TCR_Public/140519.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Monday, May 19, 2014, Vol. 18, No. 137

                            Headlines

22ND CENTURY: Appoints General Counsel
30DC INC: Incurs $218,000 Net Loss in March 31 Quarter
ACTIVECARE INC: Delays First Quarter Form 10-Q for Analysis
ADVANCED MICRO: To Issue 32.5 Million Shares Under Plan
ADVANTAGE DIRECT365: Case Summary & 18 Top Unsecured Creditors

AES CORPORATION: Moody's Affirms 'Ba3' Corporate Family Rating
AFFYMAX INC: Agrees to Settle Class Action Suit for $6.5-Mil.
ANDALAY SOLAR: Incurs $84,000 Net Loss in First Quarter
ANESTHESIA HEALTHCARE: Case Summary & 20 Top Unsecured Creditors
ANTARES-PROPERTIES: Equipment to Be Sold Off Wednesday

ARCAPITA BANK: RA Holding Publishes First Quarter 2014 Results
ARIZONA CONTRACTORS: Filed for Bankruptcy
ART OBJECTS: Case Summary & 8 Unsecured Creditors
ASARCO LLC: Appeals Judges Differ on Fees for Defending Fees
AURORA DIAGNOSTICS: To Hold Investor Conference Call on May 20

AZTECAMERICA BANK: FDIC Named as Receiver; RBOC Assumes Deposits
B&G FOODS: Moody's Affirms 'Ba3' CFR & Rates New $800MM Debt 'Ba1'
BANYON 1030-32: Trustee Says $54M Deal Bars Investor Suit
BERNARD L. MADOFF: Justice Dept. Fund Receives $40-Bil. in Claims
BERNARD L. MADOFF: Victim Distributions Reach Almost $6 Billion

BUFFET PARTNERS: Court Okays Hiring of Hilco as Estate Consultant
BYNUM ENTERPRISES: 2 Timber Hill Drive Lots to Be Sold Tomorrow
CALIBER IMAGING: Appoints William F. O'Dell to Board of Directors
CASH STORE: To Wind Down Brokered Lending Business
CBM ASIA: BCSC Issues Management Cease Trade Order

CCH RESTAURANT: Voluntary Chapter 11 Case Summary
CHINESEWORLDNET.COM INC: MNP LLP Raises Going Concern Doubt
COATES INTERNATIONAL: Incurs $511,000 Net Loss in First Quarter
COLDWATER CREEK: Auction Increases Recovery from GOB Sales
COLONIAL COUNTRY CLUB: Foreclosure Sale Tuesday

COLONY WOODS: Voluntary Chapter 11 Case Summary
COMMSCOPE HOLDINGS: Moody's Rates New Sr. Note Offering 'B2'
CUI GLOBAL: Amends Previously Filed Financials
DETROIT, MI: Ch. 9 Deadline May Be Missed Amid Disputes
DETROIT, MI: Michigan AG Drops Opposition to Chapter 9 Plan

DETROIT, MI: CalPERS Says Eligibility Ruling Threatens System
DOLAN CO: Plan Delayed as Investors Oppose Would-be Owner
DOTS LLC: Hilco Completes Auction of Intellectual Property Assets
DOVER DOWNS: Incurs $1.05-Mil. Net Loss for Q1 Ended March 31
DREIER LLP: Trustee Gets Approval of Amaranth Settlement

DUNCAN & DIRK: Case Summary & 10 Unsecured Creditors
DYNEGY INC: Execs Escape Securities Fraud Class Action
EAT AT JOE'S: Posts $7.2 Million Net Income in First Quarter
EDENOR SA: Incurs ARS 738.6 Million Net Loss in First Quarter
EDGENET INC: Gets Green Light On Parallax Stalking Horse Plan

ENERGY FUTURE: Former Judge Peck Tapped for Committee Counsel
ENERGY FUTURE: Moody?s Says Texas Localities? Revenue at Risk
ENOVA INTERNATIONAL: Moody's Assigns 'B3' CFR, Negative Outlook
EPICENTRE: HFF Closes Sale of Property
EXIDE TECHNOLOGIES: In Secret Disagreement with Creditors

FIRST FINANCIAL: Incurs $554,000 Net Loss in First Quarter
FIRST MARINER: Delays First Quarter Form 10-Q
FISKER AUTOMOTIVE: Files New Plan Incorporating Hybrid Settlement
FREEDOM INDUSTRIES Judge Seeks Report on $2 Million in Fees
FURNITURE BRANDS: Plan Filing Deadline Extended Until August 20

GENCO SHIPPING: Shareholders Seek Six-Week Confirmation Delay
GENCO SHIPPING: Chairman Paid $1.46-Mil. A Year Before Bankruptcy
GENERAL MOTORS: To Pay $35-Mil. Fine for Failure to Report Defect
GENERAL MOTORS: Switch Suit Returns to Bankruptcy Court on July 2
GENERAL MOTORS: Judge Not Yet Opening Investigation Floodgates

GENERAL STEEL: Incurs $69.6 Million Net Loss in First Quarter
GENTIVA HEALTH: Moody's Affirms 'B3' CFR After Kindred Bid
GENUTEC BUSINESSS: Case Summary & 12 Largest Unsecured Creditors
GETTY IMAGES: Bank Debt Trades at 4% Off
GGW BRANDS: Founder Arrested Over Scuffle With Employee

GLOBAL AVIATION: To Sell Assets to Omni Air International
GREEN INNOVATIONS: Posts $2.82-Mil. Net Loss for March 31 Quarter
GSE ENVIRONMENTAL: Has Interim Approval of $35MM DIP Loan
GSE ENVIRONMENTAL: Equity Transfer Protocol Approved
GYMBOREE CORP: Bank Debt Trades at 18% Off

INTEGRATED BIOPHARMA: Incurs $450,000 Net Loss in March 31 Qtr.
INTERLEUKIN GENETICS: Incurs $1.6 Million Net Loss in Q1
IOWA GAMING: Argosy Casino Asks Bankruptcy Court to Stop Closure
IOWA GAMING: Proposes Stevens & Lee as Bankruptcy Counsel
IOWA GAMING: Taps Province Inc. as Financial Advisor

IRISH BANK: John Flynn Objects to Sale of Blackrock Loan Assets
IRISH BANK: Flynn Parties Want $36M Bond on Massive Loan Sale
IRONSTONE GROUP: Incurs $59,500 Net Loss in First Quarter
ISC8 INC: Delays First Quarter Form 10-Q for Review
IVEDA SOLUTIONS: Albert Wong & Co. Raises Going Concern Doubt

KAWISH LLC: Tim Blixseth's Medina Home Placed in Chapter 11
KINDRED HEALTHCARE: Moody's Revises Rating Outlook to Negative
LIBERATOR INC: Incurs $104,000 Net Loss in March 31 Quarter
LIME ENERGY: Incurs $2.6 Million Net Loss in First Quarter
LIQUIDNET HOLDINGS: Moody's Rates $174MM 1st Lien Secured Debt B3

METALICO INC: Obtains Waiver From Senior Secured Lenders
METRO AFFILIATES: Liquidating Plan Approval Hearing Set for June 9
MF GLOBAL: Brokerage Creditors to Get Distributions
MJC AMERICA: Can Use East West Bank Cash Collateral Thru Aug. 31
MOMENTIVE PERFORMANCE: Plan Disclosure Hearing on June 19

MONTANA ELECTRIC: Confirmation Hearing Scheduled on June 2
MONTANA ELECTRIC: Can Access Cash Collateral Thru June 30
MUSCLEPHARM CORP: J. Greenwell Appointed Chief Operating Officer
NATIVE ENERGY: Section 341(a) Meeting Set on June 19
NATIVE ENERGY: Case Summary & 2 Unsecured Creditors

NAVISTAR INT'L: Bankrupt Whistleblower Can't Bring $12B FCA Suit
NEPHROS INC: Incurs $760,000 Net Loss in First Quarter
NEW LIFE INT'L: Files Liquidating Chapter 11 Plan
NEW YORK CITY OPERA: Files Second Exclusivity Motion
NOBLE LOGISTICS: Selling by Default to Gladstone

NXT ENERGY: KPMG LLP Expresses Going Concern Doubt
OMNICOMM SYSTEMS: Incurs $1.5 Million Net Loss in First Quarter
OPTIM ENERGY: Cascade Investment Cleared on Dealings
ORCKIT COMMUNICATIONS: Adjourns Extraordinary Meeting
OTTER PRODUCTS: Moody's Affirms 'B1' CFR & Rates New Debt 'B1'

PARKS! AMERICA: Incurs $256K Net Loss in March 30 Quarter
PEREGRINE FINANCIAL: Wasendorf Given $645 Million Civil Penalty
PLANDAI BIOTECHNOLOGY: Incurs $3-Mil. Net Loss in March 31 Qtr.
PLC SYSTEMS: Inks Merger Pact with Viveve to Avoid Bankruptcy
PLUG POWER: Incurs $75.9 Million Net Loss in First Quarter

POCONO SPRINGS: Foreclosure Sale Today in Northbrook, Ill.
PUERTO RICO: Doral Financial Calls for Repayment of Obligations
PURADYN FILTER: Incurs $218,000 Net Loss in First Quarter
RADIOSHACK CORP: Lenders Take Hard Line On Store Closings
RAM POWER: Expects to Obtain Loan Waiver From Lenders

REFCO INC: Special Master Backs $669M Hit for Handful of Execs
REFCO PUBLIC: Fund Files for Chapter 11 with Plan
REGIONAL CARE: Court Approves Gust Rosenfeld as Ombudsman Counsel
REGIONAL CARE: Court Okays Hiring of Moss Adams as Accountants
RELYANT LLC: Foreclosue Sale of Blount County Property Today

RESIDENTIAL CAPITAL: Board Declares Cash Distribution of $115MM
RESPONSE BIOMEDICAL: Reports C$1.5 Million Net Loss in Q1
SALON MEDIA: Inks Corporate Office Lease with 132 West
SANDPIPER INVESTMENTS: Foreclosure Sale on Friday
SAVIENT PHARMACEUTICALS: IRS Says Plan Is Missing Tax Payments

SCH-TRIDENT LTD: Secured Lenders Object to Use of Cash Collateral
SEAN DUNNE: Developer Says Irish Trustee Defies U.S. Court
SEAWORLD PARKS: Bank Debt Trades at 2% Off
SEDONA DEV'T: Court Enters Final Decree Closing Cases
SELLECT COMMERCE: Case Summary & 5 Largest Unsecured Creditors

SHAMOKIN, PA: Financially Distressed City Seeks State Crutch
SILVERSUN TECHNOLOGIES: Inks Asset Purchase Agreement with ESC
SIMON WORLDWIDE: Incurs $1.1 Million Net Loss in First Quarter
SOUND SHORE: Plan Filing Exclusivity Extended Until June 23
SPECIALTY HOSPITAL: Wants Case Moved From Delaware to D.C.

SPEEDEMISSIONS INC: Incurs $241,600 Net Loss in First Quarter
ST. FRANCIS HOSPITAL: Plan Confirmed; Westchester to Buy Assets
SUPERVALU INC: Moody's Hikes CFR to B2, Outlook Changed to Pos.
SURTRONICS INC: Hires Stubbs & Perdue as Attorney
T.J. ENTERPRISES: Case Summary & 12 Largest Unsecured Creditors

TELECONNECT INC: Incurs $805,500 Net Loss in March 31 Quarter
TELEXFREE LLC: Sued for Selling Unregistered Securities
TELKONET INC: Inks Employment Pacts with CFO, COO and EVP Sales
TLO LLC: Wins Confirmation of Plan with Distribution for Equity
TN-K ENERGY: Incurs $99,000 Net Loss in First Quarter

TRANS ENERGY: Delays Form 10-Q for First Quarter
TRANS-LUX: Reports $1 Million Net Loss in Fourth Quarter
TRANSGENOMIC INC: Stockholders Okays Auditor Appointment
TRIPLANET PARTNERS: Seeks Injunction of Former Employees' Suits
TUSCANY INTERNATIONAL: Reports First Quarter 2014 Results

UNITED AMERICAN: Delays Form 10-Q for First Quarter
UNIVERSAL COOPERATIVES: Section 341(a) Meeting Set on June 6
VELATEL GLOBAL: Incurs $18 Million Net Loss in 2013
VICTORY ENERGY: Incurs $446,000 Net Loss in First Quarter
VIGGLE INC: Incurs $14.1 Million Net Loss in March 31 Quarter

VISCOUNT SYSTEMS: Incurs C$1.8 Million Net Loss in First Quarter
VISUALANT INC: Incurs $1.7 Million Net Loss in March 31 Quarter
W3 CO: Moody's Lowers Corp. Family Rating to 'B3'; Outlook Stable
WAFERGEN BIO-SYSTEMS: Incurs $2.5 Million Net Loss in 1st Quarter
WALTER ENERGY: Bank Debt Trades at 3% Off

WPCS INTERNATIONAL: Has Agreement to Sell Stake in China JV
WRJ ENTERPRISES: Case Summary & Unsecured Creditor
Z TRIM HOLDINGS: Incurs $1.4 Million Net Loss in First Quarter

* Late-Filed Tax Return Means Non-Dischargeable Debt
* Unsecured Contract Better Than a Secured Contract

* Bankruptcy Filings Continue Downward Trend in April

* Banks Resume Role in Offering Leverage for Complex Debt

* Blank Rome Adds Ex-UBS GC to Finance, Bankruptcy Team
* John Dinan Joins Preston Hollow Capital as General Counsel
* Judge Pamela Pepper Nominated for Dist. Court for Eastern Wis.
* Justice Department Taps Veteran Prosecutor

* BOND PRICING: For Week From May 12 to 16, 2014


                             *********


22ND CENTURY: Appoints General Counsel
--------------------------------------
22nd Century Group, Inc., appointed Thomas L. James, Esq., as vice
president, general counsel and secretary, effective May 12, 2014.

"Tom possesses tremendous legal and business knowledge and
experience and will be a great asset to our Company," stated
Joseph Pandolfino, founder and chief executive officer of 22nd
Century Group.  "He has an impressive history of achievement and
has been a strong leader throughout his almost 30-year legal
career.  Tom has served as our outside legal and business counsel
for the past decade and I am delighted to have him join our
management team."

Mr. James has served over the past 13 years as a Partner and later
as an Of Counsel attorney with Foley & Lardner LLP.  Prior to that
time, Mr. James was an attorney with other law firms.  Mr. James
is a graduate of the Georgetown University Law Center in
Washington, D.C. (J.D., 1985) and the University of Maryland
(B.S., 1980).  He is a member of the District of Columbia Bar and
is also admitted to practice before the United States Supreme
Court.

Mr. James executed an employment agreement with the Company, dated
May 12, 2014, for an initial term of three years that
automatically renews on an annual basis thereafter unless
terminated.  Pursuant to the Employment Agreement, Mr. James will
earn an initial base salary of $200,000 and may become eligible
for future bonuses and equity awards.  In order to assist Mr.
James with moving expenses, he also received a signing bonus of
$140,000.

Additional information regarding the appointment is available at:

                        http://is.gd/ik2iQM

                         About 22nd Century

Clarence, New York-based 22nd Century Group, Inc., through its
wholly-owned subsidiary, 22nd Century Ltd, is a plant
biotechnology company using technology that allows for the level
of nicotine and other nicotinic alkaloids (e.g., nornicotine,
anatabine and anabasine) in tobacco plants to be decreased or
increased through genetic engineering and plant breeding.

22nd Century reported a net loss of $26.15 million in 2013, a net
loss of $6.73 million in 2012 and a net loss of $1.34 million in
2011.  As of March 31, 2014, the Company had $11.93 million in
total assets, $1.77 million in total liabilities and $10.15 milion
in total shareholders' equity.


30DC INC: Incurs $218,000 Net Loss in March 31 Quarter
------------------------------------------------------
30DC, Inc., filed with the U.S. Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing a net loss of
$218,270 on $265,613 of total revenue for the three months ended
March 31, 2014, as compared with a net loss of $139,096 on
$251,462 of total revenue for the same period in 2013.

The Company reported net income of $112,276 on $2.41 million of
total revenue as compared with a net loss of $372,332 on $1.05
million of total revenue for the same period last year.

The Company's balance sheet at March 31, 2014, showed $2.66
million in total assets, $1.90 million in total liabilities and
$760,630 in total stockholders' equity.

"No commitments to provide additional funds have been made and
there can be no assurance that any additional funds will be
available to cover expenses as they may be incurred.  If the
Company is unable to raise additional capital or encounters
unforeseen circumstances, it may be required to take additional
measures to conserve liquidity, which could include, but not
necessarily be limited to, issuance of additional shares of the
Company's stock to settle operating liabilities which would dilute
existing shareholders, curtailing its operations, suspending the
pursuit of its business plan and controlling overhead expenses.
The Company cannot provide any assurance that new financing will
be available to it on commercially acceptable terms, if at all.
These conditions raise substantial doubt about the Company's
ability to continue as a going concern.

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

                        http://is.gd/Ck8wkd

                          About 30DC Inc.

New York-based 30DC, Inc., provides Internet marketing services
and related training to help Internet companies in operating their
businesses.  It operates in two divisions, 30 Day Challenge and
Immediate Edge.

30DC incurred a net loss of $407,642 on $1.97 million of total
revenue for the year ended June 30, 2013, as compared with net
income of $32,207 on $2.91 million of total revenue during the
prior fiscal year.


ACTIVECARE INC: Delays First Quarter Form 10-Q for Analysis
-----------------------------------------------------------
ActiveCare, Inc., filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its quarterly report on Form 10-Q for the quarter ended
March 31, 2014.  The Company said it needs additional time to
complete the presentation of its financial statements and the
analysis thereof.

                          About ActiveCare

South West Valley City, Utah-based ActiveCare, Inc., is organized
into three business segments based primarily on the nature of the
Company's products.  The Stains and Reagents segment is engaged in
the business of manufacturing and marketing medical diagnostic
stains, solutions and related equipment to hospitals and medical
testing labs.  The CareServices segment is engaged in the business
of developing, distributing and marketing mobile health monitoring
and concierge services to distributors and customers.  The Chronic
Illness Monitoring segment is primarily engaged in the monitoring
of diabetic patients on a real time basis.

The Company's business plan is to develop and market products for
monitoring the health of and providing assistance to mobile and
homebound seniors and the chronically ill, including those who may
require a personal assistant to check on them during the day to
ensure their safety and well being.

ActiveCare incurred a net loss attributable to common stockholders
of $25.95 million the year ended Sept. 30, 2013, as compared with
a net loss attributable to common stockholders of $12.42 million
for the year ended Sept. 30, 2012.  The Company's balance sheet at
Dec. 31, 2013, showed $11.99 million in total assets, $8.23
million in total liabilities and $3.76 million in total
stockholders' equity.

Tanner LLC, in Salt Lake City, Utah, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Sept. 30, 2013.  The independent auditors noted that
the Company has incurred recurring losses, has negative cash flows
from operating activities, has negative working capital, and has
negative total equity.  These conditions, among others, raise
substantial doubt about its ability to continue as a going
concern.


ADVANCED MICRO: To Issue 32.5 Million Shares Under Plan
-------------------------------------------------------
Advanced Micro Devices, Inc., filed with the U.S. Securities and
Exchange Commission a Form S-8 prospectus to register 32,500,000
shares of common stock issuable under the 2004 Equity Incentive
Plan for a proposed maximum aggregate offering price of $126.42
million.  A copy of the registration statement is available for
free at http://goo.gl/hBkbvR

                   About Advanced Micro Devices

Sunnyvale, California-based Advanced Micro Devices, Inc., is a
global semiconductor company. The Company's products include x86
microprocessors and graphics.

Advanced Micro incurred a net loss of $83 million for the year
ended Dec. 28, 2013, as compared with a net loss of $1.18 billion
for the year ended Dec. 29, 2012.  As of March 29, 2014, the
Company had $4.10 billion in total assets, $3.59 billion in total
liabilities and $511 million in total stockholders' equity.

                          *     *     *

In August 2013, Standard & Poor's Ratings Services revised its
outlook on Advanced Micro to negative from stable.  At the same
time, S&P affirmed its 'B' corporate credit and senior unsecured
debt ratings on AMD.

As reported by the TCR on Feb. 4, 2014, Fitch Ratings has affirmed
the 'CCC' long-term Issuer Default Rating (IDR) for Advanced Micro
Devices Inc.  The rating reflects Fitch's expectations for
negative near-term free cash flow (FCF) and limited top-line
visibility, despite solid product momentum heading into 2014.

In the Feb. 4, 2013, edition of the TCR, Moody's Investors Service
lowered Advanced Micro Devices' corporate family rating to B2 from
B1.  The downgrade of the corporate family rating to B2 reflects
AMD's prospects for weaker operating performance and liquidity
profile over the next year as the company commences on a multi-
quarter strategic reorientation of its business in the face of a
challenging macro environment and a weak PC market.


ADVANTAGE DIRECT365: Case Summary & 18 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: Advantage Direct365, Corp.
           fdba Advantage Document Solutions, Corp.
        200 Sixth Street
        Fort Wayne, IN 46808

Case No.: 14-11141

Chapter 11 Petition Date: May 9, 2014

Court: United States Bankruptcy Court
       Northern District of Indiana (Fort Wayne Division)

Judge: Hon. Robert E. Grant

Debtor's Counsel: Sarah Mustard Heil, Esq.
                  Daniel J. Skekloff, Esq.
                  Scot T. Skekloff, Esq.
                  SKEKLOFF AND SKEKLOFF, LLP
                  110 W. Berry Street, Suite 2202
                  Fort Wayne, IN 46802
                  Tel: (260) 407-7000
                  Fax: 260-420-7072
                  Email: sarah@skeklofflaw.com
                         dan@skeklofflaw.com
                         scot@skeklofflaw.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Jeffrey A. Baker, president.

A list of the Debtor's 18 largest unsecured creditors is available
for free at http://bankrupt.com/misc/innb14-11141.pdf


AES CORPORATION: Moody's Affirms 'Ba3' Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service affirmed the ratings of AES Corporation,
including the Corporate Family Rating (CFR) and senior unsecured
rating at Ba3, the Probability of Default Rating (PDR) at Ba3-PD,
the convertible Trust preferred rating at B2, the Senior Secured
Bank Credit Facility at Ba1, as well as the SGL-2 speculative
grade liquidity rating. The rating outlook for AES is stable.

Concurrent with this rating action Moody's assigned a Ba3 rating
to AES' proposed senior unsecured floating rate notes for up to
$775 million due in March 2019. These are callable at 101% after
the first twelve months, and at par afterwards. Net proceeds
raised in connection with the proposed Notes' issuance along with
funds raised from sale of assets will be used to fully repay the
Term Loan under its Credit Agreement dated May 27, 2011. Moody's
will withdraw the ratings of the latter after completion of the
loan repayment.

Ratings Rationale

AES' ratings largely reflect Moody's expectation that the issuer
will be able to produced key financial metrics at both the parent
level and on a consolidated basis that are commensurate with the
rating category. Specifically, its 3-year average ratio of
consolidated and parent-only operating cash flow (POCF, defined as
total subsidiary distributions less parent overhead costs and
parent interest expense) to consolidated and parent-only debt will
hover between 8% and 10%, respectively, with consolidated and
parent only interest coverage of at least 2.0x.

"AES will continue to generate positive free cash flows after the
payment of all parent obligations and its common dividend" said
Natividad Martel, a Moody's Vice President. "Management currently
estimates that in 2014 this will range between $450 million and
$550 million. Moody's think that the company will remain committed
to pursuing a corporate finance policy that maintains equilibrium
between shareholder rewards and balance sheet strengthening
initiatives".

The rating reflects the expectation that AES' target dividend
payment this year approximates $145 million (2013: US$119 million)
with a payout ratio of up to 40% of its sustainable parent only
free cash flow (2013: 20%), and target dividend yield of around 1%
to 2% through 2015.

The ratings are underpinned by AES' commitment to control costs
with targeted savings of $200 million by 2015 in conjunction with
a continued strategy to shift away from portfolio development and
more toward portfolio rationalization. This should include the
disposal of additional less strategic assets with net after-tax
proceeds between $500 million and $700 million by 2015 (2014: $197
million; 2013: $246 million) while still maintaining a diversified
asset base with operations in at least 15 countries over the long-
term.

AES' rating is constrained by its increased reliance on the cash
distributions from subsidiaries that operate in less predictable
economic and/or regulatory environments. That said, this credit
negative is somewhat mitigated by the wide geographic distribution
and balanced fuel mix of the subsidiaries, long-term contracts
that enhance their revenue stability as well as and the corporate
initiatives undertaken to reduce the group's exposure to foreign
exchange risks. Combined, these factors help mitigate the
structural subordination considerations that constrain AES'
rating.

The diversification of operations helps to offset the impact on
AES' parent only cash flows associated with the diminished ability
over the medium term of some of its key subsidiaries to upstream
cash flows. The latter results from the current significant
investment programs of AES Gener (Baa3, stable) and Indianapolis
Power and Light Company (IPL; Baa1; senior unsecured; stable) the
subsidiary of IPALCO Enterprises (Baa3 senior secured; stable). It
further considers the transition to market rates and the
restructuring of the Ohio-based utility holding company DPL, Inc
(Ba2 senior unsecured, stable), the parent company of The Dayton
Power and Light Company (DP&L: Baa3 Issuer Rating; stable). It
also factors the anticipated reduction in dividends from Companhia
Brasiliana de Energia (not rated) following the third tariff
review of the Brazilian electric distribution utility Electropaulo
Metropolitana Eletricidade de Sao Paolo (Electropaulo; Ba1;
stable) as well as the impact on AES Tiete's financial performance
of the country's current poor hydrology conditions and the renewal
risk of its long-term market supply contracts with Electropaulo in
December 2015. However, Moody's also acknowledge that AES' efforts
to seek strategic partners associated with several new projects
helps alleviate any additional financial strains.

AES' liquidity remains adequate and its speculative grade
liquidity rating of SGL-2 reflects good liquidity prospects for
the next twelve months based upon internal holding company cash
flow generation, access to external committed credit facilities
and the ample covenant headroom under those credit facilities. AES
currently has almost full availability under its $800 million
revolving credit facility expiring in July 2018. AES has also
publicly disclosed its intention to maintain at year-end around
US$100 million cash on hand after expected dividend distributions
($145 million), and debt repayments (including the $110 million
prepaid recourse debt in February 2014). AES has earmarked around
US$272 million of investments in subsidiaries while management has
disclosed that up to US$304 million additional funds are still to
be allocated between share buybacks, new investments and
additional debt repayments.

The stable rating outlook reflects Moody's expectation that AES
will continue to implement its asset rationalization program,
execute a balanced capital allocation strategy that supports the
company in recording credit metrics that are commensurate with the
Ba-rating category on both a consolidated and parent only basis.
The stable rating outlook further considers our view that a
reasonable transition to market rates will ultimately materialize
in Ohio.

Given the expected decline in POCF to debt to the 8-10% range and
the challenges AES currently faces in Ohio, limited near-term
prospects exist for an upgrade of AES' ratings over the short
term. Going forward, positive momentum is possible if AES records
a significant improvement in its credit metrics including a POCF
to debt in excess of 12%, on a sustainable basis.

AES' ratings could face downward pressure if the parent level
financial metrics of POCF to debt fall below 8% for an extended
period. The ratings could be also negatively impacted to the
extent that its share repurchase program (currently around $190
million still available) is increased in the near to medium term
without some balance sheet strengthening initiatives.

Assignments:

Issuer: AES Corporation, (The)

Senior Unsecured Regular Bond/Debenture, Assigned Ba3, 49-LGD3

Affirmations:

Issuer: AES Corporation, (The)

Corporate Family Rating, Affirmed Ba3

Probability of Default Rating, Affirmed Ba3-PD

Speculative Grade Liquidity Rating, Affirmed SGL-2

Preferred Shelf , Affirmed (P)B2

Senior Unsecured Shelf , Affirmed (P)Ba3

Senior Secured Bank Credit Facility, Affirmed Ba1, 16-LGD2

Senior Unsecured Regular Bond/Debenture, Affirmed Ba3, 49-LGD3

Issuer: AES Trust III

Preferred Stock, Affirmed B2

Outlook Actions:

Issuer: AES Corporation, (The)

Outlook, Remains Stable

Issuer: AES Trust III

Outlook, Remains Stable

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

The AES Corporation is a globally diversified power holding
company that owns a portfolio of electricity generation and
distribution businesses in 20 countries. AES' assets are largely
financed on a non-recourse basis and include a combination of
regulated utilities and merchant/contracted generating facilities.
In total, AES has ownership interests in more than 40,000 MWs of
generating capacity across the globe.


AFFYMAX INC: Agrees to Settle Class Action Suit for $6.5-Mil.
-------------------------------------------------------------
Affymax, Inc., agreed to the terms of a settlement of the
securities class action suit, Bartelt v. Affymax, Inc. et al.,
Case No. 3-13-CV-01025, initially filed on Feb. 27, 2013, pending
against the Company and certain of its former officers in the
United States District Court for the Northern District of
California.

The agreement, which is subject to final documentation and Court
approval, provides in part for a settlement payment of $6.5
million and the dismissal of all claims against the defendants in
connection with the securities class action suit.  The $6.5
million settlement payment, less any remaining retention at the
time of payment, which is estimated to be less than $100,000, will
be paid by the Company's insurance provider under its insurance
policy.

                           About Affymax

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

As of March 31, 2014, the Company had $6.46 million in total
assets, $8.79 million in total liabilities and a $2.33 million
total stockholders' deficit.

                         Bankruptcy Warning

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

Affymax reported a net loss of $14.42 million in 2013 following a
net loss of $93.41 million in 2012.

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


ANDALAY SOLAR: Incurs $84,000 Net Loss in First Quarter
-------------------------------------------------------
Andalay Solar, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
attributable to common stockholders of $84,396 on $142,482 of net
revenue for the three months ended March 31, 2014, as compared
with a net loss attributable to common stockholders of $1.34
million on $81,194 of net revenue for the same period in 2013.

The Company's balance sheet at March 31, 2014, showed $3.74
million in total assets, $6.69 million in total liabilities,
$163,998 in Series C convertible redeemale preferred stock,
$539,736 in series D convertible redeemable preferred stock, and a
$3.65 million total stockholders' deficit.

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

                        http://goo.gl/A6JbGk

                         About Andalay Solar

Founded in 2001, Andalay Solar, Inc., formerly Westinghouse Solar,
Inc., is a provider of innovative solar power systems.  In 2007,
the Company pioneered the concept of integrating the racking,
wiring and grounding directly into the solar panel.  This
revolutionary solar panel, branded "Andalay", quickly won industry
acclaim.  In 2009, the Company again broke new ground with the
first integrated AC solar panel, reducing the number of components
for a rooftop solar installation by approximately 80 percent and
lowering labor costs by approximately 50 percent.  This AC panel,
which won the 2009 Popular Mechanics Breakthrough Award, has
become the industry's most widely installed AC solar panel.  A new
generation of products named "Instant Connect" was introduced in
2012 and is expected to achieve even greater market acceptance.

Andalay Solar reported a net loss attributable to common
stockholders of $3.85 million on $1.12 million of net revenue for
the year ended Dec. 31, 2013, as compared with a net loss
attributable to common stockholders of $9.15 million on $5.22
million of net revenue in 2012.

Burr Pilger Mayer, Inc., in San Francisco, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013.  The independent
auditors noted that the Company's significant operating losses and
negative cash flow from operations raise substantial doubt about
its ability to continue as a going concern.


ANESTHESIA HEALTHCARE: Case Summary & 20 Top Unsecured Creditors
----------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

   Debtor                                          Case No.
   ------                                          --------
   Anesthesia Healthcare Partners, Inc.            14-59631
   3079 Peachtree Industrial Blvd.
   Duluth, GA 30097

   AHP Associates of Texas, P.A.                   14-59632

   AHP of Central Georgia, P.C.                    14-59633

   AHP of Illinois, Inc.                           14-59634

   AHP of North Carolina, Inc.                     14-59635

   AHP of Northwestern Louisiana, LLC              14-59636

   AHPM of Georgia, Inc.                           14-59637

   Anesthesia Healthcare Partners of Florida, Inc  14-59639

   HBL Anesthesia Service, LLC                     14-59640

   MedFinancial, LLC                               14-59641

Type of Business: A national provider of anesthesia practices and
                  anesthesia management services to hospitals,
                  surgery centers and physician offices.

Chapter 11 Petition Date: May 15, 2014

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

Judge: Hon. Wendy L. Hagenau

Debtors' Counsel: Theodore N. Stapleton, Esq.
                  THEODORE N. STAPLETON, P.C.
                  Suite 100-B, 2802 Paces Ferry Road
                  Atlanta, GA 30339
                  Tel: 770 436-3334
                  Fax: (404) 935-5344
                  Email: tstaple@tstaple.com

Anesthesia Healthcare's Estimated Assets: $10MM to $50MM

Anesthesia Healthcare's Estimated Liabilities: $10MM to $50MM

The petition was signed by Sean M. Lynch, CEO.

List of Anestheisa Helathcare's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
American Express Corporate         Medical Supplies     $72,255

Anthem BCBS                        Patient Refunds     $221,000

Cigna                              Patient Refund        $6,697

City of Duluth                     Occupancy Tax        $12,550

Dr. Dobson                         Deferred Stipend     $36,083

Dr. Hoffman                        Deferred Stipend     $13,333

Dwayne Alan Maultsby               Lawsuit              $75,000

Elite Resources                    Breach              $332,000

GE Hlthcr IITS USA                 Software              $3,008
                                   Maintenance

Greg Wachowiak                     Settlement        $1,500,000
1109 Pristine Place                Agreement
Alpharetta, GA 30022

HBI Anesthesia Services            Locum Expense        $39,213

IPFS Corporation                   Insurance            $29,793

MD Solutions                       Account             $130,000

Medkinetics LLC                    Software              $3,154

Per-Se Technologies                Consulting          $444,636
5995 Windward Parkway
Alpharetta, GA 30005

Pueblo Endoscopy Suites            Prepaid Expenses     $84,216

Sean M. Lynch                      Deferred Tax         $94,097
                                   Contribution

Sean M. Lynch                      Deferred payroll     $83,333

SS Healthcare Strategies           Patient Refunds       $6,120

Sunbelt Office Products            Office Expense        $7,008


ANTARES-PROPERTIES: Equipment to Be Sold Off Wednesday
------------------------------------------------------
A Final Judgment of Foreclosure of Security Agreement dated April
16, 2014, was entered in Civil Case No. 502013CA005345XXXXMB of
the Circuit Court of the Fifteenth Judicial Circuit in and for
Palm Beach County, Florida, in which REGIONS BANK, an Alabama
banking corporation, is Plaintiff, and ANTARES-PROPERTIES HOLDING
COMPANY, LLC, a Florida limited liability company; ALIMENTA
TRADING-USA, LLC, a Florida limited liability company; ALFREDO
NATALUCCI, an individual; GIUSEPPE DELISE, an individual; and ANNA
MARIA GIACOMAZZO, an individual, are Defendants.

Accordingly, the Clerk of Court will sell certain property located
at 2635 Old Okeechobee Road, West Palm Beach, FL 33409, at a
public sale on May 21, 2014 at 10:00 a.m. to the "highest bidder,"
for cash at http://www.mypalmbeachclerk.clerkauction.com/

The Property consists of:

     1 Refrigerator (25' x 55') with 3 - 7-1/2 HP
     1 Combi Oven, alto-Shaam Inc. Model # Combi-345-XL
     1 Equipment Stand, Blodgett Combi Model # ACS-22-8
     1 Double Glass Door Showcase
     1 Triple Glass Door Showcase
     1 Single Glass Door Showcase
The Plaintiff is represented by:

     Lawrence P. Rochefort, Esq.
     Erin M. Maddocks, Esq.
     AKERMAN LLP
     222 Lakeview Avenue, Suite 400
     West Palm Beach, FL 33401
     Tel: (561) 653-5000
     Fax: (561) 659-6313
     E-mail: lawrence.rochefort@akerman.com
             erin.maddocks@akerman.com


ARCAPITA BANK: RA Holding Publishes First Quarter 2014 Results
--------------------------------------------------------------
RA Holding Corp. on May 15 disclosed that it has published its
financial results as of and for the period ended March 31, 2014.
The financial reports are available at
http://dev.gardencitygroup.com/cases/arcapita/reports.php

The Company has made available its financial results under the
terms of its Mudaraba Agreement, one of the agreements
implementing a $550 million issuance of Shari'ah-compliant
financial instruments.

                      About RA Holding Corp.

RA Holding Corp. is the top-level holding company in the group
created pursuant to the plan of reorganization of Arcapita Bank
B.S.C.(c) and certain of its affiliates under chapter 11 of the
United States Bankruptcy Code.

                        About Arcapita Bank

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

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

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

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

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

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

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

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

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

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

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

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


ARIZONA CONTRACTORS: Filed for Bankruptcy
-----------------------------------------
Catherine Reagor, writing for The Arizona Republic, reported that
the Arizona Contractors Association has filed for Chapter 7
bankruptcy.

According to the report, the Phoenix-based industry trade group,
which changed its trade name to the Arizona Construction
Association in 2012, filed on April 24 to liquidate its assets.
The nonprofit lost an office property to foreclosure and couldn't
work out a deal with its creditors, the report related.

Paul Sala, the construction group's attorney, confirmed the
bankruptcy filing but declined to comment on the case, the report
further related.


ART OBJECTS: Case Summary & 8 Unsecured Creditors
-------------------------------------------------
Debtor: Art Objects, Inc.
        1000 S 20th Street
        Omaha, NE 68108

Case No.: 14-80992

Chapter 11 Petition Date: May 16, 2014

Court: United States Bankruptcy Court
       District of Nebraska (Omaha Office)

Judge: Hon. Thomas L. Saladino

Debtor's Counsel: Howard T. Duncan, Esq.
                  HOWARD T. DUNCAN, PC
                  6910 Pacific Street, Esq.
                  Suite 103, Omaha, NE 68106
                  Tel: (402) 934-4221
                  Fax: (402) 391-0088
                  Email: cathy@hduncanlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Therman Statom, president.

A list of the Debtor's eight largest unsecured creditors is
available for free at http://bankrupt.com/misc/neb14-80992.pdf


ASARCO LLC: Appeals Judges Differ on Fees for Defending Fees
------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that a panel of the U.S. Court of Appeals in New Orleans
handed down an opinion on April 30 that could be inconsistent with
a November opinion from a district judge arising in the same
bankruptcy regarding fees that bankruptcy lawyers incur in
defending their fees.

According to Mr. Rochelle, the April opinion and the prior
decision both dealt with fee enhancements following the successful
reorganization of Asarco LLC, in which creditors were paid in full
because of a successfully prosecuted fraudulent-transfer suit
judged to be worth $7 billion to $10 billion.

The April opinion by U.S. Circuit Judge Edith H. Jones seems to
deny compensation for defending fee requests, while the November
ruling allowed recovery of defense costs for everything except
bonuses, Mr. Rochelle noted.

Judge Jones's opinion is "an emphatic statement for a minority
viewpoint," Robert Keach, a former president of the American
Bankruptcy Institute and a fee examiner, told Mr. Rochelle.

Judge Jones didn't cite a November opinion, in which U.S. District
Judge Andrew S. Hanen upheld a 10 percent fee enhancement in the
Asarco bankruptcy for Stutzman Bromberg Esserman & Plifka PC that
worked out to about $450,000, Mr. Rochelle pointed out.  Judge
Hanen joined a majority of other courts by allowing fees for
preparation and defense of fee requests. Expenses for seeking and
defending a fee enhancement, on the other hand, are not
compensable because they are neither necessary nor beneficial for
the bankrupt estate, he said.

                         About Asarco LLC

Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.

ASARCO LLC filed for Chapter 11 protection (Bankr. S.D. Tex. Case
No. 05-21207) on Aug. 9, 2005.  Attorneys at Baker Botts
L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented
the Debtor in its restructuring efforts.

On Dec. 9, 2009, Asarco Incorporated and Americas Mining
Corporation's Seventh Amended Plan of Reorganization for the
Debtors became effective and the ASARCO Asbestos Personal Injury
Settlement Trust was created and funded with nearly $1 billion in
assets, including more than $650 million in cash plus a $280
million secured note from Reorganized ASARCO.  The Plan, which was
confirmed both by the bankruptcy and district courts, reintegrated
ASARCO LLC back to parent Grupo Mexico concluding the four-year
Chapter 11 proceeding.


AURORA DIAGNOSTICS: To Hold Investor Conference Call on May 20
--------------------------------------------------------------
Aurora Diagnostics Holdings, LLC, will hold a conference call to
review its results for the quarter ended March 31, 2014, on
Tuesday, May 20, 2014, at 12:00 p.m. Eastern Time.  The call may
be accessed by dialing (877) 561-2748 for U.S. callers or (720)
545-0044 for international callers.  Please reference conference
ID# 46654833.

The Company will provide a live internet webcast of the conference
call, as well as an archived replay, all of which can be accessed
from the Company's Investor Relations page at www.auroradx.com.
In addition, a telephonic replay of the conference call will be
available through midnight on Tuesday, May 27, 2014, and can be
accessed by dialing (855) 859-2056 (toll free) or (404) 537-3406.
Please reference conference ID# 46654833.

                      About Aurora Diagnostics

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

Aurora Diagnostics reported a net loss of $73.01 million in 2013,
as compared with a net loss of $160.85 million in 2012.  As of
Dec. 31, 2013, the Company had $328.88 million in total assets,
$381.37 million in total liabilities and a $52.49 million total
members' deficit.

                           *     *     *

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

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

As reported by the TCR on Oct. 21, 2013, Standard & Poor's Ratings
Services lowered its corporate credit rating on Aurora to 'CCC+'
from 'B-'.  "We downgraded the company because we believe 2014
Medicare payment rates, signaled by recent proposals from the
Centers for Medicare & Medicaid Services, are likely to be more
onerous than we previously expected," said Standard & Poor's
credit analyst Gail Hessol.  "In addition, we doubt Aurora's
ability to stem erosion of its competitive position and we expect
limited benefits from Aurora's cost reduction efforts.  Therefore,
we expect its EBITDA and discretionary cash flow to decline
significantly in 2014, compared with 2013."


AZTECAMERICA BANK: FDIC Named as Receiver; RBOC Assumes Deposits
----------------------------------------------------------------
AztecAmerica Bank, Berwyn, Illinois, was closed by the Illinois
Department of Financial & Professional Regulation - Division of
Banking, which appointed the Federal Deposit Insurance Corporation
(FDIC) as receiver.  To protect the depositors, the FDIC entered
into a purchase and assumption agreement with Republic Bank of
Chicago, Oak Brook, Illinois, to assume all of the deposits of
AztecAmerica Bank.

The two branches of AztecAmerica Bank will reopen as branches of
Republic Bank of Chicago during their normal business hours.
Depositors of AztecAmerica Bank will automatically become
depositors of Republic Bank of Chicago.  Deposits will continue to
be insured by the FDIC, so there is no need for customers to
change their banking relationship in order to retain their deposit
insurance coverage up to applicable limits.  Customers of
AztecAmerica Bank should continue to use their existing branch
until they receive notice from Republic Bank of Chicago that it
has completed systems changes to allow other Republic Bank of
Chicago branches to process their accounts as well.

Friday evening and over the weekend, depositors of AztecAmerica
Bank were able to access their money by writing checks or using
ATM or debit cards.  Checks drawn on the bank will continue to be
processed. Loan customers should continue to make their payments
as usual.

As of December 31, 2013, AztecAmerica Bank had approximately $66.3
million in total assets and $65.0 million in total deposits.
Republic Bank of Chicago will pay the FDIC a premium of 1.025
percent to assume all of the deposits of AztecAmerica Bank. In
addition to assuming all of the deposits of the failed bank,
Republic Bank of Chicago agreed to purchase approximately $58.3
million of the failed bank's assets.  The FDIC will retain the
remaining assets for later disposition.

The FDIC estimates that the cost to the Deposit Insurance Fund
(DIF) will be $18.0 million.  Compared to other alternatives,
Republic Bank of Chicago's acquisition was the least costly
resolution for the FDIC's DIF.  AztecAmerica Bank is the seventh
FDIC-insured institution to fail in the nation this year, and the
second in Illinois.  The last FDIC-insured institution closed in
the state was DuPage National Bank, West Chicago, on January 17,
2014.


B&G FOODS: Moody's Affirms 'Ba3' CFR & Rates New $800MM Debt 'Ba1'
------------------------------------------------------------------
Moody's Investors Service affirmed B&G Foods, Inc.'s Ba3 Corporate
Family Rating (CFR), Ba3-PD Probability of Default Rating (PDR)
and B1 rating on the company's existing senior notes. At the same
time, Moody's assigned a Ba1 rating to the company's newly
proposed senior secured credit facilities, which include a $300
million term loan A and a $500 million revolving credit facility.
In addition, Moody's upgraded the company's Speculative Grade
Liquidity (SGL) rating to SGL-1 from SGL-2. The rating outlook
remains stable.

Proceeds from the proposed term loan and approximately $45 million
of revolver borrowings will be used to fund the repayment of $203
million of borrowings on the company's existing revolving credit
facility, $122 of existing term loan A borrowings and pay
transaction related fees and expenses. Existing revolver
utilization is high following the recent acquisition of Specialty
Brands of America for $155 million. Moody's views this as
consistent with B&G's acquisition-related growth strategy and as a
complementary addition to the company's existing product
portfolio.

B&G's long-term debt ratings were affirmed because Moody's expects
the company to deleverage from what it views as elevated pro-forma
leverage (as measured by Moody's adjusted debt-to-EBITDA) of
roughly 4.9 times at March 29, 2014. The pro forma basis considers
the newly proposed capital structure and full year EBITDA
contribution from recent acquisitions. Deleveraging will be
accomplished by EBITDA growth and debt repayment on its newly
proposed term loan A. In addition, we would expect the company to
use equity proceeds for any near-to-intermediate term acquisitions
of material size and to deleverage over time if earnings growth
does not materialize as anticipated.

According to Moody's Analyst Brian Silver, "The affirmation of
B&G's ratings reflects our expectation that the company will
deleverage from what we view as elevated levels for Ba3 corporate
family rating pro-forma for the proposed transaction." Silver
continues, "We expect B&G's profitability and cash flows to
continue to grow over time, largely driven by acquisitions and to
a lesser extent improvement in the company's base business, which
has recently been under pressure owing to highly competitive
industry dynamics in concert with a challenging consumer spending
environment".

The following ratings for B&G have been assigned (note that LGD
point estimates are subject to change and all ratings are subject
to the execution of the transaction as currently proposed and
Moody's review of final documentation):

  New $500 million senior secured revolving credit facility
  maturing 2019 at Ba1 (LGD2, 20%);

  New $300 million senior secured term loan A due 2019 at Ba1
  (LGD2, 20%).

The following ratings have been upgraded (subject to completion of
the transaction):

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

The following ratings have been affirmed (with point estimate
changes):

  Corporate Family Rating (CFR) at Ba3;

  Probability of Default Rating (PDR) at Ba3-PD;

  $700 million senior notes due 2021 to B1 (LGD5, 76%) from B1
  (LGD4, 68%).

  Senior unsecured shelf at (P)B1

The following ratings will be withdrawn upon the close of the
transaction:

  $300 million senior secured revolving credit facility due
  November 2016 at Baa3 (LGD2, 12%);

  $150 million senior secured term loan A due November 2016 at
  Baa3 (LGD2, 12%).

The rating outlook is maintained at stable.

Ratings Rationale

The Ba3 CFR reflects B&G's aggressive dividend policy, small scale
relative to more highly rated industry peers, acquisitive growth
strategy, and periodic use of leverage to fund acquisitions.
Leverage is currently near peak levels for the rating category and
we anticipate deleveraging will occur during the next twelve to
eighteen months. These factors are balanced by the company's
relatively high margins, consistent cash generation, broad product
portfolio and track record of success integrating acquisitions.
B&G's willingness to dividend a high portion (roughly 50% - 60%)
of its cash flows after capital spending is partially mitigated by
the consistency of its cash flows, low capital spending
requirements (due in part to its extensive use of co-packers), and
its success in recouping commodity cost increases through timely
pricing actions within its niche branded product offerings.
Finally, the Ba3 reflects management's history of executing on its
operating plan and continuously growing B&G's operating scale and
distribution capabilities.

