TCR_Public/140523.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

               Friday, May 23, 2014, Vol. 18, No. 141

                            Headlines


11850 DEL PUEBLO: Receiver's Final Accounting Report Approved
11850 DEL PUEBLO: U.S. Trustee Objects to Case Dismissal
22ND CENTURY: Amends Purchase Agreement with NASCO Products
ACCELPATH INC: Posts $75K Net Income for Q1 Ended March 31
ACCESS MIDSTREAM: S&P Raises Corp. Credit Rating to 'BB+'

ACTIVECARE INC: Reports $4.6 Million Net Loss in March 31 Quarter
ADAMIS PHARMACEUTICALS: Note Maturity Date Extended to June 30
ADVANCED MICRO DEVICES: Fixed Pricing for Wafers Set for 2014
AFFIRMATIVE INSURANCE: Incurs $12.1 Million Net Loss in Q4
AHS MEDICAL: S&P Affirms 'B' CCR & Removes Rating From Watch Neg.

ALION SCIENCE: Moody's Affirms 'Caa2' Corp. Family Rating
ALLEN SYSTEMS: S&P Cuts CCR to 'D' on Missed Interest Payment
ALMADEN ASSOC: Foreclosure Sale of Dublin Property on June 11
ALMADEN ASSOC: Foreclosure Sale of San Ramon Property on June 12
AMERICAN APPAREL: Widens Net Loss to $106.3 Million in 2013

ASHLEY STEWART: Court Approves Pachulski Stang as Panel's Counsel
ASHLEY STEWART: Court OKs GlassRatner as Panel's Financial Advisor
ATP OIL: To Sell Eugene Island Property to Marlin Coastal
AUXILIUM PHARMACEUTICALS: Presents New Analyses of Xiaflex
AXION INTERNATIONAL: MLTM Lending Hikes Equity Stake to 44.5%

AXION INTERNATIONAL: Samuel Rose Hikes Stake to 50.4%
BATAVIA'S DRIVING: Case Summary & 10 Largest Unsecured Creditors
BEHRINGER HARVARD: Unit Intends to Sell Hotel Palomar for $48MM
BELLE MERE: Must Agree With CBS on Cure Amounts
BISON INSTRUMENTS: To Terminate Registration of Common Shares

BLUE BIRD: S&P Assigns 'B' CCR & Rates $300MM Secured Debt 'B'
BRUNSWICK CORP: S&P Raises CCR to 'BB+'; Outlook Stable
CABEL PROPERTIES: Voluntary Chapter 11 Case Summary
CABLEVISION SYSTEMS: S&P Assigns 'BB' Rating to $500MM Sr. Notes
CAESARS ENTERTAINMENT: Extends Tender Offer Expiration to June 3

CARDICA INC: Has $4.38-Mil. Net Loss in Quarter Ended March 31
CASH STORE: Obtains Stay Extension & DIP Financing Approval
CATASYS INC: Revenue Increased 161% in Fourth Quarter
CBAC BORROWER: S&P Assigns 'B-' CCR & Rates $310MM Facilities 'B-'
CERIDIAN LLC: Moody's Assign Caa2 Rating to $855MM Senior Notes

CERIDIAN LLC: S&P Rates $855-Mil. Senior Notes Due 2017 'CCC'
CFR PHARMACEUTICALS: S&P Puts 'BB+' CCR on CreditWatch Positive
CHINA PRECISION: Receives NASDAQ Delisting Notice
CHINA SHIANYUN: Delays Form 10-K for 2013
COFFEE REGIONAL: S&P Revises Outlook to Neg, Affirms 'BB-' Rating

COMARCO INC: Agrees to Settle with Chicony for $7.6 Million
COMMUNITYONE BANCORP: U.S. Treasury to Sell 1.1 Million Shares
COMPETITIVE TECHNOLOGIES: Delays Form 10-K for 2013
COOPER-BOOTH: Can Access East West Bank Financing
CREATIVE CIRCLE: Moody's Assigns 'B2' Corporate Family Rating

