ 85016
     Tel: 602-530-8000
     Fax: 602-530-8500
     E-mail: john.clemency@gknet.com
             janel.glynn@gknet.com

                     About Sunnyslope Housing

Sunnyslope Housing Limited Partnership, dba Pointe Del Sol
Apartments, was placed into involuntary Chapter 11 bankruptcy
(Bankr. D. Ariz. Case No. 11-02441) by a creditor, Reid Butler, on
Jan. 31, 2011.  On April 11, 2011, the case was converted from an
involuntary case to a voluntary case.  Engelman Berger, P.C.,
serves as counsel to the Debtor.  The Company disclosed $4,357,438
in assets and $18,074,818 in liabilities as of the Chapter 11
filing.

No trustee, examiner, or official committee of unsecured creditors
has been appointed to date.


SUNVALLEY SOLAR: Delays Form 10-K for 2013
------------------------------------------
SunValley Solar, Inc., filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its annual report on Form 10-K for the year ended
Dec. 31, 2013.  The Company was unable to compile the necessary
financial information required to prepare a complete filing.
Thus, the Company was unable to file the periodic report in a
timely manner without unreasonable effort or expense.  The Company
expects to file within the extension period.

                        About Sunvalley Solar

Sunvalley Solar, Inc., is a California-based solar power
technology and system integration company.  Since the inception of
its business in 2007, the company has focused on developing its
expertise and proprietary technology to install residential,
commercial and governmental solar power systems.

Sunvalley Solar disclosed a net loss of $1.76 million on $3.74
million of revenue for the year ended Dec. 31, 2012, as compared
with a net loss of $398,866 on $5.82 million of revenue for the
year ended Dec. 31, 2011.  The Company's balance sheet at Sept.
30, 2013, showed $6.46 million in total assets, $4.38 million in
total liabilities and $2.08 million in total stockholders' equity.

Sadler, Gibb & Associates, LLC, in Salt Lake City, 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 had losses from operations of
$1,767,902 and accumulated deficit of $3,125,692, which raises
substantial doubt about its ability to continue as a going
concern.


SUZETTE WOODWARD: Nebraska Judge Rejects Third Amended Plan
-----------------------------------------------------------
Chief Judge Thomas L. Saladino in Nebraska denied confirmation of
the third amended Chapter 11 plan filed by Suzette Woodward, and
directed the Debtor to file a revised plan.

Heritage Bank, an unsecured creditor which filed proofs of claim
(Claims #4 and #5) totaling $270,566, objected to confirmation of
Debtor's third amended plan of reorganization.  Heritage Bank
raised three primary objections to confirmation:

     1. the plan cannot be confirmed because no class of
        impaired claims has accepted the plan as required by
        11 U.S.C. Sec. 1129(a)(10).

     2. the plan violates the absolute priority rule of
        11 U.S.C. Sec. 1129(b)(2)(B).

     3. the Debtor is not devoting all of her projected
        disposable income to the plan as required by 11 U.S.C.
        Sec. 1129(a)(15).

Trial on the Plan was held in Lincoln, Nebraska, on Feb. 25, 2014.

Ms. Woodward filed for relief under Chapter 7 of the Bankruptcy
Code (Bankr. D. Neb. Case No. 11-40936) on April 4, 2011.

Her obligation to Heritage Bank came about as a result of several
loans made by Heritage Bank to the Debtor, her former spouse, and
Woodward Construction & Custom Renovations.  The Debtor resides at
2604 Arrowhead Road in Grand Island, Nebraska. She acquired the
property from Leland and Marie Elliott on May 15, 2012, which was
after her Chapter 7 filing.  Mr. and Mrs. Elliott are secured by a
deed of trust on the property.

On Aug. 15, 2012, Ms. Woodward filed a motion to convert her
Chapter 7 proceeding to one under Chapter 11.  The Court granted
the request on Sept. 10, 2012.