The stable outlook is based on Moody's expectation that B&G's
leverage will approach the 4.5 times range over the intermediate
term primarily as a result of earnings growth. In addition,
Moody's expects the company to continue to generate solid cash
flow generation that can be used for debt repayment, including
mandatory amortization on its new term loan A facility. The
outlook also reflects Moody's view that the company will
deleverage prior to making any material debt-funded acquisitions,
and that any near-term acquisitions would be funded with equity or
balance sheet cash.

A ratings upgrade is unlikely prior to an improvement in B&G's
scale and diversification. In addition, Moody's would expect the
company's RCF-to-Net Debt to be sustained above 15% prior to an
upgrade. Although Moody's does not anticipate a rating downgrade
in the near term, ratings could be lowered if Debt-to-EBITDA is
sustained above 5.0 times, profitability deteriorates due to a
large acquisition or B&G's inability to manage fluctuations in
commodity costs, or if liquidity deteriorates due to negative free
cash flow.

B&G Foods ("B&G", NYSE: BGS) based in Parsippany, New Jersey, is a
publicly traded manufacturer and distributor of a diverse
portfolio of largely branded, shelf-stable food products, many of
which have leading regional or national market shares in niche
categories. The company also has a small presence in household
products. B&G's brands include Cream of Wheat, Ortega, Maple Grove
Farms of Vermont, Polaner, B&M, Las Palmas, Mrs. Dash, Pirate
Brands and Bloch & Guggenheimer among others. B&G sells to a
diversified customer base including grocery stores, mass
merchants, wholesalers, clubs, dollar stores, drug stores, the
military and other food service providers. Sales for the twelve
months ended March 29, 2014 were approximately $750 million, the
majority of which were derived in the US and the remainder in
Canada.

The principal methodology used in this rating was the Global
Packaged Goods published in June 2013. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.


BANYON 1030-32: Trustee Says $54M Deal Bars Investor Suit
---------------------------------------------------------
Law360 reported that a trustee for a bankrupt feeder fund in Scott
Rothstein's $1.2 billion Ponzi scheme slammed an investor that
wants the automatic stay lifted so it can pursue litigation
against the fund's insurers, saying the investor should be held to
a $54 million deal signed last year.

According to the report, Robert C. Furr, the trustee for feeder
fund Banyon 1030-32 LLC, fought a motion to lift the automatic
stay filed by Razorback Funding LLC, an investor in Rothstein's
scheme.

                     About Banyon 1030-32 LLC

Banyon 1030-32, LLC, which was the largest lender to Scott
Rothstein's $1.2 billion Ponzi scheme, sought bankruptcy (Bankr.
S.D. Fla. Case No. 10-33691) in November 2011.  Robert Furr was
named Chapter 7 trustee.

Banyon was formed in 2007 by George and Gayla Sue Levin for the
purpose of investing in Rothstein's confidential settlement scheme
and sunk more than $971 million into the scam before it collapsed
in October 2009.

Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler
PA -- http://www.rra-law.com/-- was suspected of running a
$1.2 billion Ponzi scheme.  U.S. authorities claimed in a civil
forfeiture lawsuit filed Nov. 9, 2009, that Mr. Rothstein, the
firm's former chief executive officer, sold investments in non-
existent legal settlements.  Mr. Rothstein pleaded guilty to five
counts of conspiracy and wire fraud on Jan. 27, 2010.

Creditors of Rothstein Rosenfeldt Adler signed a petition sending
the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No.
09-34791).  The petitioners include Bonnie Barnett, who says she
lost $500,000 in legal settlement investments; Aran Development,
Inc., which said it lost $345,000 in investments; and trade
creditor Universal Legal, identified as a recruitment firm, which
said it is owed $7,800.  The creditors alleged being owed money
invested in lawsuit settlements.

Herbert M. Stettin, the state-court appointed receiver for
Rothstein Rosenfeldt, was officially carried over as the
Chapter 11 trustee in the involuntary bankruptcy case.

Mr. Rothstein pled guilty to the scheme in January 2010 and was
sentenced to 50 years in prison.

In September 2011, Banyon paid at least $10 million to exit a suit
brought by RRA's bankruptcy trustee, who had originally sought
$830 million from the company.


BERNARD L. MADOFF: Justice Dept. Fund Receives $40-Bil. in Claims
-----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the U.S. Justice Department fund set up to help
victims of Bernard Madoff's Ponzi scheme received 51,700 claims
seeking some of the $4 billion forfeited since the swindle
collapsed.  In total, the claims received by the April 30 filing
deadline represent $40 billion lost to the fraud, said Richard
Breeden, who was appointed to handle distributions.  Many of the
claims were filed by banks or fund managers who "are not generally
eligible" to share in the forfeited money, Mr. Breeden said.
Mr. Breeden said the claims filed with him are 20 times larger
than those allowed in the bankruptcy of Bernard L. Madoff
Investment Securities LLC because the Madoff bankruptcy trustee,
Irving Picard, permits only claims by direct investors.

                     About Bernard L. Madoff

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

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

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

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

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

From recoveries in lawsuits coupled with money advanced by SIPC,
Mr. Picard has paid about 58 percent of customer claims totaling
$17.3 billion.  The most recent distribution was in March 2013.

Mr. Picard has collected about $9.35 billion, not including an
additional $2.2 billion that was forfeit to the government and
likewise will go to customers.  Picard is holding almost
$4.4 billion he can't distribute on account of outstanding
appeals and disputes.  The largest holdback, almost $2.8 billion,
results from disputed claims.


BERNARD L. MADOFF: Victim Distributions Reach Almost $6 Billion
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that victims of the Bernard L. Madoff Investment
Securities LLC Ponzi scheme began receiving their fourth
distribution on May 5 from the trustee, bringing total recoveries
by customers so far to almost $6 billion.

According to the report, the new distribution of $351.6 million,
or 3.18 percent of customers' claims, means that about 1,100 of
the 2,500 claimants have recovered the principal amount of their
investments with Madoff.  In other words, customers who invested
$925,000 or less have gotten back everything aside from
"fictitious profits," the report related.

The Madoff trustee, Irving Picard, has recovered some $9.8
billion, the report further related.  He can't distribute $4.55
billion he's holding in view of disputed claims and money he must
hold back for issues still in litigation, the report said.

                     About Bernard L. Madoff

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

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

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

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

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

From recoveries in lawsuits coupled with money advanced by SIPC,
Mr. Picard has paid about 58 percent of customer claims totaling
$17.3 billion.  The most recent distribution was in March 2013.

Mr. Picard has collected about $9.35 billion, not including an
additional $2.2 billion that was forfeit to the government and
likewise will go to customers.  Picard is holding almost
$4.4 billion he can't distribute on account of outstanding
appeals and disputes.  The largest holdback, almost $2.8 billion,
results from disputed claims.


BUFFET PARTNERS: Court Okays Hiring of Hilco as Estate Consultant
-----------------------------------------------------------------
Buffet Partners, L.P. and its debtor-affiliates sought and
obtained authorization from the U.S. Bankruptcy Court for the
Northern District of Texas to employ Hilco Real Estate, LLC
("Hilco") to provide estate consulting and advisory services to
the Debtors.

The Debtors require Hilco to:

   (a) meet with the Debtors to ascertain the Debtors' goals,
       objectives and financial parameters;

   (b) mutually agree with the Debtors with respect to a strategic
       plan for restructuring the Leases (the "Strategic Plan");

   (c) on the Debtors' behalf, negotiate the terms of the
       restructuring agreements with third parties and landlords
       under the Leases, in accordance with the Strategic Plan;

   (d) provide written reports periodically to the Debtors
       regarding the status of such negotiations; and

   (e) assist the Company in closing the pertinent Lease
       restructuring agreements.

The compensation arrangement for Hilco, subject to court approval,
includes the following terms:

   -- for each Lease that becomes a Restructured Lease, Hilco will
      earn a fee equal to the greater of (i) $2,000 or (ii) the
      aggregate Restructured Lease Savings multiplied by 8%.
      The amounts payable on account of a Restructured Lease shall
      be due and payable immediately, but not in excess of 50% of
      the Debtors' monthly realized Restructured Lease Savings
      until the fee is paid in full.  Notwithstanding the above,
      to the extent no Lease Savings are secured under a Lease,
      the aforementioned $2,000 fee shall be paid in equal monthly
      installments over six months.

   -- In addition, Hilco will seek reimbursement of its reasonable
      out-of-pocket expenses incurred in connection with this
      engagement including reasonable expenses of advertising,
      marketing, coach travel and transportation and other
      mutually agreed upon expenses incurred in connection with
      performing the services required by the Agreement.

   -- The Debtors will not be required to seek approval from the
      Court to pay any earned fee or reimbursement of expenses as
      provided in the Agreement.

   -- The Debtors will indemnify Hilco and hold it harmless from
      all claims made against it in connection with its
      performance of services to the Debtors, except for claims
      that arise as a result of Hilco's fraud, misrepresentation,
      gross negligence, willful misconduct or material breach of
      any of the terms of the Agreement.

Ian S. Fredericks, vice president and assistant general counsel of
Hilco Trading, LLC, the managing member of Hilco Real Estate,
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.

Hilco Real Estate can be reached at:

       Ian S. Fredericks
       HILCO REAL ESTATE, LLC
       5 Revere Drive, Suite 206
       Northbrook, IL 60062
       Tel: (847) 418-2075
       Fax: (847) 897-0859

                    About Buffet Partners

Buffet Partners, L.P., owns and operates Furr's Fresh Buffet, a
restaurant chain with 29 restaurants in Arizona, Arkansas, New
Mexico, Oklahoma and Texas.  With a 65+ year operating history,
Furr's -- http://www.furrs.net-- operates straight-line and
scatter-bar buffet units that feature a variety of all-you-can-eat
and home-cooked foods served at an affordable price.  Buffet
Partners was formed to purchase Furr's in September 2003.

Headquartered in Plano, Texas, Buffet Partners and an affiliate
sought Chapter 11 protection in Dallas (Bankr. N.D. Tex. Case No.
Case No. 14-30699) on Feb. 4, 2014.

Attorneys at Baker & McKenzie LLP serve as counsel to the Debtors.
Bridgepoint Consulting is the financial advisor.

Buffet Partners disclosed $33,281,729 in assets and $48,926,256 in
liabilities as of the Chapter 11 filing.

William T. Neary, U.S. Trustee for Region 6, appointed five
creditors to serve in the Official Committee of Unsecured
Creditors.

The restaurant was founded in 1946 by Roy Furr, and expanded to
approximately 60 locations as a family-owned business for over 35
years.  In 1980, it was acquired by Kmart Corporation.  Kmart
ultimately sold Furr's in a leveraged buy-out which subsequently
went public in 1986.  Following a take-private transaction, the
Company entered a period of decline due to its debt burden,
culminating in a restructuring and reorganization under chapter 11
in 2003 in Dallas, Texas.


BYNUM ENTERPRISES: 2 Timber Hill Drive Lots to Be Sold Tomorrow
---------------------------------------------------------------
Patrick L. Bynum and Bynum Enterprises, LLC executed a Deed of
Trust to Branch Banking and Trust Company, Lender and BB&T
Collateral Service Corporation, Trustee(s), dated March 11, 2008.
Default has been made in the payment of the debt(s) and
obligation(s) secured by the Deed of Trust and the current holder
of the Deed of Trust, Branch Banking and Trust Company appointed
Brock & Scott, PLLC, as Substitute Trustee.

Subsequently, the entire indebtedness has been declared due and
payable, and Brock & Scott will on May 20, 2014, at 12:00 p.m. at
the Bradley County Courthouse, Cleveland, Tennessee, proceed to
sell at public outcry to the highest and best bidder for cash,
Lots 54 and 55, Timber Hill Estates:

     -- 3670 Timber Hill Drive Southeast, Cleveland, TN 37323
     -- 3660 Timber Hill Drive Southeast, Cleveland, TN 37323.

The Substitute Trustee may be reached at:

     BROCK & SCOTT, PLLC
     c/o Tennessee Foreclosure Department
     277 Mallory Station Road, Suite 115
     Franklin, TN 37067?
     Tel: 615-550-7697
     Fax: 615-550-8484


CALIBER IMAGING: Appoints William F. O'Dell to Board of Directors
-----------------------------------------------------------------
The Board of Directors for Lucid, Inc., now known as Caliber
Imaging & Diagnostics, appointed William F. O'Dell as a member of
the Board, increasing the number of members on the Board from
eight to nine.

Mr. O'Dell, an experienced sales and marketing executive, joins
Caliber's Board of Directors as it revamps its global sales and
marketing program.  Most recently, Mr. O'Dell, age 67, was
executive vice president-Sales & Marketing at DUSA
Pharmaceuticals, Inc., where he helped lead the company's
reorganization, turnaround and eventual sale to Sun Pharma for
$230 million.  Prior to this, he held a series of positions of
increasing responsibility at West Pharmaceutical Services, Inc.,
culminating as vice president of Marketing & Strategic Business
Development.  In his roles at West, he reorganized, managed and
directed all sales, marketing, technical customer service, account
services and contract laboratories.  His earlier professional
experience includes positions as Director of Marketing at
ConvaTec, A Bristol-Myers Squibb Company; and as Vice President of
Marketing, Medical Division at Acme United Corporation.  He is a
graduate of Columbia University's Executive Marketing Management
Program.  He earned a bachelor's degree from Saint Charles
Borromeo Seminary.

Mr. O'Dell said, "During my years in the healthcare industry, I
have learned that introducing innovative and disruptive
technologies to the marketplace has been the cornerstone to
success.  I am extremely encouraged by Caliber I.D.'s success in
developing the VivaScope(R) system, an innovative and
comprehensive suite of technology solutions with applications in
dermatology, surgery and research.  Although Caliber already has a
stellar group of customers that spans leading clinical and medical
centers, cosmetic companies and academia, I believe there is much
more potential in the marketplace for the VivaScope system. I look
forward to working with Caliber's management team to increase
awareness and sales of VivaScope in the global markets."

L. Michael Hone, chief executive officer of Caliber I.D., said,
"William O'Dell brings a tremendous amount of industry experience
to Caliber I.D., and we are truly honored to have him serve on our
Board.  We intend to draw heavily on his keen insights and
judgment as we seek to broaden awareness of VivaScope(R).  We are
enthusiastic that his guidance will help us enhance our reputation
among the medical community."

                About Caliber Imaging & Diagnostics

Rochester, N.Y.-based Caliber Imaging & Diagnostics' proprietary,
cutting-edge VivaScope(R) system is a disruptive, noninvasive
point-of-care platform imaging technology with numerous
applications in dermatology, surgery and research.  FDA 510(k)
cleared, VivaScope has regulatory approval in most major markets.
With 78 issued and pending patents worldwide, VivaScope
significantly improves outcomes and reduces costs, allowing
physicians to quickly detect cancerous lesions that appear benign.
VivaScope dramatically reduces the need for expensive, painful and
time-consuming biopsies, which show no malignancy approximately 70
percent of the time.  VivaScope also has significant applications
in testing and analysis in the cosmetics industry.  For more
information about Caliber I.D. and its products, please visit
www.caliberid.com.

As of Sept. 30, 2013, Lucid had $4.32 million in total assets,
$14.90 million in total liabilities and $10.58 million total
stockholders' deficit.

In October 2013, the Company entered into a letter agreement with
the holder of the Loan and Security Agreement and Subsequent Term
Note.  With respect to the 2013 Term Loan, the parties agreed that
upon closing of the offering in which the Company raises at least
$6 million, all outstanding amounts of principal and interest
under the 2013 Term Loan will convert into the Company's common
stock on the same terms as those shares sold to other investors in
the offering.  With respect to the 2012 Term Loan, the holder
agreed to (i) extend the maturity date by three years to July 5,
2020, (ii) provide that interest will be payable only on maturity,
and (iii) provide that the events of default will only be
nonpayment at maturity or the Company's insolvency.

"There can be no assurance that the Company will be successful in
its plans described above or in attracting alternative debt or
equity financing.  These conditions have raised substantial doubt
about the Company's ability to continue as a going concern," the
Company said in its quarterly report for the period ended
Sept. 30, 2013.


CASH STORE: To Wind Down Brokered Lending Business
--------------------------------------------------
The Cash Store Financial Services Inc. said it will be winding
down its brokered payday loan business conducted in 33 of its
branch locations located in New Brunswick, Prince Edward Island,
Newfoundland, Northwest Territories and Yukon.  In addition, the
Company will be winding down its brokered title loan business
conducted in 10 of its branch locations across Canada.  The
Company will also be seeking to transition its brokered loan
business model in Manitoba to a direct lending payday loan
business model.  Cash Store Financial received an order of the
Ontario Superior Court of Justice (Commercial List) on May 13,
2014, in the Company's proceedings under the Companies' Creditors
Arrangement Act ("CCAA") approving the decision to wind down the
brokered lending business.

Cash Store Financial has abandoned its appeal of the previously
announced decision of the Court which declared the basic line of
credit that the Company made available in Ontario to be a payday
loan subject to the Ontario Payday Loans Act, 2008 ("Act") and
which prohibited the Company from acting as a loan broker without
a license under the Act.

Cash Store Financial is committed to completing the restructuring
process quickly and efficiently.  The Company remains open for
business and its branches continue to operate.  For further
information on Cash Store Financial and the CCAA proceedings,
please consult the website of FTI Consulting Canada Inc., the
Court-appointed Monitor of Cash Store Financial, at
http://cfcanada.fticonsulting.com/cashstorefinancial/.

                     About Cash Store Financial

Headquartered in Edmonton, Alberta, Cash Store Financial Services
Inc. (TSX: CSF) is a lender and broker of short-term advances and
provider of other financial services in Canada.  Cash Store
Financial operates 510 branches across Canada under the banners
"Cash Store Financial" and "Instaloans". Cash Store Financial also
operates 27 branches in the United Kingdom.

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

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


CBM ASIA: BCSC Issues Management Cease Trade Order
--------------------------------------------------
CBM Asia Development Corp. on May 15 disclosed that further to its
news release dated April 16, 2014, the British Columbia Securities
Commission, the Company's principal regulator, issued a Management
Cease Trade Order against the Company's Chief Executive Officer
and Chief Financial Officer on May1, 2014, as opposed to a general
cease trade order against the Company.  The MCTO prohibits trading
in securities of the Company, either directly or indirectly, by
these individuals.

As summarized in the Company's News Release dated April 16, 2014
this action was expected due to the fact that the Corporation was
unable to file its annual financial statements, Management's
Discussion & Analysis and related Chief Executive Officer and
Chief Financial Officer certificates for its fiscal year-ended
December 31, 2013 before the April 30, 2014 filing deadline.

Pursuant to the requirements of Section 4.4 of National Policy 12-
203 - Alternative Information Guidelines the Company reports the
following:

(i) There have been no material changes to the information
contained in the Default Notice and the Company expects to file
the Required Filings on or before June 30th 2014;

(ii) There have been no failures with respect to the Company
fulfilling its stated intention of satisfying the requirements of
filing the Required Filings.

(iii) There has not been, nor is there anticipated to be, any
specified default subsequent to the default which is the subject
of the Default Notice; and

(iv) There is no other material information about the affairs of
the Company that has not otherwise been reported.

The Company confirms that it intends to satisfy the provisions of
the alternative information guidelines so long as it remains in
default of this filing requirement, being the provision of bi-
weekly updates by way of news release.

                About CBM Asia Development Corp.

CBM Asia Development Corp. -- http://www.cbmasia.ca-- is a
Canadian-based unconventional gas company with significant coalbed
methane ("CBM") exploration and development opportunities in
Indonesia. The Company holds various participating interests in
five production sharing contracts (each a "PSC") for CBM in
Indonesia.


CCH RESTAURANT: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: CCH Restaurant Management, Inc.
        663 9th Avenue
        New York, NY 10036

Case No.: 14-11473

Chapter 11 Petition Date: May 16, 2014

Court: United States Bankruptcy Court
       Southern District of New York (Manhattan)

Debtor's Counsel: David Carlebach, Esq.
                  LAW OFFICES OF DAVID CARLEBACH, ESQ.
                  55 Broadway, Suite 1902
                  New York, NY 10006
                  Tel: (212) 785-3041
                  Fax: (646) 355-1916
                  Email: david@carlebachlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Frank Hau, managing member.

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


CHINESEWORLDNET.COM INC: MNP LLP Raises Going Concern Doubt
-----------------------------------------------------------
Chineseworldnet.Com Inc. reported a net loss of $521,394 on
$937,781 of revenue in 2013, compared with a net loss of $128,931
on $1.24 million of revenue in 2012.

MNP LLP expressed substantial doubt about the Company's ability to
continue as a going concern, citing that the Company has
accumulated losses since its inception and requires additional
funds to maintain and expand its intended business operations.

The Company's balance sheet at Dec. 31, 2013, showed $3.16 million
in total assets, $1.68 million in total liabilities, and
stockholders' equity of $1.48 million.

A copy of the Form 20-F filed with the U.S. Securities and
Exchange Commission is available at http://is.gd/PmakCG

Chineseworldnet.Com Inc., based in Vancouver, Canada, is a
corporation incorporated under the Company Law (1998 revision) of
the Cayman Islands on January 12, 2000.  The Company has four
principal businesses: (1) the financial web portal business,
conducted under the ChineseWorldNet.com brand via the
"www.chineseworldnet.com" website; (2) the investor relations and
public relations ("IR/PR") business, conducted under the NAI500
brand via a number of media channels including the
"www.nai500.com" and "en.nai500.com" websites, as well as certain
other promotional services; (3) the North America and Greater
China cross-border business partnering conferences ("Conference")
business, conducted via the brand of Global Chinese Financial
Forum and its "www.gcff.ca" website; and (4) the financial content
and information distribution business.


COATES INTERNATIONAL: Incurs $511,000 Net Loss in First Quarter
---------------------------------------------------------------
Coates International, Ltd., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $511,219 on $4,800 of total revenues for the three
months ended March 31, 2014, as compared with a net loss of
$805,848 on $4,800 of total revenues for the same period last
year.

As of March 31, 2014, the Company had $2.36 million in total
assets, $5.48 million in total liabilities and a $3.11 million
total stockholders' deficiency.

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

                       http://is.gd/hK95HF

                    About Coates International

Based in Wall Township, N.J., Coates International, Ltd.
(OTC BB: COTE) -- http://www.coatesengine.com/-- was incorporated
on August 31, 1988, for the purpose of researching, patenting and
manufacturing technology associated with a spherical rotary valve
system for internal combustion engines.  This technology was
developed over a period of 15 years by Mr. George J. Coates, who
is the President and Chairman of the Board of the Company.

The Coates Spherical Rotary Valve System (CSRV) represents a
revolutionary departure from the conventional poppet valve.  It
changes the means of delivering the air and fuel mixture to the
firing chamber of an internal combustion engine and of expelling
the exhaust produced when the mixture ignites.

Coates International reported a net loss of $2.75 million on
$19,200 of total revenues for the year ended Dec. 31, 2013, as
compared with a net loss of $4.53 million on $19,200 of total
revenues for the year ended Dec. 31, 2012.

Cowan, Gunteski & Co., P.A., in Tinton Falls, 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 continues to have negative cash
flows from operations, recurring losses from operations, and a
stockholders' deficiency.


COLDWATER CREEK: Auction Increases Recovery from GOB Sales
----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Coldwater Creek Inc., a 362-store women's-wear
retailer, will be liquidated by a joint venture between Hilco
Merchant Resources LLC and Gordon Brothers Retail Partners LLC,
although the price they pay rose substantially at auction on May 1
and 2.

According to the report, as agents to conduct going-out-of-
business sales for Coldwater, the liquidators guarantee a recovery
of at least 128% of the cost of the merchandise, compared with 97%
that was the guarantee before the auction.

The inventory is estimated to have an aggregate cost of $90
million to $105 million, the report related.  After sale proceeds
cover expenses of the sale, the guaranteed amount, and an 8.5% fee
based on the cost of merchandise, the liquidators and Coldwater
will split the excess 50-50, the report further related.

The liquidators sweetened the offer by paying a guarantee of $29
million from the sale of Coldwater's furniture, fixtures,
equipment and intellectual property, the report added.

                      About Coldwater Creek

Coldwater Creek is a multi-channel retailer that offers its
merchandise through retail stores across the country, its catalog
and its e-commerce Web site, http://www.coldwatercreek.com/
Originally founded in Sandpoint, Idaho in 1984 as a direct,
catalog-based marketer, Coldwater evolved into a multi-channel
specialty retailer operating 334 premium retail stores, 31 factory
outlet stores and seven day spa locations throughout the United
States.

As of the bankruptcy filing, the Debtors domestically employ a
total of approximately 5,990 employees throughout their retail
locations, corporate headquarters and distribution, design and
call centers.

Coldwater Creek Inc. and its debtor-affiliates sought Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10867) on
April 11, 2014, to liquidate their assets.

Coldwater Creek Inc. estimated $10 million to $50 million in
assets and $100 million to $500 million in liabilities.  Affiliate
Coldwater Creek U.S. Inc. estimated $100 million to $500 million
in assets and liabilities.

The Debtors have drawn $37.5 million and have approximately
$10 million in letters of credit outstanding under a senior
secured credit facility (ABL facility) provided by lenders led by
Wells Fargo Bank, National Association, as agent.  The Debtors
also owe $96 million, which includes accrued interest and
approximately $23 million representing a prepayment premium
payable, under a term loan from lenders led by CC Holding Agency
Corporation, as agent.  Aside from the funded debt, the Debtors
have accumulated a significant amount of accrued and unpaid trade
and other unsecured debt in the normal course of their business.

The Debtors have tapped Young Conaway Stargatt & Taylor, LLP, and
Shearman & Sterling LLP as attorneys, Perella Weinberg Partners LP
as financial advisor, Alvarez & Marsal as restructuring advisor,
and Prime Clerk LLC as claims and noticing agent.


COLONIAL COUNTRY CLUB: Foreclosure Sale Tuesday
-----------------------------------------------
Colonial Country Club, Inc., by its President, Gene Edward Rump,
on May 14, 2009, executed a Deed of Trust to T. Harris Collier,
III, Trustee for the benefit of Trustmark National Bank.  The
Bank, the holder of the Deed of Trust and the Note secured
thereby, substituted J. Mark Franklin, III as Trustee.  The Club
has defaulted on the Deed of Trust, and the entire debt has been
declared to be due and payable.

The Substitute Trustee is now slated to sell land and property
located at 5635 Old Canton Road, Jackson, MS 39211, in accordance
with the terms of the Deed of Trust for the purpose of raising the
sums due thereunder, together with attorney's fees, the
Substituted Trustee's fees and expenses of sale, on May 20, 2014,
between 11:00 a.m. and 4:00 p.m., at public outcry, to the highest
bidder for cash, at the North Main Front Door of the First
Judicial District of Hinds County Courthouse located at 407 E.
Pascagoula Street in Jackson, Mississippi.

The sale excludes these lots in the Club Park Subdivision: Lots 9,
10, 11, 14, 15, 23, 24, 25, 26, 27, 28, 29 and 31, Block "A"; Lot
4, Block "C"; Lots 1, 2, 3, 4, and 5, Block "E"; Lots 1, 2, 3, 4,
5, 6, 7 and 8, Block "F"; Lots 8, 9, 10, 11, 12, 13 and 14, Block
"G"; Lot 16, Block "H"; Lots 1, 2 and 8, Block "K"; Lot 10, Block
"M"; Lots 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14 and 15,
Block "N"; Lots 1, 2, 3, 4, 5, 6 and 7, Block "O"; Lots 1, 12, 13,
14, 15, 16, 17, 18, 19, 20, 21, 23 and 24, Block "P".  The sale
also excludes property conveyed by Lewis L. Culley, Hugh J.
McInnis and Harry R. Blair to Ray V. Thompson and LaVerne C.
Thompson by deed dated March 4, 1947; an Option and Lease
Agreement dated as of Jan. 17, 2006, by and between Colonial
Country Club, Inc., as landlord, and Cellular South Real Estate,
Inc., as tenant.

The Trustee may be reached at:

     J. Mark Franklin, III
     MCKAY LAWLER FRANKLIN & FOREMAN, PLLC
     Post Office Box 2488
     Ridgeland, Mississippi 39158-2488
     Tel: (601) 572-8778


COLONY WOODS: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Colony Woods, I, LP
        535 Joseph E Lowery Blvd., S.W.
        Atlanta, GA 30310

Case No.: 14-59608

Chapter 11 Petition Date: May 15, 2014

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

Judge: Hon. Ray C. Mullins

Debtor's Counsel: John A. Moore, Esq.
                  THE MOORE LAW GROUP, LLC
                  1745 Martin Luther King Jr. Dr.
                  Atlanta, GA 30314
                  Tel: 678-288-5600
                  Fax: 888-553-0071
                  Email: jmoore@moorelawllc.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Wendell F. White, managing partner.

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


COMMSCOPE HOLDINGS: Moody's Rates New Sr. Note Offering 'B2'
------------------------------------------------------------
Moody's Investors Service revised CommScope Holdings Inc.'s
ratings outlook to positive from stable, affirmed its B1 corporate
family ratings and assigned a B2 to CommScope, Inc.'s proposed
senior note offering. The new notes will be used to refinance the
company's existing $1.1 billion senior unsecured notes due 2019.
Moody's affirmed CommScope Holding Company's senior unsecured
bonds at B3, and CommScope, Inc.'s senior secured credit
facilities at Ba2. Moody's also upgraded the speculative grade
liquidity rating to SGL-1 from SGL-2.

Ratings Rationale

The outlook revision to positive reflects the strong growth trends
in the company's wireless and enterprise segments as well as the
continuing shift away from single-shareholder control. The
positive outlook also reflects the improving cash generating
capabilities of the company as a result of the ongoing growth and
reduction in interest expense anticipated as a result of the
refinancing. The coupon on the new notes is expected to be
significantly below the 8.25% on the existing 2019 notes.

In Q1 2014, revenues grew 16% from the prior year period and
operating income was up approximately 45%. Wireless revenues are
expected to continue to grow as carriers build out their 4G
networks and supplement existing coverage with small cell DAS. The
company's enterprise segment is also showing signs of growth after
several years of softness driven by continued commercial building
and data center expansion. Debt to EBITDA, approximately 4x as of
March 2014, also continues to improve driven by EBITDA growth and
debt reduction.

Private equity firm The Carlyle Group has reduced its ownership to
65% from approximately 80% at the IPO in September 2013 and is
expected to continue to reduce its position at a measured pace.
The ratings could be upgraded if leverage is expected to remain
below 4x and the company transitions away from single-shareholder
control and towards a less aggressive financial policy than
Carlyle had prior to the IPO.

Liquidity is very good as reflected in the SGL-1 rating, supported
by $305 million of cash as of March 31, 2014, a $400 million
revolver (approximately $345 million available as of March 31,
2014) and the expectation of strong levels of free cash flow. Cash
flow from operations less capital expenditures was approximately
$240 million for the twelve months ended March 2014 and is
expected to improve based on continued revenue growth and reduced
interest expense levels.

Upgrades:

Issuer: CommScope Holding Company, Inc.

Speculative Grade Liquidity Rating, Upgraded to SGL-1 from SGL-2

Assignments:

Issuer: CommScope, Inc.

Senior Unsecured Regular Bond/Debenture, Assigned B2; LGD4, 66 %

Outlook Actions:

Issuer: CommScope Holding Company, Inc.

Outlook, Changed To Positive From Stable

Affirmations:

Issuer: CommScope Holding Company, Inc.

Probability of Default Rating, Affirmed B1-PD

Corporate Family Rating, Affirmed B1

Senior Unsecured Regular Bond/Debenture Jun 1, 2020, Affirmed B3

Issuer: Commscope, Inc.

Senior Secured Bank Credit Facilities due January 2017 and 2018,
  Affirmed Ba2, LGD2, 23 %

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

CommScope Holding Company, Inc., headquartered in Hickory, North
Carolina, is a leading global provider of connectivity and
infrastructure solutions targeted towards the wireless industry,
cable, and telecom service providers as well as the enterprise
market. The company had LTM revenues of over $3.6 billion for the
period ended March 31, 2014.


CUI GLOBAL: Amends Previously Filed Financials
----------------------------------------------
CUI Global, Inc., filed an amendment to its annual report for the
fiscal year ended Dec. 31, 2013, quarterly report for the period
ended Sept. 30, 2013, and quarterly report for the period ended
June 30, 2013, for the purpose of:

    (a) clarifying the Company's disclosures concerning controls
        and procedures and internal control over financial
        reporting; and

    (b) amending the Company's purchase price allocation of the
        Orbital Gas Systems Limited acquisition specifically with
        regard to Deferred Tax Liabilities, the related increase
        in Goodwill and their effect on the consolidated financial
        statements including disclosures after the financial
        statements.

Copies of the amended periodic reports are available for free at:

                         http://is.gd/rhNXNq
                         http://is.gd/Ry7Ytq
                         http://is.gd/4Qirjp

                          About CUI Global

Tualatin, Ore.-based CUI Global, Inc., formerly known as Waytronx,
Inc., is a platform company dedicated to maximizing shareholder
value through the acquisition, development and commercialization
of new, innovative technologies.

CUI Global reported a net loss allocable to common stockholders of
$1.75 million in 2013, a net loss allocable to common stockholders
of $2.52 million in 2012 and a net loss allocable to common
stockholders of $48,763 in 2011.  As of Dec. 31, 2013, the Company
had $95.23 million in total assets, $24.73 million in total
liabilities and $70.49 million in total stockholders' equity.


DETROIT, MI: Ch. 9 Deadline May Be Missed Amid Disputes
-------------------------------------------------------
Mary Williams Walsh, writing for The New York Times' DealBook,
reported that the federal judge handling Detroit's bankruptcy
indicated on Thursday that the current timetable for finishing the
case might be unrealistic given the many disputes outstanding,
raising questions about whether Detroit can exit bankruptcy before
the end of its emergency manager's term.

According to the report, Judge Steven Rhodes made the observation
in a hearing after saying he had heard that the state had promised
to give Detroit some money -- but only if the city could get him
to approve its bankruptcy exit plan by the end of September.  He
said state lawmakers needed to understand he could not guarantee
meeting that deadline, the report related.

"There are a bazillion things that could happen between now and
Sept. 30," the judge said, the report further related.

Judge Rhodes seemed to be alluding to the thick stack of
objections to Detroit's bankruptcy plan that piled up in the
courthouse in response to a deadline, the report noted.

                  About City of Detroit, Michigan

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

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

Michigan Governor Rick Snyder authorized the bankruptcy filing.

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

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

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

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

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

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


DETROIT, MI: Michigan AG Drops Opposition to Chapter 9 Plan
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Michigan Attorney General Bill Schuette won't oppose
approval of Detroit's municipal debt-adjustment plan, assuming the
state legislature makes a $350 million contribution and city
workers vote in favor of the plan where union leaders agreed to
modifications of pensions.

The report recounts that Mr. Schuette previously filed papers in
bankruptcy court taking the position that the state constitution
bars a federal court from modifying pensions.  In a court filing
this week, Mr. Schuette said he won't press the issue so long as
city workers vote for the plan that modifies pensions.

The report notes that June 20 is the deadline for lawmakers to
pass legislation contributing $350 million over 20 years to the
pension systems.  Without the state's portion, and another $466
million from private foundations, a plan provision would kick in
lowering pensions.   If the outside funding doesn't come to
fruition, Mr. Schuette reserves the right to oppose the plan when
it comes up for approval at a confirmation hearing beginning July
24. Creditors began voting on the plan this week.  The
confirmation hearing could go on for 17 days, ending Aug. 15.

                  About City of Detroit, Michigan

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

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

Michigan Governor Rick Snyder authorized the bankruptcy filing.

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

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

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

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

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

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

Judge Rhodes on May 6 approved the disclosure statement explaining
the City's fourth amended plan.  Judge Rhodes will commence the
hearing on plan confirmation on July 24.  Additional confirmation
hearing dates, as necessary, will be July 25, July 28-31, August
4-8, and August 11-15.  A final pretrial conference on plan
confirmation is set for July 23.


DETROIT, MI: CalPERS Says Eligibility Ruling Threatens System
-------------------------------------------------------------
Edvard Pettersson and Steven Church, writing for Bloomberg News,
reported that the California Public Employees' Retirement System,
in a friend-of-the-court brief filed with the federal appeals
court in Cincinnati, said the ruling granting the City of Detroit
eligibility to file for Chapter 9 of the Bankruptcy Code may
threaten the soundness of public pension systems as a whole.

To recall, Judge Steven Rhodes of the U.S. Bankruptcy Court for
the Eastern District of Michigan, in his ruling entitling the City
creditor protection under Chapter 9, allowed the City to alter the
terms of workers' pensions.  CALPers, according to the Bloomberg
report, said the decision, which would let a bankrupt municipality
fail to meet its pension obligations in spite of state
prohibitions, was "wrong on several levels."

"Congress did not envision that Chapter 9 would become a haven for
municipalities that seek to ignore and break state laws and
constitutional provisions in order to adjust their debts," the
Bloomberg report said, citing the pension fund.

                  About City of Detroit, Michigan

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

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

Michigan Governor Rick Snyder authorized the bankruptcy filing.

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

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

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

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

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

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

Judge Rhodes on May 6 approved the disclosure statement explaining
the City's fourth amended plan.  Judge Rhodes will commence the
hearing on plan confirmation on July 24.  Additional confirmation
hearing dates, as necessary, will be July 25, July 28-31, August
4-8, and August 11-15.  A final pretrial conference on plan
confirmation is set for July 23.


DOLAN CO: Plan Delayed as Investors Oppose Would-be Owner
---------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that confirmation of the prepackaged Chapter 11
reorganization of Dolan Co., a service provider for the legal
industry, was delayed when an official committee of equity
security holders blocked plan approval.

According to the Bloomberg report, the equity committee said
Bayside Capital Inc., who voted on the plan designed to reduce
debt by about $100 million to some $50 million by giving lenders
all the new stock and at least $50 million in new debt, bought the
secured debt and proceeded to limit borrowing ability under the
loan, tighten covenants, collect "egregious fees" and raise
interest rates.

The equity committee formally objected to Bayside's secured claim,
which they say is about $150 million, Bloomberg related.  From the
total, the committee wants the judge to toss out $15 million,
representing what they call "outrageous fees" and "exorbitant
rates," Bloomberg further related.  The committee added that the
remainder of the claim should be equitably subordinated, Bloomberg
said.

The H.I.G. Capital LLC that is poised to become Dolan's majority
owner and is an affiliate of Bayside denied accusations that its
$150 million in prepetition secured claims should be rejected over
what the equity committee calls "predatory behavior" that
allegedly forced the Debtor into Chapter 11, Law360 reported.

The U.S. Trustee, the Justice Department's bankruptcy watchdog,
sided with the equity committee, contending that pre-bankruptcy
disclosure materials were inadequate and confirmation should be
refused, Bloomberg said.  The U.S. Trustee also said the
disclosure statement didn't explain a $50 million decline in the
Minneapolis-based company's value over a space of six weeks just
before bankruptcy, the Bloomberg report added.

                      About The Dolan Company

Minneapolis, Minn.-based The Dolan Company (OTC:DOLN) and its
subsidiaries provide professional services and business
information to the legal, financial and real estate sectors.

The Dolan Company and several affiliates sought Chapter 11
bankruptcy protection (Bankr. D. Del. Case Nos. 14-10614 to
14-10637) on March 23, 2014.  The Company has said it expects to
emerge from bankruptcy within two months.

Judge Brendan L. Shannon oversees the cases.  Marc Kieselstein,
P.C., Jeffrey D. Pawlitz, Esq., and Joseph M. Graham, Esq., at
Kirkland & Ellis LLP, serve as the Debtors' counsel.  Timothy P.
Cairns, Esq., Laura Davis Jones, Esq., and Michael Seidl, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as local counsel.

Kevin Nystrom serves as the Company's chief restructuring officer.
Faegre Baker Daniels LLP serves as the Debtors' special counsel;
Peter J. Solomon Company serves as financial advisors; and
Kurtzman Carson Consultants, LLC, serves s noticing and balloting
agent.  Deloitte Tax LLP serves as tax advisors.  Zolfo Cooper LLC
also serves as advisors.

Dolan listed $236.2 million in total assets and $185.9 million in
total debts at Sept. 30, 2013.  The petitions were signed by Vicki
J. Duncomb, authorized signatory.

Global investment management firm T. Rowe Price Associates, Inc.,
owns nearly 10% of the company's stock, while James Dolan owns
6.8%.

Dolan's e-discovery business, DiscoverReady LLC, did not file a
chapter 11 petition and its operations will not be affected by the
chapter 11 process.

On March 18, 2014, Dolan and its lenders and certain of its swap
counterparties executed a restructuring support agreement that
sets forth the material terms of the chapter 11 restructuring and
secures the support of the secured creditors for that process. In
accordance with the RSA, the Company commenced solicitation for
votes on the chapter 11 plan from secured creditors, the only
parties entitled to vote under the plan of reorganization.

The chapter 11 plan contemplates that the secured lenders will
become the owner of DiscoverReady and The Dolan Company upon the
completion of the restructuring process and each business will be
operated as separate and distinct entities.  Investment funds
managed by Bayside Capital, Inc. will become the majority owner of
DiscoverReady and The Dolan Company.  Bayside Capital is an
affiliate of H.I.G. Capital, a global private investment firm with
more than $15 billion of equity capital under management.

The chapter 11 plan process will allow the filing subsidiaries of
the Company to deleverage its capital structure by reducing its
projected secured debt obligations from approximately $170 million
to approximately $50 million.  The RSA also secures support from
the lenders to refinance DiscoverReady's capital structure with a
$10 million unfunded secured revolving facility.  The existing
preferred and common shares will be cancelled and will not receive
a recovery in the chapter 11 plan.  After emergence from
bankruptcy, both The Dolan Company and DiscoverReady LLC will be
privately held companies.

The lenders are to provide a $10 million DIP loan to fund the cash
needs of the Company and DiscoverReady through the reorganization
process.

Bayside Capital is represented in the case by Akin Gump Strauss
Hauer & Feld LLP's Michael S. Stamer, Esq., and Sarah Link
Schultz, Esq.

An Official Committee of Equity Security Holders is represented by
Neil B. Glassman, Esq., GianClaudio Finizio, Esq., and Justin R.
Alberto, Esq., at Bayard, P.A., in Wilmington, Delaware; Robert J.
Stark, Esq., at Brown Rudnick LLP, in New York; and Steven B.
Levine, Esq., at Brown Rudnick LLP, in Boston, Massachusetts.

The Debtors have filed a request to disband the Equity Committee,
given the "hopeless insolvency" of their estates.


DOTS LLC: Hilco Completes Auction of Intellectual Property Assets
-----------------------------------------------------------------
Hilco Streambank on May 13 disclosed that it successfully
completed the Chapter 11 auction of the Dots intellectual property
assets.  The Dots.com domain name was sold separately for $335,000
to an individual entrepreneur.  The remainder of the package was
sold to a Florida entity called New Dots LLC for $326,000.  Both
bids exceeded an initial $250,000 stalking-horse bid from Rainbow
Shops for the entire portfolio.  The auction was conducted on
Friday May 9, 2014 and concluded on the same day.  The sale is
currently pending bankruptcy court approval.

"The auction was very active with multiple rounds of bidding."
said Jack Hazan, EVP of Hilco Streambank.  "It was interesting to
see the bidding on the dots.com domain name top the bids on all of
the other assets.  You need to think out of the box when selling
IP, as the best buyers are not always the likely suspects."
Mr. Hazan said.

The Dots brand was established in 1987 and became a leading
retailer of women's apparel, footwear and accessories with
approximately 400 stores in 28 states.  After an extensive effort
to restructure, the company filed for Chapter 11 bankruptcy
protection on January 20th 2014.  Hilco Streambank was retained in
early April to manage the process to monetize all of the
intellectual property.

Jack Hazan (212) 610-5663
jhazan@hilcoglobal.com

Anna Moreva (781) 444-4940
amoreva@hilcoglobal.com

Dmitriy Chemlin (212) 610-5642
dchemlin@hilcoglobal.com

                          About DOTS LLC

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

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

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

As of the Petition Date, the Debtors have outstanding secured debt
owed to senior lender Salus Capital Partners, LLC, of which
$14.5 million remains outstanding under a revolving facility and
$16.1 million is owed under a term facility.  The Debtors also
have not less than $17 million outstanding under subordinated term
loan agreements with Irving Place Capital Partners III L.P.
("IPC") and related entities.  Moreover, the Debtors have
aggregate unsecured debts of $47.0 million.  The Debtors disclosed
$51,574,560 in assets and $85,442,656 in liabilities as of the
Chapter 11 filing.

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

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

Otterbourg P.C. serves as counsel to the Official Committee of
Unsecured Creditors; and FTI Consulting, Inc., serves as its
financial advisor.


DOVER DOWNS: Incurs $1.05-Mil. Net Loss for Q1 Ended March 31
-------------------------------------------------------------
Dover Downs Gaming & Entertainment, Inc., filed its quarterly
report on Form 10-Q, disclosing a net loss of $1.05 million on
$45.48 million of revenues for the three months ended March 31,
2014, compared with a net loss of $283,000 on $50.52 million of
revenues for the same period in 2013.

The Company's balance sheet at March 31, 2014, showed $183.29
million in total assets, $68.11 million in total liabilities, and
stockholders' equity of $115.17 million.

"As of March 31, 2014, the Company has total outstanding long-term
debt of $45 million under its credit facility.  The facility is
classified as a current liability as of March 31, 2014 and Dec.
31, 2013 in the Company's consolidated balance sheets as the
facility expires on June 17, 2014.  The Company is currently
seeking to refinance this obligation; however, there is no
assurance that it will be able to execute this refinancing or, if
it is able to refinance this obligation, that the terms of such
refinancing would be as favorable as the terms of the Company's
existing credit facility.  These factors raise substantial doubt
about its ability to continue as a going concern," the company
said in the regulatory filing.

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

                       http://is.gd/KChWDe

Dover Downs Gaming & Entertainment, Inc. operates a 165,000-square
foot casino complex, a 500-room hotel with concert hall
facilities, and a harness racing with live and simulcast horse
races.  The Company's gaming operations are located at its
entertainment complex in Dover, Delaware.


DREIER LLP: Trustee Gets Approval of Amaranth Settlement
--------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that victims of Marc Dreier's Ponzi scheme will take home
an additional $4 million as the result of a settlement the
bankruptcy judge in New York approved on May 5, on the heels of
the confirmation of the liquidating Chapter 11 plan proposed by
the trustee for the law firm that Dreier founded.

According to the report, the settlement was with Amaranth
Advisors, an investor in phony notes sold by Drier.  Amaranth was
a victim of the scheme, buying $25 million in notes in 2004, the
report related.  For a time, it seemed as though it avoided taking
a loss because it managed to recover all of the principal plus
interest, receiving $28.2 million in total before bankruptcy, the
report further related.

The trustee, Sheila M. Gowan, sued to recover both principal and
interest, based on fraudulent-transfer theories, the report added.

               About Marc Dreier and Dreier LLP

Marc Dreier founded New York-based law firm Dreier LLP --
http://www.dreierllp.com/-- in 1996.  On Dec. 8, 2008, the U.S.
Securities and Exchange Commission filed a suit, alleging that Mr.
Dreier made fraudulent offers and sales of securities in several
cities, selling fake promissory notes to hedge and other private
investment funds.  The SEC asserted that Mr. Dreier also
distributed phony financial statements and audit opinions, and
recruited accomplices in connection with that scheme.  Mr. Dreier,
currently in prison, was charged by the U.S. government for
conspiracy, securities fraud and wire fraud (S.D.N.Y. Case No.
09-cr-00085).