CRYOPORT INC: Incurs $19.5 Million Net Loss in Fiscal 2014
CSC HOLDINGS: Fitch Assigns 'BB' Rating to $750MM Unsecured Notes
CUI GLOBAL: Incurs $488,000 Net Loss in First Quarter
DELTATHREE INC: Incurs $331,000 Net Loss in First Quarter
DELTATHREE INC: Rob Stevanovski Stake at 77.8% as of March 28

DIOCESE OF HELENA: Aug. 11 Set as Sexual Abuse Claims Bar Date
DRIVETIME AUTOMOTIVE: S&P Affirms 'B' ICR & Rates Sr. Notes 'B'
DYNAMIC DRYWALL: Case Summary & 20 Largest Unsecured Creditors
DYNCORP INTERNATIONAL: Moody's Lowers Corp. Family Rating to 'B2'
DYNAVOX INC: Tobii Technology Named Successful Bidder in Auction

EASTCOAL INC: British Columbia Court Approves BIA Proposal
EDENOR SA: Incurs ARS 738.6 Million Net Loss in 1st Quarter
ELEPHANT TALK: Squar Milner Replaces BDO USA as Accountants
ELO TOUCH: S&P Raises CCR to 'CCC+' on Improving Performance
EVERYWARE GLOBAL: S&P Lowers CCR to 'CCC-' on Potential Default

EMPIRE RESORTS: Incurs $5.4 Million Net Loss in First Quarter
ENERGY FUTURE: To Continue Honoring Customer Contracts
ENERGYSOLUTIONS INC: Swings to $54.6 Million Net Loss in 2013
ENOVA SYSTEMS: Amends Third Quarter Ended Sept. 30 Report
EPAZZ INC: Delays Form 10-K for 2013

FAIRMONT GENERAL: CBA "Ordinary Course"; Has Sale Deal With Aleco
FAR EAST ENERGY: Incurs $8.96-Mil. Net Loss for Q1 Ended March 31
FINJAN HOLDINGS: To Issue 2.2 Million Shares Under Option Plan
FREDERICK'S OF HOLLYWOOD: Lenders Extend Repayment Date to June 15
GENCO SHIPPING: May Hire Blackstone as Financial Advisor

GENCO SHIPPING: Kramer Levin Approved as Bankruptcy Counsel
GENCO SHIPPING: Can Tap Curtis Mallet-Prevost as Conflicts Counsel
GENCO SHIPPING: Incurs $42.2 Million Net Loss in 1st Quarter
GENELINK INC: Delays Form 10-K for 2013
GENIUS BRANDS: Sells $6 Million of Preferred Shares

GENUTEC BUSINESSS: Section 341(a) Meeting Set on June 20
GEOMET INC: Incurs $400,000 Net Loss in First Quarter
GREENFIELD COLLISION: Voluntary Chapter 11 Case Summary
GREENSTAR AGRICULTURAL: OSC Issues Management Cease Trade Order
GUIDED THERAPEUTICS: Incurs $1.6-Mil. Net Loss in First Quarter

HALLWOOD GROUP: Incurs $4.8 Million Net Loss in First Quarter
HAMPTON ROADS: Signs Memorandum of Understanding with FRB and BFI
HARBINGER GROUP: S&P Hikes Rating on Secured Notes Due 2019 to B+
HCA HOLDINGS: Fitch to Retain 'B+' IDR After $750MM Repurchase
HCSB FINANCIAL: Delays Form 10-K for 2013 to Complete Audit

HERCULES OFFSHORE: Files Fleet Status Report as of May 20
HIGHWOODS REALTY: Fitch Assigns 'BB+' Preferred Stock Rating
HILLMAN GROUP: S&P Puts 'B' Ratings on CreditWatch Negative
HOCCHEIM PRAIRIE: S&P Cuts LT Issuer Credit Rating to 'BB-'
HOYT TRANSPORTATION: Hires Groom Law as Special ERISA Counsel