Prior to and throughout the duration of the Debtor's bankruptcy,
she has been employed as a pathologist.  She has been both an
employee and owner/member of Pathology Specialists, LLC, located
in Grand Island, Nebraska, throughout the duration of her
bankruptcy.

The Debtor's third amended Chapter 11 plan was filed Nov. 11,
2013.  The plan proposes to pay Heritage Bank $519.00 per month as
its pro rata share of the Debtor's projected disposable monthly
income of $1,000.00 for a period of five years.  Under the terms
of the proposed plan, a balloon payment due to Mr. and Mrs.
Elliott was extended by one year to June 1, 2014.

A copy of the Court's April 29, 2014 Order is available at
http://is.gd/taB4dBfrom Leagle.com.


TASC INC: Moody's Affirms 'B3' Corp. Family Rating; Outlook Neg.
----------------------------------------------------------------
Moody's Investors Service affirmed the B3 Corporate Family Rating
of TASC, Inc. Concurrently, B1 and Caa2 ratings have been assigned
to the company's planned first and second lien debts respectively.
Proceeds of the first and second lien debts will refinance the
company's existing first lien credit facility. The proposed
transaction should reduce the risk of a financial ratio covenant
breach near-term as well as extend debt maturities. The rating
outlook is negative.

Ratings Affirmed

Corporate Family, B3

Probability of Default, B3-PD

$80 million first lien revolver due 2015, B3, LGD3, 44% (to be
withdrawn at close of transaction)

$633 million first lien term loan due 2015, B3, LGD3, 44% (to be
withdrawn at close of transaction)

Ratings Assigned

$50 million first lien revolver due 2019, B1, LGD2, 29%

$432 million first lien term loan due 2020, B1, LGD2, 29%

$200 million second lien term loan due 2021, Caa2, LGD5, 79%

Rating Withdrawn

$633 million first lien term loan due 2017, assigned B3, LGD3, 44%
(See Moody's 9 April press release)

Ratings Rationale

The affirmation of the B3 CFR is measured upon a successful
refinancing which would restore TASC's presently weak liquidity.
Furthermore, cost actions and marketing revisions undertaken since
late 2013 should benefit prospects for bidding as well as
operating performance. Nonetheless, the expected 2014 revenue base
of $1.1 billion, down from $1.6 billion in 2012, reflects the much
more competitive procurement environment facing services
contractors, wherein TASC has lost market share and experienced
decline in earnings. During 2014, debt to EBITDA should rise to
the mid 7x range from 6.3x at 2013. With the soft near-term
revenue view, the presently large December 2015 term loan maturity
would be problematic for the rating, but the proposed refinancing
alleviates that matter. A financial ratio covenant breach also
seems likely near-term, but the less demanding test levels
proposed under the new facility would better ensure compliance,
helpful since the pending $25 million subordinated note call will
deplete the company's cash to a low level and could prompt some
revolver borrowing. The low level of contract re-competes over the
next few years helps the prospect for sustaining revenue at the
expected 2014 revenue base of $1.1 billion. With adequate
liquidity, the company's operational revisions and continued
emphasis on debt reduction, potential exists for de-levering after
2014.

The negative outlook recognizes that contracted services volumes
within the intelligence and national security arenas are facing
pressure as federal spending has ebbed. Acquisition cycle times
remain long and agencies continue awarding work at a sluggish
pace. After many years of growth, volumes may not meaningfully
rise for some time. If sequestration is not legislated away by the
government's FY2016, budgets will face added pressure. Rating
downgrade risk will remain elevated until the company's earnings
improve and better credit metrics come into view.

The B1 ratings on the new first lien bank term loan and revolver,
two notches above the CFR, benefit from the excess of the junior
second lien debt class. The Caa2 rating on the second lien term
loan reflects that, in a stress scenario, their claim would absorb
significant loss.