Dreier LLP sought Chapter 11 protection (Bankr. S.D.N.Y. Case No.
08-15051) on Dec. 16, 2008.  Stephen J. Shimshak, Esq., at Paul,
Weiss, Rifkind, Wharton & Garrison LLP, was tapped as counsel.
The Debtor estimated assets of $100 million to $500 million, and
debts between $10 million and $50 million in its Chapter 11
petition.

Sheila M. Gowan, a partner with Diamond McCarthy, was appointed
Chapter 11 trustee for the Dreier law firm.  Ms. Gowan is
represented by Diamond McCarthy LLP.  Dickstein Shapiro LLP is the
trustee's special trial counsel.

Wachovia Bank National Association; the Dreier LLP Chapter 11
Trustee; and Steven J. Reisman as post-confirmation representative
of the bankruptcy estate of 360networks (USA) Inc. signed a
petition that put Mr. Dreier into bankruptcy under Chapter 7 on
Jan. 26, 2009 (Bankr. S.D.N.Y. Case No. 09-10371).  Mr. Dreier
pleaded guilty to fraud and other charges in May 2009.  The
scheme to sell $700 million in fake notes unraveled in late 2008.
Mr. Dreier is serving a 20-year sentence in a federal prison in
Minneapolis.


DUNCAN & DIRK: Case Summary & 10 Unsecured Creditors
----------------------------------------------------
Debtor: Duncan & Dirk, Ltd.
        1500 Normandy Drive
        Pasadena, CA 91103

Case No.: 14-19628

Chapter 11 Petition Date: May 16, 2014

Court: United States Bankruptcy Court
       Central District of California (Los Angeles)

Judge: Hon. Ernest M. Robles

Debtor's Counsel: Martin J Brill, Esq.
                  LEVENE, NEALE, BENDER, YOO & BRILL LLP
                  10250 Constellation Blvd, Ste 1700
                  Los Angeles, CA 90067
                  Tel: 310-229-1234
                  Fax: 310-229-1244
                  Email: mjb@lnbrb.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Karen Ewald, authorized agent.

A list of the Debtor's 10 largest unsecured creditors is available
for free at http://bankrupt.com/misc/cacb14-19628.pdf


DYNEGY INC: Execs Escape Securities Fraud Class Action
------------------------------------------------------
Law360 reports that a New York federal judge dismissed a putative
securities fraud class action brought against various officers and
directors of Dynegy Inc. claiming they failed to provide investors
with crucial information when restructuring the company's assets
in 2011.

According to the report, in a 52-page opinion, U.S. District Judge
John G. Koeltl found that the Houston, Texas-based electric
utility company had provided shareholders with fair warning that
it was purchasing coal-fired and gas-powered facilities from
Dynegy Holdings LLC in September 2011, shortly before placing the
holding company into bankruptcy as part of a pact with investors
to sort out more than $4 billion in debt.

As previously reported by The Troubled Company Reporter, Dynegy
told Judge Koeltl that the company never lied or omitted material
information about the 2011 coal deal that an examiner who was
appointed to investigate the company's pre-bankruptcy
restructuring later called a fraudulent transfer.

The case is Silsby v. Icahn et al., Case No. 1:12-cv-02307
(S.D.N.Y.) before Judge John G. Koeltl.

                          About Dynegy

Through its subsidiaries, Houston, Texas-based Dynegy Inc.
(NYSE: DYN) -- http://www.dynegy.com/-- produces and sells
electric energy, capacity and ancillary services in key U.S.
markets.  The power generation portfolio consists of approximately
12,200 megawatts of baseload, intermediate and peaking power
plants fueled by a mix of natural gas, coal and fuel oil.

Dynegy Holdings LLC and four other affiliates of Dynegy Inc.
sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case
No. 11-38111) on Nov. 7, 2011, to implement an agreement with a
group of investors holding more than $1.4 billion of senior notes
issued by Dynegy's direct wholly-owned subsidiary, Dynegy
Holdings, regarding a framework for the consensual restructuring
of more than $4.0 billion of obligations owed by DH.  If this
restructuring support agreement is successfully implemented, it
will significantly reduce the amount of debt on the Company's
consolidated balance sheet.  Dynegy Holdings disclosed assets of
$13.77 billion and debt of $6.18 billion.

Dynegy Inc. on July 6, 2012, filed a voluntary petition to
reorganize under Chapter 11 (Bankr. S.D.N.Y. Case No. 12-36728) to
effectuate a merger with Dynegy Holdings, pursuant to Holdings'
Chapter 11 plan.

Dynegy Holdings and its affiliated debtor-entities are represented
in the Chapter 11 proceedings by Sidley Austin LLP as their
reorganization counsel.  Dynegy and its other subsidiaries are
represented by White & Case LLP, who is also special counsel to
the Debtor Entities with respect to the Roseton and Danskammer
lease rejection issues.  The financial advisor is FTI Consulting.

The Official Committee of Unsecured Creditors in Holdings' cases
has tapped Akin Gump Strauss Hauer & Feld LLP as counsel.

Dynegy Holdings and its parent, Dynegy Inc., completed their
Chapter 11 reorganization and emerged from bankruptcy Oct. 1,
2012.  Under the terms of the DH/Dynegy Plan, DH merged with and
into Dynegy, with Dynegy, Inc., remaining as the surviving entity.

Dynegy Northeast Generation, Inc., Hudson Power, L.L.C., Dynegy
Danskammer, L.L.C. and Dynegy Roseton, L.L.C., won confirmation of
their plan of liquidation in March 2013, allowing the former
operating units of Dynegy to consummate a settlement agreement
resolving some lease trustee claims and sell their facilities.


EAT AT JOE'S: Posts $7.2 Million Net Income in First Quarter
------------------------------------------------------------
Eat at Joe's Ltd. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $7.23 million on $337,171 of revenues for the three months
ended March 31, 2014, as compared with net income of $246,379 on
$277,328 of revenues for the same period in 2013.


The Company's balance sheet at March 31, 2014, showed $22.88
million in total assets, $10.68 million in total liabilities and
$12.20 million in total stockholders' equity.

"As of March 31, 2014, the Company has an accumulated deficit of
$8,420,166.  The Company's continued existence is dependent upon
its ability to execute its operating plan and to obtain additional
debt or equity financing.  There can be no assurance the necessary
debt or equity financing will be available, or will be available
on terms acceptable to the Company," the Company said in the
Quarterly Report.

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

                        http://is.gd/LVvSuB

                         About Eat at Joe's

Scarsdale, N.Y.-based Eat at Joe's, Ltd., presently owns and
operates one theme restaurant located in Philadelphia,
Pennsylvania.

Eat at Joe's  reported a net loss of $1.38 million in 2013
following net income of $2.84 million on in 2012.

Robison, Hill & Co., 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 suffered recurring losses from operations
raising substantial doubt about its ability to continue as a going
concern.


EDENOR SA: Incurs ARS 738.6 Million Net Loss in First Quarter
-------------------------------------------------------------
EDENOR announced its results for the first quarter of 2014.
Net Sales increased 7.7 percent to ARS 900.6 million in the first
quarter of 2014 from ARS 836.4 million in the first quarter of
2013, mainly due to the increase in the volume of energy sold
partially offset by a decrease in the income from the Resolution
No. 347/12.

Net Loss increased ARS 228.1 million to a loss of Ps. 738.6
million in the first quarter of 2014 from a loss of ARS 510.4
million in the same period of 2013, mainly due the increase in
operating costs, negative exchange differences of Ps. 260.9
million due to devaluation of US dollars in January 2014,
commercial interests accrued to CAMMESA of ARS 12.9 million and
ARS 18 million in income tax loss.

Adjusted EBITDA has decreased to a loss of ARS 201 million as of
March 31, 2014, vis a vis a loss of ARS 97.3 million for the same
period of 2013.

As of March 31, 2014, the Company had ARS 7.56 billion in total
assets, ARS 437.7 million in total equity and ARS 7.12 billion in
total liabilities.

A copy of the Report is available for free at:

                      http://goo.gl/jrCrO0

                         About Edenor SA

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

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


EDGENET INC: Gets Green Light On Parallax Stalking Horse Plan
-------------------------------------------------------------
Law360 reported that a Delaware bankruptcy judge gave private
equity-owned data technology company Edgenet Inc. the nod for its
planned stalking horse sale plan to a unit of Parallax Capital
Partners LLC after the debtor removed a provision requiring a
purchaser to pay $1 million in bonuses to its executives.

The Troubled Company Reporter previously reported that Bill
Rochelle, the bankruptcy columnist for Bloomberg News, said
Edgenet intends to sell its business at auction not later than
June 3 unless an offer emerges to top the $6.5 million bid from a
buyer already under contract.  The proposed buyer is PCF Number 2
Inc. in Laguna Hills, California, the Bloomberg report related.
The contract with PCF requires court approval of the sale no later
than June 5. PCF's payment could be reduced after adjustments in
the contract, the Bloomberg report added.

Both the U.S. Trustee's Office and the official committee of
noteholders had taken issue with Edgenet's bid procedures for the
sale, arguing that a requirement for a buyer to take on the
bonuses would chill bidding, according to Law360.

                         About Edgenet Inc.

Edgenet, Inc., and Edgenet Holding Corp. are providers of cloud-
based content and applications that enable companies to sell more
products and services with greater ease across multiple channels
and devices.  Edgenet has three business locations: Waukesha, WI,
Brentwood, TN, and its main office in Atlanta, GA.  The Company
has 80 employees.

Edgenet Inc. and Edgenet Holding filed for Chapter 11 bankruptcy
protection in Delaware (Lead Case No. 14-10066) on Jan. 14, 2014.

Edgenet Inc. estimated assets of at least $10 million and
liabilities of $100 million to $500 million.

Raymond Howard Lemisch, Esq., at Klehr Harrison Harvey Branzburg
LLP, in Wilmington, Delaware, serves as counsel to the Debtors;
Glass Ratner Advisory & Capital Group LLC is the financial
advisor; JMP Securities, LLC, is the investment banker, and Phase
Eleven Consultants, LLC, is the claims and noticing agent.

The U.S. Trustee has been unable to appoint an official unsecured
creditors committee as no sufficient interest has been generated
from creditors.

Fred Marxer, Timothy Choate and Davis Carr, individuals and
holders of a segment of the promissory notes issued in 2004 that
have been referred to by Edgenet, Inc., et al., requested that the
Court will issue an order appointing an official committee of
Seller Noteholders, or in the alternative, an official committee
of unsecured creditors, with members appointed from the Seller
Noteholders who agree to waive any continued security interest
arising from the Seller Notes.


ENERGY FUTURE: Former Judge Peck Tapped for Committee Counsel
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that James M. Peck, who retired at the end of January as a
bankruptcy judge in New York, landed a major assignment on the
other side of the bench. Along with partner Brett H. Miller from
Morrison & Foerster LLP, Mr. Peck will serve as counsel for the
official unsecured creditors' committee in the reorganization of
Energy Future Holdings Corp., the largest leveraged buyout that
went bankrupt.

Mr. Peck, a MoFo "senior of counsel," is co-chairman of the
restructuring and insolvency practice. He was the judge who
shepherded Lehman Brothers Holdings Inc. through Chapter 11.

The Energy Future creditors' committee formed by the U.S. Trustee
has seven members, which include three indenture trustees, the
Pension Benefit Guaranty Corp., and trade suppliers.  None of the
committee members were among the senior creditors who agreed to
the outline of a reorganization plan in advance of the Chapter 11
filing on April 29.

            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.

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


ENERGY FUTURE: Moody?s Says Texas Localities? Revenue at Risk
-------------------------------------------------------------
The closure of Energy Future Holdings Corp.'s coal-fired
generating plants could put tax revenue in some Texas
municipalities at risk, Darrell Preston, writing for Bloomberg
News, reported, citing Moody?s Investors Service.

Moody's pointed out that the power plants account for 23 percent
to 50 percent of the tax base in some Texas localities, Bloomberg
related.  Moody?s said it "wouldn?t rule out the potential for an
early retirement of a coal fired generating plant" during or after
the company?s bankruptcy, the report further related.

Moody's pointed out that Titus County, in northeast Texas, a power
plant provides 38 percent of the tax base, while in Rusk County,
in east Texas, 23 percent of the assessed value of its property-
tax base is from the company?s Martin Lake plant.  The Franklin
Independent School District in south-central Texas gets about half
its property-tax collections from the Oak Grove plant, Moody?s
said.

            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.

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


ENOVA INTERNATIONAL: Moody's Assigns 'B3' CFR, Negative Outlook
---------------------------------------------------------------
Moody's Investors Service assigned a B3 corporate family rating
(CFR) to Enova International, Inc. and a B3 rating to Enova's
planned [$500] million senior unsecured notes issuance. The rating
outlook is negative.

Ratings Rationale

The B3 CFR reflects Enova's market position as a leading provider
of online alternative financial services in the United States and
the United Kingdom as well as strong profitability. The rating
also reflects the company's product concentration in online
subprime consumer lending, which has become the subject of
increased regulatory scrutiny.

The negative rating outlook is based on the uncertainty
surrounding the ownership transition process. Cash America
International Inc (Cash America), which wholly owns Enova, plans
to spin off at least 80% in late 2014 or early 2015. The execution
risks associated with Enova's efforts to establish operating and
funding independence include managing the expectations of both
equity and debt investors.

The senior note proceeds will be used to repay intercompany debt
as well as to pay a dividend to Cash America.

The regulatory environment in Enova's key US and UK markets has
intensified. The full impact of increased UK regulatory pressures
is difficult to estimate, but recent extensive changes, which
include increased borrower affordability assessment requirements
and restrictions related to collections and loan renewals, will
pressure operating results and potentially have an even greater
impact on operating strategy. The regulatory environment in the US
has become stricter as well as the Consumer Financial Protection
Bureau asserts its oversight of the payday lending sector.
Furthermore, as a multinational enterprise Enova faces the
challenge of having to comply with multiple changing regulatory
regimes, which puts a drain on management time and resources.

The outlook could change to stable if the company successfully
executes the spin-off and demonstrates operating performance in
accordance with projections as a standalone public company.

The ratings could be downgraded if Enova experiences a
deterioration of profitability, leverage, and/or liquidity
position beyond anticipated tolerances, possibly as a result of
material negative regulatory developments or increased risk-
taking.

The B3 rating on the senior unsecured notes reflects the fact that
the notes will comprise the majority of Enova's debt.

Enova, based in Chicago, Illinois, is an online financial services
provider serving subprime consumers.


EPICENTRE: HFF Closes Sale of Property
--------------------------------------
HFF on May 15 disclosed that it has closed the sale of The
EpiCentre, a 305,147-square-foot mixed-use retail and
entertainment center in Charlotte, North Carolina.

HFF marketed the property on behalf of the seller, a joint venture
led by Vision Ventures and Mount Vernon Asset Management along
with an institutional capital partner.

The EpiCentre is an urban-infill mixed use transit oriented
development, which serves as Uptown Charlotte's premier restaurant
and entertainment retail venue.  The property is located on South
College Street between East Fourth and East Trade Streets,
directly across from Time Warner Cable Arena and is part of the
Overstreet Mall connecting it to seven office buildings including
Bank of America and Wells Fargo Headquarters.  Completed in 2008,
the property consists of 255,512 square feet of
retail/entertainment and 49,336 square feet of office space and is
94 percent occupied.  Tenants include Fleming's Prime Steakhouse,
Blackfinn American Saloon, Studio Movie Grill, Strike City, Gold's
Gym, CVS and14 other restaurants.

The HFF team representing the seller was led by senior managing
directors Barry Brown and Jim Batjer and managing director Richard
Reid

"The Vision Ventures/Mount Vernon team did a tremendous job
repositioning the asset after purchasing the property out of
bankruptcy a few years ago.  The investor group stabilized the
rent roll to 94 percent and implemented a highly successful
outdoor media program," said Brown.

Since its inception in 1998, Vision Ventures has built a
reputation on in depth analysis, focus, and discipline in the
world of commercial real estate.  As a well-capitalized
acquisition, brokerage, construction and development company,
their expertise ranges from strategic attainments of debt and
equity to the execution of development and construction projects.

Mount Vernon Asset Management LLC (Mount Vernon) services the
institutional investor by providing strategies aimed at managing
assets and turning ill-performing assets into successful
endeavors.  The company provides value to investors by ensuring
the most efficient use of capital, a rigorous focus on due
diligence work and research, and insightful cash flow forecasting.
In addition, the company works with its property management
companies to create and execute strategies to keep assets
performing at the highest possible level.

HFF (Holliday Fenoglio Fowler, L.P.) and HFFS (HFF Securities
L.P.) are owned by HFF, Inc.  HFF operates out of 22 offices
nationwide and is a leading provider of commercial real estate and
capital markets services to the U.S. commercial real estate
industry.  HFF together with its affiliate HFFS offer clients a
fully integrated national capital markets platform including debt
placement, investment sales, equity placement, advisory services,
loan sales and commercial loan servicing.


EXIDE TECHNOLOGIES: In Secret Disagreement with Creditors
---------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that battery maker Exide Technologies is in a dispute with
the official creditors' committee but what it involves is unclear
because the committee blanked out much of a court filing laying
out the issues to be discussed at a status conference in
bankruptcy court on May 14.

Mr. Rochelle said Exide, too, is asking for a status conference
and says it should take place in the privacy of the judge's
chambers so "commercially sensitive information" isn't disclosed
publicly.  Mr. Rochelle noted that the dispute may pertain to the
May 31 deadline for Exide to file a reorganization, which is
imposed by the financing agreement for Exide's Chapter 11
reorganization that began in June.

The $674 million of 8.625 percent first-lien notes due in 2018
last traded on May 5 for 65.6 cents on the dollar, Bloomberg said,
citing Trace, the bond-price reporting system of the Financial
Industry Regulatory Authority.  The convertible subordinated notes
that matured in September last traded on April 30 for 19.25 cents
on the dollar, compared with 10.5 cents in the last trade before
bankruptcy, the Bloomberg report said.

                  About Exide Technologies

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

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

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

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

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

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

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


FIRST FINANCIAL: Incurs $554,000 Net Loss in First Quarter
----------------------------------------------------------
First Financial Service Corporation filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss attributable to common shareholders of
$554,000 on $7.24 million of total interest income for the three
months ended March 31, 2014, as compared with a net loss
attributable to common shareholders of $142,000 on $8.54 million
of total interest income for the same period in 2013.

The Company's balance sheet at March 31, 2014, showed $836.89
million in total assets, $801.85 million in total liabilities and
$35.04 million in total stockholders' equity.

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

                       http://goo.gl/EfSVPe

                       About First Financial

Elizabethtown, Kentucky-based First Financial Service Corporation
is the parent bank holding company of First Federal Savings Bank
of Elizabethtown, which was chartered in 1923.  The Bank serves
six contiguous counties encompassing central Kentucky and the
Louisville metropolitan area, through its 17 full-service banking
centers and a commercial private banking center.

In its 2012 Consent Order, the Bank agreed to achieve and maintain
a Tier 1 capital ratio of 9.0 percent and a total risk-based
capital ratio of 12.0 percent by June 30, 2012.

"At December 31, 2012, the Bank's Tier 1 capital ratio was 6.53%
and the total risk-based capital ratio was 12.21%.  We notified
the bank regulatory agencies that one of the two capital ratios
would not be achieved and are continuing our efforts to meet and
maintain the required regulatory capital levels and all of the
other consent order issues for the Bank," the Company said in its
annual report for the year ended Dec. 31, 2012.

First Financial Service reported a net loss attributable to common
shareholders of $313,000 in 2013, a net loss attributable to
common shareholders of $9.44 million in 2012 and a net loss
attributable to common shareholders of $24.21 million in 2011.


FIRST MARINER: Delays First Quarter Form 10-Q
---------------------------------------------
First Mariner Bancorp filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its quarterly report on Form 10-Q for the quarter ended
March 31, 2014.  First Mariner has determined that it is
impracticable to file its Quarterly Report on Form 10-Q for the
quarter ended March 31, 2014, by the May 15, 2015, due date or
within the fifteen calendar day extension permitted by the rules
of the SEC.

On Feb. 7, 2014, the Company, First Mariner Bank, a Maryland trust
company and wholly owned subsidiary of the Company, on the one
hand, and RKJS Bank, a newly formed Maryland corporation (the
"Purchaser") entered into a Merger and Acquisition Agreement,
which agreement was amended and restated effective April 21, 2014.
Pursuant to the terms and subject to the conditions set forth in
the M&A Agreement, the Purchaser has agreed to purchase all of the
issued and outstanding shares of common stock of the Bank, as well
as certain other assets held in the name of the Company but used
in the business of the Bank.  In connection with the entry into
the M&A Agreement, the Company filed a voluntary petition under
Chapter 11 of the United States Bankruptcy Code in the United
States Bankruptcy Court for the District of Maryland on Feb. 10,
2014.  Pursuant to the terms of the M&A Agreement, the Company
sought Bankruptcy Court approval to consummate the acquisition of
the Bank by the Purchaser.

Consummation of the sale of the Acquired Assets is subject to
customary closing conditions, including, among other things: (i)
the representations and warranties of the parties to the M&A
Agreement being true and correct as of the closing; (ii) the
Bankruptcy Court entering a final sale order relating to the
Acquired Assets; and (iii) RKJS obtaining the requisite regulatory
approvals for the purchase of the Acquired Stock.

On April 21, 2014, the Bankruptcy Court entered an order approving
the sale of the Acquired Assets pursuant to the M&A Agreement.
The Purchaser is currently in the process of obtaining regulatory
approval for the sale of the Acquired Assets.

The Company continues to operate its business, as "debtor-in-
possession" under the jurisdiction of the Bankruptcy Court and in
accordance with the applicable provisions of the Bankruptcy Code
and orders of the Bankruptcy Court. The Company's current
activities consist of administering its estate and disposing of
its assets.  The Company's available cash is limited, and, during
the Chapter 11 Proceeding, such cash is needed to pay advisors'
fees and other expenses associated with selling assets,
reconciling claims, and winding down the Company's affairs.  The
Chapter 11 Proceeding created obligations to file monthly
operating reports with the Bankruptcy Court and the Company has
used its limited financial and human resources to complete such
filings.  The Company currently does not have, and does not expect
to have in the future, the capacity to prepare consolidated
financial statements for the fiscal quarter ended March 31, 2014,
that are capable of being reviewed by an independent registered
public accounting firm or certified by the Company's executive
officers.

                    About First Mariner Bancorp

First Mariner Bancorp, the holding company for Maryland community
bank 1st Mariner, filed for Chapter 11 bankruptcy on Feb. 10,
2014, in order to sell its bank subsidiary, 1st Mariner Bank, to a
new bank formed by investors.  The case is In re First Mariner
Bancorp, Case No. 14-11952 (D. Md.) before Judge David E. Rice.

The Debtor's bankruptcy counsel is Kramer Levin Naftalis & Frankel
LLP.  The Debtor's local counsel is Lawrence Joseph Yumkas, Esq.,
at Yumkas, Vidmar & Sweeney, LLC, in Annapolis, Maryland.  The
Debtor's regulatory and corporate counsel if Kilpatrick Townsend &
Stockton LLP.  The Debtor's investment banker and financial
adviser is Sandler O'Neill + Partners, L.P.

The Debtor has total assets of $5.45 million and total debts of
$60.52 million.


FISKER AUTOMOTIVE: Files New Plan Incorporating Hybrid Settlement
-----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that unsecured creditors of Fisker Automotive Inc., a
liquidated maker of luxury hybrid cars, could recover as much as
26.7 percent on their claims under a revised plan and disclosure
statement filed with the U.S. Bankruptcy Court in Delaware.

According to the report, when Fisker was intending to sell its
business to Hybrid Tech Holdings LLC without an auction, unsecured
creditors were to share $500,000. As the result of an auction and
a settlement in April, the take by unsecured creditors increased
to $20 million plus whatever value there may be in 20 percent of
the company that the successful bidder Wanxiang Group Corp. formed
to buy the business.

After creditors prevailed on the bankruptcy judge to hold an
auction, Wanxiang submitted a competing bid and bought the
business under a contract valued at almost $150 million, the
report related.  Hybrid was prevented by the judge from bidding
more than $25 million of the $168.5 million secured claim it
purchased from the U.S. government, the report further related.
Wanxiang's bid included $126.2 million in cash, $8 million in debt
assumption and 20 percent of the company formed to take ownership.

Fisker wants the bankruptcy judge to hold an expedited hearing on
May 20 to approve disclosure materials, so creditors can begin
voting on the plan, the report said.

Mr. Rochelle separately reported that unsecured creditors of
Fisker are unhappy with the Chapter 11 plan that the liquidated
maker of luxury hybrid autos filed, prompting the official
committee of unsecured creditors to file a motion asking the
Bankruptcy Court to terminate Fisker's exclusive right to propose
a plan and solicit acceptances of that plan.

Creditors, according to the report, don't like several provisions
Fisker unilaterally included in the plan.  First on the list, they
don't want to pay a $750,000 premium to Chief Restructuring
Officer Marc Beilinson on top of what he's already been paid, the
report related.  The creditors also want Beilinson to turn over
all documents in his possession to the trust being created to
prosecute lawsuits, the report further related.

The creditors say they reluctantly go along with the idea of
giving broad release to the company's officers and directors, so
long as the case isn't at loggerheads to the extent that the
Chapter 11 switches to liquidation in Chapter 7, the report added.

                     About Fisker Automotive

Fisker Automotive Holdings, Inc., developer of the Karma plug-in
hybrid electric sedan, filed a petition for Chapter 11 protection
(Bankr. D. Del. Case No. 13-13087) on Nov. 22, 2013.

Fisker estimated assets of more than $100 million and listed debt
of $500 million in its bankruptcy petition.  The assets include an
assembly plant purchased for $21 million from General Motors Corp.
The plant never operated.  The cars were assembled in Finland.

Fisker received a $529 million loan from the Department of
Energy's Advanced Technology Vehicles Manufacturing Loan Program
and drew down about $192 million before the department froze the
loan after Fisker failed to hit several development targets.  The
company defaulted on its loan in April 2013.

Bankruptcy Judge Kevin Gross presides over the case.  The Debtors
have tapped James H.M. Sprayregen, P.C., Esq., Anup Sathy, P.C.,
Esq., and Ryan Preston Dahl, Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, as co-counsel; Laura Davis Jones, Esq., James
E. O'Neill, Esq., and Peter J. Keane, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, as co-counsel;
Beilinson Advisory Group as restructuring advisors; and Rust
Consulting/Omni Bankruptcy, as notice and claims agent and
administrative advisor.

On Nov. 5, 2013, the Official Committee of Unsecured Creditors
was appointed. The members are: (a) David M. Cohen; (b) Sven
Etzelsberger; (c) Kuster Automotive Door Systems GmbH; (d) Magna
E-Car USA, LLC; (e) Supercars & More SRL; and (f) TK Holdings Inc.
The Committee is represented by William R. Baldiga, Esq., and
Sunni P. Beville, Esq., at Brown Rudnick LLP; and Mark Minuti,
Esq., at Saul Ewing LLP.  Emerald Capital Advisors Corp. is the
financial advisors for the Committee.

Fisker sought bankruptcy protection to pursue a private sale of
its business to Hybrid Tech Holdings, LLC.  The Committee,
however, wants a sale public sale, and has identified Wanxiang
America Corporation as stalking horse bidder.

Hybrid was initially under contract to buy Fisker in exchange for
$75 million of the $168.5 million government loan it acquired
immediately before the Debtor's Chapter 11 filing.  Hybrid later
raised its offer by adding an additional $1 million cash and
agreeing to share proceeds from the sale of a facility in Delaware
it doesn't intend to operate.  Hybrid also offered to pay real
estate taxes on the Delaware plant.  Hybrid also will waive $90
million in deficiency claims that otherwise would dilute unsecured
creditors' recovery.

Wanxiang, as stalking horse bidder, initially offered $25.8
million in cash.  However, Wanxiang has said it has raised its
offer by $10 million and is willing to go higher.

After the hearings on Jan. 10 and 13, the Court directed a public
auction, and capped Hybrid's credit bid to $25 million.

In response, Hybrid raised its offer to $55 million.

Hybrid is represented by Tobias Keller, Esq., and Peter
Benvenutti, Esq., at Keller & Benvenutti LLP, in San Francisco,
California.

Wanxiang, which bought A123 Systems, Inc., a manufacturer of
lithium-ion batteries used in electric vehicles such as the Fisker
Karma, in a bankruptcy auction early in 2013 for $256.6 million,
is represented in Fisker's case by Sidley Austin LLP's Bojan
Guzina, Esq., and Andrew F. O'Neill, Esq.; and Young Conaway
Stargatt & Taylor, LLP's Edmon L. Morton, Esq., Robert S. Brady,
Esq., and Kenneth J. Enos, Esq.

On Feb. 19, 2014, the Bankruptcy Court approved the sale of
Fisker's assets to Wanxiang America Corporation.  The sale closed
on March 24.  The sale to Wanxiang is valued at approximately $150
million, Fisker said in a news statement.

On March 27, 2014, the Court authorized Fisker Automotive Holdings
to change its name to FAH Liquidating Corp. and its affiliate,
Fisker Automotive Inc., to FA Liquidating Corp., following the
sale.


FREEDOM INDUSTRIES Judge Seeks Report on $2 Million in Fees
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the bankruptcy judge overseeing the liquidation of
Freedom Industries Inc. expressed concern that $2 million in
professional fees may interfere with environmental remediation at
the facility where a leaky chemical tank polluted drinking water
in West Virginia.

As previously reported by The Troubled Company Reporter, Freedom
Industries spent $1.9 million on attorneys and advisers in the
first months of its bankruptcy case.  Freedom Industries' lead
bankruptcy law firm, McGuireWoods LLP, billed top dollar, charging
nearly $746,000 in fees and expenses for work performed between
Jan. 17, when Freedom filed for bankruptcy, and the end of March.

Two specialist law firms, one for environmental matters and one
for litigation, billed a combined $535,000 in fees and expenses
for work during the same timeframe, the TCR said.

According to the Bloomberg report, acting on his own, U.S.
Bankruptcy Judge Ronald G. Pearson in Charleston, West Virginia,
directed Freedom's restructuring officer to draft a report
breaking out each category of expense since the beginning of
bankruptcy in mid-January through April.  Judge Pearson wants
another report forecasting income and expenses through July, the
Bloomberg report related.  Finally, the judge asked for an
April 30 balance sheet and a forecast balance sheet for July 31,
the report further related.

                      About Freedom Industries

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

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

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

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

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

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

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


FURNITURE BRANDS: Plan Filing Deadline Extended Until August 20
---------------------------------------------------------------
Furniture Brands International sought and obtained an extension
until August 24, 2014 of the exclusive period within which the
Debtors may file a Chapter 11 plan.

The exclusive period within which the Debtors may solicit
acceptances to such plan is extended until October 21, 2014.

Furniture Brands International (NYSE:FBN) --
http://www.furniturebrands.com-- engaged in the designing,
manufacturing, sourcing and retailing home furnishings. Furniture
Brands markets products through a wide range of channels,
including company owned Thomasville retail stores and through
interior designers, multi-line/ independent retailers and mass
merchant stores.  Its brands include Thomasville, Broyhill, Lane,
Drexel Heritage, Henredon, Pearson, Hickory Chair, Lane Venture,
Maitland-Smith and LaBarge.

The balance sheet at June 29, 2013, showed $546.73 million in
total assets against $550.13 million in total liabilities.

On Sept. 9, 2013, Furniture Brands International, Inc. and 18
affiliated companies sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 13-12329).

Attorneys at Paul Hastings LLP and Young Conaway Stargatt &
Taylor, LLP, serve as counsel to the Debtors.  Alvarez and Marsal
North America, LLC, is the restructuring advisors.  Miller
Buckfire & Co., LLC is the investment Banker.  Epiq Systems Inc.
dba Epiq Bankruptcy Solutions is the claims and notice agent.

The official creditor's committee is comprised of the Pension
Benefit Guaranty Corp., Milberg Factors Inc. and five suppliers.
The Committee tapped Blank Rome LLP as co-counsel, Hahn &
Hessen LLP as lead counsel, BDO Consulting as financial advisor,
and Houlihan Lokey Capital, Inc., as investment banker.

In November 2013, Furniture Brands won bankruptcy court approval
to sell the business to KPS Capital Partners LP for $280 million.
Private-equity investor KPS formed a new company named Heritage
Home Group LLC to operate the business.  Furniture Brands changed
its name to FBI Wind Down, Inc., following the sale.

Furniture Brands on April 21, 2014, filed a Chapter 11 plan to get
out of bankruptcy in which it proposes to distribute cash proceeds
from the liquidation of the assets of the company and its
subsidiaries.  The liquidating plan calls for the distribution of
the cash proceeds to Furniture Brands' creditors, which include
proceeds from the sale of its major assets to KPS Capital
Partners' new holding company and from the sale of its remaining
assets.

A hearing to consider the adequacy of the Disclosure Statement
will be held before Bankruptcy Judge Christopher S. Sontchi on
May 29, 2014 at 2:00 p.m. (prevailing Eastern Time.


GENCO SHIPPING: Shareholders Seek Six-Week Confirmation Delay
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that shareholders of Genco Shipping & Trading Ltd. are
seeking a delay of at least six weeks for the scheduled June 3
hearing to seek approval of a Chapter 11 reorganization plan.
Under the proposed plan, existing shareholders would have their
stock extinguished while receiving warrants for 6 percent of the
new stock.

According to the report, the official shareholders' committee is
arguing Genco is solvent, thus making the plan improper because
secured creditors would be paid more than 100 percent. The
committee pointed to recent trading history showing senior debt
trading above par.

The committee is composed of Aurelius Capital Partners LP, Mohawk
Capital LLC and OZ Domestic Partners LP.  All are based in New
York, as is Genco.

                   About Genco Shipping & Trading

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

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

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

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

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

Credit Agricole Corporate & Investment Bank, as agent and security
trustee under an August 2010 Loan Agreement; Deutsche Bank
Luxembourg S.A., as agent, and Deutsche Bank AG Fillale
Deutschlandgeschaft, as security agent and bookrunner under the
August 2010 Loan Agreement, are represented by Alan Kornberg,
Esq., and Elizabeth McColm, Esq., at Paul Weiss Rifkind Wharton &
Garrison LLP.

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


GENCO SHIPPING: Chairman Paid $1.46-Mil. A Year Before Bankruptcy
-----------------------------------------------------------------
Stephanie Gleason, writing for The Wall Street Journal, reported
that while Genco Shipping & Trading was hit hard by the shipping
industry downturn and had to file for bankruptcy in April, its
Chairman Peter Georgiopoulos did okay in the period leading up to
the Chapter 11 filing.

The Journal, citing court documents, said Mr. Georgiopoulos,
during the 12 months before Genco's April 21 Petition Date,
received $1.46 million in compensation, plus more than $436,000 in
expense reimbursements -- the majority of which were for sporting
event tickets.  Among the items reimbursed for two sets of
"tickets for sporting events" for $279,113 and $115,762, the
Journal said, further citing the court documents.

The Journal added that Genco said it paid $4.2 million in
compensation to six directors, its chairman and two executives
during the year-long period, and more than $663,000 in
reimbursements for items like travel and lodging to the same
group.

                   About Genco Shipping & Trading

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

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

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

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

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

Credit Agricole Corporate & Investment Bank, as agent and security
trustee under an August 2010 Loan Agreement; Deutsche Bank
Luxembourg S.A., as agent, and Deutsche Bank AG Fillale
Deutschlandgeschaft, as security agent and bookrunner under the
August 2010 Loan Agreement, are represented by Alan Kornberg,
Esq., and Elizabeth McColm, Esq., at Paul Weiss Rifkind Wharton &
Garrison LLP.

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


GENERAL MOTORS: To Pay $35-Mil. Fine for Failure to Report Defect
-----------------------------------------------------------------
Jeff Bennett and Joseph B. White, writing for The Wall Street
Journal, reported that General Motors Co. agreed to pay a $35
million fine to settle a U.S. auto-safety investigation that found
GM had schemed to keep secret its information on faulty ignition
switches installed on 2.6 million vehicles.

According to the report, U.S. regulators for the first time
disclosed details of the probe, including revealing that the
Detroit company had coached workers against using "defect" and
"Corvair-like" in communications.  They also said the nation's
largest auto maker had information that should have allowed it in
2009 to link the defective switches to air bags not inflating
during crashes, the report related.

The auto maker's "decision making, structure and process stood in
the way" of communicating safety problems, David Friedman, acting
administrator of auto-safety regulator National Highway Traffic
Safety Administration, told the Journal.  GM's employee training
even "discouraged workers from using terms like defect, dangerous
and safety related," he added, the report said.

                       About General Motors

With its global headquarters in Detroit, Michigan, General Motors
-- http://www.gm.com/-- is one of the world's largest automakers,
traces its roots back to 1908.

General Motors Co. was formed to acquire the operations of
General Motors Corp. through a sale under 11 U.S.C. Sec. 363
following Old GM's bankruptcy filing.  The U.S. government
provided financing.  The deal was closed July 10, 2009, and Old GM
changed its name to Motors Liquidation Co.

Old GM -- General Motors Corporation -- filed for Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1,
2009.  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  The Debtors tapped Weil, Gotshal & Manges LLP
Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as
counsel; and Morgan Stanley, Evercore Partners and the Blackstone
Group LLP as financial advisor.  Garden City Group is the claims
and notice agent of the Debtors.

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

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

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


GENERAL MOTORS: Switch Suit Returns to Bankruptcy Court on July 2
-----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that General Motors Co. proposed a schedule for dealing
with issues raised in bankruptcy court regarding economic injuries
claimed by owners of Chevy Cobalts and Saturn Ions with defective
ignition switches.  New GM has said the bankruptcy sale gave it
liability for personal-injury and death claims resulting from
crashes caused by defective ignition switches that led to the
recall of 2.59 million cars.

The car owners' lawyers will submit a list of proposed agreed
facts by May 28.  GM will supply a list of its own by June 11.
Both sides will confer, with the objective of proposing one agreed
list by July 1.  Judge Gerber will hold another status conference
July 2.  If the sides can't agree on facts underpinning the fraud-
on-the-court theory, Judge Gerber won't decide that question
initially.

According to the report, the dispute landed in the lap of U.S.
Bankruptcy Judge Robert Gerber in New York when some car owners
sought a declaration that their rights were violated when GM's
assets were sold in the automaker's 2009 bankruptcy and they
weren't told they had claims at the time.

                       About General Motors

With its global headquarters in Detroit, Michigan, General Motors
-- http://www.gm.com/-- is one of the world's largest automakers,
traces its roots back to 1908.

General Motors Co. was formed to acquire the operations of
General Motors Corp. through a sale under 11 U.S.C. Sec. 363
following Old GM's bankruptcy filing.  The U.S. government
provided financing.  The deal was closed July 10, 2009, and Old GM
changed its name to Motors Liquidation Co.

Old GM -- General Motors Corporation -- filed for Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1,
2009.  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  The Debtors tapped Weil, Gotshal & Manges LLP
Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as
counsel; and Morgan Stanley, Evercore Partners and the Blackstone
Group LLP as financial advisor.  Garden City Group is the claims
and notice agent of the Debtors.

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

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

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


GENERAL MOTORS: Judge Not Yet Opening Investigation Floodgates
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the hearing to decide whether General Motors LLC, the
clone of the bankrupt automaker, can be held liable for economic
injuries claimed by owners of Chevy Cobalts and Saturn Ions ended
inconclusively on May 2.

According to the report, before he allows lawyers for class
plaintiff to start an investigation, U.S. Bankruptcy Judge Robert
Gerber will first decide what conclusions he can draw from
publicly available information.

The ultimate question is whether New GM, the company formed to buy
the business out of bankruptcy, is insulated from liability for
economic losses incurred by auto owners, the report related.  New
GM admits that the bankruptcy sale gave it liability for personal
injury and death claims result from crashes caused by defective
ignition switches that led to the recall of 2.59 million cars, the
report further related.

Besides telling both sides they should mediate and settle, Judge
Gerber will work his way through a decision tree to decide what
the results would be if he finds fraud, the report said.  Judge
Gerber will also conclude what the result would be if he found
only a failure by bankrupt Old GM, or General Motors Corp., to
disclose what it knew about the defect, the report added.

A lawsuit by class plaintiffs in bankruptcy court is Gorman v.
General Motors LLC (In re Motors Liquidation Corp.), 14-01929,
U.S. Bankruptcy Court, Southern District New York (Manhattan).

                     About Motors Liquidation

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

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

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

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


GENERAL STEEL: Incurs $69.6 Million Net Loss in First Quarter
-------------------------------------------------------------
General Steel Holdings, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $69.59 million on $512 million of sales for the
three months ended March 31, 2014, as compared with net income of
$10.52 million on $502.43 million of sales for the same period in
2013.

The Company's balance sheet at March 31, 2014, showed $2.70
billion in total assets, $3.26 billion in total liabilities and a
$558.53 million total deficiency.

"The first quarter of 2014 was widely viewed as the coldest
winter' for China's iron and steel industry since 2010, which
caused a sharp drop in the market price," said Henry Yu, Chairman
and chief executive officer of General Steel.  "Despite the
challenging industry dynamics, demand of our rebar products in
Western China remained solid, as our sales volume grew by 14.2%
sequentially during the quarter.  At the same time, our fully-
ramped continuous rolling capacity and enhanced operating
efficiencies combined to improve gross margin by 220 basis points
compared with the prior quarter."

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

                       http://goo.gl/XKMSz0

                    About General Steel Holdings

General Steel Holdings, Inc., headquartered in Beijing, China,
produces a variety of steel products including rebar, high-speed
wire and spiral-weld pipe.  The Company has operations in China's
Shaanxi and Guangdong provinces, Inner Mongolia Autonomous Region
and Tianjin municipality with seven million metric tons of crude
steel production capacity under management.  For more information,
please visit www.gshi-steel.com.

General Steel reported a net of $42.62 million on $2.01 billion of
sales for the year ended Dec. 31, 2013, as compared with a net
loss of $231.93 million on $1.96 billion of sales during the prior
year.


GENTIVA HEALTH: Moody's Affirms 'B3' CFR After Kindred Bid
----------------------------------------------------------
Moody's Investors Service affirmed all of Gentiva Health Services,
Inc.'s (Gentiva) ratings, including the B3 Corporate Family Rating
(CFR), the B3-PD Probability of Default Rating (PDR), and the SGL-
3 Speculative Grade Liquidity Rating. The rating outlook remains
negative. The affirmation of ratings follows Kindred Healthcare,
Inc.'s announcement of its proposal to acquire the equity of
Gentiva for a combination of cash and stock, for approximately
$1.6 billion including assumption of Gentiva's existing debt.
Gentiva has rejected the offer.

"While the proposed acquisition will offer some strategic
benefits, such as greater scale and more favorable payor mix, the
potential improvement in business profile is equally balanced by
uncertainties that could arise from the transaction," commented
Moody's VP-Senior Analyst, John Zhao. In particular, the
transaction is occurring at the time when Gentiva is
underperforming Moody's expectations. Therefore, this could
distract management's attention from stabilizing and improving
Gentiva's existing operations in home health and hospice, both of
which are facing significant headwinds in the near term primarily
due to Medicare reimbursement pressures. Further, it is likely
that Kindred's takeover offer could pressure Gentiva management to
pursue a defensive corporate strategy and adopt a more aggressive
financial policy and capital structure in order to boost
shareholder returns.

Ratings affirmed:

Corporate Family Rating at B3

Probability of Default Rating at B3-PD

First lien senior secured revolving credit facility at B2 (LGD 3,
34%)

First lien senior secured term loan at B2 (LGD 3, 34%)

$325 million unsecured notes due 2018 at Caa2 (LGD 5, 87%)

Speculative Grade Liquidity Rating at SGL-3

Ratings Rationale

The B3 Corporate Family rating reflects Gentiva's high financial
leverage and weak operating performance. The company's earnings
are vulnerable to industry challenges, mainly arising from
reimbursement rate cuts from Medicare in the home health sector
and volume pressure in the hospice business. The company is
heavily reliant on government related payors (88% total revenue
pro forma for the Harden acquisition). The rating also
incorporates Moody's expectation for leverage to remain between
5.5 -6.5 times debt/EBITDA as earnings deteriorate with
anticipated rate cuts.

Positive rating consideration is given to Gentiva's favorable
scale, geographic diversity and market leadership in both home
health and hospice, a relatively fragmented market. Moody's
further recognizes Gentiva's recent volume growth in the home
health segment and reimbursement rate increase for the hospice
sector in 2014 and 2015 (as proposed) that should partially offset
some of the earnings pressure. In addition, Moody's anticipatse
that Gentiva's capital expenditures will remain modest, and that
the company will be free cash flow positive in the next 12-18
months, with part of its cash being used for debt reduction.

Gentiva's Speculative Grade Liquidity rating is SGL-3, reflecting
Moody's view that the company has adequate liquidity. Moody's
expects the company to continue to generate modest free cash flow,
more than sufficient to fund operations, mandatory debt
amortization and capital expenditures over the forecast period.
Moody's expects that there will be adequate cushion in financial
covenant compliance in the near term. However, Moody's cautions
that further EBITDA declines will diminish headroom under covenant
tests and weaken Gentiva's liquidity position.

Moody's could downgrade the ratings if Gentiva's liquidity
weakens. Moody's could also lower the rating if the company cannot
maintain positive free cash flow or if leverage substantially
increases. Specifically, if debt-to-EBITDA is sustained well above
6 times, the ratings could be downgraded. Moody's could also
downgrade Gentiva's ratings if the net effects of the rate cuts
and volume pressure are worse than expected. Ratings could also be
negatively affected if the business or liquidity are materially
affected by an unfavorable outcome of the pending investigations
or litigation.

A rating upgrade is unlikely in the near term given the
unfavorable industry pressures from rate cuts which will last for
several years. Over time, if there is more certainty with regard
to Gentiva's financial performance outlook in light of
reimbursement pressure or if profit margins are expected to
improve following the company's restructuring efforts while
liquidity remains sufficient, Moody's could upgrade the ratings.
Positive free cash flow would also need to be sustained alongside
debt-to-EBITDA leverage at or below 5 times. Additionally, should
Gentiva be acquired by Kindred, any debt remaining could be
upgraded.

Gentiva Health Services, Inc. ("Gentiva"; NASDAQ: GTIV) is a
leading provider of home health and hospice services in the US.
The company offers direct home nursing and therapies, including
specialty programs, as well as hospice care with over 400
locations in 40 states. Gentiva reported revenues of over $1.7
billion for the fiscal year ended December 31, 2013.


GENUTEC BUSINESSS: Case Summary & 12 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Genutec Businesss Solutions, Inc.
        23046 Avenida de la Carlota #600
        Laguna Hills, CA 92653

Case No.: 14-13115

Type of Business: Advanced Communication Systems

Chapter 11 Petition Date: May 16, 2014

Court: United States Bankruptcy Court
       Central District of California (Santa Ana)

Judge: Hon. Erithe A. Smith

Debtor's Counsel: Michael R Totaro, Esq.
                  TOTARO & SHANAHAN
                  POB 789
                  Pacific Palisades, CA 90272
                  Tel: 310-573-0276
                  Fax: 310-496-1260
                  Email: tsecfpacer@aol.com

Scheduled Assets: $12,851,544

Scheduled Liabilities: $11,529,199

Genutec said its assets include judgment in the amount of
$9,575,729 issued by the Orange County Superior Court in the case
07CC07918 against two Defendants Lee Danna and Johan Hebdrick Smit
Duyzentkunst.  The judgment includes $1,000,000 in punitive
damages against Lee Danna.

The petition was signed by David Montoya, director.