IDERA PHARMACEUTICALS: Inks Development & Commercialization Pact
INDIGO-ENERGY: GBH CPAs Replaces Excelsis as Auditors
INTELLIGENT LIVING: D'Arelli Pruzansky Raises Going Concern Doubt
INTERFACE MASTER: S&P Rates $100MM Contingent Cash Pay Notes 'CCC'
INSPIREMD INC: Posts $5.97-Mil. Net Loss in March 31 Quarter

IOWA GAMING: Has Until June 28 to File Schedules
KCG HOLDINGS: S&P Raises Rating on $305MM 2nd Lien Notes to B+
KID BRANDS: Posts $31.7-Mil. First Quarter Net Loss
KOOSHAREM LLC: S&P Assigns 'B-' CCR on Bankruptcy Emergence
LANDAMERICA FIN'L: Loses Bid to Recoup $263,462 from SoCal Edison

LEHMAN BROTHERS: SBS Series B Shareholders Propose Board Nominees
LINDA CAMPBELL: Order Approving Bid to Value Real Property Upheld
LIVE NATION: S&P Assigns 'B+' Rating to $250MM Sr. Unsecured Notes
LJ/HAH HOLDINGS: S&P Assigns Preliminary 'B' CCR; Outlook Stable
MANTECH INTERNATIONAL: Moody's Withdraws B1 Corp. Family Rating

MARINA BIOTECH: Daniel Geffken Named Interim CFO
MERITAGE HOMES: S&P Raises Corp. Credit Rating to 'BB-'
MERRIMACK PHARMACEUTICALS: Stockholders Elected 9 Directors
MICHAEL FOODS: S&P Affirms 'B' CCR, Off CreditWatch
MOBILESMITH INC: Bob Dieterle Appointed COO and SVP

MOBIVITY HOLDINGS: Registered for Resale 23.1 Million Shares
MOUNTAIN PROVINCE: Incurs C$1.2 Million Net Loss in 1st Quarter
MSC HOLDINGS: S&P Withdraws 'B' Ratings at Company's Request
NEONODE INC: Closes Sale of $10 Million Common Shares
NEONODE INC: Columbus Capital Holds 5.9% Equity Stake

NEPHROS INC: Matthew Rosenberg Appointed to Board
NORTEL NETWORKS: Units Spar Over Patent Sale
NORTEL NETWORKS: Trial Uses LiveDeposition.com's Software
NORTHERN FRONTIER: S&P Assigns 'B-' LT Corp. Credit Rating
NPS PHARMACEUTICALS: ING Groep Reports 5.6% Equity Stake

OAK KNOLL MEADOWS: Case Summary & 8 Unsecured Creditors
ORCKIT COMMUNUNICATIONS: Sues Networks3 Over Breach of Contract
ORCKIT COMMUNICATIONS: Incurs $5.9 Million Net Loss in 2013
OVERLAND STORAGE: Conference Call Held on Discuss Merger
PARKLAND FUEL: S&P Assigns 'BB-' CCR; Outlook Stable

PENNSYLVANIA HIGHER 1997: Fitch Affirms B Rating on 8 Note Classes
PHIBRO ANIMAL: Moody's Upgrades Corporate Family Rating to B1
PHOENIX COS: S&P Puts 'B-' LT CCR on CreditWatch Negative
POST HOLDINGS: S&P Affirms 'B-' Corp. Credit Rating
PRINTPACK HOLDINGS: S&P Affirms 'B' CCR; Outlook Stable

PROSPECT PARK: Creditors' Panel Hires Cole Schotz as Counsel
PROSPECT PARK: CohnReznick to Provide Tax Credit-Related Services
QUANTUM FUEL: Incurs $3.2 Million Net Loss in First Quarter
QUANTUM FUEL: Paul Grutzner Appointed as Director
QUICKSILVER RESOURCES: Three Directors Elected at Annual Meeting