The ratings could be downgraded if revenue declines continue, if
debt/EBITDA remains above 7x by 2015, or if the liquidity profile
comes into question as a result of an unsuccessful refinancing
attempt. Stabilization of the rating outlook would depend on the
likelihood of debt/EBITDA descending below 7x, with sustained
adequate liquidity and FCF/debt in the mid single digit percentage
range. The ratings could be upgraded over the intermediate term
with backlog growth, debt/EBITDA below 6x, good covenant cushion
and FCF/debt in the high single digit percentage range.

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

TASC, Inc. provides advanced systems engineering and integration
services to U.S. Government intelligence agencies, Department of
Defense and various civil agencies. The existing company is a
former unit of Northrop Grumman Corporation's advisory services
segment and was acquired for $1.65 billion in a leveraged
transaction by affiliates of General Atlantic and Kohlberg Kravis
Roberts in late 2009. Revenues in 2013 were $1.3 billion.


TONGJI HEALTHCARE: Incurs $729,600 Net Loss in 2013
---------------------------------------------------
Tonji Healthcare Group, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing
a net loss of $729,685 on $2.37 million of total operating revenue
for the year ended Dec. 31, 2013, as compared with a net loss of
$1.20 million on $2.77 million of revenue for the year ended
Dec. 31, 2012.

As of Dec. 31, 2013, the Company had $15.85 million in total
assets, $16.57 million in total liabilities, $1.26 million in
contingencies, and a $1.99 million total stockholders' deficit.

Anton & Chia, LLP, in Newport Beach, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.

"The Company's ability to continue as a going concern ultimately
is dependent on the management's ability to obtain equity or debt
financing, attain further operating efficiencies, and achieve
profitable operations.  Over the past years, the Company had been
successful in raising funds from related parties to fund the
operation and new hospital construction.  The consolidated
financial statements do not include any adjustments relating to
the recoverability and classification of recorded asset amounts or
amounts and classification of liabilities that might be necessary
should the Company not be able to continue as a going concern,"
the filing stated.

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

                        http://is.gd/AEvFkB

                      About Tongji Healthcare

Based in Nanning, Guangxi, the People's Republic of China, Tongji
Healthcare Group, Inc., a Nevada corporation, operates Nanning
Tongji Hospital, a general hospital with 105 licensed beds.


UNILAVA CORP: Delays Form 10-K for 2013
---------------------------------------
Unilava Corporation filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its annual report on Form 10-K for the period ended
Dec. 31, 2013.  The Company was unable, without unreasonable
effort and expense, to prepare the financial statements in
sufficient time to allow the timely filing of the report.

                     About Unilava Corporation

Unilava Corporation (OTC BB: UNLA) -- http://www.unilava.com/--
is a diversified communications holding company incorporated under
the laws of the State of Wyoming in 2009.  Unilava and its
subsidiary brands provide a variety of communications services,
products, and equipment that address the needs of corporations,
small businesses and consumers.  The Company is licensed to
provide long distance services in 41 states throughout the U.S.
and local phone services across 11 states.  Through its carrier-
grade microwave wireless broadband infrastructure and broadband
Internet access partners, the Company also offers mobile and high-
definition IP-hosted voice services to residential customers and
corporate clients.  Additionally, Unilava delivers a comprehensive
and integrated suite of fee-based online and mobile advertising
and web services to a broad array of business enterprises.
Headquartered in San Francisco, the Company has regional offices
in Chicago, Seoul, Hong Kong, and Beijing.

Unilava reported a net loss of $1.58 million in 2012, as compared
with a net loss of $2.98 million in 2011.  The Company's balance
sheet at Sept. 30, 2013, showed $2.58 million in total assets,
$9.33 million in total liabilities, and stockholders' deficit of
$6.75 million.

Shelley International CPA, in Mesa, AZ, 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 losses from operations, which raises
substantial doubt about its ability to continue as a going
concern.


WALKER LAND: Court Approves Silver Spring as Accountant
-------------------------------------------------------
Walker Land & Cattle, LLC sought and obtained permission from the
U.S. Bankruptcy Court for the District of Idaho to employ Tamie
Ball of Silver Spring Financial, PLLC as accountant.