List of Debtor's 12 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Lawnae Hunter                                         $2,326,661
c/o Jones Day
3161 Michelson
Dr. #800
Irvine, CA 92612

Rapid Notify, Inc.                                    $1,063,292
23046 Avenida de
la Carlota #600
Laguna Hills, CA, 92653

Michael Taus                                          $1,031,110
c/o Law Offices
of Jimmy C. Taus
1999 Avenue of
the Stars #1100
Los Angeles, CA
90067

Seaview Mezzanine Fund LP                               $949,000
260 Madison Ave.
5th Fl
New York, NY
10016

TICC Capital                                          $3,500,000
Corp.                                               Collateral FMW
8 Sound Shore Dr.                                     $3,000,000
#255
Greenwich, CT
06830

Orcale USA, Inc.                                        $266,229
P.O. Box 44471
San Francisoco,
CA 94144

Stradling, Yocca Carlson & Rauth                        $162,581

Merrill Corporation                                     $155,000

Tax Group, LP                                            $28,604

Accounting Resource Solutions                            $28,571

BDC Partners, LL                                         $12,630

Stonefield Josephson, Inc.                                $5,520


GETTY IMAGES: Bank Debt Trades at 4% Off
----------------------------------------
Participations in a syndicated loan under which Getty Images Inc.
is a borrower traded in the secondary market at 96.15 cents-on-
the-dollar during the week ended Friday, May 16, 2014, according
to data compiled by LSTA/Thomson Reuters MTM Pricing and reported
in The Wall Street Journal.  This represents an increase of 0.66
percentage points from the previous week, The Journal relates.
Getty Images Inc. pays 350 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Oct. 14, 2019, and
carries Moody's B2 rating and Standard & Poor's B- rating.  The
loan is one of the biggest gainers and losers among 205 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.


GGW BRANDS: Founder Arrested Over Scuffle With Employee
-------------------------------------------------------
Los Angeles Daily News reported that porn mogul and Girls Gone
Wild founder Joe Francis was arrested the night of May 16 on
suspicion of getting into a scuffle with an employee at his old
offices.  Mr. Francis, 41, spent the night behind bars on a
misdemeanor assault charge.  He was released at 6:21 a.m. after
posting $20,000 in bail, according to the Sheriff's Department
Inmate Information Center.

The report said Mr. Francis was arrested Friday evening at the
building in the 10900 block of Wilshire Boulevard where his
production company had been based, said LAPD West Division Sgt.
Gary Levy, who said Mr. Francis had gone to the building to either
retrieve or take photographs of personal property and got into "a
shoving and pushing incident" with an employee.

The report noted that a bankruptcy judge had issued a restraining
order barring Mr. Francis from coming within 100 yards of the
building.  According to the report, Mr. Levy said police would
request that Mr. Francis also be charged with violating the
restraining order.  Mr. Francis is scheduled to appear on the
assault charge at 8:30 a.m. on June 11 at the Airport Courthouse,
Dept. 141.

                         About GGW Brands

Santa Monica, California-based GGW Brands, LLC, the company behind
the "Gils Gone Wild" video, filed a Chapter 11 petition (Bankr.
C.D. Cal. Case No. 13-15130) on Feb. 27, 2013.  Judge Sandra R.
Klein oversees the case.  The company is represented by the Law
Offices of Robert M. Yaspan.  The company disclosed $0 to $50,000
in estimated assets and $10 million to $50 million in estimated
liabilities in its petition.

Affiliates GGW Events LLC, GGW Direct LLC and GGW Magazine LLC
also sought Chapter 11 protection.

GGW Marketing, LLC, another affiliate, filed a voluntary Chapter
11 petition on May 22, 2013, before the Bankruptcy Court for the
Central District of California (Los Angeles). The case is assigned
Case No. 13-23452.  Martin R. Barash, Esq., and Matthew Heyn,
Esq., at Klee, Tuchin, Bogdanoff and Stern, LLP, in Los Angeles,
California, represent GGW Marketing.

In April 2013, R. Todd Neilson, an ex-FBI agent, was appointed as
Chapter 11 Trustee to take over the companies.  Mr. Neilson has
investigated failed solar-power company Solyndra and was involved
in the Mike Tyson and Death Row Records bankruptcy cases.

In April 2014, the Chapter 11 Trustee sold the "Girls Gone Wild"
video franchise and its assets for $1.83 million.  An auction set
earlier that month was canceled because there were no bids to
compete with the so-called stalking horse, who isn't affiliated
with founder Joe Francis.


GLOBAL AVIATION: To Sell Assets to Omni Air International
---------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Global Aviation Holdings Inc., which halted most
charter operations at North American Airlines Inc. when lender
Cerberus Business Finance LLC pulled the plug on financing, has an
agreement for charter carrier Omni Air International Inc. to take
over two aircraft leases and buy some of its assets, including
spare parts.

According to the report, Cerberus gave notice of default in late
March, forcing North American to halt the business other than
flying two aircraft for one customer who was financing flight
operations.

Omni will pay about $11 million in installments, assuming the
bankruptcy court in Delaware approves the sale at a May 28
hearing, the report related.  Cerberus has consented to the deal,
according to court papers.

                   About Global Aviation Holdings

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

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

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

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

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

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

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

The Deal reported that World Airways Inc. ceased operations on
March 27, 2014, after its bankrupt parent was unable to secure
necessary funding to keep the charter operator airborne.


GREEN INNOVATIONS: Posts $2.82-Mil. Net Loss for March 31 Quarter
-----------------------------------------------------------------
Green Innovations Ltd. filed a quarterly report on Form 10-Q,
disclosing a net loss of $2.82 million on $1.37 million of net
revenues for the three months ended March 31, 2014, compared with
a net loss of $1.2 million on $161,705 of net revenues for the
same period in 2013.

The Company's balance sheet at March 31, 2014, showed
$2.97 million in total assets, $4.79 million in total liabilities,
and a stockholders' deficit of $1.82 million.

"The Company sustained used cash in operating activities of
$621,425 for the three months ended March 31, 2014.  The Company
had working capital deficit and accumulated deficit of $1.13
million and $12.36 million, respectively, at March 31, 2014.
These factors raise substantial doubt about the ability of the
Company to continue as a going concern for a reasonable period of
time," according to the regulatory filing.

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

                       http://is.gd/bRYleA

                      About Green Innvations

Cape Coral, Fla.-based Green Innovations Ltd. (OTC QB: GNIN) (OTC
BB: GNIN) was formed to develop an Internet social website that
catered to wine lovers.  In August 2012, with the acquisition of
Green Hygienics, Inc., the Company changed its operations to the
business of importing and distributing bamboo-based hygienic
products.  The prior operations of the Company have been abandoned
effective with the acquisition of Green Hygienics.


GSE ENVIRONMENTAL: Has Interim Approval of $35MM DIP Loan
---------------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware gave GSE Environmental, Inc., et al., interim
authority to obtain postpetition financing up to an aggregate
amount of $35 million from Cantor Fitzgerald Securities as agent
for a consortium of lenders and use cash collateral securing their
prepetition indebtedness.

The Debtors said in court papers that they have an immediate and
critical need to obtain the financing and to use cash collateral
as well as other collateral to continue the operation of their
business.  The Debtors add that without the funds, they will not
be able to meet their payroll obligations or to pay operating and
other expenses during their critical period.

A full-text copy of the Interim DIP Order is available at
http://bankrupt.com/misc/GSEdipord0506.pdf

The final hearing is scheduled for June 2, 2014, at 11:30 a.m.
(ET).  Objections are due May 27.

The Debtors are represented by Patrick J. Nash, Jr., Esq., Jeffrey
D. Pawlitz, Esq., and Bradley T. Giordano, Esq., at Kirkland &
Ellis LLP, in Chicago, Illinois; and Laura Davis Jones, Esq., at
Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware.

The DIP Lenders are represented by Scott K. Charles, Esq. --
SKCharles@wlrk.com -- Emily D. Johnson, Esq. -- EDJohnson@wlrk.com
-- and and Neil K. Chatani, Esq. -- NKChatani@wlrk.com -- at
Wachtell, Lipton, Rosen & Katz, in New York.  The local Delaware
counsel to the DIP Lenders and the DIP Agent is Russell C.
Silberglied, Esq. -- silberglied@rlf.com -- at Richards, Layton &
Finger, P.A., in Wilmington, Delaware.  Counsel to the DIP Agent
is Nathan Z. Plotkin, Esq. -- NPlotkin@goodwin.com -- at Shipman &
Goodwin LLP, in Hartford, Connecticut.

                     About GSE Environmental

GSE Environmental -- http://www.gseworld.com-- is a global
manufacturer and marketer of geosynthetic lining solutions,
products and services used in the containment and management of
solids, liquids and gases for organizations engaged in waste
management, mining, water, wastewater and aquaculture.
Headquartered in Houston, Texas, USA, GSE maintains sales offices
throughout the world and manufacturing facilities in the US,
Chile, Germany, Thailand, China and Egypt.

GSE Environmental, Inc. and its affiliates filed for Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 14-11126) on
May 4, 2014 as part of a restructuring support agreement with
their lenders.  The Debtors are seeking joint administration of
their Chapter 11 cases.

GSE announced an agreement with its lenders to restructure its
balance sheet by converting all of its outstanding first lien debt
to equity, leaving the Company well-positioned for long-term
growth and profitability.

The Company has tapped Kirkland & Ellis LLP and Pachulski Stang
Ziehl & Jones LLP as counsel, Alvarez & Marsal North America, LLC,
as restructuring advisor, and Moelis & Company, as financial
advisor.  The first lien lenders are represented by Wachtell,
Lipton, Rosen & Katz.  Prime Clerk is the Debtors' claims agent.

GSE Environmental's non-U.S. subsidiaries are not included in the
U.S. Chapter 11 filings and will continue to operate in the
ordinary course without interruption.


GSE ENVIRONMENTAL: Equity Transfer Protocol Approved
----------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware gave GSE
Environmental, Inc., et al., interim authority approval of
procedures for the transfer of, or declarations of worthlessness
with respect to, equity securities to protect their net operating
losses.

As previously reported by The Troubled Company Reporter, the
Debtors said they have NOLs in an amount of $33.4 million as of
Dec. 31, 2013.  The Debtors also have significant tax credits in
an amount of $16.3 million as of Dec. 31, 2013. The Debtors
anticipate that utilization of the NOLs and tax credits in future
tax years may generate up to approximately $29.7 million in cash
savings from reduced taxes assuming an effective combined state
and federal tax rate of 40 percent for the post-emergence company.

The Debtors also obtained interim authority to pay critical vendor
claims in an amount not to exceed $2.6 million in the aggregate.

The hearing to consider final approval of the equity transfer
protocol and proposed critical vendor claims payment will be held
on June 2, 2014, at 11:30 a.m., prevailing Eastern Time.
Objections are due May 27.

Meanwhile, the Debtors obtained final authority to (i) continue
their insurance policies and pay premiums in an amount not to
exceed $650,000 to renew the premium financing agreement; (ii)
maintain the surety bond program without interruption provided
that the Debtors' authority to pay amounts in connection with the
surety bond program will not exceed $15,000; and (iii) employ
Prime Clerk LLC as notice and claims agent.

                     About GSE Environmental

GSE Environmental -- http://www.gseworld.com-- is a global
manufacturer and marketer of geosynthetic lining solutions,
products and services used in the containment and management of
solids, liquids and gases for organizations engaged in waste
management, mining, water, wastewater and aquaculture.
Headquartered in Houston, Texas, USA, GSE maintains sales offices
throughout the world and manufacturing facilities in the US,
Chile, Germany, Thailand, China and Egypt.

GSE Environmental, Inc. and its affiliates filed for Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 14-11126) on
May 4, 2014 as part of a restructuring support agreement with
their lenders.  The Debtors are seeking joint administration of
their Chapter 11 cases.

GSE announced an agreement with its lenders to restructure its
balance sheet by converting all of its outstanding first lien debt
to equity, leaving the Company well-positioned for long-term
growth and profitability.

The Company has tapped Kirkland & Ellis LLP and Pachulski Stang
Ziehl & Jones LLP as counsel, Alvarez & Marsal North America, LLC,
as restructuring advisor, and Moelis & Company, as financial
advisor.  The first lien lenders are represented by Wachtell,
Lipton, Rosen & Katz.  Prime Clerk is the Debtors' claims agent.

Cantor Fitzgerald Securities as agent for a consortium of DIP
lenders is represented by Nathan Z. Plotkin, Esq., at Shipman &
Goodwin LLP, in Hartford, Connecticut.  The DIP Lenders are
represented by Scott K. Charles, Esq., Emily D. Johnson, Esq., and
and Neil K. Chatani, Esq., at Wachtell, Lipton, Rosen & Katz, in
New York.  The local Delaware counsel to the DIP Lenders and the
DIP Agent is Russell C. Silberglied, Esq., at Richards, Layton &
Finger, P.A., in Wilmington, Delaware.

GSE Environmental's non-U.S. subsidiaries are not included in the
U.S. Chapter 11 filings and will continue to operate in the
ordinary course without interruption.


GYMBOREE CORP: Bank Debt Trades at 18% Off
------------------------------------------
Participations in a syndicated loan under which Gymboree Corp is a
borrower traded in the secondary market at 82.50 cents-on-the-
dollar during the week ended Friday, May 16, 2014, according to
data compiled by LSTA/Thomson Reuters MTM Pricing and reported in
The Wall Street Journal.  This represents a decrease of 0.75
percentage points from the previous week, The Journal relates.
Gymboree Corp pays 350 basis points above LIBOR to borrow under
the facility.  The bank loan matures on Feb. 23, 2018.  The bank
debt carries Moody's B2 and Standard & Poor's B- rating.  The loan
is one of the biggest gainers and losers among 204 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.


INTEGRATED BIOPHARMA: Incurs $450,000 Net Loss in March 31 Qtr.
---------------------------------------------------------------
Integrated Biopharma, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $450,000 on $7.52 million of net sales for the three
months ended March 31, 2014, as compared with a net loss of
$532,000 on $8.15 million of net sales for the same period last
year.

For the nine months ended March 31, 2014, the Company reported net
income of $245,000 on $25.50 million of net sales as compared with
a net loss of $687,000 on $24.02 million of net sales for the same
period in 2013.

As of March 31, 2014, the Company had $10.32 million in total
assets, $20.36 million in total liabilities and a $10.04 million
total stockholders' deficiency.

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

                        http://is.gd/o6yaPN

                      About Integrated BioPharma

Based in Hillside, N.J., Integrated BioPharma, Inc. (INBP.OB) --
-- http://www.healthproductscorp.us/-- is engaged primarily in
manufacturing, distributing, marketing and sales of vitamins,
nutritional supplements and herbal products.  The Company's
customers are located primarily in the United States.  The Company
was previously known as Integrated Health Technologies, Inc., and,
prior to that, as Chem International, Inc.  The Company was
reincorporated in its current form in Delaware in 1995.  The
Company continues to do business as Chem International, Inc., with
certain of its customers and certain vendors.

"At June 30, 2013, we had cash of approximately $55,000 and a
working capital deficit of approximately $2.5 million.  Our
working capital deficit includes (i) $4.5 million outstanding
under our revolving line of credit which is not due until July
2017, but is classified as current due to a subjective
acceleration clause that could cause the advances to become
currently due and (ii) $0.3 million in long term debt which is
also classified as current due to a prepayment provision in
connection with our term loan with PNC Bank, National Association.
These factors have raised substantial doubt as to our ability to
continue as a going concern in previous years and we may continue
to generate net losses for the foreseeable future.  Although we
were able to achieve profitability, we did not do so until the
fourth quarter of our fiscal year ended June 30, 2013.  We cannot
assure that we will remain profitable, although we have taken
several actions to correct the continued losses, including
reducing our selling and administrative expenses by approximately
$3.7 million or 46% and refinancing our debt to, among other
things, provide for a maturity of 5 years, with approximately 4
years remaining as of June 30, 2013," the Company said in its
annual report for the year ended June 30, 2013.


INTERLEUKIN GENETICS: Incurs $1.6 Million Net Loss in Q1
--------------------------------------------------------
Interleukin Genetics, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $1.66 million on $487,566 of total revenue for the
three months ended March 31, 2014, as compared with a net loss of
$1.20 million on $487,393 of total revenue for the same period
last year.

The Company's balance sheet at March 31, 2014, showed $7.83
million in total assets, $4.11 million in total liabilities, all
current, and $3.72 million in total stockholders' equity.

                         Bankruptcy Warning

"The amount of cash we generate from operations is currently not
sufficient to continue to fund operations and grow our business.
We expect that our current and anticipated financial resources,
including the proceeds from the May 2013 Private Placement and
assuming the receipt of an additional $5 million in gross proceeds
from the second tranche of the May 2013 Private Placement will be
adequate to maintain our current and planned operations at least
through the next twelve months.  If we do not receive the
additional $5 million from our current investors we will be forced
to seek additional funding sources.  If we are unable to obtain
such funding, we may have to end our operations and seek
protection under bankruptcy laws," the Comany said in the
Quarterly Report.

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

                        http://is.gd/NEHePC

                         About Interleukin

Waltham, Mass.-based Interleukin Genetics, Inc., is a personalized
health company that develops unique genetic tests to provide
information to better manage health and specific health risks.

Interleukin Genetics incurred a net loss of $7.05 million on $2.42
million of total revenue for the year ended Dec. 31, 2013, as
compared with a net loss of $5.12 million on $2.23 million of
total revenue in 2012.

Grant Thornton LLP, in  Boston, Massachusetts, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 3, 2013.  The independent auditors noted
that the Company has incurred recurring losses from operations and
has an accumulated deficit that raise substantial doubt about the
Company's ability to continue as a going concern.


IOWA GAMING: Argosy Casino Asks Bankruptcy Court to Stop Closure
----------------------------------------------------------------
The operators of the Argosy riverboat casino in Sioux City, Iowa,
have sought bankruptcy protection and quickly filed a motion
asking the bankruptcy court to stop the Iowa Racing and Gaming
Commission from closing the casino.

Iowa Gaming Company, LLC, and Belle of Sioux City, L.P., want the
bankruptcy court to enter an order permitting them to continue
operating their business while the courts decide whether the IRGC
has the power to take away their license.

Belle is blaming the Missouri River Historical Development, Inc.,
a non-profit organization from Sioux City that, in accordance with
Iowa law, exists primarily to distribute a portion of Belle's
annual revenues to charity.

"Based on the largess it has gained from disbursing its share of
Belle's revenues for two decades, MRHD has come to wield
substantial political clout in Sioux City.  MRHD is now trying to
leverage that political clout, buttressed by the IRGC's broad
regulatory powers, to oust Belle and the Argosy Casino to make way
for a new, landside casino in Sioux City," counsel to the Debtors,
John C. Kilgannon, Esq., at Stevens & Lee, P.C., explained in a
court filing.

"Belle is therefore facing the prospect that it will suffer losses
that are catastrophic, unrecoverable, and unprecedented in the
gaming industry, and be forced to lay off hundreds of employees,
before ever having its day in court."

                        Road to Bankruptcy

According to Belle, the Argosy Casino has had almost 20 years of
exemplary operations, which have resulted in tens of millions of
dollars in revenues for the State of Iowa and for local Sioux City
and Woodbury County charitable organizations.  But Belle has spent
the past two years fighting for its right to continue operating,
and to salvage its investment of more than $100 million in its
business, the jobs of 280 employees, and its important vendor and
customer relationships.  Opposing Belle have been the Iowa Racing
and Gaming Commission (the "IRGC"), which regulates gaming in
Iowa, and Missouri River Historical Development, Inc., a non-
profit.

On April 17, 2014, following an administrative hearing the IRGC
issued its final decision requiring the Argosy Casino to close
down by July 1, 2014.  The IRGC's only stated reason for ordering
the Debtors' business to be closed was a pecuniary concern --
specifically, that MRHD had allegedly allowed its license for the
Argosy Casino to "expire," leaving Belle without a non-profit
partner that could take and distribute a portion of Belle's
revenues to charities.

Belle submits that the IRGC's administrative hearing was
completely devoid of fair process, and that the IRGC's conclusions
were substantively and procedurally wrong. Among other things: (i)
over Belle's objection, the IRGC chose to sit in judgment over its
own prior actions and decisions; (ii) the outcome of the hearing
-- the closure of the Argosy Casino -- was long preordained given
the IRGC's earlier decision to license a new land-based casino,
and its announcement that the Argosy Casino would remain open only
until that new casino was ready to open; (iii) the sole
basis for the IRGC's decision to close down the Argosy Casino --
which was the alleged expiration of MRHD's license, leaving Belle
without a non-profit to distribute a portion of its revenues to
charity -- was pre-textual, and did not reflect the actual
proceedings that had transpired over the past two years; and (iv)
even as to the pre-textual reason the IRGC used to justify its
decision to close the Argosy Casino, the overwhelming evidence --
which the IRGC completely ignored in its decision -- showed that
the IRGC's decision was wrong as a matter of fact and law because
MRHD's license has not "expired," but instead remains valid to
this day.

"As a result of the IRGC's decision, the IRGC has effectively
allowed a non-profit organization, with no investment or role in
the operations or management of the Argosy Casino, to dictate the
fate of an operator in good standing with nearly 20 years of
goodwill in the community, an investment worth more than $100
million, and hundreds of employees.  Not only is this situation
unprecedented in Iowa, but, in the Debtors' understanding, the
IRGC's decision represents the first time in the history of gaming
in the United States that an operator with a good regulatory
record and no history or malfeasance or misconduct has been
divested of its license and deprived of its investment in a going
gaming concern without any compensation," Mr. Kilgannon avers.

                            Stay Motion

The Debtors seek the following relief from the Bankruptcy Court:

    * First, the Debtors seek a ruling that the non-renewal of
Belle's license and the forced closure of the Argosy Casino are
barred by the automatic stay.  The stay bars any act to "obtain
possession of property of the estate or property from the estate
or to exercise control over property of the estate," and further
stays the continuation of any judicial or administrative process
against the Debtors that was commenced before the bankruptcy, and
the enforcement of any pre-bankruptcy judgment against property of
the estate. Belle's license and the Debtors' business are property
of the bankruptcy estate, which the IRGC is seeking to terminate
based upon a prepetition administrative determination.  The
"police power" exception of Section 362(b)(4) does not apply
because the IRGC is not seeking to protect the public health,
safety, or welfare.  Rather, the IRGC is acting to support the
pecuniary interests of MRHD and the competing casino project that
it chose to replace Belle's Argosy Casino, and is doing so by
relying upon an alleged violation of a statutory requirement whose
primary purpose is pecuniary.

    * Second, the Debtors seek an order under Bankruptcy Code
section 108(a) confirming that, in accordance with Iowa law that
permits Belle to continue to operate at least until the time when
its deadline to seek judicial review of the IRGC's closure order
expires, Belle's deadline to seek judicial review, and thus its
time to continue operating, have been extended until two years
after the Petition Date.

    * Third, if neither the automatic stay nor the extended time
period to seek judicial review permits the Debtors to continue to
operate past July 1, then the Debtors seek a preliminary
injunction pursuant to Bankruptcy Code section 105(a) enjoining
the IRGC from terminating Belle's operating license or otherwise
closing the Debtors' business through plan confirmation, to allow
the resolution of all judicial review proceedings, including
appeals. Under the four-part test applied in this Circuit, a stay
is warranted because: (a) it will enable the Debtors to propose a
chapter 11 plan; (b) the Debtors and their estates, employees,
vendors, customers, and creditors would be irreparably harmed by
the closure of the Debtors' business without a stay; (c) the
balance of equities weighs heavily in favor of a stay; and (d) the
public interest supports a stay.

                      Generic First-Day Motions

The Debtors on the Petition Date filed a motion asking the
bankruptcy court to extend the deadline to file their schedules of
assets and liabilities and statements of financial affairs by 45
days.  The Debtors are required to file the schedules and
statements within by May 28, 2014, which is 14 days after the
Petition Date.

The Debtors also filed motions to:

   -- maintain their existing bank accounts;
   -- pay prepetition wages of employees;
   -- establish procedures for 11 U.S.C. Section 503(b)(9) claims;
   -- jointly administer their Chapter 11 cases;
   -- honor customer loyalty programs;
   -- pay taxes and fees; and
   -- grant adequate assurance of payment to utilities.

                         About Iowa Gaming

Iowa Gaming Company, LLC, and Belle of Sioux City, L.P., sought
Chapter 11 protection (Bankr. E.D. Pa. Lead Case No. 14-13904) in
Reading, Pennsylvania, on May 14, 2014.

Belle of Sioux City has owned and operated the Argosy riverboat
casino in Sioux City, Iowa since 1994.  Iowa Gaming is Belle's
general partner, and it is an indirect subsidiary of Penn National
Gaming, Inc.  Iowa Gaming and Penn manage Belle, and they operate
out of Penn's corporate offices located in Wyomissing,
Pennsylvania.

The Debtors have tapped Stevens & Lee, P.C. as counsel; Quinn
Emanuel Urquhart & Sullivan, LLP, as co-counsel; and Province,
Inc. as financial advisor.

Belle and Iowa Gaming each estimated at least $50 million in
assets and less than $10 million in liabilities.  According to
Belle's financial records, Belle has an intercompany receivable of
$47 million from Penn National.


IOWA GAMING: Proposes Stevens & Lee as Bankruptcy Counsel
---------------------------------------------------------
Iowa Gaming Company, LLC, and Belle of Sioux City, L.P., are
asking the bankruptcy court for approval to employ Stevens & Lee,
P.C., as bankruptcy co-counsel, nunc pro tunc to May 14, 2014.

The Debtors say that the professional services that S&L will
render are necessary to enable the Debtors to execute their duties
as debtors-in-possession under the Bankruptcy Code.

S&L will coordinate with co-counsel Quinn Emanuel so as to
minimize duplication of effort.  S&L will represent the Debtors
concerning matters related to the Chapter 11 cases.  Quinn will
represent the Debtors in the Chapter 11 cases and in prepetition
litigation concerning the Belle of Sioux City's gaming license.

In accordance with Sec. 330(a) and 331 of the Bankruptcy Code,
compensation will be payable to S&L on an hourly basis, plus
reimbursement of actual, necessary expenses.  The rates are $430
to $830 per hour for partners, $225 to $460 per hour for
associates and $220 to $260 for paraprofessionals.  The attorneys
presently designated to represent the Debtors are:

      Name               Title              Hourly Rate
      ----               -----              -----------
Robert Lapowsky       Shareholder               $660
John C. Kilgannon     Shareholder               $550
Camille Bent          Associate                 $310

The firm has kept a retainer of $12,000, which will be applied
against S&L's allowed postpetition fees and expenses.

Robert Lapowski, Esq., attests that S&L does not hold or represent
any interest adverse to the Debtors' estates and is a
"disinterested person" within the meaning of Section 101(14) of
the Bankruptcy Code.  S&L disclosed that it represents the
Debtor's indirect parent, Penn National, in matters wholly
unrelated to the Debtors and the Chapter 11 cases.

                         About Iowa Gaming

Iowa Gaming Company, LLC, and Belle of Sioux City, L.P., sought
Chapter 11 protection (Bankr. E.D. Pa. Lead Case No. 14-13904) in
Reading, Pennsylvania, on May 14, 2014 following a decision by the
Iowa Racing and Gaming Commission to close down Belle's casino by
July 2014.

Belle of Sioux City has owned and operated the Argosy riverboat
casino in Sioux City, Iowa since 1994.  Iowa Gaming is Belle's
general partner, and it is an indirect subsidiary of Penn National
Gaming, Inc.  Iowa Gaming and Penn manage Belle, and they operate
out of Penn's corporate offices located in Wyomissing,
Pennsylvania.

The Debtors have tapped Stevens & Lee, P.C. as counsel; Quinn
Emanuel Urquhart & Sullivan, LLP, as co-counsel; and Province,
Inc. as financial advisor.

Belle and Iowa Gaming each estimated at least $50 million in
assets and less than $10 million in liabilities.  According to
Belle's financial records, Belle has an intercompany receivable of
$47 million from Penn National.


IOWA GAMING: Taps Province Inc. as Financial Advisor
----------------------------------------------------
Iowa Gaming Company, LLC, and Belle of Sioux City, L.P., are
asking the bankruptcy court for approval to employ Province, Inc.,
as financial advisor, nunc pro tunc to the Petition Date.

The Debtors submit that it is necessary to employ Province as
financial advisor in order to ensure that the Debtors' interests
are adequately represented in an efficient and effective manner.

Province has agreed to render all necessary financial and
restructuring advisory services to the Debtors, including:

  (a) Assisting in the formulation, evaluation and implementation
of various options for restructuring, including services to the
Debtors in connection with developing, and seeking approval for, a
restructuring plan, which may be a plan under chapter 11 of the
Bankruptcy Code;

  (b) Assisting the Debtors in the preparation of bankruptcy
schedules and reporting; and

  (c) Assisting the Company in negotiations with creditors,
regulators and other appropriate parties.

The Debtors seek to employ Province on an hourly basis at rates
consistent with those Province routinely charges in comparable
matters. Specifically, Province's rates for services to be
rendered in this Chapter 11 case are as follows:

           Position                 Hourly Rate
           --------                 -----------
         Principal                     $600
         Director                   $440 to $495
         Analyst / Senior Analyst   $340 to $400
         Administrative                 $90

Prior to the Petition Date, the Debtor paid Province $105,000,
which was deemed earned and applied to prepetition fees in the
amount of $94,900 and expense reimbursements of $10,300.

To the best of the Debtors' knowledge, Province is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code and does not hold or represent an interest
materially adverse to Debtor's estate.

Province maintains offices in Las Vegas, Nevada and Agoura Hills,
California and specializes in financial advisory, corporate
reorganization, and trustee related services in complex cases
concerning distressed entities.

The firm can be reached at:

         PROVINCE INC.
         Paul Huygens (Principal)
         5915 Edmond Street, Suite 102
         Las Vegas, NV 89118
         Tel: (702) 685-5555
         Fax: (702) 685-5556
         E-mail: phuygens@provincefirm.com

                         About Iowa Gaming

Iowa Gaming Company, LLC, and Belle of Sioux City, L.P., sought
Chapter 11 protection (Bankr. E.D. Pa. Lead Case No. 14-13904) in
Reading, Pennsylvania, on May 14, 2014 following a decision by the
Iowa Racing and Gaming Commission to close down Belle's casino by
July 2014.

Belle of Sioux City has owned and operated the Argosy riverboat
casino in Sioux City, Iowa since 1994.  Iowa Gaming is Belle's
general partner, and it is an indirect subsidiary of Penn National
Gaming, Inc.  Iowa Gaming and Penn manage Belle, and they operate
out of Penn's corporate offices located in Wyomissing,
Pennsylvania.

The Debtors have tapped Stevens & Lee, P.C. as counsel; Quinn
Emanuel Urquhart & Sullivan, LLP, as co-counsel; and Province,
Inc. as financial advisor.

Belle and Iowa Gaming each estimated at least $50 million in
assets and less than $10 million in liabilities.  According to
Belle's financial records, Belle has an intercompany receivable of
$47 million from Penn National.


IRISH BANK: John Flynn Objects to Sale of Blackrock Loan Assets
---------------------------------------------------------------
John Flynn Sr. filed an objection to the sale of Blackrock Loan
Assets by Irish Bank Resolution Corporation Limited.  Mr. Flynn
seeks an order for the Special Liquidators to conduct a non-
discriminatory auction.

Kieran Wallace and Eamonn Richardson, the duly appointed and
authorized foreign representatives of Irish Bank Resolution
Corporation Limited, have sought approval of (i) the sale of the
Blackrock Loans free and clear of all liens, claims, encumbrances,
obligations, liabilities, contractual commitments or interests of
any kind or nature whatsoever to JCS Investment Holdings XIV
Limited or its designee pursuant to that certain loan sale deed,
and (ii) the form and manner of the mailed notice of the Sale.

Flynn said he has significant financial and legal interests in the
Blackrock Loans because he is a guarantor of the loans, holds
equity in the hospital that is party to the loans, and is a
director of the hospital.  Flynn and Dr. Joseph Sheehan initially
were participants in a consortium bidding on the Blackrock Loans.
This bidding consortium formed acquisition vehicle JCS Investment
Holdings XIV Limited to bid on the assets and consummate the sale
pursuant to a Loan Sale Deed drafted by the Debtor and presented
to JCS.

Flynn also noted that although the Asset Purchase Agreement
require the purchaser to grant a full release regarding IBRC,
after the close of bidding, and on the evening prior to the
signing of the Loan Sale Deed, the Special Liquidators added the
Third Party Releases to section 12.6 in the APA requiring the
purchaser to release non-debtor parties, specifically, the
defendants in the RICO Action.  The U.S. Court previously
determined the parties named in the Third Party Release are
unrelated to the Debtor or the estate.

The Additional Terms, Flynn argued, are completely new and were
added after the auction was over.  They neither were contained in
the original bid documents nor were they part of the Original APA
distributed to prospective bidders.

Flynn further argued that:

   -- the new additional terms violate the U.S. Bankruptcy Code
      and should void the sale

   -- the additional terms are a collateral attack on the Court's
      Order

   -- the additional terms were forced upon the purchaser without
      business justification

   -- the Court should strike the additional terms because they
      discriminate against Flynn, an American citizen

   -- the additional terms do not satisfy Section 1522(a) because
      they deprive Flynn Ownership of the Blackrock Loans and do
      not benefit the estate

Mr. Flynn also argued that:

   -- the Court should condition any approval of the sale motions
      on the bank submitting a bond in the amount of $36 million
      to protect the Flynn Parties' interest

   -- approval of the sale motions should be conditioned on the
      special liquidators posting a bond in the amount of $36
      Million

   -- the purchaser is not entitled to a good faith finding
      pursuant to Sec. 363(m) of the Bankruptcy Code.

The Flynn Parties are pursuing litigation in New York with respect
to many of the complaints raised in their objection to the Sale
Motions, as well as an Appeal of the recognition of the Chapter
15.

Counsel to John Flynn can be reached at:

         Scott J. Leonhardt, Esq.
         Frederick B. Rosner, Esq.
         Andrew J. Roth-Moore, Esq.
         THE ROSNER LAW GROUP
         824 N. Market Street, Suite 810
         Wilmington, DE 19801
         Tel: (302) 777-1111
         E-mail: leonhardt@teamrosner.com

              - and -

         Lawrence Daniel O'Neill
         O'NEILL & COMPANY
         240 Central Park South New York, NY 10019
         Tel: 917-675-4864
         E-mail: doneill@oneill-company.com

Counsel to the Flynn Parties can be reached at:

         Leonard Zack, Esq.
         405 Park Avenue, 10th Floor
         New York, NY 10022
         Tel: 212-754-4050
         E-mail: leonardzack@lzack.com

               About Irish Bank Resolution

Irish Bank Resolution Corp., the liquidation vehicle for what was
once one of Ireland's largest banks, filed a Chapter 15 petition
(Bankr. D. Del. Case No. 13-12159) on Aug. 26, 2013, to protect
U.S. assets of the former Anglo Irish Bank Corp. from being
seized by creditors.  Irish Bank Resolution sought assistance
from the U.S. court in liquidating Anglo Irish Bank Corp. and
Irish Nationwide Building Society.  The two banks failed and were
merged into IBRC in July 2011.  IBRC is tasked with winding them
down and liquidating their assets.  In February, when Irish
lawmakers adopted the Irish Bank Resolution Corp., IBRC was
placed into a special liquidation in the Irish High Court to
complete liquidation and distribution of the two banks' assets.

IBRC's principal asset as of June 2012 was a loan portfolio
valued at some EUR25 billion (US$33.5 billion). About 70 percent
of the loans were to Irish borrowers. Some 5 percent of the
portfolio was under U.S. law, according to a court filing.  Total
liabilities in June 2012 were about EUR50 billion, according
to a court filing.

Most assets in the U.S. have been sold already.  IBRC is involved
in lawsuits in the U.S.

IBRC was granted protection under Chapter 15 of the U.S.
Bankruptcy Code in December 2013.

Kieran Wallace and Eamonn Richardson of KPMG have been named the
special liquidators.


IRISH BANK: Flynn Parties Want $36M Bond on Massive Loan Sale
-------------------------------------------------------------
Law360 reported that the borrowers who claim they were overcharged
millions by Chapter 15 debtor Irish Bank Resolution Corp. Ltd.'s
predecessor, Anglo Irish Bank, objected to the proposed sale of
its multibillion-dollar loan portfolio, unless the bank puts up a
$36 million bond for their benefit.

According to the report, in a motion before the Delaware
bankruptcy court, the group of borrowers led by John Flynn, the
main opposition to IBRC's petition for Chapter 15 recognition,
argued against the liquidation of all of the debtors assets in the
United States.

                    About Irish Bank Resolution

Irish Bank Resolution Corp., the liquidation vehicle for what was
once one of Ireland's largest banks, filed a Chapter 15 petition
(Bankr. D. Del. Case No. 13-12159) on Aug. 26, 2013, to protect
U.S. assets of the former Anglo Irish Bank Corp. from being
seized by creditors.  Irish Bank Resolution sought assistance
from the U.S. court in liquidating Anglo Irish Bank Corp. and
Irish Nationwide Building Society.  The two banks failed and were
merged into IBRC in July 2011.  IBRC is tasked with winding them
down and liquidating their assets.  In February, when Irish
lawmakers adopted the Irish Bank Resolution Corp., IBRC was
placed into a special liquidation in the Irish High Court to
complete liquidation and distribution of the two banks' assets.

IBRC's principal asset as of June 2012 was a loan portfolio
valued at some EUR25 billion (US$33.5 billion). About 70 percent
of the loans were to Irish borrowers. Some 5 percent of the
portfolio was under U.S. law, according to a court filing.  Total
liabilities in June 2012 were about EUR50 billion, according
to a court filing.

Most assets in the U.S. have been sold already.  IBRC is involved
in lawsuits in the U.S.

IBRC was granted protection under Chapter 15 of the U.S.
Bankruptcy Code in December 2013.

Kieran Wallace and Eamonn Richardson of KPMG have been named the
special liquidators.


IRONSTONE GROUP: Incurs $59,500 Net Loss in First Quarter
---------------------------------------------------------
Ironstone Group, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $59,524 for the three months ended March 31, 2014, as compared
with a net loss of $37,560 for the same period during the prior
year.

The Company's balance sheet at March 31, 2014, showed $2.63
million in total assets, $1.69 million in total liabilities and
$935,836 in total stockholders' equity.

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

                        http://is.gd/FPB2ko

                       About Ironstone Group

San Francisco, Calif.-based Ironstone Group, Inc., and
subsidiaries have no operations but are seeking appropriate
business combination opportunities.

Ironstone reported a net loss of $169,747 in 2013 as compared with
a net loss of $141,392 in 2012.

Burr Pilger Mayer, Inc., in San Francisco, CA, 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 recurring net losses and negative cash flows
from operations that raise substantial doubt about its ability to
continue as a going concern.


ISC8 INC: Delays First Quarter Form 10-Q for Review
---------------------------------------------------
ISC8 Inc. filed with the U.S. Securities and Exchange Commission a
Notification of Late Filing on Form 12b-25 with respect to its
quarterly report on Form 10-Q for the quarter ended March 31,
2014.

"The Company's Quarterly Report on Form 10-Q for the quarterly
period ended March 31, 2014 cannot be filed within the prescribed
time period because the Company requires additional time for
compilation and review to insure adequate disclosure of certain
information required to be included in the Quarterly Report on
Form 10-Q, including the XBRL (eXtensible Business Reporting
Language) Interactive Data Files for the financial statements and
notes included in Part I, Item 1 of the Quarterly Report.  The
Company's Quarterly Report on Form 10-Q for the quarterly period
ended March 31, 2014 will be filed on or before the 5th calendar
day following the prescribed due date."

                            About ISC8 Inc.

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

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

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

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


IVEDA SOLUTIONS: Albert Wong & Co. Raises Going Concern Doubt
-------------------------------------------------------------
Iveda Solutions, Inc., reported a net loss of $6.8 million on
$3.34 million of total revenue in 2013, compared with a net loss
of $3.84 million on $3.61 million of total revenue in 2012.

Albert Wong & Co. 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 a
significant accumulated deficit.  In addition, the Company
continues to experience negative cash flows from operations.

The Company's balance sheet at Dec. 31, 2013, showed $3.68 million
in total assets, $3.16 million in total liabilities, and
stockholders' equity of $521,809.

The Company filed this month with the U.S. Securities and Exchange
Commission an amendment to its annual report on Form 10-K for the
year ended Dec. 31, 2013.  A copy of the Form 10-K/A is available
at http://is.gd/zR3HHx

Mesa, Ariz.-based Iveda Solutions, Inc., sells and installs video
surveillance equipment, primarily for security purposes and
secondarily for operational efficiencies and marketing, and
provides video hosting in-vehicle streaming video, archiving, and
real-time remote surveillance services with a proprietary
reporting system, DS(TM) (Daily Surveillance Report), to a variety
of businesses and organizations.


KAWISH LLC: Tim Blixseth's Medina Home Placed in Chapter 11
-----------------------------------------------------------
Kawish LLC, based in Medina, Wash., filed for Chapter 11 bankruptc
(Bankr. W.D. Wash. Case No. 14-13594) on May 8, 2014, in Seattle,
listing under $10 million in both assets and debts.  Judge Marc
Barreca oversees the case.  Paul E. Brain, Esq., at Brain Law Firm
PLLC, serves as the Debtor's counsel.  The The petition was signed
by Timothy L. Blixseth, manager.  A list of the Debtor's four
largest unsecured creditors is available for free at
http://bankrupt.com/misc/wawb14-13594.pdf

Kawish LLC is the corporate entity created by Mr. Blixseth that
owns his waterfront home in Medina.  Rami Grunbaum, writing for
The Seattle Times, reported that the bankruptcy filing was made to
forestall a trustee sale on the assets.

Mr. Blixseth is a former Forbes 400 member and founder of the
Yellowstone Mountain Club.

The Seattle Times recounts that the Kawish LLC paid $7.9 million
for the 5-bedroom, 6,000-square-foot Medina house in 2007,
according to county records.  Kawish filed for Chapter 11
protection May 8, a day before the home was scheduled to be sold
to satisfy a $590,000 debt.


KINDRED HEALTHCARE: Moody's Revises Rating Outlook to Negative
--------------------------------------------------------------
Moody's Investors Service revised the rating outlook of Kindred
Healthcare, Inc. to negative from stable. Moody's also affirmed
the existing ratings of Kindred, including the B1 Corporate Family
Rating and B1-PD Probability of Default Rating. The change in the
rating outlook follows Kindred's announcement of its proposal to
acquire the equity of Gentiva Health Services, Inc. for a
combination of cash and stock.

The change in the rating outlook to negative reflects Moody's
expectation that a successful completion of the acquisition of
Gentiva could result in higher adjusted leverage and will increase
reliance on Medicare reimbursement. Moody's also believes that
there could be integration risks as the acquisition would be
relatively large compared to Kindred's existing business and would
significantly increase the size of its smallest operating segment.
The negative outlook also reflects Moody's view that Kindred may
need to raise its offer price in order to complete the proposed
deal, and that the magnitude of the transaction presents a more
aggressive posture by Kindred's management concerning its growth
plans.

The following ratings have been affirmed:

Corporate Family Rating at B1

Probability of Default Rating at B1-PD

Senior secured term loan B at B1 (LGD3, 43%)

Senior unsecured notes at B3 (LGD 5, 84%)

Speculative Liquidity Rating at SGL-2

Ratings Rationale

Kindred's B1 Corporate Family Rating reflects Moody's expectation
that the company will continue to operate with high leverage for
the rating category. Moody's expects that the company will begin
to grow revenue and EBITDA off of a lower base now that the
majority of its repositioning strategy, which included the selling
or exiting of noncore assets and markets, is significantly
complete. Moody's also considers the scale and diversity of the
company and its position as one of the largest post acute care
service providers with a significant presence across the post
acute care continuum. However, the rating also incorporates
Moody's consideration of risk associated with a high reliance on
the Medicare program as a source of revenue and the expectation
that the company will pursue acquisitions to fill out service line
offerings in certain targeted markets.

If the company is unable to reduce and sustain adjusted debt to
EBITDA below 5.0 times, the rating could be downgraded. This could
result if the company uses more debt than anticipated to acquire
Gentiva or if the cash consideration increases materially from
what has been offered to date. This could also result from
negative developments in Medicare reimbursement in the company's
various sectors.

Given the company's high leverage and Moody's expectation of
ongoing reimbursement pressure in the post acute care sectors, an
upgrade of the rating is not likely in the near term. However, the
rating could be upgraded if Moody's comes to expect adjusted
leverage to be reduced and sustained below 4.5 times as a result
of continued growth, operational improvements and/or debt
repayment.

The principal methodology used in this rating was the Global
Healthcare Service Providers published in December 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.

Kindred Healthcare, Inc., through its subsidiaries, operates long
term acute care hospitals, inpatient rehabilitation facilities,
skilled nursing facilities, assisted living facilities, a contract
rehabilitation services business and a home health and hospice
business across the US. For the twelve months ended March 31, 2014
the company recognized revenue of approximately $4.9 billion after
considering the provision for doubtful accounts.


LIBERATOR INC: Incurs $104,000 Net Loss in March 31 Quarter
-----------------------------------------------------------
Liberator, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $104,261 on $3.94 million of net sales for the three months
ended March 31, 2014, as compared with a net loss of $179,265 on
$3.56 million of net sales for the same period in 2013.

For the nine months ended March 31, 2014, the Company reported a
net loss of $36,091 on $11.45 million of net sales as compared
with a net loss of $69,080 on $10.75 million of net sales for the
same period last year.

The Company's balance sheet at March 31, 2014, showed $3.37
million in total assets, $4.94 million in total liabilities and a
$1.56 million total stockholders' deficit.

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

                        http://goo.gl/sxsOUU

                        About Liberator Inc.

Atlanta, Georgia-based Liberator is a vertically integrated
manufacturer that designs, develops and markets products and
accessories that enhance intimacy.  Liberator is also a nationally
recognized brand trademark, brand category and a patented line of
products commonly referred to as sexual positioning shapes and sex
furniture.

Liberator, Inc., incurred a net loss of $288,485 on $13.84 million
of net sales for the year ended June 30, 2013, as compared with a
net loss of $782,417 on $14.47 million of net sales during the
prior year.

Liggett, Vogt & Webb, P.A., in Boynton Beach, Florida, issued a
"going concern" qualification on the consolidated financial
statements for the year ended June 30, 2013.  The independent
auditors noted that the Company has a net loss of $288,485, a
working capital deficiency of $1,233,352, an accumulated deficit
of $8,047,685 and a negative cash flow from continuing operations
of $103,765.  These factors raise substantial doubt about the
Company's ability to continue as a going concern.


LIME ENERGY: Incurs $2.6 Million Net Loss in First Quarter
----------------------------------------------------------
Lime Energy Co. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
available to common stockholders of $2.63 million on $12.28
million of revenue for the three months ended March 31, 2014, as
compared with a net loss of $6.70 million on $11.21 million of
revenue for the same period in 2013.

The Company's balance sheet at March 31, 2014, showed $27.05
million in total assets, $18.78 million in total liabilities and
$8.26 million in total stockholders' equity.

As of March 31, 2014, the Company had cash and cash equivalents of
$2.4 million (including restricted cash of $500,000), compared to
$7.4 million (including $500,000 of restricted cash) as of
Dec. 31, 2013.

"We continued our trends toward lower operating costs and higher
gross profit margins during the first quarter of 2014," stated
Adam Procell, Lime Energy president & CEO.  "We continue to
deliver for our utility partners as we drive innovative solutions
that are bringing energy efficiency at scale to small businesses
as never before."

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

                        http://is.gd/TB2zi7

                          About Lime Energy

Headquartered in Huntersville, North Carolina, Lime Energy Co. --
http://www.lime-energy.com-- is engaged in planning and
delivering clean energy solutions that assist its clients in their
energy efficiency and renewable energy goals.  The Company's
solutions include energy efficient lighting upgrades, energy
efficient mechanical and electrical retrofit and upgrade services,
water conservation, building weatherization, on-site generation
and renewable energy project development and implementation.  The
Company provides energy solutions across a range of facilities,
from high-rise office buildings, distribution facilities,
manufacturing plants, retail sites, multi-tenant residential
buildings, mixed use complexes, hospitals, colleges and
universities, government sites to small, single tenant facilities.

Lime Energy disclosed in regulatory filings in July 2013 it is in
discussions with PNC Bank about entering into a forbearance
agreement in which they would agree not to accelerate a loan for a
period of time while the Company attempts to correct the gas flow
issue and sell its landfill-gas facility.  The bank is considering
the Company's request.