RADIANT OIL: Reports $3.7-Mil. Net Loss in Year Ended Dec. 31
RANGE RESOURCES: S&P Revises Outlook to Pos. & Affirms BB Ratings
REFCO PUBLIC: Disclosure Statement Hearing Set for June 25
REFCO PUBLIC: U.S. Trustee Unable to Form Committee
ROSETTA RESOURCES: Moody's Hikes Corporate Family Rating to Ba3

ROSETTA RESOURCES: S&P Lowers Sr. Unsecured Debt Rating to 'B+'
ROYAL CARIBBEAN: S&P Revises Outlook to Pos. & Affirms 'BB' CCR
SANMINA CORP: S&P Rates $350MM Sr. Secured Notes 'BB'
SCIENTIFIC GAMES: S&P Rates $375MM Sr. Subordinated Notes 'B'
SOLAR POWER: Charlotte Xi Quits as Director and Interim CFO

SOLAR POWER: Liquidator Appointed for Italian Unit SGT
SPANISH BROADCASTING: Approved for Listing on NASDAQ Global
SURVEYMONKEY INC: Proposed Amendment No Impact on Moody's B2 CFR
TLC HEALTH: Court Approves Hodgson Russ as Labor Counsel
TODD-SOUNDELUX: Case Summary & 20 Largest Unsecured Creditors

TOWER GROUP: Posts $961-Mil. Net Loss in FY Ended Dec. 31
TRANSCOASTAL CORP: Rothstein Kass Raises Going Concern Doubt
TRIUMPH GROUP: S&P Assigns 'BB-' Rating to $300MM Unsecured Notes
TROJAN BATTERY: Moody's Assigns B2 CFR & Rates $235MM Debt B2
TROJAN BATTERY: S&P Assigns 'B+' CR; Outlook Stable

TUBE CITY: S&P Assigns 'B+' CCR on Restructuring; Outlook Stable
UNITEK GLOBAL: Delays Form 10-Q for March 29 Quarter for Analysis
UNIVERSITY GENERAL: Delays Form 10-K for 2013
VYCOR MEDICAL: Incurs $787,000 Net Loss in Fiscal 2014
WAVE SYSTEMS: Luminus Devices' Walter Shephard Is New CEO

XELLA INTERNATIONAL: S&P Affirms 'B+' CCR; Outlook Stable
YRC WORLWIDE: Counsel Says 20MM Shares Issuance Legal
ZALE CORP: Posts $9 Million Net Income in Third Quarter
ZOGENIX INC: Closes Sale of Product Line to Endo Ventures

* FTI Consulting's Senior Managing Directors Bags M&A Awards
* Kramer Levin's Jeffrey Trachtman to Receive Arthur Leonard Award
* Proposed Merger Of Squire Sanders, Patton Boggs Hits Snag

* BOOK REVIEW: American Economic History


                             *********


11850 DEL PUEBLO: Receiver's Final Accounting Report Approved
-------------------------------------------------------------
The U.S. Bankruptcy Court approved receiver Patrick Galentine's
motion for an order approving his final accounting report,
exonerating bond, and discharging the Receiver.

The Receiver's Final Accounting Report was filed Feb. 13, 2014.

All actions taken by the Receiver in his capacity as a custodian
of property of the Debtor's bankruptcy estate under the
supervision of this Court are approved, ratified and confirmed.

All payments made by the Receiver or to be made by the Receiver in
such capacity, including payment of remaining receivership
expenses for which the Receiver has reserved and has funds on hand
to pay, and payment of any remaining receivership funds to the
Lender, are approved, ratified, and confirmed.  The Receiver is
also authorized and directed to pay from receivership funds any
and all outstanding quarterly fees owed to the United States
trustee pursuant to 28 U.S.C. Sec. 1930(a)(6) for this bankruptcy
case, including any and all quarterly fees owed for the first or
second quarter of 2014.