The Debtor requires Ms. Ball to:

   (a) prepare all federal and state tax returns;

   (b) give consulting services regarding financial and tax
       matters;

   (c) assist with reporting requirements associated with this
       chapter 11 case; and

   (d) any other financial and accounting services necessary.

Ms. Ball will be paid $180 per hour plus costs, subject to Court
approval of the same, with payment from the Debtor as an
administrative expense of the bankruptcy estate.

The Debtor also requests authorization to pay a post-petition
retainer of $3,600 from cash collateral to Ms. Ball.

Ms. Ball, the owner of Silver Spring, 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.

Ms. Ball can be reached at:

       Ms. Tamie Ball
       SILVER SPRING FINANCIAL, PLLC
       P.O. Box 72
       453 Business Loop
       Sugar City, ID 83448
       Tel: (208) 227-8069
       E-mail: tamie@silverspringfinancial.com

                About Walker Land & Cattle, LLC

Walker Land & Cattle, LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Idaho Case No. 13-41437) on
Nov. 15, 2013.  The case is assigned to Judge Jim D. Pappas.

The petition was signed by Roland N. (Rollie) Walker, manager.

The Debtor's counsel is Robert J Maynes, Esq., at Maynes taggart,
PLLC, in Idaho Falls, Idaho.

The Debtor reported $72,688,397 in total assets and $46,346,375 in
total liabilities.

The U.S. Trustee for Region 18 has appointed an official committee
of unsecured creditors in the case.  The Committee is represented
by Bruce K. Medeiros, Esq., and Barry W. Davidson, Esq., at
Davidson Backman Medeiros PLLC, in Spokane, Washington.

Secured creditor, Wells Fargo Bank, is represented by Larry E.
Prince, Esq., and Kirk S. Cheney, Esq., at Holland & Hart LLP, in
Boise, Idaho.


WALKER LAND: Hires Galusha Higgins as Auditor
---------------------------------------------
Walker Land & Cattle, LLC asks for authorization from the U.S.
Bankruptcy Court for the District of Idaho to employ Judith K.
Brower of Galusha, Higgins & Galusha, PC as auditor.

The Debtor requires Galusha Higgins to:

   (a) conduct audits;

   (b) prepare audit reports; and

   (c) any other auditing services necessary.

Galusha Higgins will be paid at these hourly rates:

       Audit Partner       $210-$240
       Audit Senior        $115-$150
       Professional        $75-$115

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

The Debtor also requests authorization to pay a post-petition
retainer of $10,000 from cash collateral to Galusha Higgins, to be
held in trust, which would be a modification of the Debtor's
proposed budget.  The proposed budget currently anticipates a
payment of $35,000 to the Auditor in June.  The Debtor is
requesting that the post-petition retainer be subtracted from the
proposed $35,000.00 payment in June and paid upon Court approval
of this Application.

Ms. Browser 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.

Galusha Higgins can be reached at:

       Judith K. Browser
       GALUSHA, HIGGINS & GALUSHA PC
       1220 Whitewater Drive
       P.O. Box 50699
       Idaho Falls, ID 83405
       Tel: (208) 523-5953
       Fax: (208) 523-8995

                About Walker Land & Cattle, LLC

Walker Land & Cattle, LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Idaho Case No. 13-41437) on
Nov. 15, 2013.  The case is assigned to Judge Jim D. Pappas.

The petition was signed by Roland N. (Rollie) Walker, manager.

The Debtor's counsel is Robert J Maynes, Esq., at Maynes taggart,
PLLC, in Idaho Falls, Idaho.

The Debtor reported $72,688,397 in total assets and $46,346,375 in
total liabilities.

The U.S. Trustee for Region 18 has appointed an official committee
of unsecured creditors in the case.

The Committee is represented by Bruce K. Medeiros, Esq., and Barry
W. Davidson, Esq., at Davidson Backman Medeiros PLLC, in Spokane,
Washington.