Lime Energy reported a net loss available to common stockholders
of $18.51 million in 2013 following a net loss of $31.81 million
in 2012.

BDO USA, LLP, in Chicago, Illinois, did not issue a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  BDO USA previously issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2012.  The independent
auditors noted that the Company has suffered recurring losses and
negative cash flow from operations that raise substantial doubt
about its ability to continue as a going concern.


LIQUIDNET HOLDINGS: Moody's Rates $174MM 1st Lien Secured Debt B3
-----------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to the new $175
million senior secured first lien term loan arranged by Liquidnet
Holdings, Inc., and affirmed the company's corporate family rating
at B3. The proceeds of the loan will be used to refinance existing
debt, finance the Vega-Chi acquisition, a fixed income trading
platform, and for general corporate purposes. The outlook is
stable.

Ratings Rationale

The B3 rating reflects Liquidnet's core franchise, an electronic
marketplace or dark pool providing a venue for buy-side
institutional investors to anonymously buy and sell large blocks
of equity securities directly amongst themselves, using a variety
of execution order strategies and accessing deep trading
liquidity. Liquidnet's business model allows these investors to
execute large trades with lower market impact than at many lit or
dark execution venues. These matched trades generate commissions,
which accounted for 99% of revenues in 2013. The rating also
reflects the limited credit and market risk entailed in
Liquidnet's business model and the simplicity of its balance
sheet.

The rating also incorporates Liquidnet's limited business
diversification, the firm's revenue erosion since 2009, the
ongoing SEC investigation, and modest profitability and debt
leverage. While Liquidnet is capable of generating high earnings
and cash flow in a high volume environment, its pretax earnings
and EBITDA also erode quickly in downturns, given the firm's high
operating leverage.

An increase in revenues and cash flow generation, an improvement
of debt leverage and interest coverage ratios, a successful
closure of the ongoing SEC investigation, or a combination of
these factors could put upward pressure on the rating. Conversely,
revenue deterioration and corresponding declining debt leverage
metrics, regulatory review of market infrastructure that results
in limitations on business practices and pressures volumes, or a
combination of these factors could put downward pressure on the
rating.


METALICO INC: Obtains Waiver From Senior Secured Lenders
--------------------------------------------------------
Metalico, Inc. on May 15 disclosed that it continued to generate
positive cash flow, turned inventory, and reduced outstanding debt
to $116.5 million as of March 31, 2014, from $127.4 million at
December 31, 2013.  The decrease was principally due to the
application of cash generated from operations to reduce the
Company's revolving credit facility balance.

Metalico had cash on hand of $5.0 million and availability under
the revolving credit facility of $22.5 million at March 31.  The
decrease in reported working capital at quarter-end principally
resulted from the reclassification of debt from long term to short
term.

The Company obtained a waiver from its senior secured lenders for
a failure to comply with a maximum leverage ratio covenant as of
March 31, 2014.  Availability under the revolving credit facility
has not been affected by the waiver and the Company's business
operations continue as usual.  Metalico's ability to draw funds
under its financing agreement to redeem the $23.4 million
principal balance of its 7% Convertible Notes in the event of a
put on June 30 is contingent upon continued compliance with the
covenants in the financing agreement and the consent of the
lenders.  The Company intends to work with Note holders to reach
an agreement that will satisfy the holders' optional repurchase
right, which may include the sale of assets, extension of the Note
holders' repurchase right, or issuance of new debt or equity or a
combination of both.

The disclosure was made in Metalico's earnings release for the
first quarter ended March 31, 2014, a copy of which is available
for free at http://is.gd/UjRmiN


                          About Metalico

Metalico, Inc. is a holding company with operations in two
principal business segments: ferrous and non-ferrous scrap metal
recycling, and fabrication of lead-based products. The Company
operates recycling facilities in New York, Pennsylvania, Ohio,
West Virginia, New Jersey, Texas, and Mississippi and lead
fabricating plants in Alabama, Illinois, and California.
Metalico's common stock is traded on the NYSE MKT under the symbol
MEA.


METRO AFFILIATES: Liquidating Plan Approval Hearing Set for June 9
------------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Atlantic Express Transportation Corp., a former
school-bus operator, will be in court in Manhattan on June 9 for a
confirmation hearing at which the bankruptcy judge will consider
approving a liquidating Chapter 11 plan.

A substantial majority of the Debtors' assets have already been
liquidated during the pendency of their Chapter 11 Cases and the
Debtors have ceased operating their business of providing
transportation services.  Thus, the Plan provides for the
liquidation of substantially all of the remaining property of the
Debtors' Estates, which consists of (a) any and all Estate Causes
of Action, (b) the Other GUC Escrow, (c) the Other Liquidating
Trust Fund Escrow and (d) any and all remaining Unencumbered
Assets, and the proceeds of each of items (a) to (d).

The Plan embodies a global settlement among the Debtors, the
Creditors Committee, Wells Fargo and Wayzata for a fair allocation
of the Debtors' remaining assets.  Wayzata holds a substantial
majority of the Debtors' Notes.  Among other things, the
Settlement provides that proceeds of the Noteholders' Collateral
will be used to pay certain administrative expenses.

The Plan designates seven classes of claims and interests.
General unsecured claims will be entitled to a pro rata recovery
on available funds.

Confirmation of the Plan will not discharge the Debtors from any
of their debts which arose prior to the Petition Date, however,
Confirmation will make the Plan binding upon the Debtors, their
Creditors, Holders of Claims and Interests, the Liquidating Trust
and other parties in interest regardless of whether they have
accepted the Plan.

The Plan is premised on the substantive consolidation of all of
the Debtors with respect to the treatment of all Claims and
Interests.

                      About Metro Affiliates

Staten Island, New York-based Metro Affiliates, Inc., and its
subsidiaries sought protection under Chapter 11 of the Bankruptcy
Code on Nov. 4, 2013 (Bankr. S.D.N.Y. Case No. 13-13591).  The
case is assigned to Judge Sean Lane.  In its schedules, Metro
Affiliates disclosed $14,438,351 in total assets and $163,562,007
total liabilities.

Lisa G. Beckerman, Esq., and Rachel Ehrlich Albanese, Esq., at
Akin Gump Strauss Hauer & Feld LLP, in New York; and Scott L.
Alberino, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
Washington, D.C., represent the Debtors.  Silverman Shin & Byrne
PLLC serves as special counsel.  Rothschild Inc. serves as the
Debtors' investment banker, while Kurtzman Carson Consultants LLC
serves as their claims and noticing agent.

The Joint Chapter 11 Plan of Liquidation filed by Metro
Affiliates, Inc. and its debtor affiliates embodies a global
settlement among the Debtors, the Creditors Committee, Wells Fargo
and Wayzata for a fair allocation of the Debtors' remaining
assets.  Wayzata holds a substantial majority of the Debtors'
Notes.  Among other things, the Settlement provides that proceeds
of the Noteholders' Collateral will be used to pay certain
administrative expenses.

Wells Fargo Bank, National Association, as agent for a consortium
of DIP lenders, is represented by Jonathan N. Helfat, Esq., at
Otterbourg, Steindler, Houston & Rosen, P.C., in New York.

The Bank of New York Mellon as indenture trustee and collateral
agent for prepetition noteholders, is represented by James
Gadsden, Esq., at Carter, Ledyard & Milburn LLP, in New York.
Certain Noteholders are represented by Kristopher M. Hansen, Esq.,
at Stroock & Stroock & Lavan LLP, in New York.

The U.S. appointed a three-member official committee of
unsecured creditors represented by Farrell Fritz, P.C.
PricewaterhouseCoopers LLP serves as the Committee's
Financial advisors.

This is Metro Affiliates' third trip to Chapter 11.  The Company,
together with its subsidiaries, previously sought protection under
Chapter 11 of the Bankruptcy Code on Aug. 16, 2002 (In re Metro
Affiliates, Inc., Case No. 02-42560 (PCB), Bankr. S.D.N.Y.).  A
plan in the second Chapter 11 case was confirmed in September
2003.  The first bankruptcy was in 1994.


MF GLOBAL: Brokerage Creditors to Get Distributions
---------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the trustee for MF Global Inc. took the first step
toward full payment of creditors with secured claims and claims
with priority entitled to payment ahead of unsecured claims.

According to the report, James Giddens, the brokerage's trustee,
has filed papers to cap the amount of each unresolved secured and
priority claim.  Knowing the maximum amount of each such claim
will enable Mr. Giddens to make a 100 percent distribution on
approved secured and priority claims as soon as possible.

Now that he's paid all customers in full, Mr. Giddens said, he's
holding more than $4.2 billion, a figure that can grow.  Against
that amount, he received $9.3 billion in secured claims and $4.5
billion in priority claims.  He also received more than 13,400 in
general unsecured claims.  Of the general unsecured claims, he has
resolved 11,100.

The largest single unresolved claim for a cost of the bankruptcy
is $103 million, claimed by Barclays Capital Inc.  Mr. Giddens
said he hopes he can resolve that claim consensually before June
19, when he arranged a hearing to cap secured and priority claims.

Mr. Giddens said he "conservatively" estimates it will cost $850
million in administrative cost to complete the liquidation.

The trustee said that while interim distributions usually aren't
made in bankruptcy liquidations, the amount of money he holds
counsels for making them.  Once he's capped secured and priority
claims, he will file a separate set of papers "in the near term"
capping unsecured claims so he can make interim distributions to
them also.

Mr. Giddens generated a 100 percent recovery on 26,000 customer
claims totaling $6.7 billion.

                        About MF Global

New York-based MF Global -- http://www.mfglobal.com/-- was one of
the world's leading brokers of commodities and listed derivatives.
MF Global provides access to more than 70 exchanges around the
world.  The firm also was one of 22 primary dealers authorized to
trade U.S. government securities with the Federal Reserve Bank of
New York.  MF Global's roots go back nearly 230 years to a sugar
brokerage on the banks of the Thames River in London.

On Oct. 31, 2011, MF Global Holdings Ltd. and MF Global Finance
USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y.
Case Nos. 11-15059 and 11-5058), after a planned sale to
Interactive Brokers Group collapsed.  As of Sept. 30, 2011, MF
Global had $41,046,594,000 in total assets and $39,683,915,000 in
total liabilities.

On Nov. 7, 2011, the United States Trustee appointed the statutory
creditors' committee in the Debtors' cases.  At the behest of the
Statutory Creditor's Committee, the Court directed the U.S.
Trustee to appoint a chapter 11 trustee.  On Nov. 28, 2011, the
Bankruptcy Court entered an order approving the appointment of
Louis J. Freeh, Esq., of Freeh Group International Solutions, LLC,
as Chapter 11 trustee.

On Dec. 19, 2011, MF Global Capital LLC, MF Global Market Services
LLC and MF Global FX Clear LLC filed voluntary Chapter 11
petitions (Bankr. S.D.N.Y. Case Nos. 11-15808, 11-15809 and
11-15810).  On Dec. 27, the Court entered an order installing Mr.
Freeh as Chapter 11 Trustee of the New Debtors.

On March 2, 2012, MF Global Holdings USA Inc. filed a voluntary
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-10863), and Mr.
Freeh also was installed as its Chapter 11 Trustee.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

The Chapter 11 Trustee has tapped (i) Freeh Sporkin & Sullivan
LLP, as investigative counsel; (ii) FTI Consulting Inc., as
restructuring advisors; (iii) Morrison & Foerster LLP, as
bankruptcy counsel; and (iv) Pepper Hamilton as special counsel.

The Official Committee of Unsecured Creditors has retained
Capstone Advisory Group LLC as financial advisor, while lawyers at
Proskauer Rose LLP serve as counsel.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.

In April 2013, the Bankruptcy Court approved MF Global Holdings'
plan to liquidate its assets.  Bloomberg News reported that the
court-approved disclosure statement initially told
creditors with $1.134 billion in unsecured claims against the
parent holding company why they could expect a recovery of 13.4%
to 39.1% from the plan.  As a consequence of a settlement with
JPMorgan, supplemental materials informed unsecured creditors
their recovery was reduced to the range of 11.4% to 34.4%.  Bank
lenders will have the same recovery on their $1.174 billion claim
against the holding company.  As a consequence of the settlement,
the predicted recovery became 18% to 41.5% for holders of $1.19
billion in unsecured claims against the finance subsidiary,
one of the companies under the umbrella of the holding company
trustee.  Previously, the predicted recovery was 14.7% to 34% on
bank lenders' claims against the finance subsidiary.


MJC AMERICA: Can Use East West Bank Cash Collateral Thru Aug. 31
----------------------------------------------------------------
U.S. Bankruptcy Judge Sandra R. Klein has approved a stipulation
between MJC America, Ltd., and East West Bank authorizing the
Debtor's continued use of cash collateral until Aug. 31, 2014, to
pay the expenses during the operative period set forth in a budget
and to the extent actually incurred by the Debtor for its business
operations.

A copy of the budget is available for free at:

     http://bankrupt.com/misc/MJCAMERICA_107_cashcollstip.pdf

The Debtor will pay EWB monthly adequate protection payments, in
cash, in the amount of $75,000 each month that the Debtor is
authorized to use cash collateral.  Each monthly payment will be
paid by the 15th day of each month in which the Debtor is
authorized to use cash collateral, commencing on April 16, 2014.
EWB will be allowed to permanently apply the adequate protection
payments to any obligations owed by the Debtor to EWB under the
terms of the credit facility which is secured by property of the
bankruptcy estate.

                         About MJC America

MJC America, Ltd., doing business as Soleus Air System --
http://www.soleusair.com/-- which sells Soleus-branded air
conditioners and heaters in the U.S., filed for Chapter 11
bankruptcy protection (Bankr. C.D. Cal. Case No. 13-39097) in Los
Angeles on Dec. 10, 2013.

David A. Tilem, Esq., is the Debtor's general bankruptcy counsel.
Winston & Strawn LLP serves as special litigation counsel.

MJC disclosed $14.0 million in total assets and $15.9 million
in liabilities in its schedules.  Accounts receivable of
$9.22 million and inventory of $4.12 million comprise most of
the assets.  East West Bank has a scheduled secured claim of
$2.1 million on a line of credit, and Hong Kong Gree Electric
Appliances Sales, Ltd., is owed $4.07 million, but only $288,000
is secured.


MOMENTIVE PERFORMANCE: Plan Disclosure Hearing on June 19
---------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Momentive Performance Inc. filed an explanatory
disclosure statement accompanying a reorganization hashed out with
holders of 85 percent of second-lien notes.

According to the report, the plan was worked out in principle
before the Chapter 11 filing.  Implementation of the plan for the
Waterford, New York-based company will be financed partly by a
$600 million equity-rights offering.  There will be a hearing on
June 19 for approval of the disclosure statement.

Holders of $1.34 billion in 9 percent second-lien notes get all
the new stock, aside from that purchased in the rights offering
and 7.5 percent set aside for a management incentive program.
Those who backstop the rights offering will receive, as a fee, an
additional 5 percent of the stock sold through in the offering.

The report notes that the Plan has a carrot and a stick for
holders of the $1.1 billion in 8.875 percent first-lien notes and
$250 million in 10 percent senior secured notes. If they accept
the plan, they are paid in full in cash, without a so-called make-
whole premium.  If they reject, Momentive retains the right to
roll over the debt by giving them new debt, including any make-
whole a court finds to be owing. Momentive started two lawsuits to
decide if the make-whole is payable or not.

Unsecured trade suppliers are to be paid in full.

Mr. Rochelle points out that although the plan has no payment on
$381.9 million in subordinated notes, the market evidently has a
different concept of the company's value.  The subordinated notes
traded at 3:01 p.m. May 13 for 27.5 cents on the dollar, according
to Trace, the bond-price reporting system of the Financial
Industry Regulatory Authority.

Holders of the $854 million in notes issued by the holding company
will receive whatever cash there is at the holding company, less
the costs of bankruptcy attributable to the holding company.

The draft disclosure statement so far has blanks where creditors
not paid in full later will be told their percentage recoveries.

                   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.

The U.S. Trustee for Region 2 appointed seven members to serve on
the Official Committee of Unsecured Creditors of MPM Silicones LLC
and affiliated debtors.


MONTANA ELECTRIC: Confirmation Hearing Scheduled on June 2
----------------------------------------------------------
The Bankruptcy Court has scheduled the confirmation hearing on
Southern Montana Electric Generation and Transmission Cooperative,
Inc.'s plan of reorganization on June 2, 2014, at 9:00 A.M.

The Court disregarded objections to the approval of the Disclosure
Statement.

Bruce Austin, a member of Beartooth Electric Cooperative, Inc.,
previously objected to the approval of the Disclosure Statement.
Without addressing whether Bruce Austin has standing to object to
confirmation of Debtor's Plan, the Court finds that Bruce Austin's
objections to approval of the Amended Disclosure Statement are
duplicative of the objections to the earlier version of the
Disclosure Statement, and to that extent, are overruled.

The Court notes that the objection filed by Western Area Power
Administration (WAPA) is an "Objection/Clarification of Plan dated
April 21, 2014."  Currently the Debtor's Plan dated April 21, 2014
addresses the possibility of the Members' right, as they may
decide, to dissolve and/or otherwise terminate the ongoing
operation of Reorganized Southern after certain underlying
obligations as set forth in the Plan have been paid.

                         The Amended Plan

Following a deal with members and noteholders, Southern Montana
Electric Generation and Transmission Cooperative, Inc., on April
21, filed an amendment to its reorganization plan and the court-
approved disclosure statement filed by the former Chapter 11
trustee.

The Plan provides for the continued operation of the Debtor for an
estimated four-year period.

The Plan is filed with the support of the four remaining members
of the Debtor consisting of Tongue River Electric Cooperative,
Inc. located in Ashland, Montana; Fergus Electric Cooperative,
Inc. located in Lewistown, Montana; Mid-Yellowstone Electric
Cooperative, Inc. located in Hysham, Montana; and Beartooth
Electric Cooperative, Inc. located in Red Lodge, Montana.

The Plan is also supported by all of the secured noteholders of
the Debtor consisting of The Prudential Insurance Company of
America, Universal Prudential Arizona Reinsurance Company,
Prudential Investment Management, Inc. as successor in interest to
Forethought Life Insurance Company, and Modern Woodmen of America.

Finally, incorporated within the Plan is a settlement reached with
all of the construction lienholders which recorded mechanic liens
against property of the Estate.

According to the latest iteration of the Disclosure Statement, the
Plan reflects a comprehensive settlement among the Debtor, the
members and the noteholders which, from an Estate perspective,
substantially improves upon the terms of a negotiated settlement
between the Noteholders and the Trustee.  The Plan resolves the
issue of the value of the Noteholders' collateral and eliminates
the Noteholders' current claim for a $46 million "make-whole
amount".  The settlement reached with the Noteholders will result
in a material reduction of the Noteholders' debt, interest rate
relief for Reorganized Southern, and a much shorter period of time
term within which the Noteholders' restructured debt is repaid.
The Plan also provides for recoveries to other secured creditors
and distributions to unsecured creditors that are equal to if not
greater than what they would receive if the Debtor were to be
liquidated.

The Debtor said that despite its efforts which resulted in
settlements with virtually all major claim holders in the Chapter
11 case, the Debtor has not obtained the support of the Committee
as of the filing of the Disclosure Statement, however, the Debtor
continues to engage in settlement dialogue with counsel to the
Committee and remains optimistic that resolution can be reached
with the Committee prior to the date of any confirmation hearing.

The Amended Plan proposes to treat claims and interests as
follows:

  -- The secured claims of holders of Series 2010 A and Series
2010 B Notes will be allowed in an aggregate principal amount of
$22.25 million to be satisfied by way of (1) retention by the
indenture trustee and the noteholders of adequate protection
payments, (2) 4-year term promissory notes in the aggregate amount
of $21 million, (3) delivery to the noteholders of a pro rata
basis of the deposit held by Northwestern Energy in the amount of
$1.25 million and (iv) the $1 million of funding for the HGS
Holding Trust.

   -- Holders of general unsecured claims will each receive a pro
rata share of proceeds of avoidance actions up to an amount not to
exceed $1 million.  On the effective date, avoidance actions will
be transferred to a Committee representative.

   -- As to the member reserve account claims, the member reserve
accounts will be maintained in their current amounts, if any, and
held in trust by Reorganized Southern to ensure prompt payment of
the members' power bills.

   -- All member interests and certificates will be retained by
the members.

                  About Southern Montana Electric

Based in Billings, Montana, Southern Montana Electric Generation
and Transmission Cooperative, Inc., was formed to serve five other
electric cooperatives.  The city of Great Falls later joined as
the sixth member.  Including the city, the co-op serves a
population of 122,000.  In addition to Great Falls, the service
area includes suburbs of Billings, Montana.

Southern Montana filed for Chapter 11 bankruptcy (Bankr. D.
Mont. Case No. 11-62031) on Oct. 21, 2011.  Southern Montana
estimated assets of $100 million to $500 million and estimated
debts of $100 million to $500 million.  Timothy Gregori signed the
petition as general manager.

Malcolm H. Goodrich, Esq., and Maggie W. Stein, Esq., at Goodrich
Law Firm, P.C., in Billings, Montana, serve as the Debtor's
counsel.

After filing for reorganization in October, the co-op agreed to a
request for appointment of a Chapter 11 trustee.  Lee A. Freeman
was appointed as the Chapter 11 trustee in December 2011.  He is
represented by Joseph V. Womack, Esq., at Waller & Womack, and
John Cardinal Parks, Esq., Bart B. Burnett, Esq., Robert M.
Horowitz, Esq., and Kevin S. Neiman, Esq., at Horowitz & Burnett,
P.C.

Harold V. Dye, Esq., at Dye & Moe, P.L.L.P., in Missoula, Montana,
represents the Unsecured Creditors' Committee as counsel.

On Nov. 26, 2013, the Bankruptcy Court removed Mr. Freeman as
Chapter 11 trustee for SME, at the behest of Fergus Electric
Cooperative Inc.  Judge Ralph Kirscher said changed circumstances,
such as agreement among the co-op's members on a liquidation plan,
eliminate the need for a trustee.


MONTANA ELECTRIC: Can Access Cash Collateral Thru June 30
---------------------------------------------------------
Judge Ralph B. Kirscher of the U.S. Bankruptcy Corut for the
District of Montana has approved a stipulation extending Southern
Montana Electric Generation and Transmission Cooperative, Inc.'s
use of cash collateral through and until June 30, 2014.

The stipulation was signed by Southern Montana Electric Generation
and Transmission Cooperative, Inc., successor in interest to Lee
A. Freeman, the former duly appointed Chapter 11 trustee for the
Debtor; and certain holders consisting of The Prudential Insurance
Company of America, Universal Prudential Arizona Reinsurance
Company, Prudential Investment Management, Inc., as successor in
interest to Forethought Life Insurance Company, and Modern Woodmen
of America.

The Debtor and the Noteholders agree that:

  (i) the reference in  paragraph 5(a)(i) of the final order
authorizing the use of cash collateral is modified on a
prospective  basis to provide for a date of June 30, 2014;

(ii) the applicable approved budget will be replaced on a
prospective basis with a supplemental budget;

(iii) reference in paragraph 7(c) to the amount of the monthly
payment is amended to reflect that as of Jan. 1, 2014, the cash
component will be adjusted from $1,040,774 to $780,000 and

(iv) the use of cash collateral will be consistent with the terms
of any agreement reached between the Debtor and the Noteholders.

                  About Southern Montana Electric

Based in Billings, Montana, Southern Montana Electric Generation
and Transmission Cooperative, Inc., was formed to serve five other
electric cooperatives.  The city of Great Falls later joined as
the sixth member.  Including the city, the co-op serves a
population of 122,000.  In addition to Great Falls, the service
area includes suburbs of Billings, Montana.

Southern Montana filed for Chapter 11 bankruptcy (Bankr. D.
Mont. Case No. 11-62031) on Oct. 21, 2011.  Southern Montana
estimated assets of $100 million to $500 million and estimated
debts of $100 million to $500 million.  Timothy Gregori signed the
petition as general manager.

Malcolm H. Goodrich, Esq., and Maggie W. Stein, Esq., at Goodrich
Law Firm, P.C., in Billings, Montana, serve as the Debtor's
counsel.

After filing for reorganization in October, the co-op agreed to a
request for appointment of a Chapter 11 trustee.  Lee A. Freeman
was appointed as the Chapter 11 trustee in December 2011.  He is
represented by Joseph V. Womack, Esq., at Waller & Womack, and
John Cardinal Parks, Esq., Bart B. Burnett, Esq., Robert M.
Horowitz, Esq., and Kevin S. Neiman, Esq., at Horowitz & Burnett,
P.C.

Harold V. Dye, Esq., at Dye & Moe, P.L.L.P., in Missoula, Montana,
represents the Unsecured Creditors' Committee as counsel.

On Nov. 26, 2013, the Bankruptcy Court removed Mr. Freeman as
Chapter 11 trustee for SME, at the behest of Fergus Electric
Cooperative Inc.  Judge Ralph Kirscher said changed circumstances,
such as agreement among the co-op's members on a liquidation plan,
eliminate the need for a trustee.


MUSCLEPHARM CORP: J. Greenwell Appointed Chief Operating Officer
----------------------------------------------------------------
MusclePharm Corporation appointed James J. Greenwell as chief
operating officer on May 12, 2014.

Richard Estalella submitted his resignation to MusclePharm as the
Company's chief operating officer.  He will continue to serve as
the Company's president.  Mr. Estalella' resignation was not as a
result of any disagreements between him and the Company with
respect to the Company's operations, policies or practices.  Mr.
Estalella will continue in his position as president of the
Company.

Concurrent with Greenwell's appointment, he has resigned his
position as an independent member of MusclePharm's Board of
Directors.

Pursuant to the Greenwell Agreement, it is anticipated Mr.
Greenwell will receive as compensation a base salary of $275,000
per annum and be eligible to receive a cash bonus in 2014, of up
to $300,000.  Mr. Greenwell will also receive, conditioned upon
receiving approval of the Company's Board of directors, an initial
grant of 100,000 shares of the Company's restricted common stock,
which shall vest as follows: 20 percent per annum throughout the
term of the Greenwell Agreement.

"James has a very strong operational background, coming from one
of the largest material handling companies in the United States.
As a former MusclePharm board member, he has an excellent
understanding of our strategic growth initiatives, which further
enhances the bench strength of the Company's executive management
team," said Pyatt.

"I am very excited to join the MusclePharm team, as the Company
makes it mark on the nutrition industry," Greenwell said.  "I look
forward to helping further the Company's impressive growth and
mission to fuel the engine of sports for all ages and genders."

Mr. Greenwell has served as a director on MusclePharm's board
since October 2012 and has more than 25 years of management
experience.  He has served as Vice President, Voice Products
for Intelligrated, Chairman and CEO of the Datria Systems and
Senior Vice President, Sales and Marketing for DecisionOne.
Previously, he served as a technology executive in a number of
private and public companies.  Mr. Greenwell earned a B.S. from
the College of Business at Michigan State University and an MBA
degree from Saint Mary's College of California.

The Board approved extending contracts with MusclePharm Co-
Founders, Brad Pyatt, Chairman and chief executive officer, and
Cory Gregory, executive vice president of Brand and Social Media,
through 2018.  The board approved the issuance of, subject to
shareholder approval, (i) 500,000 shares of the Company's
restricted common stock to Mr. Pyatt, which will vest 20 percent
per annum through 2018, and (ii) 100,000 shares of the Company's
restricted common stock to Mr. Gregory, which will vest 20 percent
per annum through 2018.

                          Amends Articles

The Board adopted Amended and Restated bylaws on May 12, 2014.
The new Bylaws reflect certain non-substantive changes to conform
to current provisions of Nevada law and to improve style and
readability.  A copy of the Amended and Restated By-laws is
available for free at http://is.gd/Y5U7nU

                          About MusclePharm

Headquartered in Denver, Colorado, MusclePharm Corporation
(OTC BB: MSLP) -- http://www.muslepharm.com/-- is a healthy life-
style company that develops and manufactures a full line of
National Science Foundation approved nutritional supplements that
are 100 percent free of banned substances.  MusclePharm is sold in
over 120 countries and available in over 5,000 U.S. retail
outlets, including GNC and Vitamin Shoppe.  MusclePharm products
are also sold in over 100 online stores, including
bodybuilding.com, Amazon.com and Vitacost.com.

MusclePharm reported a net loss after taxes of $17.71 million in
2013, as compared with a net loss after taxes of $18.95 million in
2012.  The Company's balance sheet at March 31, 2013, showed
$65.61 million in total assets, $30.81 million in total
liabilities and $34.79 million in total stockholders' equity.


NATIVE ENERGY: Section 341(a) Meeting Set on June 19
----------------------------------------------------
A meeting of creditors in the bankruptcy case of Native Energy
Farms, LLC, will be held on June 19, 2014, at 3:00 p.m. at 341s -
Foley Bldg,Rm 1500.  Last day to file proofs of claim will be on
Sept. 17, 2014.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
meeting of creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

Native Energy Farms, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. D. Nev. Case No. 14-13482) on May 16, 2014.  The petition
was signed by Shaun Martin as managing member.  Steven L. Yarmy,
Esq., serves as the Debtor's counsel.  The Debtor disclosed
total assets of $10 million and total liabilities of $1.32
million.  Judge August B. Landis presides over the case.


NATIVE ENERGY: Case Summary & 2 Unsecured Creditors
---------------------------------------------------
Debtor: Native Energy Farms, LLC
        1132 Castle Point Ave.
        Henderson, NV 89074

Case No.: 14-13482

Type of Business: Owner of certain real property totaling 76.66
                  acres located in Goleta, California along the
                  Pacific Coast Highway.

Chapter 11 Petition Date: May 16, 2014

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

Judge: Hon. August B. Landis

Debtor's Counsel: Steven L. Yarmy, Esq.
                  STEVEN L. YARMY - ATTORNEY AT LAW
                  2595 S. Torrey Pines Drive
                  Las Vegas, NV 89146
                  Tel: (702) 586-3513
                  Fax: (702) 586-3690
                  Email: sly@stevenyarmylaw.com

Total Assets: $10 million

Total Liabilities: $1.32 million

The petition was signed by Shaun Martin, managing member.

List of Debtor's two Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Global Guidance Group, LLC         Consulting Fees        $30,000

SMI/ISC Corporation                                    $1,298,000
Attn: Carrie Flodter -
President
4295 S Fort Apache, Suite 130
Las Vegas, NV 89147


NAVISTAR INT'L: Bankrupt Whistleblower Can't Bring $12B FCA Suit
----------------------------------------------------------------
Law360 reported that a Fifth Circuit panel rejected the attempts
of a bankrupt whistleblower to prevent his trustee from
prosecuting a $12 billion False Claims Act suit alleging Navistar
Defense LLC submitted false claims over $3.7 billion in military
vehicles, adding that the whistleblower cannot bring the suit
himself.

According to the report, Circuit Judge Jennifer Walker Elrod,
writing for a unanimous panel, affirmed a district court's
decision that trustee John Dee Spicer had exclusive standing to
bring the FCA suit.

The case is Westbrook Navigator L.L.C., et al v. Navistar, Inc.,
et al., Case No. 12-10858 (5th Cir.).

                   About Navistar International

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

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

The Company's balance sheet at Oct. 31, 2013, showed $8.31 billion
in total assets, $11.91 billion in total liabilities and a $3.60
billion total stockholders' deficit.

                          *     *     *

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

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

In January 2013, Fitch Ratings affirmed the Issuer Default Ratings
(IDR) for Navistar International Corporation and Navistar
Financial Corporation at 'CCC' and removed the Negative Outlook on
the ratings.  The removal reflects Fitch's view that immediate
concerns about liquidity have lessened, although liquidity remains
an important rating consideration as NAV implements its selective
catalytic reduction (SCR) engine strategy. Other rating concerns
are already incorporated in the 'CCC' rating.


NEPHROS INC: Incurs $760,000 Net Loss in First Quarter
------------------------------------------------------
Nephros, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $760,000 on $473,000 of total net revenues for the three months
ended March 31, 2014, as compared with a net loss of $1.24 million
on $521,000 of total net revenues for the same period in 2013.

As of March 31, 2014, the Company had $3.05 million in total
assets, $2.29 million in total liabilities and $766,000 in total
stockholders' equity.

"At March 31, 2014, we had an accumulated deficit of approximately
$101,988,000 and we expect to incur additional losses in the
foreseeable future at least until such time, if ever, that we are
able to increase product sales or license revenue.  We have
financed our operations since inception primarily through the
private placements of equity and debt securities, our initial
public offering, license revenue, and rights offerings," the
Company said in the Form 10-Q.

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

                         http://is.gd/1y0bZd

                            About Nephros

River Edge, N.J.-based Nephros, Inc., is a commercial stage
medical device company that develops and sells high performance
liquid purification filters.  Its filters, which it calls
ultrafilters, are primarily used in dialysis centers and
healthcare facilities for the production of ultrapure water and
bicarbonate.

Nephros, Inc., reported a net loss of $3.69 million in 2013
following a net loss of $3.26 million in 2012.

Rothstein Kass, in Roseland, 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 negative cash flow from operations and net
losses since inception.  These conditions, among others, raise
substantial doubt about its ability to continue as a going
concern.


NEW LIFE INT'L: Files Liquidating Chapter 11 Plan
-------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that New Life International, a charitable organization,
submitted a proposed Chapter 11 plan on April 30 to complete a
liquidation begun in December in the U.S. Bankruptcy Court in
Nashville, Tennessee, its hometown.

According to the report, the disclosure statement filed along with
the plan shows assets with an estimated present value of $34.8
million and $44.7 million in claims by individuals under what two
programs of the organization.  New Life, the report related, said
there's virtually no debt owing to trade creditors.

Among the 683 contributors, 207 with claims of $14.5 million
benefit from reinsurance that New Life bought, the report further
related.  The remainder of the contributors will share from
liquidation of the assets, the report added.

                 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 YORK CITY OPERA: Files Second Exclusivity Motion
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that New York City Opera, once the singing home for the
late coloratura soprano Beverly Sills, is requesting a second
extension of its exclusive right to propose a Chapter 11 plan.

According to the report, the opera, which went dark before
bankruptcy, said all operations have halted aside from its thrift
shop. The company wants exclusive plan-filing rights extended two
months to June 30. A hearing was set for May 20 regarding the new
exclusivity motion.

The opera said it received several expressions of interest about a
"disposition," the report related.  Winning the prior expansion of
exclusivity depended on giving creditors status reports on talks
with third parties. The creditors must keep the talks
confidential.

                    About New York City Opera

New York City Opera, Inc., sought Chapter 11 bankruptcy protection
(Bankr. S.D.N.Y. Case No. 13-13240) on Oct. 3, 2013, estimating
between $1 million and $10 million in both assets and debt.

The petition was signed by George Steel, general manager and
artistic director.  Kenneth A. Rosen, Esq., at Lowenstein Sandler
LLP, serves as the opera's counsel.  Ewenstein Young & Roth LLP
serves as special counsel.


NOBLE LOGISTICS: Selling by Default to Gladstone
------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Noble Logistics Inc. attracted no competing offers,
canceled the auction, and appeared in bankruptcy court for
approval of an offer to sell the business for $14.5 million to
junior secured lender Gladstone Investment Corp.

As reported in the Troubled Company Reporter on March 25, 2014,
NDLI Acquisition is an entity affiliated with Gladstone Investment
Corporation, and the holder of approximately $15 million in
secured debt.

The asset purchase agreement provides for a purchase price of
$14.5 million, plus cure amounts.  The Debtors said the purchase
price is likely to be paid by a combination of credit bidding,
cash and assumption of liabilities.

The Debtors requested a deadline for submission of bids on May 2,
so that if the Debtors receive two or more bids, an auction will
be conducted.  The Debtors requested that a sale hearing take
place no later than May 9.

The Debtors proposes to pay NDLI a break-up fee equal to $200,000
and expense reimbursement for its out-of-pocket expenses, which
are capped at $150,000, if (a) the Court approves an Alternative
Transaction with a Qualified Bidder other than the Proposed
Purchaser and (b) the Debtors consummate that Alternative
Transaction.

                  About Noble Logistics, Inc.

Noble Logistics, Inc. filed a Chapter 11 petition (Bankr. D. Del.
Case No. 14-10442) on Feb. 28, 2014 in Delaware.  Gregg M.
Galardi, Esq., and Emily A. Battersby, Esq. at DLA PIPER LLP,
serve as counsel to the Debtor.  The Debtor estimated $10 million
to $50 million in both assets and liabilities.

On March 24, 2014, Roberta A. DeAngelis, U.S. Trustee Region 3,
notified the Bankruptcy Court that she has been unable to appoint
a creditors committee in the Debtors' Chapter 11 cases due to
insufficient response to the Trustee's communication/contact for
service on the committee.


NXT ENERGY: KPMG LLP Expresses Going Concern Doubt
--------------------------------------------------
NXT Energy Solutions Inc. reported a net loss of C$5.34 million on
C$2.68 million of survey revenues in 2013, compared with net
income of C$2.06 million on C$10.94 million of survey revenues in
2012.

KPMG LLP expressed substantial doubt about the Company's ability
to continue as a going concern, citing that the Company has
accumulated losses and has uncertainty about the timing and
magnitude of future revenue.

The Company's balance sheet at Dec. 31, 2013, showed
C$6.84 million in total assets, C$5.02 million in total
liabilities, and stockholders' equity of C$1.82 million.

The company filed with the U.S. Securities and Exchange Commission
on May 1, 2014, an amendment to its annual report on Form 6-K for
the year ended Dec. 31, 2013.  A copy of the Form 6-K/A is
available at http://is.gd/zDvsPb

NXT Energy Solutions Inc. (TSX-V: SFD; OTC: NSFDF) is a Calgary
based company that provides a unique aerial survey service to the
oil and natural gas exploration industry.  NXT's proprietary
Stress Field Detection ("SFD(R)") survey technology is based on
detecting subtle changes in earth's gravitational field from an
airborne platform.


OMNICOMM SYSTEMS: Incurs $1.5 Million Net Loss in First Quarter
---------------------------------------------------------------
OmniComm Systems, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $1.50 million on $3.18 million of total revenues for
the three months ended March 31, 2014, as compared with a net loss
of $4.54 million on $3.74 million of total revenues for the same
period in 2013.

The Company's balance sheet at March 31, 2014, showed $4.92
million in total assets, $37.88 million in total liabilities and a
$32.95 million total shareholders' deficit.

"We have historically experienced negative cash flows and have
relied on the proceeds from the sale of debt and equity securities
to fund our operations.  In addition, we have utilized stock-based
compensation as a means of paying for consulting and salary
related expenses.  At March 31, 2014, we had working capital
deficit of approximately $17,095,823," the Company stated in the
Quarterly Report.

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

                         http://is.gd/GNKtI1

                        About OmniComm Systems

Ft. Lauderdale, Fla.-based OmniComm Systems, Inc., is a healthcare
technology company that provides Web-based electronic data capture
("EDC") solutions and related value-added services to
pharmaceutical and biotech companies, clinical research
organizations, and other clinical trial sponsors principally
located in the United States and Europe.

OmniComm Systems reported a net loss attributable to common
stockholders of $3.36 million in 2013, following a net loss
attributable to common stockholders of $8.06 million in 2012.

Liggett, Vogt & Webb, P.A., in Boynton Beach, Florida, 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 net losses and
negative cash flows from operations and has utilized debt and
equity financing to help provide working capital, capital
expenditure and R&D needs.  These factors raise substantial doubt
about the Company's ability to continue as a going concern.


OPTIM ENERGY: Cascade Investment Cleared on Dealings
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Cascade Investment LLC, which makes personal
investments for Bill Gates, got a clean bill of health regarding
dealings with bankrupt power-plant owner Optim Energy LLC, which
it owns.

According to the report, Walnut Creek Mining Co., Optim's sole
supplier of coal, alleged in mid-April that Cascade should be
treated solely as an owner and its $713 million in secured debt
should be recharacterized as equity.  On May 13, U.S. Bankruptcy
Judge Brendan L. Shannon in Delaware wrote a 19-page opinion
saying Walnut Creek's allegations didn't make out a "colorable
claim."  As a consequence, the judge barred Walnut Creek from
filing suit attempting to convert Cascade from the primary secured
creditor into nothing more than an equity holder.

                        About Optim Energy

Optim Energy, LLC, and its affiliates are power plant owners
principally engaged in the production of energy in Texas's
deregulated energy market.  Optim owns and operates three power
plants in eastern Texas: the Twin Oaks plant in Robertson County,
Texas, the Altura Cogen plant in Harris County, Texas and the
Cedar Bayou plant in Chambers County, Texas.  The Altura and Cear
Bayou plants are fueled by natural gas, and the third is coal-
fired.

Optim Energy and its affiliates sought Chapter 11 protection from
creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12,
2014.

The Debtors have tapped Bracewell & Giuliani LLP and Morris,
Nichols, Arsht & Tunnell LLP as attorneys; Protiviti Inc. as
restructuring advisors; and Prime Clerk LLC as claims agent.

Optim Energy, LLC scheduled $6,948,418 in assets and $716,561,450
in liabilities.  Optim Energy Cedar Bayou 4, LLC, disclosed
$183,694,097 in assets and $717,646,180 in liabilities as of the
Chapter 11 filing.  The Debtors have $713 million of outstanding
principal indebtedness.

On Feb. 27, 2014, Roberta A. DeAngelis, U.S. Trustee for Region 3,
notified the Bankruptcy Court that she was unable to appoint an
official committee of unsecured creditors in the Debtors' cases.
The U.S. Trustee explained that there were insufficient responses
to her communication/contact for service on the committee.


ORCKIT COMMUNICATIONS: Adjourns Extraordinary Meeting
-----------------------------------------------------
Orckit Communications Ltd.'s extraordinary general meeting of
shareholders scheduled to be held on May 14, 2014, was adjourned
due to the lack of a quorum.  The Company will convene another
general meeting once the terms of the proposed creditor
arrangement are finalized.

                             About Orckit

Tel-Aviv, Israel-based Orckit Communications Ltd. (TASE: ORCT)
engages in the design, development, manufacture and marketing of
advanced telecom equipment to telecommunication service providers
in metropolitan areas.  The Company's products are transport
telecommunication equipment targeting high capacity packetized
metropolitan networks.

Orckit Communications reported a net loss of $5.95 million in
2013, a net loss of $6.46 million in 2012 and a net loss of $17.38
million in 2011.  The Company's balance sheet at Dec. 31, 2013,
showed $9.03 million in total assets, $23.01 million in total
liabilities and a $13.98 million total capital deficiency.

Kesselman & Kesselman, in Tel Aviv, Israel, 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 capital deficiency, recurring losses,
negative cash flows from operating activities and has significant
future commitments to repay its convertible subordinated notes.
These facts raise substantial doubt as to the Company's ability to
continue as a going concern.


OTTER PRODUCTS: Moody's Affirms 'B1' CFR & Rates New Debt 'B1'
--------------------------------------------------------------
Moody's Investors Service has affirmed the ratings, including the
B1 Corporate Family Rating and the B1-PD Probability of Default
rating of Otter Products, LLC.  Concurrently, Moody's assigned a
B1 rating to the company's proposed $100 million senior secured
revolving credit facility due 2019 and a B1 rating to the proposed
$625 million senior secured term loan B due 2020. Proceeds from
the transaction will be used to fund a $250 million distribution
to shareholders and to refinance the existing credit facility.
Ratings on the existing senior secured facilities will be
withdrawn upon completion of the transaction. The rating outlook
is stable.

The following ratings were affirmed:

Corporate Family Rating, affirmed at B1

Probability of Default Rating, affirmed at B1-PD

Rating Outlook, Stable

The following ratings were assigned:

B1 (LGD3, 48%) to the new $100 million senior secured revolving
facility due 2019

B1 (LGD3, 48%) to the new $625 million senior secured term loan B
due 2020

Ratings Rationale

The B1 CFR reflects Otter's continued success in meeting rising
retail demand for its protective smartphone cases and solutions as
demonstrated by its rapid sales growth over the past three years,
robust margins and leading market position. The 2013 acquisition
of LifeProof appears to have bolstered the company's competitive
standing within its niche product offering and should favorably
position Otter to benefit from the expected near-term growth in
smartphone and protective cases. These positive considerations are
tempered by an apparent willingness to operate the company at more
elevated leverage levels in order to accommodate a more aggressive
financial policy coupled with continued concerns about Otter's
high degree of customer (top 4 customers account for 45% of
revenues) and product concentration with Apple accounting for in
excess of 75% of revenues.

The rating continues to incorporate Otter's elevated business risk
given the company's relatively short operating history and
shifting and unpredictable consumer demand in an industry which
remains in its infancy. The rating also reflects the on-going
risks of lower priced substitute products negatively impacting
Otter's share of the protective case market and the potential for
sustained margin pressure resulting from increased competition.

Moody's expects the proposed dividend to be funded through a
combination of cash on hand (approximately $20 million) and a new
$625 million term loan. Debt to EBITDA on a Moody's adjusted basis
is expected to increase by approximately 1.0x from 1.6x to 2.6x.
Moody's note that this is the second such distribution that has
been recently made to shareholders as it follows the January 2014
$60 million dividend which was funded from cash on the balance
sheet. Moody's views the increasingly aggressive financial policy
and willingness to operate the company at more elevated leverage
levels as a growing constraint on the rating, particularly in
light of Otter's relatively early stage positioning within its
life cycle.

Otter's liquidity profile is expected to continue to benefit from
strong cash flow generation coupled with a new $100 million 5-year
revolving credit facility. The revolver is anticipated to have a
maximum total net leverage covenant of 3.25x which should provide
a comfortable cushion with respect to pro forma leverage at close
of the transaction. The liquidity profile is also supported by an
absence of near-term maturity obligations and minimal amortization
on the term loan of approximately $6 million per annum. The
company has a history of returning a large portion of its cash
flows to its owners and Moody's expects this trend to continue
over the near-to-intermediate term.

The B1 rating on the $100 million revolving facility and the $625
million term loan is at the same level as the CFR reflecting its
preponderance within the capital structure. The new senior secured
credit facility is expected to have a first lien claim on all
tangible and intangible assets of the borrowers and the
guarantors.

The stable outlook incorporates expectations that Otter will
continue to meet customer demand while maintaining the strong
position within its niche product category. The outlook also
reflects Moody's expectations of continued top line and earnings
growth while maintaining a good liquidity profile.

Prior to an upgrade Moody's would expect a track record
demonstrating the sustainability of the company's profitability,
cash flow generation and earnings growth as well as better product
diversification. The ratings could be upgraded if the company were
to continue to grow and strengthen its market position while
preserving its high margins and maintaining leverage below 1.5x
for an extended period.

The ratings could be downgraded if operating performance were to
weaken due to a loss of market share or if the company were to
experience operating difficulties meeting customer demands. The
ratings could also be downgraded if additional shareholder
distributions resulted in higher leverage levels or if the company
executed a transformational debt-financed acquisition. Ratings
could also be pressured downwards if there was a deterioration in
the company's liquidity and cash flow profile.

Otter Products LLC, headquartered in Fort Collins, Colorado, is a
designer, manufacturer, marketer and distributer of protective
solutions for the mobile accessory industry. Otter's products
include protective cases, screen protectors and dry boxes that
protect smartphones manufactured by most industry leading original
equipment manufacturers. In May 2013, Otter acquired LifeProof, a
leading provider of waterproof cases in the mobile device
accessory industry. Pro forma combined sales for the fiscal year
ended December 31, 2013 were approximately $925 million. Otter is
owned by the family of Curt Richardson, its founder.

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


PARKS! AMERICA: Incurs $256K Net Loss in March 30 Quarter
---------------------------------------------------------
Parks! America, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $256,354 on $557,148 of total net sales
for the three months ended March 30, 2014, compared with a net
loss of $143,801 on $547,083 of total net sales for the quarter
ended March 31, 2013.

The Company's balance sheet at March 30, 2014, showed
$6.83 million in total assets, $4.34 million in total liabilities,
and stockholders' equity of $2.49 million.

The ability of the Company to continue as a going concern during
the next twelve months continues to depend on the ability of the
Company to generate revenues from operations, to maintain its
existing sources of capital and to meet its existing debt service
obligations or obtain additional sources of capital.