The automatic stay imposed under 11 U.S.C. Sec. 362(a) by the
filing of the Debtor's bankruptcy petition is modified (effective
immediately, and without any stay of such relief pursuant to
Federal Rule of Bankruptcy Procedure 4001(a)(3) or otherwise)
pursuant to 11 U.S.C. Sec. 362(d)(1) to permit the Receiver to
take all necessary steps in the State Court Action (as the
Motion defines such term) to complete his duties as Receiver,
including without limitation to present the Final Accounting
Report to the State Court and request that the State Court
discharge the Receiver and exonerate the Receiver's bond.

Any relief requested in the Motion and not expressly granted
herein is denied.

                     About 11850 Del Pueblo

11850 Del Pueblo, LLC, first filed a Chapter 11 petition (Bankr.
C.D. Cal. Case No. 12-42819) in Los Angeles on Sept. 27, 2012.
The Debtor, a Single Asset Real Estate under 11 Sec. 101(51B),
owns property on 11850 Valley Boulevard, in El Monte, California.
The property, according to the schedules filed together with the
petition, is worth $9 million and secures a $17.5 million claim.
The Court eventually dismissed the bankruptcy case on Oct. 12,
2012, due to the Debtor's failure to timely file certain necessary
documents.

The Debtor filed a second petition (Bankr. C.D. Cal. 12-44726)
on Oct. 15, 2012.  Bankruptcy Judge Robert N. Kwan presides over
the case.

Patrick Galentine is the duly appointed state court receiver and
custodian for the Debtor.  Craig A. Welin, Esq., and Reed S.
Wadell, Esq., serve as bankruptcy counsel for the receiver.

U.S. Bank National Association, as trustee, successor-in-interest
to Bank of America, N.A., as Trustee, as successor by merger to
LaSalle Bank National Association, as Trustee, for the Registered
Holders of Deutsche Mortgage & Asset Receiving Corporation
Mortgage Pass-Through Certificates, Series CD2006-CD3, is
represented by Alan M. Feld, Esq., M. Reed Mercado, Esq., and Adam
McNeile, Esq., at Sheppard, Mullin, Richter & Hampton LLP.


11850 DEL PUEBLO: U.S. Trustee Objects to Case Dismissal
--------------------------------------------------------
The U.S. Trustee filed an objection with the U.S. Bankruptcy Court
to 11850 Del Pueblo, LLC's motion to dismiss its chapter 11 case.

The U.S. Trustee wants the Debtor to pay the quarterly UST fees
prior to dismissal of the chapter 11 case.

The U.S. Trustee also wants the Debtor to submit the following
items in order to determine the appropriate amount of quarterly
fees requires to be remitted for fourth quarter 2013, first
quarter 2014 and second quarter 2014 (i.e., through the hearing
date of May 28, 2014):

     a) December 20, 2013 closing statement on sale of real
        estate;

     b) the Debtor's (if any) and the Receiver's ledger/
        accounting for disbursements from the period from
        January 1, 2014 to March 31, 2014 of estate
        disbursements, and

     c) the Debtor's (if any) and the Receiver's ledger/
        accounting for disbursements from the period from
        April 1, 2014 to May 28, 2014.

The U.S. Trustee also indicated that it has addressed the issue of
quarterly fees with the Debtor's counsel and the Receiver's
counsel and fully expects their cooperation in resolving the
quarterly fee issue prior to the hearing.

The hearing on the motion is set for May 28, 2014 at 11:00 a.m. at
Crtrm 1675, 255 E Temple St., Los Angeles, CA 90012.  The case is
before Judge Robert N. Kwan.

This bankruptcy case was a two-party dispute that has now been
resolved, and the case should be dismissed.  The Debtor commenced
the case in September 2012, in response to precipitous action
taken by its secured lender in the midst of what the Debtor
believed to be good faith negotiations concerning the
restructuring of the secured debt on the shopping mall, owned and
operated by the Debtor, located at 11820-11850 Valley Boulevard,
El Monte, California 91732.