Secured creditor, Wells Fargo Bank, is represented by Larry E.
Prince, Esq., and Kirk S. Cheney, Esq., at Holland & Hart LLP, in
Boise, Idaho.


* BOOK REVIEW: FROM INDUSTRY TO ALCHEMY: Burgmaster,
               A Machine Tool Company
----------------------------------------------------
Author:     Max Holland
Publisher:  Beard Books
Softcover:  335 pages
List Price: $34.95
Review by Gail Owens Hoelscher

Order your personal copy today and one for a colleague at
http://www.beardbooks.com/beardbooks/from_industry_to_alchemy.html

From Industry to Alchemy tells the story of people caught in the
middle of global competition, the institutional restraints
within which smaller companies had to operate after the Second
World War, the rise of Japanese industry, and the conglomeration
frenzy of the 1980s. The author's goal in writing this book was
to chronicle the decline in American manufacturing through the
story of that company.

Burgmaster was the culmination of the dream of a Czechoslovakian
immigrant, Fred Burg, who described himself as a "born
machinist." After coming to America in 1911, he learned the
tool-and- die trade, becoming so adept that he "could not only
drill the hole, but also make the drill." A life-long inventor,
he designed an electric automatic transmission that was turned
down by GM's Charles Kettering; GM came out with a hydraulic
version six years later. Forced by finances to work in
retailing, after World War II he retired, moved to California
and set up a machine-tool shop with his son and son-in-law to
manufacture the turret drill, his own design. With the help of
the Korean War, and a previous shortage of machine tools,
business took off. It was a hands-on operation from the start
and remained that way. Burg once fired an engineer who didn't
want to handle a machine part because his hands would get dirty.
Management spent time on the shop floor, listening to employee
ideas. Burg lived and breathed research and development,
constantly fiddling to devise new machines and make old ones
better. Between 1955 and 1962, sales grew 13-fold and employees
from 62 to 272. Burg Tool was featured on Richland Oil Company's
broadcast Success Stories.

By 1965, however, Fred Burg was getting old and the three
partners knew that Burgmaster needed to fund another expensive,
risky expansion to fill back orders or lose market share.
Although companies had made offers before, Houdaille, a company
named for the Frenchman who invented recoilless artillery during
World War I, seemed a good match. The two had similar origins,
it seemed.  Houdaille had begun an ambitious acquisition
program, and saw Burgmaster fitting into an unfilled niche. With
a merger, new capacity would be financed, and "Burgmaster would
continue to operate under present management, personnel and
policies but as a Houdaille division."

What comes next is management by numbers rather than hands-on
decisionmaking; alienation of skilled blue-collar workers;
pushing aside of management; squelching of innovation; foreign
and domestic competition; bitter trade disputes; leveraged
buyouts; the politics of U.S. trade policy; Japan-bashing; and
the inevitable liquidation of Burgmaster and loss of livelihood
of more than 400 employees.

This book was originally titled When the Machine Stopped: A
Cautionary Tale from Industrial America," published in 1989. It
was named by Business Week as one of the ten best business books
of 1989. The Chicago Tribune said that "anyone who wants to
understand American business must read When the Machine
Stopped.Holland has written the best business book in years."

The author explains trade regulations, the machine-tool
industry, and detailed corporate buyouts with equal clarity.
This down-to-earth book provides valuable insight into the
changes within an industry. It combines fascinating, creative
characters; number crunchers; growing corporate disdain for
manufacturing; and tangible consequences of Washington and Wall
Street gone crazy.

Max Hollandis a writer and research fellow at the Miller Center
of Public Affairs at the University of Virginia. His father
worked for 29 years as a tool-and-die maker, union steward, and
machine shop foreman for Burgmaster.


                             *********

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
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Each Friday's edition of the TCR includes a review about a book of
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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
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The TCR subscription rate is $975 for 6 months delivered via
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are $25 each.  For subscription information, contact Peter A.
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                  *** End of Transmission ***