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


                        http://is.gd/BGima2

Pine Mountain, Georgia-based Parks! America, Inc. is the owner and
operator of local and regional theme parks and attractions in the
United States.  The Company owns and operates Wild Animal safari
theme parks located in Pine Mountain, GA and in Strafford,
Missouri.


PEREGRINE FINANCIAL: Wasendorf Given $645 Million Civil Penalty
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Russell R. Wasendorf Sr., the perpetrator of the
Peregrine Financial Group Inc. fraud, was buried under another
$645 million civil penalty resulting from the Ponzi scheme.

According to the report, the fraud was discovered after Wasendorf
tried unsuccessfully to commit suicide in the headquarters'
parking lot.  The U.S. Commodity Futures Trading Commission
immediately began a receivership in U.S. District Court in Chicago
in July 2012, where the judge appointed a receiver and froze the
assets the same day.

A federal district judge in Chicago granted the CFTC's request for
a $645 million civil penalty against Wasendorf, equal to three
times the estimated $215 million theft from customers, the report
related.

The civil penalty was also entered against Peregrine, although the
CFTC agreed that it would be subordinated, with nothing paid until
all claims against Peregrine are paid in full, the report further
related.  Bodenstein didn't object to the subordinated civil
penalty.

The civil penalty isn't Wasendorf's only financial liability
arising from the fraud, the report said.  In his criminal case, he
already was directed to make $215 million in restitution.

                   About Peregrine Financial

Peregrine Financial Group Inc. filed to liquidate under Chapter 7
of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 12-27488)
on July 10, 2012, disclosing between $500 million and $1 billion
of assets, and between $100 million and $500 million of
liabilities.

Earlier that day, at the behest of the U.S. Commodity Futures
Trading Commission, a U.S. district judge appointed a receiver and
froze the firm's assets.  The firm put itself into bankruptcy
liquidation in Chicago later the same day.  The CFTC had sued
Peregrine, saying that more than $200 million of supposedly
segregated customer funds had been "misappropriated."  The CFTC
case is U.S. Commodity Futures Trading Commission v. Peregrine
Financial Group Inc., 12-cv-5383, U.S. District Court, Northern
District of Illinois (Chicago).

Peregrine's CEO Russell R. Wasendorf Sr. unsuccessfully attempted
suicide outside a firm office in Cedar Falls, Iowa, on July 9.

The bankruptcy petition was signed in his place by Russell R.
Wasendorf Jr., the firm's chief operating officer. The resolution
stated that Wasendorf Jr. was given a power of attorney on July 3
to exercise if Wasendorf Sr. became incapacitated.

Peregrine Financial is the regulated unit of the brokerage
PFGBest.


PLANDAI BIOTECHNOLOGY: Incurs $3-Mil. Net Loss in March 31 Qtr.
---------------------------------------------------------------
Plandai Biotechnology, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $3.05 million on $12,554 of revenues for the three
months ended March 31, 2014, as compared with a net loss of $1.03
million on $65,850 of revenues for the same period in 2013.

For the nine months ended March 31, 2014, the Company incurred a
net loss of $7.09 million on $250,859 of revenues as compared with
a net loss of $1.95 million on $313,716 of revenues for the same
period during the prior year.

The Company's balance sheet at March 31, 2014, showed $9.77
million in total assets, $13.20 million in total liabilities and a
$2.14 million total stockholders' deficit.

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

                        http://is.gd/HOjgCg

                           About Plandai

Based in Seattle, Washington, Plandai Biotechnology, Inc., through
its recent acquisition of Global Energy Solutions, Ltd., and its
subsidiaries, focuses on the farming of whole fruits, vegetables
and live plant material and the production of proprietary
functional foods and botanical extracts for the health and
wellness industry.  Its principle holdings consist of land, farms
and infrastructure in South Africa.

Plandai incurred a net loss of $2.96 million on $359,143 of
revenues for the year ended June 30, 2013, as compared with a net
loss of $3.83 million on $74,452 of revenues during the prior
fiscal year.

As reported by the TCR on Feb. 4, 2014, Terry L. Johnson, CPA,
replaced Patrick Rodgers, CPA, P.A., as the Company's independent
accountant.

Patrick Rodgers, CPA, PA, in Altamonte Springs, Florida, issued a
"going concern" qualification on the consolidated financial
statements for the year ended June 30, 2013.  The independent
auditors noted that the Company has incurred losses since
inception, has a negative working capital balance at June 30,
2013, and has a retained deficit, which raises substantial doubt
about its ability to continue as a going concern.


PLC SYSTEMS: Inks Merger Pact with Viveve to Avoid Bankruptcy
-------------------------------------------------------------
PLC Systems Inc. proposed to its shareholders a series of business
transactions.

Mark R. Tauscher, president and chief executive officer of PLC,
said, "The management of PLC has been working diligently for the
past few years to raise the additional capital needed to both fund
our operations as well as our U.S. clinical trial of
RenalGuard(R).  Despite considering every alternative, we have not
been successful in doing so.  To avoid the route of bankruptcy,
which would leave very little if any value for current
shareholders, we have constructed, with our board and advisors, a
series of corporate transactions that we believe will address the
financial needs of the underlying business operations of
RenalGuard, while providing current PLC stockholders with the
ability to participate in a better capitalized public company that
has a strong growth opportunity.  We believe that these
transactions, while complicated, will help preserve the most value
for stockholder's equity in PLC."

The transactions proposed include merging PLC Systems Inc., the
public company, with Viveve, Inc., a private medical device
company pioneering innovative technology in the field of women's
healthcare.  Viveve, a commercial stage company, recently received
regulatory approval for its lead product in Canada, Europe and
Hong Kong, and also sells product into Japan.  Following this
step, it is contemplated that PLC stockholders would own in
aggregate approximately 36.9 percent of the public company, while
Viveve stockholders would own in aggregate approximately 63.1
percent of the public company.

Proposed Business Transaction Steps:

  * Prior to the merger, PLC will transfer its existing RenalGuard
    business, PLC's sole business segment, into an entity called
    RenalGuard Solutions, which will then be sold to GCP IV LLC,
    PLC's principal debt holder, GCP IV LLC, in exchange for the
    cancellation of all debentures held by GCP;

  * In connection with the merger, PLC will undergo a
    recapitalization, including the exchange of shares of PLC
    common stock for outstanding warrants and a 1 for 100 reverse
    stock split;

  * Immediately after the RenalGuard Transfer and the merger, PLC
    will complete a private placement of its common stock and
    warrants to certain accredited investors, including 5AM
    Ventures, GBS Ventures and Alta Bioequities, for total gross
    proceeds of approximately $6,000,000 (including approximately
    $500,000 of bridge debt conversion);

   * Following the merger, PLC will change its name to Viveve
     Medical, Inc. to more accurately reflect its new business;

  * Upon consummation of the merger, the officers and directors of
    Viveve immediately prior to the Merger will become the
    officers and directors of Viveve Medical, Inc. f/k/a PLC; and

  * Initially, Viveve Medical, Inc., will continue to be quoted on
    the OTCQB marketplace maintained by the OTC Market Group Inc.
    under the symbol "PLCSF" but will undertake to change its
    symbol to more accurately reflect the Name Change.

The completion of the merger is contingent upon the satisfaction
of certain conditions included in the merger agreement.  These
conditions include:

  * PLC shareholder approval of the merger and related
    transactions; and

  * Completion of the RenalGuard Transfer prior to closing of the
    merger.

A copy of the Agreement and Plan of Merger is available at:

                         http://is.gd/8qB5kt

Additional information is available for free at:

                         http://is.gd/BKDI7j

                          About PLC Systems

Milford, Massachusetts-based PLC Systems Inc. is a medical device
company specializing in innovative technologies for the cardiac
and vascular markets.  The Company's key strategic growth
initiative is its newest marketable product, RenalGuard(R).
RenalGuard is designed to reduce the potentially toxic effects
that contrast media can have on the kidneys when it is
administered to patients during certain medical imaging
procedures.

PLC Systems reported net income of $3.49 million in 2013, as
compared with a net loss of $8.38 million in 2012.  As of Dec. 31,
2013, the Company had $1.55 million in total assets, $8.20 million
in total liabilities and a $6.64 million total stockholders'
deficit.

McGladrey 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 suffered recurring losses and negative cash flows
from operations, which raises substantial doubt about its ability
to continue as a going concern.


PLUG POWER: Incurs $75.9 Million Net Loss in First Quarter
----------------------------------------------------------
Plug Power Inc reported a net loss attributable to the Company of
$75.85 million on $5.57 million of total revenue for the three
months ended March 31, 2014, as compared with a net loss
attributable to the Company of $8.57 million on $6.44 million of
total revenue for the same period in 2013.

The Company's balance sheet at March 31, 2014, showed $95.20
million in total assets, $46.85 million in total liabilities,
$2.37 million in redeemable preferred stock and $45.97 million in
stockholders' equity.

"We are focused on building a large profitable company," said Andy
Marsh, CEO at Plug Power Inc.  "Investments in the sales team,
hydrogen generation, hydrogen distribution, geographic expansion
and stack technologies are just some of the steps being taken by
Plug Power today to build our future.  We are targeting over $70 M
in revenue for 2014, but these steps are expected to accelerate
growth in the upcoming years."

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

                         http://goo.gl/6l3ysf

                          About Plug Power

Plug Power Inc. is a provider of alternative energy technology
focused on the design, development, commercialization and
manufacture of fuel cell systems for the industrial off-road
(forklift or material handling) market.

KPMG LLP, in Albany, New York, expressed substantial doubt about
Plug Power's ability to continue as a going concern, following
their audit of the Company's financial statements for the year
ended Dec. 31, 2012, citing the Company's recurring losses from
operations and substantial decline in working capital.

                         Bankruptcy Warning

"Our cash requirements relate primarily to working capital needed
to operate and grow our business, including funding operating
expenses, growth in inventory to support both shipments of new
units and servicing the installed base, and continued development
and expansion of our products.  Our ability to meet our future
liquidity needs, capital requirements, and to achieve
profitability will depend upon numerous factors, including the
timing and quantity of product orders and shipments; the timing
and amount of our operating expenses; the timing and costs of
working capital needs; the timing and costs of building a sales
base; the timing and costs of developing marketing and
distribution channels; the timing and costs of product service
requirements; the timing and costs of hiring and training product
staff; the extent to which our products gain market acceptance;
the timing and costs of product development and introductions; the
extent of our ongoing and any new research and development
programs; and changes in our strategy or our planned activities.
If we are unable to fund our operations without additional
external financing and therefore cannot sustain future operations,
we may be required to delay, reduce and/or cease our operations
and/or seek bankruptcy protection," the Company said in its
quarterly report for the period ended Sept. 30, 2013.


POCONO SPRINGS: Foreclosure Sale Today in Northbrook, Ill.
----------------------------------------------------------
A public sale to the highest and best bidder for cash, with
reserve, will be conducted by Revere Finance LLC today, May 19,
2014, at 10:00 a.m. Central Time at the offices of Revere Finance
LLC, 105 Revere Drive - Suite D, Northbrook, IL 60062.  The Revere
Finance is conducting the Public Sale to foreclose the security
interest held by the Secured Party in and to substantially all of
the personal property assets of Pocono Springs Company, including,
without limitation, inventory, equipment, machinery, accounts
receivable and trade fixtures.  The Collateral is located in Mount
Pocono, PA.  The Public Sale of the Collateral, if made, shall be
to the highest and best bidder.  Those participating at the Public
Sale shall be given the opportunity to bid on a competitive basis.
Revere Finance reserves the right to credit bid on any or all of
the Collateral at the Public Sale.

At the Public Sale, the Collateral will be sold "as is" and "where
is" and Revere Finance shall make no representation or warranty,
either express or implied, relating to title, use, quiet
enjoyment, possession, merchantability of fitness for a particular
purpose, condition or the like, all of which are disclaimed, in
the sale or disposition of the Collateral.  Revere Finance
reserves the right to adjourn or cancel the Public Sale.

Revere Finance is represented by:

     COHEN TAUBER SPIEVACK & WAGNER P.C.
     420 Lexington Avenue, Suite 2400
     New York, NY 10170
     Robert A. Boghosian, Esq.
     Tel: (212) 586-5800
     E-mail: rboghosian@ctswlaw.com


PUERTO RICO: Doral Financial Calls for Repayment of Obligations
---------------------------------------------------------------
Doral Financial Corporation, the holding company of Doral Bank,
with operations in Puerto Rico and the U.S., on May 15 called upon
the Government of Puerto Rico, and Puerto Rico Department of
Treasury ("Hacienda"), to honor its obligations, as it repeatedly
committed to do in communications with the financial community
since January of 2013.  Contrary to these commitments, on May 14,
2014, Doral received a letter wherein Hacienda unilaterally
decided that the 2012 Closing Agreement is null and that Doral has
no right to a refund of its overpaid taxes.  Doral is evaluating
its legal options in connection with this letter and anticipates
taking appropriate action to protect its legal rights.

Over the last few weeks, Doral has attempted to provide options to
the Government to assist in the repayment of its debt to Doral.
Instead, Hacienda has sent a letter claiming that its previous
agreement with Doral was now null.

This unilateral action raises serious questions as to whether the
Government will make good on its promises and honor its legal
agreements.  Everyone is aware of the Government's tight fiscal
situation. But the way out of it cannot be for the Government to
default on its obligations and damage its credibility for
generations to come.

Doral's longstanding commitment to Puerto Rico and investment in
the community spans more than 30 years.  Doral is committed to
protecting the interests of all of its stakeholders, including its
stockholders, preferred holders, debt holders and more than 1,200
employees serving approximately 300,000 clients, all of whom could
be affected by these actions.

Doral noted that the facts related to the 2012 Closing Agreement
are very clear:

        --  Doral overpaid its taxes and is due a refund from
Hacienda.

             As previously announced, on April 15, 2014, Doral
received a letter from Hacienda requesting Doral to provide
information to demonstrate that Doral made actual tax payments to
Hacienda that are the subject of the 2012 Closing Agreement
pursuant to which the Government of Puerto Rico agreed to pay back
to Doral its tax over-payments.  On April 23, 2014, Doral
responded to the letter from Hacienda and provided copies of tax
payments made during the applicable tax period.  Copies of Doral's
tax returns and cancelled checks for the tax years in question
show that Doral paid $155 million in taxes over this period and
would have been due interest on the amount paid at a rate of 6%
per year compounded annually from 2000 to present.

        --  Hacienda is in direct violation of its previous
agreement with Doral.

            The 2012 Closing Agreement expressly provided that it
would constitute a violation of the agreement if Hacienda sought
to reopen negotiations concerning the tax refund due to Doral.

        --  Doral has honored its agreement with Hacienda on
behalf of Puerto Rico.

            Doral has acted in good faith by upholding its end of
its agreement with Hacienda to the benefit of the people of Puerto
Rico during a difficult economic environment.  Under the
agreement, Doral expanded its Home Preservation Program by over
$100 million allowing Puerto Rico families to restructure or
refinance their existing loans and remain in their homes.
Furthermore, Doral has modified more than $40 million in
commercial loans to local business owners, in addition to its
extensive investments in community initiatives.

As previously announced, Doral is in the process of developing a
revised capital plan intended to enable the Company to remain in
compliance with the requirements of its regulators.  Among other
things, this revised plan is intended to address a recent
determination by the Federal Deposit Insurance Corporation
regarding the treatment of tax receivables from the Government of
Puerto Rico.

Doral noted that its customer deposits are FDIC-insured to the
fullest extent of the law for up to $250,000 per depositor.


PURADYN FILTER: Incurs $218,000 Net Loss in First Quarter
---------------------------------------------------------
Puradyn Filter Technologies Incorporated filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q disclosing a net loss of $218,086 on $894,303 of net sales
for the three months ended March 31, 2014, as compared with a net
loss of $416,685 on $574,488 of net sales for the same period in
2013.

The Company's balance sheet at March 31, 2014, showed $1.56
million in total assets, $11.96 million in total liabilities and a
$10.40 million total stockholders' deficit.

Kevin G. Kroger, President and COO, stated, "We are encouraged
with our first quarter results.  The increase of 56% in sales and
an increase in order intake of 54% over the same period for last
year provide an optimistic start for 2014."

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

                        http://goo.gl/d6vrHc

                        About Puradyn Filter

Boynton Beach, Fla.-based Puradyn Filter Technologies Incorporated
(OTC BB: PFTI) designs, manufactures and markets the puraDYN's Oil
Filtration System.

Puradyn Filter reported a net loss of $1.33 million on $2.53
million of net sales for the year ended Dec. 31, 2013, as compared
with a net loss of $2.22 million on $2.56 million of net sales
during the prior year.

Liggett, Vogt & Webb, P.A., in Boynton Beach, Florida, 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 net loss of $1,333,292,
negative cash flow from operations of $957,941, a working capital
deficiency of $769,907 and a stockholders' deficiency of
$10,227,875.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.


RADIOSHACK CORP: Lenders Take Hard Line On Store Closings
---------------------------------------------------------
Richard Collings, writing for The Deal, reported that RadioShack
Corp.'s lenders are utilizing a provision that requires their
approval for the closing of more than 200 stores to renegotiate
the terms of $835 million in financing provided to the retailer
last year, a source said.

According to the report, the Fort Worth-based retailer said in an
8-K filing on May 8 with the Securities and Exchange Commission
that after having sought approval from its lenders to close up to
1,100 stores, it was unwilling to accept the lenders' terms to
gain their approval.  As a consequence, it said it would close
fewer stores and find other means to reduce costs, the report
related.

RadioShack did not reveal the terms the lenders were seeking to
renegotiate and declined to comment for this article, the Deal
further related.  The financing included a $585 million senior
secured revolving credit facility led by GE Capital Corporate
Retail Finance and a $250 million secured term loan led by Salus
Capital Partners LLC, the Deal noted.

                   About Radioshack Corporation

RadioShack (NYSE: RSH) -- -- http://www.radioshackcorporation.com
-- is a national retailer of innovative mobile technology products
and services, as well as products related to personal and home
technology and power supply needs.  RadioShack's retail network
includes more than 4,300 company-operated stores in the United
States, 270 company-operated stores in Mexico, and approximately
1,000 dealer and other outlets worldwide.

Radioshack disclosed a net loss of $139.4 million in 2012, as
compared with net income of $72.2 million in 2011.  The Company's
balance sheet at Sept. 30, 2013, showed $1.60 billion in total
assets, $1.21 billion in total liabilities and $394 million in
total stockholders' equity.

                           *     *     *

As reported by the TCR on Dec. 26, 2013, Standard & Poor's Ratings
Services raised the corporate credit rating on the Fort Worth,
Texas-based RadioShack Corp. to 'CCC+' from 'CCC'.  "The upgrade
reflects an improved liquidity position with a recent financing
that increased funded debt by $125 million and increased the
company's revolving credit borrowing capacity, which improved
the company's liquidity by approximately $200 million," said
credit analyst Charles Pinson-Rose.

In the Dec. 30, 2013, edition of the TCR, Fitch Ratings has
affirmed its 'CCC' Long-term Issuer Default Rating (IDR) on
RadioShack Corporation.  The IDR reflects the significant decline
in RadioShack's profitability and cash flow, which has become
progressively more pronounced over the past two years.

As reported by the TCR on March 6, 2013, Moody's Investors Service
downgraded RadioShack Corporation's corporate family rating to
Caa1 from B3 and probability of default rating to Caa1-PD from B3-
PD.  RadioShack's Caa1 Corporate Family Rating reflects Moody's
opinion that the overall business strategy of the company to
reverse the decline in profitability has not gained any traction.

Troubled Company Reporter, citing The Wall Street Journal,
reported on March 5, 2014, that RadioShack plans to cut back its
store count, after a sharp drop in sales over the holidays left it
with a $400 million loss in 2013.  The electronics retailer said
it could close as many as 1,100 U.S. stores -- one out of every
four that it operates itself -- underscoring the difficulty it has
had adapting to a fast changing consumer landscape.


RAM POWER: Expects to Obtain Loan Waiver From Lenders
-----------------------------------------------------
Ram Power, Corp. on May 15 disclosed that as at March 31, 2014,
the Company was not in compliance with the financial ratio
requirements of the Phase I and Phase II credit agreements
allowing the Phase I and Phase II lenders to accelerate the loans
at their discretion.  As a result, all amounts outstanding under
these agreements are classified as short-term liabilities. This
classification created a working capital deficit of $184.9
million.  The Company anticipates obtaining a waiver from the
lenders, which would bring the Company into compliance and
eliminate the risk of acceleration of the loans. With the waiver,
working capital would be $4.5 million.

The disclosure was made in Ram Power's earnings release for the
quarter ended March 31, 2014, a copy of which is available for
free at http://is.gd/VDD4Ku

                     About Ram Power, Corp.

Ram Power is a renewable energy company engaged in the business of
acquiring, exploring, developing, and operating geothermal
properties, and has interests in geothermal projects in the United
States, Canada, and Latin America.


REFCO INC: Special Master Backs $669M Hit for Handful of Execs
--------------------------------------------------------------
Law360 reported that the special master in the Refco Inc.
securities fraud multidistrict litigation recommended that a New
York federal judge enter a $669 million judgment against five
defendants, for their roles in the scheme that brought down the
massive commodity brokerage.

According to the report, under Ronald Hedges' proposal, ex-Refco
Group Ltd. President Tone Grant, former Refco CEO Phillip R.
Bennett, former Refco Vice President Thomas Hackl, PlusFunds Group
Inc. Founder and Chairman Christopher Sugrue, and Refco Group
Holdings Inc. would pay $669,370,9991, plus $78,430 in interest.

The case is In Re: Refco Securities Litigation, Case No. 1:07-md-
01902 (S.D.N.Y.) before Judge Jed S. Rakoff.

                         About Refco Inc.

Headquartered in New York, Refco Inc. -- http://www.refco.com/--
was a diversified financial services organization with operations
in 14 countries and an extensive global institutional and retail
client base.  Refco's worldwide subsidiaries were members of
principal U.S. and international exchanges, and were among the
most active members of futures exchanges in Chicago, New York,
London and Singapore.  Refco was also a major broker of cash
market products, including foreign exchange, foreign exchange
options, government securities, domestic and international
equities, emerging market debt, and OTC financial and commodity
products.  Refco was one of the largest global clearing firms for
derivatives.  The Company had operations in Bermuda.

The Company and 23 of its affiliates filed for Chapter 11
protection on October 17, 2005 (Bankr. S.D.N.Y. Case No.
05-60006).  J. Gregory Milmoe, Esq., at Skadden, Arps, Slate,
Meagher & Flom LLP, represented the Debtors in their restructuring
efforts.  Milbank, Tweed, Hadley & McCloy LLP, represented the
Official Committee of Unsecured Creditors.  Refco reported
US$16.5 billion in assets and US$16.8 billion in debts to the
Bankruptcy Court on the first day of its Chapter 11 cases.

The Court confirmed the Modified Joint Chapter 11 Plan of
Refco Inc. and certain of its Direct and Indirect Subsidiaries,
including Refco Capital Markets, Ltd., and Refco F/X Associates,
LLC, on December 15, 2006.  That Plan became effective on Dec. 26,
2006.  Pursuant to the plan, RJM, LLC, was named plan
administrator to reorganized Refco, Inc., and its affiliates, and
Marc S. Kirschner as plan administrator to Refco Capital Markets,
Ltd.


REFCO PUBLIC: Fund Files for Chapter 11 with Plan
-------------------------------------------------
Refco Public Commodity Pool, L.P., sought Chapter 11 protection to
facilitate the return of remaining funds to creditors and limited
partners nearly a decade following the collapse of $49-billion
commodities and futures broker Refco Inc.

The Fund has filed a plan of liquidation that will pay all
creditors in full (though the Fund does not believe there are any
creditors) and distribute the rest of the Fund's money to the
Fund's limited partners.

"This is an unusual and, I submit, happy case.  The case has been
filed to facilitate returning millions of dollars to the Fund's
limited partners who have been waiting over eight years for a
recovery while the Fund's assets were frozen in a liquidation
proceeding in the Cayman Islands," Daniel F. Dooley, CEO of
MorrisAnderson & Associates, Ltd., said in a court filing.

MorrisAnderson is the sole member of MAA, LLC.  MAA has served as
the fiduciary of and for the Fund since November 2006.

Under the Plan, holders of allowed secured and unsecured claims
are not impaired and will receive full payment with interest on or
as soon as practicable after the effective date of the Plan.
Holders of limited partnership interests will each receive a pro
rata share of remaining cash after payment of claims and will vote
on the Plan.  Holders of subordinated interests are not receiving
anything and are deemed to reject the Plan.

There are approximately 1,700 limited partners.

As of the date of filing of the bankruptcy case, the Fund has
$11.97 million in cash.  The Fund expects to receive substantial
additional distributions from the SPhinX Group through the end of
its liquidation.

The Plan provides that MAA, LLC, a Delaware limited liability
company, the liquidating trustee appointed in the Chancery Court
Proceeding, will serve as plan administrator.

A copy of the Chapter 11 Plan is available for free at:

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

                      Road to Liquidation

As of Sept. 30, 2005, the Fund had total reported assets of
$53 million, substantially all of which were invested in SPhinX
Managed Futures Fund, SPC (SMFF).

SMFF, the entity in which the Fund invested substantially all its
assets, used Refco, LLC as its regulated futures commission
merchant to execute futures and other trades in the course of its
business.  Refco, LLC held SMFF's trading positions as well as
required margin to support its trading positions.  SMFF held its
assets in excess of its required margin with an affiliate of
Refco, LLC, Refco Capital Markets, Ltd.

On Oct. 10, 2005, Refco announced that it had discovered a
previously undisclosed related party receivable and asked its
Chief Executive Officer to take a leave of absence.  This
announcement led to a "run-on-the-bank" at Refco, in particular at
RCM.  SMFF was one such party that sought to withdraw its assets
from RCM and was successful in doing so.  In particular, within
days after the announcement, SMFF was able to withdraw its excess
margin from RCM, which was $312 million of cash.

These events caused a loss of liquidity at Refco and, as a result,
on Oct. 17, 2005, Refco, Inc. and certain of its affiliates filed
chapter 11 cases in New York.  Neither the Fund nor the General
Partner was a debtor in the Refco bankruptcy, but the Refco
bankruptcy nonetheless had a material, indirect impact on the Fund
and the value of its assets.

On Dec. 16, 2005, the Official Committee of Unsecured Creditors of
Refco filed an action to avoid and recover the $312 Million
Transfer from SMFF as a preference under Section 547 of the
Bankruptcy Code.  On the same day, the Refco bankruptcy court
issued an order freezing SMFF's assets.

The commencement of the preference action, together with the
issuance of the injunction, led the Fund to determine that it was
appropriate to redeem its investment in SMFF.

The Fund made a redemption request in late December 2005.  In
early January 2006, SMFF purported to issue so-called "special
situation shares" -- commonly referred to as "S Shares" -- to the
Fund in alleged satisfaction of SMFF's obligation to honor the
Fund's redemption request (as well as the redemption requests of
other investors in SMFF).  The legal status of the S Shares and
redemption requests made by the Fund and other investors in SMFF
has figured prominently in the liquidation proceedings of SMFF, as
well as the liquidations of SMFF's affiliated funds that
collectively comprise what is known as the "SPhinX Group."

SMFF agreed to settle the preference action on April 26, 2006 by
repaying $260 million of the $312 Million Transfer and waiving its
right to a claim under section 502(h) of the Bankruptcy Code.
This settlement allowed SMFF to retain approximately 16% of the
$312 Million Transfer but waive the section 502(h) claim.  The
Fund and other shareholders objected to the Preference Settlement
but the Refco bankruptcy court still approved the Settlement.

According to Mr. Dooley, the settlement was a terrible economic
deal for SMFF (both in hindsight as well as at the time, given the
value of unsecured claims against RCM).  General unsecured
creditors of RCM have, to date, recovered 60% of the face value of
their allowed claims.  SMFF would, therefore, have been
substantially better off had it offered judgment on the full
amount sought by the Committee in the Preference Action, repaid
the $312 Million Transfer in full, and participated (through its
Section 502(h) claim) as an unsecured creditor in the RCM
bankruptcy.  The damage to SMFF from the Preference Settlement --
the difference between what it did recover under the Settlement
and what it would have recovered had it offered judgment and
participated as an unsecured creditor under section 502(h) -- was
in excess of $135 million.

The circumstances surrounding SMFF's entry into and performance of
the Preference Settlement, caused a crisis of confidence among
shareholders of SMFF, such as the Fund.  Certain shareholders of
SMFF, though not the Fund, sought to place SMFF, as well as
certain of its affiliates, into liquidation proceedings in the
Cayman Islands in early June 2006.  On June 30, 2006, Walkers SPV
Limited, the holder of the "Founder's Share" of SMFF and twenty-
one other companies that collectively operated as the SPhinX
Group, placed all of the companies in the SPhinX Group into
voluntary liquidation in the Cayman Islands.  On July 28, 2006 and
August 8, 2006, the Grand Court of the Cayman Islands granted
orders for the winding up of each of the companies in the SPhinX
Group and appointed Kenneth Krys and Christopher Stride as joint
official liquidators (the "JOLs") of the SPhinX Group.

Refco used its bankruptcy case to liquidate its assets and wind
down its operations. While the Fund's General Partner, RefcoFund
Holdings, LLC, was not itself a debtor in the Refco bankruptcy, it
was wound down as part of the general wind down of Refco's
business.  RefcoFund Holdings, LLC's business -- sponsoring and
managing commodity pools and other investment vehicles such as the
Fund -- was coming to an end. With the commencement of the SPhinX
Liquidation and the nature of the issues at the heart of that
liquidation, it became clear that the General Partner would
conclude its wind down prior to the conclusion of the SPhinX
Liquidation.  Indeed, the General Partner resigned as general
partner, which as a matter of law caused the limited partnership
to enter dissolution and winding up.  As such, an alternative
mechanism had to be created for the Fund to have proper oversight
through the course of the SPhinX Liquidation, because as a matter
of governance, a limited partnership can generally only act
through its general partner.

In consultation with the Fund's Delaware counsel, Richards, Layton
& Finger, in November 2006, Richard Butt, who at that time was a
unit holder in the Fund and President of the General Partner,
filed a civil action, case number 2451-N with the Chancery Court,
petitioning for the appointment of a liquidating trustee to
oversee the Fund. The Court appointed MAA as the liquidating
trustee on a final basis on November 17, 2006. The Chancery Court
authorized MAA to, among other things, take control of the Fund's
books and records, manage the Fund's activities and undertakings,
and to otherwise assume control of and act as the fiduciary for
the Fund.  When it was appointed, the Fund had cash balances of
approximately $3,000 and no other liquid assets.  This lack of
liquidity has significantly impacted the course of the liquidation
of the Fund.  It is anticipated that the Chancery Court Proceeding
will be closed at the time a plan of liquidation becomes effective
in the Chapter 11 case.

SPhinX Group has commenced making a distribution to its investors
pursuant to a Scheme of Arrangement.  After reviewing the Fund's
records, the Fund determined to accept the JOLs' proposed claim
for the Fund.  The amount of that claim is $40.1 million and is
binding on the Fund and the JOLs for purposes of distributions
under the scheme.  The Fund previously sold 20% of this claim and
thus has a net remaining claim against the SPhinX Group of
$32.1 million.  Distributions in respect of this claim represent
the vast bulk of the Fund's assets.

On March 6, 2014, the JOLs made an initial distribution.  The Fund
received a distribution of roughly 36% of its claim value,
$11.6 million.  Very substantial reserves remain in the SPhinX
Group estate and the Fund anticipates that, over time, those
reserves, as well as other potential recoveries, will be
distributed to investors in the SPhinX Group such as the Fund.
The Fund anticipates receiving additional distributions over time
from the JOLs as the JOLs are required to make a distribution
every six months.

                       No First-Day Relief

The Fund is not seeking any traditional "first day" relief in the
Chapter 11 case. The Fund has no employees, no creditors, only one
executory contract, and no operations as is common for Chapter 11
debtors.  As such, traditional "first day" relief is unnecessary.

The Fund though expects to file applications to retain
professionals, use estate assets, continue to retain Richard
Butt as a consultant, set a claims bar date, and otherwise advance
the process towards confirming the proposed plan of liquidation.

                   About Refco Public Commodity

Refco Public Commodity Pool, L.P., also known as S&P Managed
Futures Index Fund, L.P., is a fund that was formed in May 2003 to
make investments that substantially track the performance of the
Standard & Poor's Managed Futures Index.  It did this by investing
substantially all of its assets in SPhinX Managed Futures Fund,
SPC, a Cayman Islands domiciled segregated portfolio company.
RefcoFund Holdings, LLC was the general partner of the Fund.

Refco Public filed a Chapter 11 bankruptcy petition (Bankr. D.
Del. Case No. 14-11216) in Wilmington, Delaware, on May 13, 2014.

The case is assigned to Judge Brendan Linehan Shannon.
The Chicago, Illinois-based partnership has tapped Alston & Bird
LLP in Atlanta, Georgia, as counsel; Richards, Layton & Finger, in
Delaware, as local counsel; Morris Anderson & Associates, Ltd., as
financial advisor, and Maples & Calder as Cayman Islands counsel.


REGIONAL CARE: Court Approves Gust Rosenfeld as Ombudsman Counsel
-----------------------------------------------------------------
Thomas M. Murphy, the Consumer Privacy Ombudsman of Regional Care
Services Corporation and its debtor-affiliates, sought and
obtained permission from the Hon. Eileen W. Hollowell of the U.S.
Bankruptcy Court for the District of Arizona to employ Gust
Rosenfeld PLC as counsel to the CPO, nunc pro tunc to Apr. 1,
2014.

The CPO requires Gust Rosenfeld to:

   (a) assist, advise, and represent the CPO in connection with
       his powers and duties as CPO;

   (b) attend meetings and negotiate with representatives of the
       Debtors, the U.S. Trustee, creditors, and other parties-in-
       interest as necessary;

   (c) assist the CPO to prepare all applications, reports, and
       papers necessary to fulfill the requirements of 11 U.S.C.
       Sections 330 and 332 and the CPO Order;

   (d) appear before this Court, any appellate courts, and the
       U.S. Trustee, and represent the CPO before such courts and
       the U.S. Trustee; and

   (e) perform all other necessary legal services and provide all
       other legal advice typically rendered to a CPO in Chapter
       11 proceedings.

Gust Rosenfeld will be paid at these hourly rates:

       Jody A. Corrales, Senior Associate     $260
       Amey M. Wheeler, Paralegal             $170

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

Jody A. Corrales, senior associate of Gust Rosenfeld, 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.

Gust Rosenfeld can be reached at:

       Jody A. Corrales
       GUST ROSENFELD PLC
       One East Washington, Suite 1600
       Phoenix, AZ 85004-2327
       Tel: (602) 257-7471
       Fax: (602) 254-4878
       E-mail: (jcorrales@gustlaw.com

               About Casa Grande Community Hospital
                    and Regional Care Services

Regional Care Services Corp., Casa Grande Community Hospital d/b/a
Casa Grande Regional Medical Center, Regional Care Physician's
Group, Inc., and Casa Grande Regional Retirement Community sought
Chapter 11 protection (Bankr. D. Ariz. Lead Case No. 14-01383) in
Tucson, Arizona, on Feb. 4, 2014.

The Debtors, one of the largest employers in Pinal County, operate
an award winning, full service non-profit community hospital
serving more than 65,000 patients each year from the largely rural
communities of Casa Grande, Sacaton, Eloy, Florence and
surrounding communities.

CGRMC is a 177-licensed bed, general acute care hospital located
in Casa Grande, Arizona.  RCSC is the sole member and sponsor of
CGRMC, RCPG and CGRRC.

As of the Petition Date, CGRRC's management consists of Rona
Curphy as President, Cherie McGlynn as Chairman, David Fitzgibbons
as Vice Chairman, and John Robert McEvoy as Secretary/Treasurer.

Michael McGrath, Esq., and Kasey C. Nye, Esq., at Mesch, Clark &
Rothschild, P.C., in Tucson, Arizona; and Michael J. Pankow, Esq.,
and Joshua M. Hantman, Esq., at Brownstein Hyatt Farber Schreck,
LLP, in Denver, Colorado, serve as counsel to the Debtor.

Casa Grande Hospital estimated $50 million to $100 million in
assets and liabilities.

The Debtors have filed a Plan of Reorganization to effectuate the
sale of substantially all of their assets to Phoenix-based Banner
Health pursuant to a binding Asset Purchase Agreement dated
Feb. 4, 2014.  The hearing on approval the Debtors' Disclosure
Statement is set for March 17, 2014, and the Debtors are working
toward a confirmation in May 2014.

Banner Health is also providing $6.2 million of DIP financing.

Banner Health is represented in the case by Robert M. Charles,
Jr., Esq., and Susan M. Freeman, Esq., at Lewis Roca Rothgerber
LLP, as counsel.


REGIONAL CARE: Court Okays Hiring of Moss Adams as Accountants
--------------------------------------------------------------
Regional Care Services Corporation and its debtor-affiliates
sought and obtained authorization from the Hon. Eileen W.
Hollowell of the U.S. Bankruptcy Court for the District of Arizona
to employ Moss Adams, LLP as accountants.

The Debtors require Moss Adams to:

   (a) prepare tax returns for the Debtor entities including any
       filing extensions or amendments related thereto;

   (b) audit the financial statements of Employee Plans and
       reporting on the presentation of supplementary information
       thereto;

   (c) assist in drafting financial statements and related
       footnotes; and

   (d) other accounting services as may be necessary and requested
       by the Debtors or the creditor trustee.

Subject to the Court's approval, the compensation to Moss Adams
for services rendered will be based upon a fixed fee based upon
the experience of the individuals involved and the amount of work
performed.

At the present time, Moss Adams estimates that its fees for the
services to be rendered and applicable herein are as follows:

       Services to be Rendered         Estimated Fees
       -----------------------         --------------
       Audit of 410(k) Plan               $15,000
       Audit of 403(b) Plan               $18,000
       Preparation of 2013 Tax Returns    $5,000

Tracy Paglia, partner of Moss Adams, 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.

Moss Adams can be reached at:

       Tracy Paglia
       MOSS ADAMS LLP
       3121 West March Lane, Suite 100
       Stockton, CA 95219-2303
       Tel: (209) 955-6174
       E-mail: tracy.paglia@mossadams.com

               About Casa Grande Community Hospital
                    and Regional Care Services

Regional Care Services Corp., Casa Grande Community Hospital d/b/a
Casa Grande Regional Medical Center, Regional Care Physician's
Group, Inc., and Casa Grande Regional Retirement Community sought
Chapter 11 protection (Bankr. D. Ariz. Lead Case No. 14-01383) in
Tucson, Arizona, on Feb. 4, 2014.

The Debtors, one of the largest employers in Pinal County, operate
an award winning, full service non-profit community hospital
serving more than 65,000 patients each year from the largely rural
communities of Casa Grande, Sacaton, Eloy, Florence and
surrounding communities.

CGRMC is a 177-licensed bed, general acute care hospital located
in Casa Grande, Arizona.  RCSC is the sole member and sponsor of
CGRMC, RCPG and CGRRC.

As of the Petition Date, CGRRC's management consists of Rona
Curphy as President, Cherie McGlynn as Chairman, David Fitzgibbons
as Vice Chairman, and John Robert McEvoy as Secretary/Treasurer.

Michael McGrath, Esq., and Kasey C. Nye, Esq., at Mesch, Clark &
Rothschild, P.C., in Tucson, Arizona; and Michael J. Pankow, Esq.,
and Joshua M. Hantman, Esq., at Brownstein Hyatt Farber Schreck,
LLP, in Denver, Colorado, serve as counsel to the Debtor.

Casa Grande Hospital estimated $50 million to $100 million in
assets and liabilities.

The Debtors have filed a Plan of Reorganization to effectuate the
sale of substantially all of their assets to Phoenix-based Banner
Health pursuant to a binding Asset Purchase Agreement dated
Feb. 4, 2014.  The hearing on approval the Debtors' Disclosure
Statement is set for March 17, 2014, and the Debtors are working
toward a confirmation in May 2014.

Banner Health is also providing $6.2 million of DIP financing.

Banner Health is represented in the case by Robert M. Charles,
Jr., Esq., and Susan M. Freeman, Esq., at Lewis Roca Rothgerber
LLP, as counsel.


RELYANT LLC: Foreclosue Sale of Blount County Property Today
------------------------------------------------------------
Relyant, LLC, is facing foreclosure after it was declared in
default under a Line of Credit evidenced by a Loan Agreement dated
as of September 8, 2011, with Bank of America, N.A.  Relyant as
Borrower, conveyed its real estate in Blount County, Tennessee, to
PRLAP, Inc., as Trustee, to secure the debt owed.

The property is specifically located at 1009 Hampshire Drive,
Maryville, Tennessee 37801-3525.  James R. Kelley, who has been
appointed as Substitute Trustee in the place and stead of PRLAP,
is now scheduled to hold an auction today, May 19, 2014, at 11:00
a.m. Eastern Time at the main entrance of the Blount County
Courthouse, 345 Court Street in Maryville, Tennessee, sell at
public outcry to the highest and best bidder for cash, free from
the equity of redemption, homestead and all other exemptions of
every kind.

The foreclosure sale of the Property will be conducted for cash to
be tendered upon the conclusion of the bidding; provided, however,
(i) the Trustee may accept a check issued or certified by a local
bank as consideration for the sale and (ii) if, in his sole
discretion, the Trustee announces before or after bidding that,
upon the failure of the high bidder to complete the sale for cash
within one hour, the Property may be sold to the second highest
bidder, and if the high bidder should subsequently fail to
complete the purchase within that time, then the Trustee may, at
his option, close the sale of the Property to the second highest
bidder.

The Substitute Trustee may be reached at:

     James R. Kelley
     Neal & Harwell, PLC
     150 Fourth Avenue, North, Suite 2000
     Nashville, TN 37219
     Tel: (615) 244-1713


RESIDENTIAL CAPITAL: Board Declares Cash Distribution of $115MM
---------------------------------------------------------------
The ResCap Liquidating Trust on May 15 disclosed that its Board of
Trustees has declared a cash distribution of $1.15 per unit to
holders of units of beneficial interest in the Trust, totaling
approximately $115 million.  The distribution will be paid on June
9, 2014 to unitholders of record as of the close of business on
May 23, 2014.

                About the ResCap Liquidating Trust

The ResCap Liquidating Trust was established under the Second
Amended Joint Chapter 11 Plan of Residential Capital, LLC et al.
for the purpose of liquidating and distributing the assets of the
debtors in the ResCap bankruptcy case.

                    About Residential Capital

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

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

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

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

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

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

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

Judge Martin Glenn in December 2013 confirmed the Joint Chapter 11
Plan co-proposed by Residential Capital and the Official Committee
of Unsecured Creditors.  The Plan became effective on Dec. 17,
2013.


RESPONSE BIOMEDICAL: Reports C$1.5 Million Net Loss in Q1
---------------------------------------------------------
Response Biomedical Corp. filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss and comprehensive loss of C$1.52 million on C$2.55
million of product sales for the three months ended March 31,
2014, as compared with a net loss and comprehensive loss of C$9.96
million on C$3.56 million of product sales for the same period in
2013.

The Company's balance sheet at March 31, 2014, showed C$14.88
million in total assets, C$17.63 million in total liabilities and
a C$2.74 million total shareholders' deficit.

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

                        http://is.gd/DeOKmU

On May 8, 2014, the Board of Directors of Response Biomedical
adopted certain compensation arrangements with respect to the
Company's named executive officers.

The Board approved the following amendments to the severance
provisions for termination without cause for Jeffrey Purvin,
William Adams, and Timothy Shannon:

  i) Mr. Purvin will receive eighteen (18) months (previously
     twelve (12) months) salary plus a pro-rated incentive payment
     based on the last incentive payment made, and continuation of
     eighteen (18) months (previously twelve (12) months) paid
     medical and dental benefits;

ii) Mr. Adams will receive twelve (12) months (previously nine
     (9) months plus one month per year of service to a total of
     twelve (12) months) salary plus a pro-rated incentive payment
     based on the last incentive payment made; and

iii) Mr. Shannon will receive twelve (12) months (previously six
    (6) months plus one month per year of service to a total of
     nine (9) months) salary plus a pro-rated incentive payment
     based on the last incentive payment made if he relocates to
     Canada or will remain at six (6) months plus one month per
     year of service to a total of nine (9) months if he remains
     in the U.S.

In addition, on May 8, 2014 the Board determined that no bonuses
will be paid for the 2013 fiscal year and that the payment to Mr.
Purvin and Mr. Adams of annual performance-based cash bonuses
related to 2014 performance, if any, will be based on the
achievement of firstly, an annual sales target and then secondly,
a combination of EBITDA, sales, and gross margin performance
targets, with such metrics receiving weightings of 20%, 40% and
20%, respectively, and the submission of certain regulatory
filings, with this metric receiving a 20% weighting.  The payment
of an annual performance based cash bonus to Mr. Shannon will be
based on the achievement of firstly, an annual sales target and
then secondly, a combination of a sales performance target, with
such metric receiving a weighting of 75% and the other 25% based
on the achievement of quarterly objectives established by the CEO.

The Compensation Committee determined that the 2014 target bonus
amounts for Messrs. Purvin, Adams and Shannon would be 40%, 35%
and 50%, respectively, of their annual base salaries.  Actual
bonus amounts paid to the named executive officers may be or more
or less than the target bonus amounts.  The Compensation Committee
has the discretion to award bonus amounts that differ from the
target amounts for attainment of performance that falls above or
below the specified goals.  Those bonus payments are expected to
be paid after January 2015.

                      About Response Biomedical

Based in Vancouver, Canada, Response Biomedical Corporation
develops, manufactures and sells diagnostic tests for use with its
proprietary RAMP(R) System, a portable fluorescence immunoassay-
based diagnostic testing platform.  The RAMP(R) technology
utilizes a unique method to account for sources of error inherent
in conventional lateral flow immunoassay technologies, thereby
providing the ability to quickly and accurately detect and
quantify an analyte present in a liquid sample.  Consequently, an
end-user on-site or in a point-of-care setting can rapidly obtain
important diagnostic information.  Response Biomedical currently
has thirteen tests available for clinical and environmental
testing applications and the Company has plans to commercialize
additional tests.

Response Biomedical reported a net loss and comprehensive loss of
$5.99 million in 2013, a net loss and comprehensive loss of $5.28
million in 2012 and a net loss and comprehensive loss of $5.37
million in 2011.  As of Dec. 31, 2013, the Company had $14.20
million in total assets, $15.68 million in total liabilities and a
$1.48 million total shareholders' deficit.

PricewaterhouseCoopers LLP, in Vancouver, British Columbia, 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 has an accumulated deficit at Dec. 31, 2013, that
raises substantial doubt about its ability to continue as a going
concern.


SALON MEDIA: Inks Corporate Office Lease with 132 West
------------------------------------------------------
Salon Media Group, Inc., on April 16, 2014, entered into an office
lease with 132 West 31st Street Building Investors II, LLC, for
Salon's new corporate offices in New York City.  The lease will
commence approximately on July 1, 2014.

Upon execution of the lease, a deposit in the form of a letter of
credit of $204,387 was required.  The term of the lease is five
years with an effective base monthly rent expense of approximately
$25,548, and a base year of 2014 to be utilized in allocating
future excess direct expenses.

                          About Salon Media

San Francisco, Calif.-based Salon Media Group (OTC BB: SLNM.OB)
-- http://www.Salon.com/-- is an online news and social
networking company and an Internet publishing pioneer.

For the 12 months ended March 31, 2013, the Company had a net loss
of $3.93 million on $3.64 million of net revenues, as compared
with a net loss of $4.09 million on $3.47 million of net revenues
for the same period a year ago.  As of March 31, 2013, the Company
had $1.29 million in total assets, $11.32 million in total
liabilities and a $10.02 million total stockholders' deficit.

Burr Pilger Mayer, Inc., in San Francisco, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended March 31, 2013.  The independent
auditors noted that the Company has suffered recurring losses and
negative cash flows from operations and has an accumulated deficit
of $116.5 million at March 31, 2013.  These conditions raise
substantial doubt about its ability to continue as a going
concern.


SANDPIPER INVESTMENTS: Foreclosure Sale on Friday
-------------------------------------------------
Property at these locations will be sold at a Public Sale to the
highest bidder for cash via online auction:

     2930 Country Club Road, Winter Haven, Polk County, Florida,
     104 6th Street NW, Ruskin, Hillsborough County, Florida;
     9482 Waterford Lakes Drive, Winter Haven, Polk County;

Bidding begins 10:00 a.m. ET on http://www.polk.realforeclose.com
on May 23, 2014.  The Clerk of Polk County will conduct the sale.

Any person claiming an interest in the surplus from the sale, if
any, other than the property owner as of the date of the lis
pendens must file a claim within 60 days after the sale.

The sale is being conducted pursuant to the "Final Judgment"
entered in the action, CITIZENS BANK AND TRUST, Plaintiff, vs.
SANDPIPER INVESTMENTS, INC., a Florida corporation, MANATEE RIVER
INVESTMENTS, INC., a Florida corporation, JOVIN CONSTRUCTION,
INC., f/k/a JME CUSTOM HOMES & DEVELOPMENT, INC., a Florida
corporation, JME LAND MANAGEMENT, LLC, a Florida limited liability
company, MICHAEL W. CLOCK, individually, TABATHA L. CLOCK,
individually, and JOSEPH M. ESPOSITO, individually, JILL ESPOSITO,
individually, and WATERFORD OAKS HOMEOWNERS ASSOCIATION, INC.
Defendants. Case No.: 2011-CA-006209, pending before the Tenth
Judicial Circuit Court, in and for Polk County, Florida.

Citizens Bank and Trust is represented by:

     John A. Anthony, Esq.
     Kristi Neher Davisson, Esq.
     ANTHONY & PARTNERS, LLC
     201 N. Franklin Street, Suite 2800
     Tampa, Florida 33602
     Telephone: (813) 273-5616
     Facsimile: (813) 221-4113
     E-mail: janthony@anthonyandpartners.com
             kdavisson@anthonyandpartners.com

Note of the sale has been provided to these parties-in-interest:

     -- Vince Turner, Esq.
        TURNER LAW GROUP, P.A.
        P.O. Box 7122
        Winter Haven, FL 33883
        E-mail: vince@vinceturnerlaw.com
                turnerlawpa@yahoo.com

     -- Kevin A. Ashley, Esq.
        PETERSON & MYERS, P.A.
        141 5th Street NW
        P.O. Drawer 7608
        Winter Haven, FL 33883
        E-mail: kashley@petersonmyers.com

     -- John Marc Tamayo, Esq.
        VALENTI, CAMPBELL, TROHN, TAMYO & ARANDA, P.A.
        1701 S. Florida Avenue
        Lakeland, FL 33803
        E-mail: j.tamayo@vcttalawyers.com

     -- Michael W. Clock
        22 Lake Avenue SW
        Winter Haven, Florida 33880

     -- Manatee River Investments, Inc.
        22 Lake Avenue SW
        Winter Haven, Florida 33880

     -- Tabatha L. Clock
        22 Lake Avenue SW
        Winter Haven, Florida 33880


SAVIENT PHARMACEUTICALS: IRS Says Plan Is Missing Tax Payments
--------------------------------------------------------------
Law360 reported that Savient Pharmaceuticals Inc.'s Chapter 11
liquidation does not cover taxes owed to the federal government,
the Internal Revenue Service argued.

According to the report, the agency said the drug company owes
about $50,000 in tax debts, and that the bankruptcy proceeding
should not go very far until the company addresses how it intends
to pay. Although the company's plan included paying all tax debts,
Savient has allegedly not filed several federal tax returns that
could result in additional money owed.

                     About Savient Pharmaceuticals

Headquartered in Bridgewater, New Jersey, Savient Pharmaceuticals,
Inc. -- http://www.savient.com/-- is a specialty
biopharmaceutical company focused on developing and
commercializing KRYSTEXXA(R) (pegloticase) for the treatment of
chronic gout in adult patients refractory to conventional therapy.
Savient has exclusively licensed worldwide rights to the
technology related to KRYSTEXXA and its uses from Duke University
and Mountain View Pharmaceuticals, Inc.

The Company and its affiliate, Savient Pharma Holdings, Inc.,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
D. Del. Case No. 13-12680) on Oct. 14, 2013.  In its schedules,
Savient Pharmaceuticals listed $43,065,650 in total assets and
$284,078,461 in total liabilities.

The Debtors are represented by Kenneth S. Ziman, Esq., and David
M. Turetsky, Esq., at Skadden Arps Slate Meagher & Flom LLP, in
New York; and Anthony W. Clark, Esq., at Skadden Arps Slate
Meagher & Flom LLP, in Wilmington, Delaware.  Cole, Schotz,
Meisel, Forman & Leonard P.A., also serves as the Company's
conflicts counsel, and Lazard Freres & Co. LLC serves as its
financial advisor.  GCG Inc. serves as the Debtors' claims agent.
Kramer Levin Naftalis & Frankel LLP is the Debtors' special
intellectual property counsel.

U.S. Bank National Association, as Indenture Trustee and
Collateral Agent, is represented by Clark T. Whitmore, Esq., at
Maslon Edelman Borman & Brand, LLP, in Minneapolis, Minnesota.

The Unofficial Committee of Senior Secured Noteholders is
represented by Andrew N. Rosenberg, Esq., Elizabeth McColm, Esq.,
and Jacob A. Adlerstein, Esq., at Paul, Weiss, Rifkind, Wharton &
Garrison LLP, in New York; and Pauline K. Morgan, Esq., at Young,
Conaway, Stargatt & Taylor LLP, in Wilmington, Delaware.

The Troubled Company Reporter reported on Jan. 15, 2014, that
Savient Pharmaceuticals has completed the sale of substantially
all of its assets, including all KRYSTEXXA assets, to Crealta
Pharmaceuticals for gross proceeds of approximately $120.4
million.

Savient Pharmaceuticals has filed with the Bankruptcy Court a plan
of liquidation following the sale to Crealta.  The Plan impairs
senior secured noteholder claims and general unsecured claims.
The Plan also impairs intercompany claims, subordinated 510(c)
claims and subordinated 510(b) claims, although holders of these
claims are not entitled to vote on the Plan.


SCH-TRIDENT LTD: Secured Lenders Object to Use of Cash Collateral
-----------------------------------------------------------------
7636 Harwin, LLC, and Plains Capital Bank object to SCH-Trident,
Ltd.'s request to use cash collateral securing its prepetition
indebtedness, complaining that the Debtor cannot carry its burden
to demonstrate that their interests are adequately protected.

7636 Harwin is a secured prepetition lender of the Debtor.  The
total indebtedness under a prepetition promissory note is no less
than approximately $3,637,248, exclusive of interest, default
interest, fees, late charges and penalties.  The Note is secured
by a deed of trust covering the Dallas property.

Plains Capital Bank holds a security interest in the rents,
revenues and profits in the property operated by the Debtor in
Dallas, Texas.  The security interest arises from a promissory
note and deed of trust.  The current balance on the Note owned to
Plains Capital Bank is $14,121,878 as of May 12, 2014.  According
to Plains Capital Bank, the highest value for which the property
has been appraised in the last four years is $14,025,000.

7636 Harwin is represented by Vickie L. Driver, Esq. --
vdriver@coffindriverlaw.com -- and Courtney J. Hull, Esq. --
chull@coffindriverlaw.com -- at Coffin & Driver, PLLC, in Dallas,
Texas.

Plains Capital Bank is represented by:

         Martin K. Thomas, Esq.
         P.O. Box 36528
         Dallas, Texas 75235
         Tel: (214) 951-9466
         Fax: (214) 951-9007

SCH-Trident, Ltd., operator of a shopping center located on Harry
Hines Blvd. in Dallas, Texas, filed a Chapter 11 bankruptcy
petition (Bankr. N.D. Tex. Case No. 14-32277) in Dallas on May 6,
2014.  The petition was signed by Rajinder Singh as manager of
SCH-Trident, G.P.  The Debtor estimated $10 million to $50 million
in assets and liabilities.  Joyce W. Lindauer, Esq., at Joyce W.
Lindauer, attorney at law, in Dallas, serves as the Debtor's
counsel.  Judge Harlin DeWayne Hale presides over the case.


SEAN DUNNE: Developer Says Irish Trustee Defies U.S. Court
----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Sean Dunne, an Irish real estate developer in
bankruptcy in Connecticut, is worried the trustee in his companion
bankruptcy in Ireland won't respect the U.S. court's control over
his assets.

According to the report, Dunne said he resided in the U.S. with
his wife and children for more than three years when he filed his
U.S. Chapter 7 bankruptcy in March 2013.  At the request of Ulster
Bank Ireland Ltd., one of Dunne's two main bank creditors, the
U.S. bankruptcy judge in Bridgeport modified the so-called
automatic stay in June by allowing the Irish bankruptcy to
proceed, the report related.

In papers filed with the U.S. court, Dunne said the Irish trustee,
technically called an assignee, doesn't believe his further
activities are barred by the U.S. court's order, the report
further related.  According to Dunne, the Irish trustee believes
he has the right to proceed "independently" as though the U.S.
court placed no restraints on his activities, the report added.

                          About Sean Dunne

Irish real estate developer Sean Dunne filed a liquidating
Chapter 7 bankruptcy petition (Bankr. D. Conn. Case No. 13-50484)
on March 30, 2013, in Bridgeport, Connecticut.  Mr. Dunne says he
now lives and works in Connecticut.

Mr. Dunne said he filed for bankruptcy in the U.S. because Ulster
Bank was applying to an Irish court for permission to commence
bankruptcy proceedings there.

The formal lists of property and debt Dunne filed in May in the
U.S. court shows assets with a total claimed value of $55.2
million and liabilities totaling $942.2 million.  The assets
include $40.8 million of real estate, all in Ireland. Among the
$280.2 million in secured creditors and $612.2 million in
unsecured creditors, almost all are in Ireland.


SEAWORLD PARKS: Bank Debt Trades at 2% Off
------------------------------------------
Participations in a syndicated loan under which Seaworld Parks and
Entertainment Inc. is a borrower traded in the secondary market at
97.75 cents-on-the-dollar during the week ended Friday, May 16,
2014 according to data compiled by LSTA/Thomson Reuters MTM
Pricing and reported in The Wall Street Journal.  This represents
an increase of 0.51 percentage points from the previous week, The
Journal relates.  Seaworld Parks and Entertainment Inc. pays 225
basis points above LIBOR to borrow under the facility.  The bank
loan matures on May 10, 2020.  The bank debt carries Moody's Ba3
rating and Standard & Poor's BB- rating.  The loan is one of the
biggest gainers and losers among 201 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.


SEDONA DEV'T: Court Enters Final Decree Closing Cases
-----------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona entered a
final decree and closed the cases of Sedona Development Partners,
LLC, et al.

Debtors Sedona Development and The Club at Seven, and Specialty
Mortgage Corp. confirmed their Joint Plan of Reorganization dated
Feb. 6, 2013.

Pursuant to the Joint Plan, the operations of the Debtors were
consolidated under Villa Renaissance as the Reorganized Debtor,
which was vested, as of the effective date of the Joint Plan, with
all property of the Debtors' estates that were not transferred to
creditors as provided in the Joint Plan.

Since the entry of the confirmation order, the Reorganized Debtor
has substantially consummated the provisions of the Joint Plan in
that the debts have been paid or satisfied in compliance and in
accordance with the Joint Plan.

                 About Sedona Development Partners

Sedona Development Partners owns an 18-hole golf course and
related properties, including luxury villas, a practice park,
range house, tennis courts and related facilities in Sedona,
Arizona, known generally as Seven Canyons.  The Club at Seven
Canyons, LLC, operates the golf course and related facilities for
SDP.  SDP is the manager and sole member of the Club.

Sedona Development Partners filed for Chapter 11 bankruptcy
protection (Bankr. D. Ariz. Case No. 10-16711) on May 27, 2010.
The Club at Seven Canyons filed a separate Chapter 11 petition
(Bankr. D. Ariz. Case No. 10-16714).  John J. Hebert, Esq., Philip
R. Rudd, Esq., and Wesley D. Ray, Es., at Polsinelli Shughart PC,
in Phoenix, Ariz., assist the Debtors in their restructuring
efforts.  Lender Specialty Trust is represented by Joseph E.
Cotterman, Esq., and Nathan W. Blackburn, Esq., at Gallagher &
Kennedy, P.A.  Sedona disclosed $29,171,168 in assets and
$121,679,994 in liabilities.

Sedona Development Partners, LLC, and The Club at Seven Canyons,
LLC, filed with the U.S. Bankruptcy Court for the District of
Arizona on June 17, 2011, a second amended joint disclosure
statement in support of their second amended joint pan of
reorganization.  The Debtors' disclosure statement was approved on
June 28, 2011.


SELLECT COMMERCE: Case Summary & 5 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Sellect Commerce, LLC
        35 GREAT JONES STREET
        New York, NY 10012

Case No.: 14-11472

Chapter 11 Petition Date: May 16, 2014

Court: United States Bankruptcy Court
       Southern District of New York (Manhattan)

Judge: Hon. Stuart M. Bernstein

Debtor's Counsel: Lori A. Schwartz, Esq.
                  Fred B. Ringel, Esq.
                  ROBINSON BROG LEINWAND GREENE
                  GENOVESE & GLUCK, P.C.
                  875 Third Avenue, 9th Floor
                  New York, NY 10022
                  Tel: (212) 603-6300
                  Fax: (212) 956-2164
                  Email: ls@robinsonbrog.com

Total Assets: $39,075

Total Liabilities: $1.06 million

The petition was signed by Jan Cohen, COO.

A list of the Debtor's five largest unsecured creditors is
available for free at http://bankrupt.com/misc/nysb14-11472.pdf


SHAMOKIN, PA: Financially Distressed City Seeks State Crutch
------------------------------------------------------------
David Dekok, writing for Reuters, reported that the council for
Shamokin, Pennsylvania, has agreed to seek entry to a state
financial oversight program dating from 1987 that facilitates
access to credit and permits the levying of certain taxes.  The
City, according to Reuters, has $800,000 of unpaid bills and can't
get a loan from a bank.

Some lawmakers though think the program is more like a trap than a
benefit: municipalities get into it, and few get out, according to
Reuters.  The report noted that just seven of the 27 local
governments that enter state oversight under the program, known as
Act 47, have ever been released from it.  As a result, legislators
want to cap how long cities can stay under state oversight and, in
the hardest cases, impose a municipal death penalty that amounts
to disincorporation and a state takeover, Reuters said.


SILVERSUN TECHNOLOGIES: Inks Asset Purchase Agreement with ESC
--------------------------------------------------------------
SWK Technologies, Inc., a wholly owned subsidiary of SilverSun
Technologies, Inc., on May 6, 2014, entered into an Asset Purchase
Agreement by and among the SWK, ESC, Inc. d/b/a ESC Software an
Arizona corporation ("Seller") and Alan H. Hardy and Michael
Dobberpuhl in their individual capacity as Shareholders.

On the Closing Date, pursuant to the terms of the Purchase
Agreement, the Seller, transferred, conveyed and delivered all of
its Acquired Assets of ESC (as defined in the Purchase Agreement)
to the Company.  In consideration for the Acquired Assets, the
Company issued in favor of Seller a promissory note in the
aggregate principal amount of $350,000.  The Note is due 60 months
from the Closing Date and bears interest at a rate of 2 percent
per annum.  Any overdue principal or interest on the Note will
bear interest, payable on demand, for each day until paid at a
rate per annum equal to the lesser of (i) the maximum interest
rate permitted by applicable law or (ii) ten percent (10%).

Pursuant to the Purchase Agreement, the Company agreed to enter
into that certain Assignment and Assumption Agreement to assume
those certain liabilities of ESC.

Additionally, in connection with the Purchase Agreement, the
Company entered into an Employment Agreement with Alan H. Hardy
pursuant to which Mr. Hardy will serve as SWK's Senior Vice
President of business development.  Mr. Hardy's duties will vary,
but will focus primarily on business development and software
application sales.  The term of the Employment Agreement is three
years.  SWK will pay Mr. Hardy a base salary of $162,000 per
annum.  Additionally, Mr. Hardy will receive 600,000 options to
purchase the Company's common stock at a strike price of $0.15 per
share.  The Options will vest at 20 percent year over year for
five years.

A copy of the Asset Purchase Agreement is available for free at:

                        http://goo.gl/oLBk6w

                          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 posted 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.


SIMON WORLDWIDE: Incurs $1.1 Million Net Loss in First Quarter
--------------------------------------------------------------
Simon Worldwide, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.06 million on $0 of revenue for the three months ended
March 31, 2014, as compared with a net loss of $523,000 on $0 of
revenue for the same period in 2013.

As of March 31, 2014, the Company had $7.18 million in total
assets, $62,000 in total liabilities, all current, and $7.12
million in total stockholders' equity.

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

                         http://is.gd/3tSm90

                        About Simon Worldwide

Based in Los Angeles, Simon Worldwide, Inc. (OTC: SWWI) no longer
has any operating business.  Prior to August 2001, the Company
operated as a multi-national full-service promotional marketing
company, specializing in the design and development of high-impact
promotional products and sales promotions.  At Dec. 31, 2009,
the Company held an investment in Yucaipa AEC Associates, LLC, a
limited liability company that is controlled by the Yucaipa
Companies, a Los Angeles, California based investment firm.
Yucaipa AEC in turn principally held an investment in the common
stock of Source Interlink Companies, a direct-to-retail magazine
distribution and fulfillment company in North America, and a
provider of magazine information and front-end management services
for retailers and a publisher of approximately 75 magazine titles.
Yucaipa AEC held this investment in Source until April 28, 2009,
when Source filed a pre-packaged plan of reorganization under
Chapter 11 of the U.S. Bankruptcy Code.

Simon Worldwide reported a net loss of $3.63 million in 2013,
a net loss of $1.52 million in 2012 and a net loss of
$1.97 million in 2011.


SOUND SHORE: Plan Filing Exclusivity Extended Until June 23
-----------------------------------------------------------
Sound Shore Medical Center of Westchester, Mount Vernon Hospital
Inc., et al. sought and obtained an extension until June 23, 2014,
of the exclusive period within which the Debtors may file a
Chapter 11 plan.  The exclusive period within which the Debtors
may solicit acceptances to such plan is extended until August 22,
2014.

                About Sound Shore Medical Center

Sound Shore Medical Center of Westchester, Mount Vernon Hospital
Inc., Howe Avenue Nursing Home and related entities sought
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 13-22840) on
May 29, 2013, in White Plains, New York.

The Debtors were the largest "safety net" providers for Southern
Westchester County in New York.  Affiliated with New York Medical
College, Sound Shore is a not-for-profit 242-bed, community based-
teaching hospital located in New Rochelle, New York.  Mountain
Vernon Hospital is a voluntary, not-for-profit 176-bed hospital
located in Mount Vernon, New York.  Howe Avenue Nursing Home is a
150-bed, comprehensive facility.

The Debtors tapped Burton S. Weston, Esq., at Garfunkel Wild, P.C.
as counsel; Alvarez & Marsal Healthcare Industry Group, LLC, as
financial advisors; and GCG Inc., as claims agent.

Alston & Bird LLP represents the Official Committee of Unsecured
Creditors.  Deloitte Financial Advisory Services LLP serves as the
Committee's as financial advisor.

Sound Shore disclosed assets of $159.6 million and liabilities
totaling $200 million.  Liabilities include a $16.2 million
revolving credit and a $5.8 million term loan with Midcap
Financial LLC.  There is $9 million in mortgages with Sun Life
Assurance Co. of Canada (US) and $11.5 million owing to the New
York State Dormitory Authority.

Neubert, Pepe & Monteith, P.C., represents Daniel T. McMurray, the
patient care ombudsman for Sound Shore.

The Debtors filed for bankruptcy to sell their assets, including
their hospital and nursing home operations, to the Montefiore
health system.  On Aug. 8, 2013, the Bankruptcy Court entered an
order, as affirmed and ratified by a Supplemental Sale Order
entered on Oct. 15, 2013, approving the sale to Montefiore New
Rochelle Hospital, Inc., Schaffer Extended Care Center, Inc.,
Montefiore Mount Vernon Hospital, Inc. and certain related
affiliates.

In June 2013, Montefiore added $4.75 million to its purchase offer
to speed up the sale.  Montefiore raised its bid to $58.75 million
plus furniture and equipment as part of a request for a private
sale of the hospitals.

On Nov. 6, 2013 at 12:01 a.m. the closing of the Sale occurred and
the sale became effective.

Montefiore is represented by Togut, Segal & Segal LLP.


SPECIALTY HOSPITAL: Wants Case Moved From Delaware to D.C.
----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the District of Columbia wants the involuntary
Chapter 11 case against Specialty Hospital of Washington LLC
transferred from Delaware to Washington where the two long-term
acute-care hospitals are located.

According to the report, the government in the nation's capital
said the case should be in Washington because of the facilities'
importance to the delivery of health care, in view of their
combined 177 beds.

                    About Specialty Hospital

Six alleged creditors of Specialty Hospital of Washington, LLC,
are seeking to send the hospital to Chapter 11 bankruptcy.  The
involuntary bankruptcy case (Bankr. D. Del. Case No. 14-10935) was
filed in Wilmington, Delaware on April 23, 2014.

Led by Capitol Hill Group, the creditors are represented by
Stephen W. Spence, Esq., at Phillips, Goldman & Spence, in
Wilmington, Delaware.

Capitol Hill Group claims to be owed $1.66 million on a lease for
non-residential real property while another creditor, Metropolitan
Medical Group, LLC, claims $837,000 for physician services.  The
petitioners assert $2.69 million in total claims.

According to Web site
http://www.specialtyhospitalofwashington.com/capitol-hill/the
SHW Capitol Hill Campus provides 60 beds in private rooms for
extended stay critical care patients, plus 120 nursing center
beds.  The hospital has 24-hour in-house physician, nursing and
respiratory therapy coverage.


SPEEDEMISSIONS INC: Incurs $241,600 Net Loss in First Quarter
-------------------------------------------------------------
Speedemissions, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $241,620 on $1.79 million of revenue for the three months ended
March 31, 2014, as compared with a net loss of $270,772 on $1.88
million of revenue for the same period last year.

As of March 31, 2014, the Company had $2.61 million in total
assets, $2.57 million in total liabilities, $4.57 million in
series A convertible redeemable preferred stock and and $4.53
million total shareholders' deficit.

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

                     http://goo.gl/6gbHL3

                      About Speedemissions

Tyrone, Georgia-based Speedemissions, Inc., is a test-only
emissions testing and safety inspection company.

As reported by the TCR on Oct. 17, 2013, Habif, Arogeti & Wynne,
LLP, resigned as the independent registered public accounting firm
for Speedemissions, Inc.  The reports of HA&W on the Company's
financial statements as of and for the fiscal years ended Dec. 31,
2012, and 2011 contained no adverse opinion or disclaimer of
opinion and were not qualified or modified as to uncertainty,
audit scope or accounting principle, except the reports did
include statements raising substantial doubt about the Company's
ability to continue as a going concern.


ST. FRANCIS HOSPITAL: Plan Confirmed; Westchester to Buy Assets
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that St. Francis Hospital, a 333-bed acute-care facility
in Poughkeepsie, New York, got the signature of the bankruptcy
judge on an April 30 confirmation order approving a reorganization
plan based on a previously approved sale of the facility to
Westchester County Health Care Corp.

According to the report, the contract with the Westchester
hospital system promises $3.5 million in cash, with $1 million to
pay the breakup fee to Health Quest Systems Inc., which was the
stalking horse bidder for the hospital's assets, and $2.5 million
for costs of the bankruptcy.

Westchester will issue $27.4 million in new bonds to pay existing
bonds, the report related.  The buyer will also pay as much as $8
million to cover late payments on contracts and will assume as
much as $17.6 million in debt financing the bankruptcy, the report
further related.

                     About St. Francis' Hospital

St. Francis' Hospital, Poughkeepsie, New York, and four affiliates
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
S.D.N.Y. Lead Case No. 13-37725) on Dec. 17, 2013.  The case is
assigned to Judge Cecelia G. Morris.

The Debtors are represented by Christopher M. Desiderio, Esq.,
Daniel W. Sklar, Esq., and Lee Harrington, Esq., at Nixon Peabody
LLP, in New York.  Their financial adviser is CohnReznick Advisory
Group; and the investment banker is Deloitte Corporate Finance
LLC.  BMC Group is the claims and notice agent.

The U.S. Trustee has appointed a five-member official committee of
unsecured creditors.  The Creditors' Committee tapped Alston &
Bird LLP as counsel, and CBIZ Accounting, Tax & Advisory of New
York, LLC, as financial advisor.

On Jan. 30, 2014, Barry Bliss of Gibbons, P.C., was named as
patient care ombudsman in the Debtors' cases.


SUPERVALU INC: Moody's Hikes CFR to B2, Outlook Changed to Pos.
---------------------------------------------------------------
Moody's Investors Service upgraded SUPERVALU Inc.'s corporate
family rating to B2 from B3 and also upgraded the company's
probability of default rating to B2-PD from B3-PD. In addition,
Moody's affirmed the B1 rating of the company's $1.5 billion
senior secured term loan maturing 2019, the Caa1 rating of the
company's $628 million senior unsecured notes maturing 2016 and
the Caa1 rating of the company's $400 million senior unsecured
notes maturing 2021. Moody's also upgraded SUPERVALU's speculative
grade liquidity rating to SGL-1 from SGL-2. The outlook is
positive.

Ratings Rationale

"The initiatives undertaken by new management in the last year
have proven successful in stabilizing and improving the company's
operating performance resulting in a stronger credit profile",
Moody's Senior Analyst Mickey Chadha stated. "The refinancing of a
portion of the unsecured notes maturing in 2016 and the amendments
to the term loan and ABL revolving credit facility eliminating the
springing maturity provision and lowering the cost of debt
enhances the company's liquidity and is also a credit positive",
Chadha further stated.

The B2 Corporate Family Rating reflects the challenges associated
with the growth of the company's independent business which
accounts for about half the company's top line and has experienced
a revenue decline due to lower sales to existing customers
including military and lost accounts and the risk associated with
the possibility of the company's Transition Services Agreements
(TSA's) with Albertson's LLC and New Albertson's, Inc. not being
extended beyond its initial term which ends in September 2015.
This could negatively impact profitability if cost cuts do not
result in offsetting the elimination of a meaningful revenue
stream provided by the TSA's. Also reflected in the ratings is
SUPERVALU's high leverage - debt/EBITDA (as adjusted by Moody's)
is expected to be around 5.0 times in the next 12-18 months. The
weak economic environment and strong competition from alternative
food retailers is expected to continue to weigh on consumer
spending behavior and will continue to pressure pricing. Ratings
are supported by SUPERVALU's very good liquidity, its overall size
in food distribution and retailing and the potential for improved
profitability and growth in the long term through leveraging fixed
costs of the distribution operation and catering to a growing
segment of thrifty consumers through the growing Save-A-Lot
segment.

The following ratings are upgraded:

  Corporate Family Rating at B2 from B3

  Probability of Default Rating at B2-PD from B3-PD

  Speculative grade liquidity rating at SGL-1 from SGL-2

The following ratings are affirmed and point estimates updated:

  $1.5 billion senior secured term loan maturing 2019 at B1 (LGD3,
  39% from LGD3, 33%)

  $628 million senior unsecured notes maturing 2016 at Caa1 (LGD5,
  80% from LGD5, 76%)

  $400 million senior unsecured notes maturing 2021 at Caa1 (LGD5,
  80% from LGD5, 76%)

SUPERVALU's positive rating outlook reflects Moody's expectation
that new management's strategic initiatives will continue to
improve SUPERVALU's profitability and credit metrics in the next
12-18 months.

Ratings could be upgraded if the company's operating performance
continues to improve and the momentum in earnings growth and
identical store sales is sustained with no deterioration in
liquidity. A ratings upgrade will also require sustained
debt/EBITDA below 5.0 times and sustained EBITA/interest over 2.0
times.

Ratings could be downgraded if revenues, margins or profitability
erode or operational missteps result in a weakening of the
liquidity or business profile. Ratings could also be downgraded if
there is evidence of deterioration in SUPERVALU's market position
as demonstrated by sustained decline in identical store sales and
margins. A downgrade could also occur if debt/EBITDA is sustained
above 5.5 times or EBITA/interest is sustained below 1.5 times.

SUPERVALU Inc., is headquartered in Eden Prairie, Minnesota and
has about 1,524 stores, including 1,334 Save-A-Lot stores of which
954 are licensed to third party-operators. SUPERVALU also has a
food distribution business serving over 1,800 independent retail
customers in addition to its own stores. The company reported
annual sales of approximately $17 billion.


SURTRONICS INC: Hires Stubbs & Perdue as Attorney
-------------------------------------------------
Surtronics, Inc. seeks permission from the U.S. Bankruptcy Court
for the Eastern District of North Carolina to employ Trawick H.
Stubbs, Jr. and Stubbs & Perdue, P.A. as attorney.

The Debtor intends to retain Stubbs & Perdue to represent and
assist it in seeking the dismissal of its Chapter 11 case.  In the
event the dismissal of the Chapter 11 case is not allowed, then
the Debtors will retain Stubbs & Perdue in carrying out its duties
under the provisions of Chapter 11 of the Bankruptcy Code, and to
represent the estate generally throughout the administration of
the Chapter 11 proceeding.

Angela Stanley, the president of the Debtor, has deposited the sum
of $25,000 in trust account of Nigel "Tex" Barrow.  Stubbs &
Perdue has agreed with the Debtor that its compensation shall be
in the nature of a flat fee of $25,000 in the event the case is
dismissed, or in the event the dismissal of the case is not
allowed, then Stubbs & Perdue shall charge the Debtor on an hourly
basis and the $25,000 currently in the trust of Mr. Barrow shall
be transferred to the trust account of Stubbs & Perdue and held
for payment of fees and expenses of the firm.

Mr. Stubbs 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.

Stubbs & Perdue can be reached at:

       Trawick H. Stubbs, Jr., Esq.
       STUBBS & PERDUE, P.A.
       310 Craven Street
       P.O. Box 1654
       New Bern, NC 28563-1654
       Tel: (252) 633-2700
       Fax: (252) 633-9600
       E-mail: tstubbs@stubssperdue.com

                      About Surtronics, Inc.

Raleigh, North Carolina-based Surtronics, Inc., filed a Chapter 11
bankruptcy petition in Wilson, North Carolina (Bankr. E.D.N.C.
Case No. 13-05672) on Sept. 9, 2013.  Founded in 1965, Surtronics
is in the business of providing electroplating and anodizing
services to base-metal alloys for use across various industries,
including but not limited to aerospace, defense, medical,
telecommunications, and automotive.  Surtronics' primary
production facility and corporate office are located in a series
of buildings at 4001 and 4025 Beryl Drive, and 508 Method Road,
Raleigh, North Carolina.

The Debtor is represented by David A. Matthews, Esq., at Shumaker,
Loop & Kendrick, LLP, in Charlotte, North Carolina.  Carr
Riggs & Ingram PLLC, serves as its accountants.

In its schedules, the Debtor disclosed $16,300,878 in total assets
and $3,507,088 in total liabilities.

The Bankruptcy Administrator has been unable to organize and
recommend to the Bankruptcy Court the appointment of a committee
of creditors holding unsecured claims against Surtronics Inc.


T.J. ENTERPRISES: Case Summary & 12 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: T.J. Enterprises
        3456 N. Clark St.
        Chicago, IL 60657

Case No.: 14-18635

Chapter 11 Petition Date: May 16, 2014

Court: United States Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Hon. Timothy A. Barnes

Debtor's Counsel: Richard N. Golding, Esq.
                  THE GOLDING LAW OFFICES, P.C.
                  500 N. Dearborn St., 2nd Fl.
                  Chicago, IL 60654
                  Tel: 312-832-7892
                  Fax: 312-755-5720
                  Email: jgolding@goldinglaw.net

Total Assets: $4.30 million

Total Liabilities: $0

The petition was signed by Timothy J. Collins, partner.

A list of the Debtor's 12 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ilnb14-18635.pdf


TELECONNECT INC: Incurs $805,500 Net Loss in March 31 Quarter
-------------------------------------------------------------
Teleconnect Inc. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $805,534 on $99,911 of sales for the three months ended
March 31, 2014, as compared with a net loss of $939,611 on $79,171
of sales for the same period in 2013.

The Company reported a net loss of $1.68 million on $130,588 of
sales for the six months ended March 31, 2014, as compared with a
net loss of $2.03 million on $284,507 of sales for the same period
last year.

As of March 31, 2014, the Company had $4.86 million in total
assets, $3.41 million in total liabilities, all current, and $1.44
million in total stockholders' equity.

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

                        http://goo.gl/8MRPqo

                         About Teleconnect

Teleconnect Inc., headquartered in Breda, The Netherlands, was
incorporated under the laws of the State of Florida on Nov. 23,
1998.

With its ownership in Hollandsche Exploitatie Maatschappij BV
(HEM), a Dutch entity established in 2007, the Company's main
activities are the manufacturing, sales and lease of age
validation equipment and the performance of age validation.  The
Company also sells and maintains vending solutions (through
Mediawizz, The Netherlands), is involved in the broadcasting of
in-store commercial messages using the age validation equipment
between age checks (through HEM), and plans to develop market
survey activities in the future (through Giga Matrix, The
Netherlands).

Teleconnect incurred a net loss of $3.47 million for the year
ended Sept. 30, 2013, as compared with a net loss of $3.87 million
for the year ended Sept. 30, 2012.

Coulter & Justus, P.C., in Knoxville, Tennessee, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Sept. 30, 2013.  The independent auditors noted
that the Company has suffered recurring losses from operations and
has a net capital deficiency in addition to a working capital
deficiency, which raise substantial doubt about its ability to
continue as a going concern.


TELEXFREE LLC: Sued for Selling Unregistered Securities
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that TelexFree LLC, accused by the U.S. Securities and
Exchange Commission of being a Ponzi scheme, was sued by buyers of
unregistered securities for being a pyramid scheme.

According to the report, in a group lawsuit commenced on May 3 in
U.S. Bankruptcy Court in Las Vegas, investors described how
TelexFree purportedly sold long-distance online phone service that
"was otherwise available for free through Internet providers such
as Skype."

The plaintiffs, who seek to represent a class of investors, claim
that the company in reality was selling unregistered securities
promising a guaranteed return of 200 percent or more a year, the
report related.  According to the complaint, sales alone could not
sustain accruing obligations to investors without constantly
attracting new investors, the report further related.

Investors lost $300 million, according to the complaint, which was
filed against the company along with officers and directors, the
report added.

                         About TelexFREE

TelexFREE -- http://www.TelexFREE.com-- is a telecommunications
business that uses multi-level marketing to assist in the
distribution of voice over internet protocol telephone services.
TelexFree's retail VoIP product, 99TelexFree, allows for unlimited
international calling to seventy countries for a flat monthly rate
of $49.90.  TelexFREE has over 700,000 associates or promoters
worldwide.

The company believes the sales of the 99TelexFree product, the
TelexFree "app," and other new products will ultimately prove
successful and profitable.  The company is struggling, however,
with several factors that required it to seek chapter 11
protection.  First, the Company experienced exponential growth in
revenue between 2012 and 2013 (from de minimus amounts to over $1
billion), which put tremendous pressure on the Company's
financial, operational and management systems.  Second, although
the company revised its original compensation plan to promoters in
order to address certain questions that were raised regarding such
plan, the company believes that the plans need to be further
revised.  Finally, the trailing liabilities arising from the
original compensation plan are difficult to quantify and have
resulted in substantial asserted liabilities against the company,
a number of which may not be valid.

TelexFREE LLC and two affiliates sought bankruptcy protection
(Bankr. D. Nev. Lead Case No. 14-12525) on April 13, 2014.

Alvarez & Marsal North America, LLC is serving as restructuring
advisor and Greenberg Traurig, LLP and Gordon Silver are serving
as legal advisors to TelexFREE.

TelexFree, LLC, estimated $50 million to $100 million in assets
and $100 million to $500 million in liabilities.

The Debtors have been notified that they must file their schedules
of assets and liabilities and statements of financial affairs by
April 27, 2014.


TELKONET INC: Inks Employment Pacts with CFO, COO and EVP Sales
---------------------------------------------------------------
Telkonet, Inc., on May 12, 2014, entered into an employment
agreement with each of Richard E. Mushrush, the Company's chief
financial officer, Matthew P. Koch, the Company's chief operating
officer and Gerrit J. Reinders, the Company's executive vice
president of Sales and Marketing, for a term commencing as of
May 1, 2014, and expiring as of May 1, 2015.  The terms of each of
these employment agreements will automatically renew for an
additional 12 months unless the parties mutually agree or unless
the agreement is terminated in accordance with its terms.
Pursuant to their respective employment agreements, Messrs.
Mushrush, Koch and Reinders receive a base salary of $113,300,
$133,900 and $154,500, respectively, and bonuses and benefits
based on the Company's internal policies and on participation in
the Company's incentive and benefit plans.

Each of the employment agreements provides that, in the event of
the termination of employment of the applicable executive officer
by mutual consent of the executive officer and the Company, or if
the executive officer's employment is terminated other than for
"cause," as defined in the employment agreements, then the
executive officer will receive an amount equal to six months of
the executive officer's base salary and compensation for health
care premiums for a six-month period following the date of
termination.  In the event of termination of employment by the
applicable executive officer for "good reason," as defined in the
agreements, the Company will continue to pay the executive
officer's base salary and provide the executive officer with
continued participation in each employee benefit plan for the
period beginning on the date of termination and ending on the
expiration of the term of such executive officer's employment
agreement or, if such period is less than six months, for a period
of six months from the date of notice of such termination.  In the
event that the applicable executive officer is terminated for
"cause," the executive officer will be entitled to no further
compensation, except for accrued leave and vacation and except as
may be required by applicable law.  Each of the agreements also
contains customary confidentiality, non-competition and non-
solicitation agreements.

                          About Telkonet

Milwaukee, Wisconsin-based Telkonet, Inc., is a clean technology
company that develops and manufactures proprietary energy
efficiency and smart grid networking technology.

Telkonet reported a net loss attributable to common stockholders
of $4.90 million on $13.88 million of total net revenues for the
year ended Dec. 31, 2013, as compared with a net loss attributable
to common stockholders of $507,558 on $12.75 million of total net
revenues in 2012.

The Company's balance sheet at Dec. 31, 2013, showed $10.85
million in total assets, $5.15 million in total liabilities, $1.16
million in total redeemable preferred stock and $4.53 million in
total stockholders' equity.

BDO USA, LLP, in Milwaukee, Wisconsin, 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 losses from operations, a working
capital deficiency, and an accumulated deficit of $121,948,847
that raise substantial doubt about its ability to continue as a
going concern.


TLO LLC: Wins Confirmation of Plan with Distribution for Equity
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that TLO LLC, a provider of risk-mitigation services
before the business were sold, won court approval for a
liquidating Chapter 11 plan with at least $18.7 million for
distribution to shareholders, assuming the deceased founder's
secured claim of $91.1 million isn't knocked out.

As reported in the Troubled Company Reporter on March 13, 2014,
Judge Paul G. Hyman approved the disclosure statement explaining
TLO LLC's Amended Plan.  The Plan, filed March 7, projects that
$18 million will be available for equity interest holders,
assuming that the secured claim of Hank Asher, the Debtor's
deceased founder, will be allowed in full.  If the secured claim
of TI is not recharacterized, then TI will be entitled to its $89
million claim, including default interest, attorneys' fees and
costs -- the current amount of which is in excess of $91 million
and began accruing interest at the default rate of 6.25% on
January 24, 2014.  The Plan proposes that $16.5 million is used
for full payment of unsecured creditors.

                           About TLO LLC

TLO LLC, a provider of risk-mitigation services, filed a petition
for Chapter 11 reorganization (Bankr. S.D. Fla. Case No.
13-bk20853) on May 9, 2013, in West Palm Beach, Florida, near the
company's headquarters in Boca Raton.  The petition was signed by
E. Desiree Asher as CEO.

Judge Paul G. Hyman, Jr., presides over the case.  Robert C. Furr,
Esq., and Alvin S. Goldstein, Esq., at Furr & Cohen, serve as the
Debtor's counsel.  Bayshore Partners, LLC is the Debtor's
investment banker.  Thomas Santoro and GlassRatner Advisory &
Capital Group, LLC are the Debtor's financial advisors.

Paul J. Battista, Esq., and Mariaelena Gayo-Guitian, Esq., at
Genovese, Joblove & Battista, P.A., represent the Official
Committee of Unsecured Creditors as counsel.

The Debtor disclosed assets of $46.6 million and liabilities of
$109.9 million, including $93.4 million in secured claims.  The
principal lender is Technology Investors Inc., owed $89 million.
TII is owned by the estate of Hank Asher, the company's primary
owner who died this year.  There is $4.6 million secured by
computer equipment.


TN-K ENERGY: Incurs $99,000 Net Loss in First Quarter
-----------------------------------------------------
TN-K Energy Group Inc. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $98,852 on $12,886 of total revenue for the three months ended
March 31, 2014, as compared with a net loss of $83,935 on $49,290
of total revenue for the same period in 2013.

As of March 31, 2014, the Company had $2.26 million in total
assets, $3.92 million in total liabilities and a $1.65 million
total stockholders' deficit.

"We do not have any external sources of liquidity.  Our working
capital is not sufficient to fund our operations and pay our
obligations, many of which are past due, and may impede our
ability to further grow our company.  Although we need to raise
additional working capital, we do not have any commitments for
capital from third parties.  Given the small size of our company,
the quotation of our stock in the over-the-counter market and the
significant liabilities on our balance sheet, we expect to
encounter significant obstacles in raising equity or debit
capital.  If we are unable to access capital as needed, our
ability to grow our company is in jeopardy and absent a
significant increase in our revenues we may be unable to continue
as a going concern," the Company said in the Quarterly Report.

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

                        http://goo.gl/7VStt5

                          About TN-K Energy

Crossville, Tenn.-based TN-K Energy Group, Inc., an independent
oil exploration and production company, engaged in acquiring oil
leases and exploring and developing crude oil reserves and
production in the Appalachian basin.

TN-K Energy disclosed net income of $3.97 million on $1.88 million
of total revenue for the year ended Dec. 31, 2012, as compared
with net income of $1.25 million on $1.88 million of total revenue
in 2011.

Liggett, Vogt & Webb, P.A., in New York, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2012.  The independent auditors noted that
the Company has incurred recurring operating losses and will have
to obtain additional financing to sustain operations.  These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.


TRANS ENERGY: Delays Form 10-Q for First Quarter
------------------------------------------------
Trans Energy, Inc., filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its quarterly report on Form 10-Q for the quarter ended
March 31, 2014.

The Company said it has not finalized its financial statements for
the period ended March 31, 2014, nor has the Company's certifying
auditors had the opportunity to complete their audit of the
financial statements to be included in the Form 10-Q.
Accordingly, the Company cannot complete and file its Form 10-Q
quarterly report by the due date, but expects its financial
statements and review of the financial statements will be
completed and the Form 10-Q finalized in order to file the report
within the prescribed extension period.

                          About Trans Energy

St. Mary's, West Virginia-based Trans Energy, Inc. (OTC BB: TENG)
-- http://www.transenergyinc.com/-- is an independent energy
company engaged in the acquisition, exploration, development,
exploitation and production of oil and natural gas.  Its
operations are presently focused in the State of West Virginia.

Trans Energy incurred a net loss of $21.20 million in 2012 as
compared with net income of $8.92 million in 2011.  The Company's
balance sheet at Sept. 30, 2013, showed $83.06 million in total
assets, $85.46 million in total liabilities and a $2.40 million
total stockholders' deficit.


TRANS-LUX: Reports $1 Million Net Loss in Fourth Quarter
--------------------------------------------------------
Trans-Lux Corporation reported a net loss of $1.01 million on
$5.82 million of revenues for the three months ended Dec. 31,
2013, as compared with a net loss of $630,000 on $4.65 million of
revenues for the same period last year.

For the year ended Dec. 31, 2013, the Company had $1.86 million
net loss on $20.90 million of revenues as compared with a net loss
of $1.36 million on $23.02 million of revenues in 2012.  The
Company incurred a net loss of $1.41 million in 2011.

"We are a very different company today than we were just a year
ago.  We have an LED Lighting company that is producing revenue
and we have a new line of LED displays which is making inroads in
markets where we could not compete in the past.  Our pipeline is
strong and I believe that 2014 will be a breakout year for us,"
said Mr. Allain.  "We continue, however, to be hampered by our
cash position.  We are losing deals and profit because of our lack
of cash.  Fixing this is a priority for me and the Board of
Directors."

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

                        http://is.gd/bY6vES

                    About Trans-Lux Corporation

Norwalk, Conn.-based Trans-Lux Corporation (NYSE Amex: TLX) is a
designer and manufacturer of digital signage display solutions for
the financial, sports and entertainment, gaming and leasing
markets.

"...[B]ecause of the uncertainty surrounding our ability to obtain
additional liquidity and the potential of the noteholders and/or
trustees to give notice to the Company of a default on either the
Debentures or the Notes, our independent registered public
accounting firm issued an opinion on our consolidated financial
statements that states that the consolidated financial statements
were prepared assuming we will continue as a going concern,
however the opinion further states that the uncertainty regarding
the ability to make the required principal and interest payments
on the Notes and the Debentures, in addition to the significant
amount due to the Company's pension plan over the next 12 months,
raises substantial doubt about our ability to continue as a going
concern," the Company said in the quarterly report for the period
ended Sept. 30, 2013.


TRANSGENOMIC INC: Stockholders Okays Auditor Appointment
--------------------------------------------------------
At the 2014 Annual Meeting of Stockholders of Transgenomic, Inc.,
held on May 14, 2014, the Company's stockholders:

   (1) ratified the appointment of Ernst & Young LLP as the
       Company's independent registered public accounting firm for
       the year ending Dec. 31, 2014; and

   (2) approved, on an advisory basis, the compensation of the
       Company's executive officers.

                        About Transgenomic

Transgenomic, Inc. -- http://www.transgenomic.com/-- is a global
biotechnology company advancing personalized medicine in
cardiology, oncology, and inherited diseases through its
proprietary molecular technologies and world-class clinical and
research services.  The Company is a global leader in cardiac
genetic testing with a family of innovative products, including
its C-GAAP test, designed to detect gene mutations which indicate
cardiac disorders, or which can lead to serious adverse events.
Transgenomic has three complementary business divisions:
Transgenomic Clinical Laboratories, which specializes in molecular
diagnostics for cardiology, oncology, neurology, and mitochondrial
disorders; Transgenomic Pharmacogenomic Services, a contract
research laboratory that specializes in supporting all phases of
pre-clinical and clinical trials for oncology drugs in
development; and Transgenomic Diagnostic Tools, which produces
equipment, reagents, and other consumables that empower clinical
and research applications in molecular testing and cytogenetics.
Transgenomic believes there is significant opportunity for
continued growth across all three businesses by leveraging their
synergistic capabilities, technologies, and expertise.  The
Company actively develops and acquires new technology and other
intellectual property that strengthens its leadership in
personalized medicine.

The Company reported a net loss available to common stockholders
of $16.71 million in 2013 as compared with a net loss available to
common stockholders of $8.98 million in 2012.  As of March 31,
2014, the Company had $30.71 million in total assets, $16.42
million in total liabilities and $14.29 million in stockholders'
equity.

As reported by the TCR on Feb. 13, 2013, Transgenomic entered into
a forbearance agreement with Dogwood Pharmaceuticals, Inc., a
wholly owned subsidiary of Forest Laboratories, Inc., and
successor-in-interest to PGxHealth, LLC, with an effective date of
Dec. 31, 2012.


TRIPLANET PARTNERS: Seeks Injunction of Former Employees' Suits
---------------------------------------------------------------
Triplanet Partners LLC filed an adversary proceeding asking the
U.S. Bankruptcy Court for the Southern District of New York for a
preliminary injunction enjoining until confirmation of a plan of
reorganization Benjamin Roberts, all other persons or entities
acting in concert with Roberts, and any other creditors of the
Debtor from pursuing remedies against non-debtors Sophie
Bennaceur, Imed Bennaceur, and Moez Bennaceur, and the Debtor's
non-debtor affiliates.

In August 2010, the Debtor entered into a multi-million dollar
service contract with Royal Bank of Scotland in London and
provided consultancy services to RBS between 2010 and 2012.
Roberts was hired to work on the contract and after the Debtor's
contract with RBS ended, he was dismissed.  Roberts then commenced
litigation against the non-debtors.

Roberts has two actions pending against Non-Debtors.  They are
Benjamin Roberts v. TriPlanet Partners, LLC, et al. (D. Conn. 12-
cv-1222) (JAM) and Benjamin Roberts v. Sophien Bennaceur, et al.
(S.D.N.Y. 14-cv-2838 (DAB).  The claims made by Roberts in the
Prepetition Litigation allege that the Non-Debtors are liable to
him because they improperly paid out funds from the Debtor and
prevented the Debtor from paying to Roberts more than the $2
million the Debtor has paid Roberts so far.  Roberts alleges that
money damages of $15 million he alleges is his share of the
Debtor?s profits.

The Debtor's counsel, A. Mitchell Greene, Esq., at Robinson Brog
Leinwand Greene Genovese & Gluck P.C., in New York, tells the
Bankruptcy Court that prior to the Petition Date, the Debtor
provided for a defense and made attempts to pay the legal costs to
defend the claims made in the Prepetition Litigation.  Because the
Debtor is the party defendant that Roberts alleges short-changed
him, a judgment against any of the non-debtor is effectively a
judgment against the Debtor, Mr. Greene says.

Mr. Greene asserts that there is a risk of irreparable harm to the
Debtor if the automatic stay is not extended because the only way
Roberts can establish liability against the non-debtors is by
proving the underlying liability of the Debtor.  Moreover, the
Debtor will face subsequent indemnification claims from the non-
debtors if Roberts is successful, Mr. Greene further asserts.

Triplanet Partners LLC filed a Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 14-22643) on May 8, 2014.  Sophien
Bennaceur signed the petition as manager.  The Debtor estimated
assets and debts of between $10 million to $50 million.  Arnold
Mitchell Greene, Esq., at Robinson Brog Leinwand Greene Genovese &
Gluck, P.C., serves as the Debtor's counsel.  Judge Robert D.
Drain oversees the case.


TUSCANY INTERNATIONAL: Reports First Quarter 2014 Results
---------------------------------------------------------
Tuscany International Drilling Inc. reported its first quarter
2014 results.  The unaudited consolidated interim financial
statements of the Company for the period ended March 31, 2014 and
the related management's discussion and analysis have been filed
under the Company's profile on the SEDAR website at www.sedar.com

For information on developments concerning and documents relating
to the Company's previously announced proceedings under Chapter 11
of the United States Bankruptcy Code, please refer to the website
of Prime Clerk LLC, the administrative advisor, at
http://cases.primeclerk.com/tuscany/

                    About Tuscany International

Tuscany International Holdings (U.S.A.) Ltd. and Tuscany
International Drilling Inc. sought protection from creditors under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case
No. 14-10193) in Delaware on Feb. 2, 2014.

Tuscany also commenced ancillary proceedings in the Court
of Queen's Bench of Alberta under the Companies' Creditors
Arrangement Act.

Pursuant to a restructuring support agreement with prepetition
lenders holding 95% of the prepetition loans, the Debtors have
agreed to sell substantially all of the assets of TID to lenders
in exchange for a credit bid of certain of their debt, effectuated
through a plan of reorganization.

Headquartered in Calgary, Alberta, Tuscany is engaged in the
business of providing contract drilling and work-over services
along with equipment rentals to the oil and gas industry.  Tuscany
is currently focused on providing services to oil and natural gas
operators in South America.  Tuscany has operating centers in
Colombia, Brazil, and Ecuador.  The Debtor disclosed $414,624,292
in assets and $207,332,530 in liabilities as of the Chapter 11
filing.

The Colombian and Brazilian businesses are operated by certain
non-debtor affiliates, while the Ecuador business is operated by
branch office of debtor TID.  As of the Petition Date, Tuscany
entities owned 26 rigs, of which 12 are located in Colombia, nine
in Brazil and five in Ecuador.  Of the 26 rigs, 15 were contracted
and operational as of the Petition Date and five were directly
owned by the Debtors.

Latham & Watkins LLP's Mitchell A. Seider, Esq., Keith A. Simon,
Esq., David A. Hammerman, Esq., and Annemarie V. Reilly, Esq.; and
Young Conaway Stargatt & Taylor, LLP's Michael R. Nestor, Esq.,
and Kara Hammond Coyle, Esq., serve as the Debtors' co-counsel.
FTI Consulting Canada, Inc.'s Deryck Helkaa is the chief
restructuring officer.  Prime Clerk LLC is the claims and notice
agent, and administrative agent.  McCarthy Tetrautt LLP is the
special Canadian counsel.  Deloitte & Touche LLP provides tax
services.  GMP Securities, LLC serves as investment banker.

The Debtors' plan of reorganization dated March 3, 2014, proposes
that a newly-formed entity organized by certain prepetition
lenders will credit bid a principal amount of the Prepetition
Credit Agreement Claims or DIP Facility Claims to be determined in
exchange for all or substantially all of the assets of the HoldCo.
The Bankruptcy Court has entered an order approving the bidding
procedures for the sale of all or any portion of the Debtors'
assets or the new capital stock of Reorganized HoldCo, as
reorganized under the Plan.  These bidding procedures are to be
utilized by the Debtors in the postpetition sale process in an
effort to secure the highest or otherwise best offer for the sale
of the Debtors' businesses.

The U.S. Trustee said that an official committee of unsecured
creditors has not been appointed in the Debtors' cases.

An Official Committee of Equity Security Holders has been
appointed in the case.  The Equity Committee has tapped as
bankruptcy counsel Adam G. Landis, Esq., Kerri K. Mumford, Esq.,
James S. Green Jr., Esq., J. Landon Ellis, Esq., and Joseph D.
Wright, Esq., at Landis Rath & Cobb LLP.


UNITED AMERICAN: Delays Form 10-Q for First Quarter
---------------------------------------------------
United American Healthcare Corp. filed with the U.S. Securities
and Exchange Commission a Notification of Late Filing on Form 12b-
25 with respect to its quarterly report on Form 10-Q for the
quarter ended March 31, 2014.  United American said it is not in a
position to file its Quarterly Report because the Company cannot
complete the Form 10-Q in a timely manner without unreasonable
effort or expense.

                       About United American

Chicago-based United American Healthcare, through its wholly owned
subsidiary Pulse Systems, LLC, provides contract manufacturing
services to the medical device industry, with a focus on precision
laser-cutting capabilities and the processing of thin-wall tubular
metal components, sub-assemblies and implants, primarily in the
cardiovascular market.

For the year ended June 30, 2013, the Company reported net income
of $537,000 on $8.48 million of contract manufacturing revenue as
compared with a net loss of $1.86 million on $6.83 million of
contract manufacturing revenue for the year ended June 30, 2012.
As of Dec. 31, 2013, the Company had $15.19 million in total
assets, $12.91 million in total liabilities and $2.27 million in
total shareholders' equity.

Bravos & Associates, CPA's, in Bloomingdale, Illinois, issued a
"going concern" qualification on the consolidated financial
statements for the year ended June 30, 2013.  The independent
auditors noted that the Company's liabilities and working capital
raise substantial doubt about its ability to continue as a going
concern.


UNIVERSAL COOPERATIVES: Section 341(a) Meeting Set on June 6
------------------------------------------------------------
A meeting of creditors in the bankruptcy case of Universal
Cooperatives, Inc., is scheduled for Friday, June 6, 2014, at 1:00
p.m. in Room 5209 of the J. Caleb Boggs Federal Building,
Wilmington, Delaware.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
meeting of creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

                   About Universal Cooperatives

Headquartered in Eagan, Minnesota, Universal Cooperatives, Inc. is
an interregional farm supply cooperative providing manufacturing,
distribution and purchasing services.

Universal Cooperatives and five of its affiliates filed separate
Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 14-11186
to 14-11191) on May 11, 2014.  Jamie LaRue signed the petitions as
CEO of Universal Cooperatives.  Foley & Lardner LLP serves as the
Debtors' general counsel.  Young, Conaway, Stargatt & Taylor, LLP,
acts as the Debtors' counsel.  Prime Clerk LLC is the Debtors'
notice, claims, solicitation and balloting agent.  The Keystone
Group acts as the Debtors' financial advisor.  Universal
Cooperatives estimated assets of $1 million to $10 million and
debt of $10 million to $50 million.  Judge Mary F. Walrath
oversees the case.


VELATEL GLOBAL: Incurs $18 Million Net Loss in 2013
---------------------------------------------------
Velatel Global Communications, Inc., filed with U.S. Securities
and Exchange Commission its annual report on Form 10-K disclosing
a net loss attributable to the Company of $18.04 million on $1.92
million of revenue for the year ended Dec. 31, 2013, as compared
with a net loss attributable to the Company of $43.15 million on
$0 of revenue in 2012.

The Company's balance sheet at Dec. 31, 2013, showed $4.56 million
in total assets, $53.15 million in total liabilities and a $48.59
million total deficiency.

Kabani & Company, Inc., in Los Angeles, 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 a net loss of
$17,877,716 for the year ended Dec. 31, 2013, cumulative losses of
$325,397,511 as of Dec. 31, 2013, a negative working capital of
$49,650,613 and a stockholders' deficiency of $48,597,048.  These
factors raise substantial doubt as to 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/f7Nlkk

The Company was unable to file its Form 10-Q for the period ended
March 31, 2014, in a timely manner because Company was unable to
complete its financial statements by the time required to timely
file the Form 10-Q.

                        About VelaTel Global

VelaTel acquires spectrum assets through acquisition or joint
venture relationships, and provides capital, engineering,
architectural and construction services related to the build-out
of wireless broadband telecommunications networks, which it then
operates by offering services attractive to residential,
enterprise and government subscribers.  VelaTel currently focuses
on emerging markets where internet penetration rate is low
relative to the capacity of incumbent operators to provide
comparable cutting edge services, or where the entry cost to
acquire spectrum is low relative to projected subscribers.
VelaTel currently has project operations in People's Republic of
China, Croatia, Montenegro and Peru.  Additional target markets
include countries in Latin America, the Caribbean, Southeast Asia
and Eastern Europe.  VelaTel's administrative headquarters are in
Carlsbad, California.  See http://www.velatel.com/


VICTORY ENERGY: Incurs $446,000 Net Loss in First Quarter
---------------------------------------------------------
Victory Energy Corporation filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $446,148 on $194,983 of revenue for the three months
ended March 31, 2014, as compared with a net loss of $453,354 on
$93,768 of revenue for the same period last year.

The Company's balance sheet at March 31, 2014, showed $3.22
million in total assets, $1.50 million in total liabilities and
$1.71 million in total stockholders' equity.

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

                        http://goo.gl/8iv5P5

                        About Victory Energy

Austin, Texas-based Victory Energy Corporation is engaged in the
exploration, acquisition, development and exploitation of domestic
oil and gas properties.  Current operations are primarily located
onshore in Texas, New Mexico and Oklahoma.

Victory Energy reported a net loss of $2.11 million on $735,413 of
total revenues for the year ended Dec. 31, 2013, as compared with
a net loss of $7.09 million on $326,384 of total revenues in 2012.

Weaver & Tidwell, LLP, in Fort Worth, Texas, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company has experienced recurring losses since its
inception and has an accumulated deficit.  These conditions raise
substantial doubt regarding the Company's ability to continue as a
going concern.


VIGGLE INC: Incurs $14.1 Million Net Loss in March 31 Quarter
-------------------------------------------------------------
Viggle Inc. filed with the U.S. Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing a net loss of $14.13
million on $3.30 million of revenues for the three months ended
March 31, 2014, as compared with a net loss of $43.07 million on
$3.39 million of revenues for the same period last year.

For the nine months ended March 31, 2014, the Company reported a
net loss of $51.82 million on $12.67 million of revenues as
compared with a net loss of $74.97 million on $9.32 million of
revenues for the same period in 2013.

The Company's balance sheet at March 31, 2014, showed $68.09
million in total assets, $62.79 million in total liabilities,
$37.54 million in series A convertible redeemable preferred stock,
and a $32.23 million total stockholders' deficit.

For F3Q 2014, Viggle had an Adjusted EBITDA loss of $7.876 million
as compared to an Adjusted EBITDA loss of $8.803 million in F3Q
2013.  Fiscal 2014 YTD adjusted EDITDA losses of $18.886 million
is a 20 percent decrease from the $23.737 million YTD adjusted
EBITDA loss at the end of F3Q 2013.

"This quarter was a time for us to focus on building the
technology to leverage the expanded scale of the Viggle platform
brought about by our acquisitions of Dijit and Wetpaint," said
Greg Consiglio, president and COO of Viggle Inc.  "The ability to
both award points and offer rewards outside of the Viggle app are
critical to scaling the business online, in social media, and
across a family of mobile apps."

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

                        http://is.gd/qCjjiw

                           About Viggle

New York City-based Viggle Inc. is a loyalty marketing company.
The Company has developed a loyalty program for television that
gives people real rewards for checking into the television shows
they are watching on most mobile operating system.  Viggle users
can redeem their points in the app's rewards catalog for items
such as movie tickets, music, or gift cards.

Viggle incurred a net loss of $91.40 million on $13.90 million of
revenues for the year ended June 30, 2013, as compared with a net
loss of $96.51 million on $1.73 million of revenues during the
prior year.

BDO USA, LLP, in New York, issued a "going concern" qualification
on the consolidated financial statements for the year ended
June 30, 2013.  The independent auditors noted that the Company
has suffered recurring losses from operations and at June 30,
2013, has deficiencies in working capital and equity that raise
substantial doubt about its ability to continue as a going
concern.


VISCOUNT SYSTEMS: Incurs C$1.8 Million Net Loss in First Quarter
----------------------------------------------------------------
Viscount Systems, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss and comprehensive loss of C$1.81 million on C$936,873
of sales for the three months ended March 31, 2014, as compared
with a net loss and comprehensive loss of C$1.84 million on
C$828,320 of sales for the same period during the prior year.

The Company's balance sheet at March 31, 2014, showed C$3.08
million in total assets, C$8.17 million in total liabilities and a
C$5.08 million total stockholders' deficit.

Cash as of March 31, 2014, as compared to Dec. 31, 2013, was
$1,986,952 and $172,684, respectively, an increase of $1,814,268.
The Increase was mainly due to completing three private placements
in March 2014, raising an aggregate of US$2,260,200.

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

                       http://goo.gl/h7Xexw

                      About Viscount Systems

Burnaby, Canada-based Viscount Systems, Inc., is a manufacturer,
developer and service provider of access control security
products.

The Company's bank credit facility was suspended on December 30,
2011 due to the bank's assessment of the Company's financial
position.  Management has determined that the Company will need to
raise a minimum of C$500,000 by way of new debt or equity
financing to continue normal operations for the next twelve
months.  Management has been actively seeking new investors and
developing customer relationships, however a financing arrangement
has not yet completed.  Short-term loan financing is anticipated
from related parties, however there is no certainty that loans
will be available when required.  These factors raise substantial
doubt about the ability of the Company to continue operations as a
going concern.

Dale Matheson Carr-Hilton LaBonte LLP expressed substantial doubt
about the Company's ability to continue as a going concern, citing
that the Company has an accumulated deficit of C$11.67 million for
the year ended Dec. 31, 2013.  The Company requires additional
funds to meet its obligations and the costs of its operations.

The Company reported a net loss of C$3.08 million on
C$4.13 million of sales in 2013, compared with a net loss of
C$2.68 million on C$3.6 million of sales in 2012.


VISUALANT INC: Incurs $1.7 Million Net Loss in March 31 Quarter
---------------------------------------------------------------
Visualant, Incorporated, filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $1.71 million on $2.02 million of revenue for the
three months ended March 31, 2014, as compared with a net loss of
$2.34 million on $2.21 million of revenue for the same period in
2013.

For the six months ended March 31, 2014, the Company reported a
net loss of $2.56 million on $3.90 million of revenue as compared
with a net loss of $3.04 million on $4.27 million of revenue for
the same period last year.

As of March 31, 2014, the Company had $3.48 million in total
assets, $8.76 million in total liabilities, $69,604 in
noncontrolling interest and a $5.34 million total stockholders'
deficit.

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

                       http://goo.gl/RsxvAu

                        About Visualant Inc.

Seattle, Wash.-based Visualant, Inc., was incorporated under the
laws of the State of Nevada on Oct. 8, 1998.  The Company
develops low-cost, high speed, light-based security and quality
control solutions for use in homeland security, anti-
counterfeiting, forgery/fraud prevention, brand protection and
process control applications.

Visualant incurred a net loss of $6.60 million for the year ended
Sept. 30, 2013, as compared with a net loss of $2.72 million for
the year ended Sept. 30, 2012.

PMB Helin Donovan, LLP, in Seattle, Washington, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Sept. 30, 2013.  The independent auditors noted
that the Company has sustained a net loss from operations and has
an accumulated deficit since inception.  These factors raise
substantial doubt about the Company's ability to continue as a
going concern.


W3 CO: Moody's Lowers Corp. Family Rating to 'B3'; Outlook Stable
-----------------------------------------------------------------
Moody's Investors Service lowered the Corporate Family rating
("CFR") of W3 Co., a holding company of Total Safety U.S., Inc.
("Total Safety"), to B3 from B2 due to expectations for
persistently-high leverage over the near term, as improvements in
operating performance have not materialized as planned. The
Probability of Default rating ("PDR") was lowered to B3-PD from
B2-PD. Meanwhile, ratings on W3 Co.'s senior secured first lien
credit facility and second lien credit facility were lowered to B2
and Caa2, respectively. The rating outlook is stable.

Downgrades:

Issuer: W3 Co.

Probability of Default Rating, Downgraded to B3-PD from B2-PD

Corporate Family Rating, Downgraded to B3 from B2

Senior Secured First Lien Bank Credit Facility Mar 1, 2018,
Downgraded to B2 (LGD3, 37%) from B1 (LGD3, 37%)

Senior Secured First Lien Bank Credit Facility Mar 1, 2020,
Downgraded to B2 (LGD3, 37%) from B1 (LGD3, 37%)

Senior Secured Second Lien Bank Credit Facility Sep 1, 2020,
Downgraded to Caa2 (LGD5, 87%) from Caa1 (LGD5, 87%)

Ratings Rationale

The downgrade reflects weaker than expected operating performance
in 2013, which prevented the company from deleveraging according
to plan. Total Safety's FY 2013 revenue of $424 million represents
only1.4% growth from prior year levels, with little improvement in
operating margins. Over the same period, debt increased by almost
40%, owing primarily to the company's sizeable dividend re-cap in
March 2013. Total debt (including Moody's standard adjustments) as
of December 31, 2013 represents approximately 105% of FY 2013
revenue. Debt to EBITDA is estimated at over 7 times -- a level
that is more consistent with B3 rated companies. Interest coverage
is also reflective of the lower rating: EBITA to Interest
estimated at approximately 1.1 times. Importantly, the company's
generated negative free cash flow over this period before taking
into account the distribution to owners, owing to a combination of
increased CAPEX and working capital spending along with declining
operating earnings in 2013. This has prevented the company from
deleveraging through debt repayment as planned.

The company has undertaken restructuring initiatives to improve
operating performance in 2014, geared towards enhanced operating
efficiency, re-alignment of its organization structure, and
improved cash management. Moody's views these initiatives to be
ambitious in scale, but necessary to restore operating margins and
cash flow to levels that support the company's long term growth
strategy. Moody's believes that this will result in continued
negative free cash flow in 2014, due to costs related to
implementing these organization-wide changes. As such, we do not
expect that debt will be reduced, or that credit metrics will
materially improve over that time. However, if successfully
implemented, we believe that these endeavors will allow Total
Safety to slowly improve earnings over the longer term, with
prospects for positive free cash flow that can be applied towards
debt reduction over time. Moreover, Moody's notes that the
company's Q1 2014 results do indicate moderate improvement, with
revenue growing 8% from prior year levels, along with modest
margin improvement.

The rating is also negatively impacted by Total Safety's
acquisitive growth strategy, whereby the company has undertaken
sizeable debt offerings to fund large acquisitions, while using
internally generated cash to fund bolt-on acquisitions. Moody's
believes the company will continue to deploy material amounts of
cash flow that it generates towards acquisitions and growth
capital expenditures, which further impedes meaningful debt
repayment in the near to intermediate term.

Moody's assesses Total Safety's liquidity profile as adequate,
which is a supportive factor to the B3 rating and stable outlook.
The company reported a $26 million cash balance as of December 31,
2013, which is higher than historical averages and is largely
attributable to a $21 million equity contribution that owners
provided to pre-fund 2014 acquisitions. Going forward, we expect
that the company will maintain cash balance in the $5-10 million
range over the near term. Total Safety maintains a $60 million
revolving credit facility, due 2018, with approximately 50% of
availability after drawings and letters of credit in the first
quarter of 2014. The company has no debt maturing until 2018.

The rating is also supported by Total Safety's good market
position in a relatively stable segment within the oil and gas
industry services sector. The company's primary service offering
focuses on safety solutions, industry-wide. Demand for these
services is characterized by regulatory requirements, a trend
towards increased outsourcing of safety services, and long-term
customer relationships. These are important factors that offset
the highly volatile nature of the oil and gas industry in which
Total Safety participates.

The stable rating outlook incorporates Moody's expectations that a
modest level of organic growth and margin improvement will allow
for a moderate amount of deleveraging over the next 12-24 months.
However, we do not expect that credit metrics will be restored to
levels supportive of a higher rating over that period.

The ratings could be lowered if the company cannot grow its
revenue or improve operating margins, possibly due to the loss of
a major contract or difficulty in implementing its operating plan.
Deterioration in the company's liquidity condition would be key
driver to a downgrade, particularly if evidenced by increased use
of the revolver to cover operating needs. Lower ratings would also
be warranted if the company were to undertake an aggressive
financial policy (e.g. a sizeable return of capital to
shareholders), or if it were to accelerate the pace or expand the
size of debt-funded acquisitions. The following credit metrics
could prompt a downgrade: Debt to EBITDA remaining in excess of 7
times, EBITA to Interest below 1 time, or substantially-negative
free cash flow generation.

The ratings could be upgraded if Total Safety demonstrates growth
and diversity in its revenue base while improving operating
profitability, with the company applying free cash flow that it
generates to substantially reduce debt. Sustainment of the
following credit metrics could support an upgrade: Debt to EBITDA
below 5.5 times, EBITA to interest approaching 2 times, and
Retained Cash Flow to Debt in excess of 15%.

W3 Co. is a holding company controlling Total Safety U.S., Inc.
(collectively "Total Safety"), a global provider of industrial
safety services and equipment primarily for the upstream and
downstream energy, petrochemical, chemical and other end markets.
Total Safety is owned by affiliates of private equity sponsor
Warburg Pincus. The company reported revenues of $424 million for
the fiscal year ending December 31, 2013.

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.


WAFERGEN BIO-SYSTEMS: Incurs $2.5 Million Net Loss in 1st Quarter
-----------------------------------------------------------------
WaferGen Bio-systems, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $2.54 million on $1.40 million of total revenue for
the three months ended March 31, 2014, as compared with a net loss
of $3.78 million on $178,487 of total revenue for the same period
in 2013.

The Company's balance sheet at March 31, 2014, showed $11.75
million in total assets, $9.33 million in total liabilities and
$2.42 million in total stockholders' equity.

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

                        http://goo.gl/GSxVIC

                     About WaferGen Bio-systems

Fremont, California-based WaferGen Bio-systems, Inc., engages in
the development of systems for gene expression quantification,
genotyping and stem cell research.  Since 2008, the Company's
primary focus has been on the development, manufacture and
marketing of its SmartChip System, a genetic analysis platform
used for profiling and validating molecular biomarkers in the life
sciences and pharmaceutical drug discovery industries.

WaferGen reported a net loss attributable to common stockholders
of $17.71 million in 2013, following a net loss attributable to
common stockholders of $8.97 million in 2012.

SingerLewak LLP, in San Jose, California, issued a "going concern"
qualification on the consoliated financial statements for the year
ended Dec. 31, 2013.  The independent auditors noted that the
Company has incurred operating losses and negative cash flows from
operating activities since inception which raise substantial doubt
about the Company's ability to continue as a going concern.


WALTER ENERGY: Bank Debt Trades at 3% Off
-----------------------------------------
Participations in a syndicated loan under which Walter Energy Inc.
is a borrower traded in the secondary market at 97.13 cents-on-
the-dollar during the week ended Friday, May 16, 2014, according
to data compiled by LSTA/Thomson Reuters MTM Pricing and reported
in The Wall Street Journal.  This represents a increase of 0.29
percentage points from the previous week, The Journal relates.
Walter Energy Inc. pays 575 basis points above LIBOR to borrow
under the facility.  The bank loan matures on March 14, 2018 and
carries Moody's B3 rating and Standard & Poor's B rating.  The
loan is one of the biggest gainers and losers among 205 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.


WPCS INTERNATIONAL: Has Agreement to Sell Stake in China JV
-----------------------------------------------------------
WPCS International Incorporated has signed a non-binding letter of
intent to sell its 60 percent majority ownership interest in Taian
AGS Pipeline Construction Co. Ltd., to AIC Investments Limited, a
Hong Kong company, in an all-cash transaction valued at $2.1
million.  The consummation of this transaction is subject to a
number of conditions, including, but not limited to, completion of
due diligence by AIC, the negotiation and execution of a
definitive purchase agreement, third party governmental and
regulatory consents, approval of the board of directors from the
Company and AIC, shareholder approval of the Company and approval
from holders of senior secured debt of the Company.

Sebastian Giordano, interim chief executive officer, commented,
"While we value our long-standing relationship with our joint
venture partner, we are very pleased to enter into this LOI to
sell our position in our China Operations.  We expect that this
divestiture will net the Company approximately $1.8 million in
cash upon closing.  Together with the expected sale of our Seattle
operations, these transactions would provide the Company with
almost $4 million in working capital.  As part of our ongoing
restructuring, management has aggressively pursued monetizing
certain of its non-core assets in an effort to provide additional
working capital necessary for bolstering our profitable Suisun
City contracting operation and for fueling the growth of our BTX
Trader, LLC line of business.  We remain focused on this new
initiative and are encouraged by the growth we are witnessing in
the digital currency industry as its global acceptance continues
to expand."

                      About WPCS International

WPCS -- http://www.wpcs.com-- is a design-build engineering
company that focuses on the implementation requirements of
communications infrastructure.  The company provides its
engineering capabilities including wireless communications,
specialty construction and electrical power to the public
services, healthcare, energy and corporate enterprise markets
worldwide.

As reported by the TCR on Feb. 7, 2014, WPCS appointed Marcum LLP
as its new independent registered public accounting firm.
CohnReznick LLP resigned on Dec. 20, 2013,

The Company's former auditors, CohnReznick LLP, in Roseland, New
Jersey, expressed substantial doubt about WPCS International's
ability to continue as a going concern following the annual report
for the year ended April 30, 2013.  The independent auditors noted
that the Company has incurred net losses and negative cash flows
from operating activities, had a working capital deficiency as of
and for the years ended April 30, 2013, and 2012, and has an
accumulated deficit as of April 30, 2013.

The Company reported a net loss of $6.8 million on $42.3 million
of revenue in fiscal 2013, compared with a net loss of
$20.6 million on $65.5 million in fiscal 2012.  As of Jan. 31,
2014, the Company had $22.37 million in total assets, $15.18
million in total liabilities and $7.19 million in total equity.


WRJ ENTERPRISES: Case Summary & Unsecured Creditor
--------------------------------------------------
Debtor: WRJ Enterprises LLC
        P.O. Box 6881
        Edmond, OK 73083

Case No.: 14-12067

Chapter 11 Petition Date: May 15, 2014

Court: United States Bankruptcy Court
       Western District of Oklahoma (Oklahoma City)

Judge: Hon. Sarah A. Hall

Debtor's Counsel: Dekovan L. Bowler, Esq.
                  BOWLER & ASSOCIATES P.C.
                  8333 SE 15th St
                  Midwest City, OK 73110
                  Tel: (405) 733-3000
                  Email: dlbowler@hotmail.com

Total Assets: $2.13 million

Total Liabilities: $1.16 million

The petition was signed by Winfred R. Jones, president.

The Debtor listed the IRS as its largest unsecured creditor
holding a taxes claim for $120,000.


Z TRIM HOLDINGS: Incurs $1.4 Million Net Loss in First Quarter
--------------------------------------------------------------
Z Trim Holdings, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-q disclosing a net loss
of $1.43 million on $316,470 of total revenues for the three
months ended March 31, 2014, as compared with a net loss of $11.34
million on $363,831 of total revenues for the same period during
the prior year.

As of March 31, 2014, the Company had $3.55 million in total
assets, $1.41 million in total liabilities and $2.14 million in
total stockholders' equity.  As of March 31, 2014, the Company had
a cash balance of $387,617, a decrease from a balance of $443,472
at Dec. 31, 2013.

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

                          http://is.gd/Trjsg7

                             About Z Trim

Mundelein, Ill.-based Z Trim Holdings, Inc., is a functional food
ingredient company which provides custom product solutions that
help answer the food industry's problems.  Z Trim's revolutionary
technology provides value-added ingredients across virtually all
food industry categories.  Z Trim's all-natural products, among
other things, help to reduce fat and calories, add fiber, provide
shelf-stability, prevent oil migration, and add binding capacity
-- all without degrading the taste and texture of the final food
products.

Z Trim Holdings reported a net loss of $13.43 million in 2013, a
net loss of $9.58 million in 2012 and a net loss of $6.94 million
in 2011.

M&K CPAS, PLLC, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company does not have enough cash on hand to meet its current
liabilities and has had reoccurring losses as of Dec. 31, 2013.
These conditions raise substantial doubt about its ability to
continue as a going concern.


* Late-Filed Tax Return Means Non-Dischargeable Debt
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that U.S. District Judge Yvonne Gonzalez Rogers in San
Francisco, in the question of whether filing a tax return beyond
the deadline renders the debt non-dischargeable as a consequence
of a 2005 amendment to Section 523(a) of the Bankruptcy Code,
adopted what she called the majority view and declared the taxes
not discharged, reversing the bankruptcy court in the process.

Mr. Rochelle noted that in March, two federal appellate courts in
Massachusetts reached opposite results one day apart on the same
issue.

In Judge Rogers's case, the bankrupt didn't file a return in 2001,
the report related. In 2006, the Internal Revenue Service assessed
a $70,000 liability, which the taxpayer didn't challenge, the
report related.  The taxpayer finally filed a return for 2001
three years after assessment by the IRS and more than two years
later he filed bankruptcy, the report further related.  The
bankruptcy judge ruled that the debt was discharged, the report
said.

Judge Rogers, according to the report, took the view that a late-
filed return isn't an "honest and reasonable attempt to comply
with the tax law."

The case is IRS v. Smith (In re Smith), 13-cv-00871, U.S. District
Court, Northern District of California (San Francisco).



* Unsecured Contract Better Than a Secured Contract
---------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that an agreement for the purchase and sale of personal
property was an executory contract that passed through bankruptcy
unaffected, thus enabling the seller to sue for possession,
according to an April 24 opinion by U.S. Bankruptcy Judge Robert
E. Nugent in Wichita, Kansas.

According to the report, Judge Nugent said the contract entered
into by a couple who purchased a trailer home from friends was
executory because obligations remained to be performed on both
sides.  The contract, Mr. Rochelle said, was copied from the
Internet and said nothing about creating a security interest.

When the buyer-wife defaulted on several payments, she filed a
Chapter 13 petition and a plan treating the contract an
unperfected security interest intending that the debt on the
trailer be treated as an unsecured claim, the report related.  The
owners objected and won, the report further related.

Judge Nugent pointed out that the bankrupt wife neither assumed
nor rejected the contract; therefore the contract passed through
bankruptcy unaffected, the report added.

The case is In re Reasor, 13-bk-12494, U.S. Bankruptcy Court
District of Kansas (Wichita).


* Bankruptcy Filings Continue Downward Trend in April
-----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the jump in bankruptcy filings in March may have been
an aberration because the decline resumed in April.

April's 88,000 bankruptcy filings of all types were down 17
percent from April 2013, at a daily rate, Bloomberg said, citing
data compiled from court records by Epiq Systems Inc.  Year to
date, bankruptcies across the U.S. dropped 12 percent from the
same period last year, the report related.  April's filings were
7.8 percent fewer than March, the report further related.

Commercial bankruptcies continued the pattern of falling faster
than consumer bankruptcies, the report said, noting that the 3,375
commercial bankruptcies of all types in April came in 27.1 percent
below April 2013.


* Banks Resume Role in Offering Leverage for Complex Debt
---------------------------------------------------------
Katy Burne, writing for The Wall Street Journal, reported that
banks again are doling out money to hedge funds and other
investors to finance purchases of complex debt securities,
returning to a practice that helped fuel the debt boom ahead of
the financial crisis.

According to the report, RBC Capital Markets, Societe Generale SA
and Wells Fargo & Co. are among the banks offering to let
investors borrow money, also known as providing leverage, to buy
collateralized loan obligations, say investors and bankers. CLOs
are bonds typically backed by pools of low-rated corporate loans,
the report said.

Borrowing programs for such esoteric securities have been only
selectively available in the years since the crisis, the report
related.  While banks have lent to a handful of investors, the
practice picked up late last year when funding costs began to
fall, the report further related.  Even now, the use of leverage
is relatively nascent for these securities, the report said.


* Blank Rome Adds Ex-UBS GC to Finance, Bankruptcy Team
-------------------------------------------------------
Blank Rome LLP said James E. Odell, Esq. -- JOdell@BlankROme.com -
- has joined the Firm as Co-Head of the Financial Services
industry team and as a partner in the Finance, Restructuring, and
Bankruptcy group. Mr. Odell brings more than 30 years of top-level
experience in the financial services industry, serving in a number
of inside and outside counsel positions for leading banks and law
firms. He is based in the Firm's New York office.

Considered one of the nation's leading financial services industry
executives, Mr. Odell adds a broad set of skills and depth in the
financial services industry, including bank and securities
regulation, investment banking, trading and markets, capital
markets, M&A, and finance -- all of which support the Firm's
already strong capabilities in finance (including securitization
and capital markets transactions), regulatory, and white collar
defense and investigations.

"We are thrilled to welcome Jim to Blank Rome," said Alan J.
Hoffman, Chairman and Managing Partner. "Jim's unparalleled
experience, including serving as general counsel to two of the
world's top banks during some of the industry's most turbulent
times, will be an excellent addition to our comprehensive
Financial Services team."

Mr. Odell joins Blank Rome from The Depository Trust & Clearing
Corporation ("DTCC"), the premier post-trade market infrastructure
for the global financial services industry. As Managing Director,
Head of Legal for DTCC, Mr. Odell served as the primary legal
advisor to DTCC's senior business leaders. He managed bank and
securities regulatory matters; executed strategic initiatives and
transactions; supervised litigation and investigations; oversaw
corporate governance, lobbying, PAC, and government affairs; and
focused on privacy and securities projects. While at DTCC, Mr.
Odell oversaw FSOC/Dodd-Frank planning, response, and
implementation, which resulted in its subsidiaries receiving the
first "systemically important" designations by the Treasury.

Prior to DTCC, Mr. Odell served as General Counsel, Americas, for
UBS Investment Bank. In this role, he managed the legal and
compliance functions and related staff for UBS Investment Bank in
the Americas and for all UBS businesses in Latin America. His
wide-ranging responsibilities included oversight and management of
regulatory matters and relationships; transactional and traded
products legal matters; insolvency and workouts; corporate, real
estate, and ABS lending; litigation and compliance; lobbying and
government relations; and corporate and employment legal matters.
At the height of the financial crisis in 2008, Mr. Odell served as
the interim general counsel of all of UBS and represented UBS on
the Treasury/Federal Reserve Wall Street crisis management team
responsible for reviewing alternatives to the Lehman bankruptcy,
the sale of Merrill Lynch, the preliminary restructuring steps for
AIG, and establishing emergency financing facilities for the
industry.

"Jim's arrival to the Firm greatly bolsters our Financial Services
industry team during an exciting period in the practice's growth
and evolution," said Lawrence F. Flick II, Co-Head of the
Financial Services industry team. "Having served in prominent
roles at two premier financial institutions, Jim brings tremendous
insight and best practices with regard to maximizing value and
better serving our clients in the financial services sector."

Prior to UBS, Mr. Odell was Global General Counsel of Investment
Banking for Citigroup's Investment Bank, responsible for
supervising the overall provision of legal services to investment
banking globally and managing all outside counsel engagements and
relationships. He was also a member of the Investment Bank's
commitment committee and senior management operating and
management committees. Mr. Odell focused on equity capital
markets; leveraged finance, high yield, and debt capital markets;
corporate lending (real estate and ABS); workouts; and M&A. During
his time at Citigroup, Mr. Odell was involved in the Google IPO,
the Enron and WorldCom bankruptcies, and the equity research
Global Settlement.

Before entering GC roles, Mr. Odell was a partner at O'Melveny &
Myers LLP where he served as Co-Head of the firm's securities
practice group and Head of the High Yield finance practice group.
He also served as a partner at Jones, Day, Reavis & Pogue; and a
senior associate at Simpson Thacher & Bartlett LLP.

"I considered a great number of factors and options before moving
back to private practice, and Blank Rome presented what I consider
to be an ideal platform for continuing to build out what is
already a unique and thriving financial services practice," said
Mr. Odell. "The Firm's continued expansion?both in New York and
other key markets?along with the depth and breadth of its stellar
Financial Services team allows me to draw upon my GC,
transactional, regulatory, and banking experience."

Admitted to practice in New York, Mr. Odell received his JD from
the University of Pennsylvania School of Law and his BS in finance
from Lehigh University. He currently serves as a member of the
board of advisors for the Institute for Law and Economics, a joint
research center of Penn Law, the Wharton School, and the
Department of Economics at the University of Pennsylvania. He
previously served as a member of the committee of counsel and the
board of directors for The Clearing House Association; chairman of
the Swiss-American Chamber of Commerce (New York); a trustee of
the UBS Americas Fund for Better Government; and a member of the
capital markets committee of SIA/SIFMA.


* John Dinan Joins Preston Hollow Capital as General Counsel
------------------------------------------------------------
Preston Hollow Capital, LLC on May 15 disclosed that two former
ORIX USA Directors will fill key positions on the firm's rapidly
growing team.  Nga Nguyen will serve as Director of Transaction
Structuring, and John Dinan has been named General Counsel of the
non-bank investment platform, which seeks to produce superior
risk-adjusted returns across a broad spectrum of investment
strategies.

The announcement was made by Jim Thompson, the Chairman and CEO of
Preston Hollow Capital, based in Dallas, Texas.  Mr. Thompson
launched Preston Hollow Capital in early January 2014, after
serving for many years as President and CEO of ORIX USA
Corporation, a non-bank financial conglomerate.

"In the role of Director of Transaction Structuring, Ms. Nguyen
will oversee multiple aspects of transaction execution.
Ms. Nguyen's experience in the markets will be a real asset to our
company in the present market environment," said Mr. Thompson.

"As General Counsel for Preston Hollow Capital, Mr. Dinan's
responsibilities will include oversight of legal and compliance
matters, transaction negotiation, documentation and execution, as
well as the application of his specialized expertise in credit-
related matters," Mr. Thompson noted.

From 2008 ? 2014, Ms. Nguyen was employed by ORIX USA, where she
served as a Director and Trader with responsibilities that
included trading ORIX's municipal bond portfolio, evaluating new
investment opportunities and transaction restructuring.  In
addition, she managed the CMBS portfolio at ORIX during 2013.
Prior to ORIX, Ms. Nguyen was a research analyst at Credit Suisse'
Structured Finance Group, where she advised institutional clients
on CMBS and the commercial real estate market.  She also held
previous positions with Merrill Lynch's Mortgage Trading System
where she structured Agency CMOs, ABS and other fixed-income
products.  Ms. Nguyen received dual bachelor degrees in Computer
Science and Pure Mathematics from the University of Texas at
Austin, and she is a Chartered Financial Analyst (CFA) charter-
holder and member of CFA Society of Dallas-Fort Worth.

Mr. Dinan previously served as Director and Senior Legal Counsel
for ORIX USA, which he joined in 2001 to provide a multifaceted
range of legal and investment support to the real estate, capital
markets, corporate finance and municipal investment divisions.
Prior to joining ORIX, Mr. Dinan was a development partner with
one of the nation's largest multifamily merchant builders.  He
began his legal career in 1981 with concentrated expertise in the
areas of real estate tax and finance, creditor's rights,
bankruptcy and debt restructuring, and later became a founding
member of one of the 20 largest law firms in Dallas.  Mr. Dinan
received his undergraduate degree from the University of North
Carolina at Chapel Hill, and his graduate and master's law degrees
from Cumberland School of Law and New York University,
respectively.

"As we continue building a talented team at Preston Hollow
Capital, we will continue to look for specialized experience,
track record and expertise," Mr. Thompson said.  "Both Ms. Nguyen
and Mr. Dinan bring unique insight to their roles, making them key
members of the PHC team."

        About Preston Hollow Capital, LLC and Jim Thompson

Preston Hollow Capital, LLC is a non-bank investment platform
launched in January 2014 by Jim Thompson, the former, long-time
President and Chief Executive Officer of ORIX USA.  PHC seeks to
produce superior risk-adjusted returns across a broad spectrum of
investment strategies, including fixed income, private equity,
venture capital and alternative investing. Mr. Thompson serves on
the boards of Dallas CASA , the Dallas Urban Debate Alliance , and
Angel Flight South Central   He also, along with his wife Angela,
supports Dallas-area non-profits through the Jim & Angela Thompson
Foundation , and STEM education initiatives through the Blue Sky
Educational Foundation .


* Judge Pamela Pepper Nominated for Dist. Court for Eastern Wis.
----------------------------------------------------------------
Bruce Vielmetti, writing for Milwaukee-Wisconsin Journal Sentinel,
reported that Pamela Pepper, chief judge of the U.S. Bankruptcy
Court in Milwaukee, has been nominated by President Barack Obama
to fill a seat on the U.S. District Court for the Eastern
Wisconsin.

Obama, according to the Journal Sentinel, said "Judge Pepper has a
long and distinguished record of service, and I am confident she
will serve on the federal district court with distinction."

The Journal Sentinel noted that Judge Pepper would be the first
woman to serve as U.S. District Judge in the Eastern District,
which is based in Milwaukee and has a satellite courthouse in
Green Bay.


* Justice Department Taps Veteran Prosecutor
--------------------------------------------
Christopher M. Matthews, writing for The Wall Street Journal,
reported that the U.S. Department of Justice tapped Katherine R.
Goldstein to take a top leadership position in the securities-
fraud unit for Manhattan U.S. Attorney Preet Bharara's office.

Ms. Goldstein, according to the Journal, will be inheriting one of
the highest profile teams in the federal law-enforcement community
and is the first woman to hold the position since the 1980s.

Ms. Goldstein, 39, had been chief of the office's general crimes
unit and succeeds Marc P. Berger, who is co-chief of the unit but
is stepping down to join law firm Ropes & Gray LLP as partner, the
Journal related.  The report further related that during Ms.
Goldstein's career, one of her most prominent cases was the trial
of WorldCom Inc. found Bernard Ebbers, who was convicted in 2005
in one of the largest accounting fraud cases in history.


* BOND PRICING: For Week From May 12 to 16, 2014
------------------------------------------------

   Issuer Name          Ticker  Coupon Bid Price  Maturity Date
   -----------          ------  ------ ---------  -------------
Alion Science &
  Technology Corp       ALISCI   10.25    72.161       2/1/2015
Allen Systems
  Group Inc             ALLSYS    10.5        54     11/15/2016
Allen Systems
  Group Inc             ALLSYS    10.5        54     11/15/2016
Brookstone Co Inc       BKST        13        34     10/15/2014
Brookstone Co Inc       BKST        13    32.375     10/15/2014
Brookstone Co Inc       BKST        13        46     10/15/2014
Buffalo Thunder
  Development
  Authority             BUFLO    9.375      40.5     12/15/2014
Caesars Entertainment
  Operating Co Inc      CZR      12.75        47      4/15/2018
Champion
  Enterprises Inc       CHB       2.75      0.25      11/1/2037
Energy Conversion
  Devices Inc           ENER         3     7.875      6/15/2013
Energy Future
  Competitive
  Holdings Co LLC       TXU      8.175      1.25      1/30/2037
Energy Future
  Holdings Corp         TXU       5.55        51     11/15/2014
FairPoint
  Communications
  Inc/Old               FRP     13.125         1       4/2/2018
Global Geophysical
  Services Inc          GGS       10.5      45.5       5/1/2017
Global Geophysical
  Services Inc          GGS       10.5      63.5       5/1/2017
Institutional
  Financial Markets
  Inc                   IFMI      10.5    97.679      5/15/2027
James River Coal Co     JRCC     7.875     11.65       4/1/2019
James River Coal Co     JRCC       4.5      4.25      12/1/2015
James River Coal Co     JRCC        10        11       6/1/2018
James River Coal Co     JRCC        10     8.375       6/1/2018
James River Coal Co     JRCC     3.125    12.749      3/15/2018
LBI Media Inc           LBIMED     8.5        30       8/1/2017
MF Global Holdings Ltd  MF        6.25        37       8/8/2016
MF Global Holdings Ltd  MF       1.875        50       2/1/2016
MModal Inc              MODL     10.75        24      8/15/2020
MModal Inc              MODL     10.75        24      8/15/2020
Momentive Performance
  Materials Inc         MOMENT    11.5     31.25      12/1/2016
Motors Liquidation Co   MTLQQ      7.2    10.875      1/15/2011
Motors Liquidation Co   MTLQQ    7.375    10.875      5/23/2048
Motors Liquidation Co   MTLQQ     6.75    10.875       5/1/2028
NII Capital Corp        NIHD        10    29.552      8/15/2016
OnCure Holdings Inc     RTSX     11.75    48.875      5/15/2017
Platinum Energy
  Solutions Inc         PLATEN   14.25     74.75       3/1/2015
Platinum Energy
  Solutions Inc         PLATEN   14.25     74.75       3/1/2015
Platinum Energy
  Solutions Inc         PLATEN   14.25     74.75       3/1/2015
Platinum Energy
  Solutions Inc         PLATEN   14.25     74.75       3/1/2015
Pulse Electronics Corp  PULS         7        80     12/15/2014
River Rock
  Entertainment
  Authority/The         RIVER        9        25      11/1/2018
Savient
  Pharmaceuticals Inc   SVNT      4.75     0.375       2/1/2018
THQ Inc                 THQI         5      43.5      8/15/2014
TMST Inc                THMR         8        17      5/15/2013
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU      10.25     8.375      11/1/2015
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU         15    32.375       4/1/2021
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU      10.25     8.375      11/1/2015
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU       10.5      8.25      11/1/2016
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU         15    33.125       4/1/2021
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU      10.25       8.5      11/1/2015
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU       10.5      8.25      11/1/2016
USEC Inc                USU          3      27.5      10/1/2014
Verso Paper
  Holdings LLC /
  Verso Paper Inc       VRS     11.375     58.75       8/1/2016
Western Express Inc     WSTEXP    12.5      74.5      4/15/2015
Western Express Inc     WSTEXP    12.5      74.5      4/15/2015




                             *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com by e-mail.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to the nation's bankruptcy courts.  The
list includes links to freely downloadable of these small-dollar
petitions in Acrobat PDF documents.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Ivy B. Magdadaro, Carlo Fernandez,
Christopher G. Patalinghug, and Peter A. Chapman, Editors.

Copyright 2014.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
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                  *** End of Transmission ***