After the case was filed, negotiations between the Debtor and the
secured lender resumed and in October 2013, they reached agreement
on terms and conditions for a consensual sale of the Property and
an allocation of the sale proceeds.

The Property has now been sold and the lender has since been paid
its share of the proceeds, and the disputes between the Debtor and
the secured lender have otherwise been resolved.

The U.S. Trustee's trial attorney can be reached at:

         Alvin Mar, Esq.
         Office of the United States Trustee
         915 Wilshire Boulevard, Ste 1850
         5 Los Angeles, CA 90017
         Tel: (213) 894-4219
         Fax: (213) 894-2603
         E-mail: alvin.mar@usdoj.gov

                     About 11850 Del Pueblo

11850 Del Pueblo, LLC, first filed a Chapter 11 petition (Bankr.
C.D. Cal. Case No. 12-42819) in Los Angeles on Sept. 27, 2012.
The Debtor, a Single Asset Real Estate under 11 Sec. 101(51B),
owns property on 11850 Valley Boulevard, in El Monte, California.
The property, according to the schedules filed together with the
petition, is worth $9 million and secures a $17.5 million claim.
The Court eventually dismissed the bankruptcy case on Oct. 12,
2012, due to the Debtor's failure to timely file certain necessary
documents.

The Debtor filed a second petition (Bankr. C.D. Cal. 12-44726)
on Oct. 15, 2012.  Bankruptcy Judge Robert N. Kwan presides over
the case.

Patrick Galentine is the duly appointed state court receiver and
custodian for the Debtor.  Craig A. Welin, Esq., and Reed S.
Wadell, Esq., serve as bankruptcy counsel for the receiver.

U.S. Bank National Association, as trustee, successor-in-interest
to Bank of America, N.A., as Trustee, as successor by merger to
LaSalle Bank National Association, as Trustee, for the Registered
Holders of Deutsche Mortgage & Asset Receiving Corporation
Mortgage Pass-Through Certificates, Series CD2006-CD3, is
represented by Alan M. Feld, Esq., M. Reed Mercado, Esq., and Adam
McNeile, Esq., at Sheppard, Mullin, Richter & Hampton LLP.


22ND CENTURY: Amends Purchase Agreement with NASCO Products
-----------------------------------------------------------
On Sept. 17, 2013, 22nd Century Group, Inc., entered into a
Membership Interest Purchase Agreement to purchase all of the
issued and outstanding membership interests of NASCO Products,
LLC, a North Carolina limited liability company, from Ralph
Angiuoli, the sole member of NASCO.  NASCO is a federally licensed
tobacco product manufacturer and a participating member of the
tobacco Master Settlement Agreement known as the MSA, an agreement
among 46 U.S. states and the tobacco industry administered by the
National Association of Attorneys General.

On May 13, 2014, the Company entered into a First Amendment to the
Purchase Agreement.  The Amendment (i) eliminates the Company's
obligations with respect to the entry into a management agreement
and a sales representative agreement in this Transaction, (ii)
changes the date of seller's right to terminate the Purchase
Agreement to Sept. 1, 2014, which may only be exercised if the
Transaction has not closed by that date, and (iii) increases the
purchase price for the Transaction from $1,000,000 to  $1,050,000,
subject to potential closing date adjustments.

As previously reported, consummation of the Transaction is subject
to various conditions, including the required consents of the
settling states of the MSA to an amendment of NASCO's existing
adherence agreement to the MSA, with the Company becoming a
signatory to such amended adherence agreement as part of the
Company's acquisition of NASCO.

A copyof the First Amendment to Membership Interest Purchase
Agrement is available for free at http://goo.gl/6ilRmE


                     $7.7-Mil. Warranty Liability

22nd Century Group said in an Apirl 3 regulatory filing that it
entered into warrant amendments with existing warrant holders to
eliminate virtually all of the Company's "derivative warrant
liability."  22nd Century Group had previously issued certain
warrants that contained anti-dilution provisions.

These anti-dilution provisions are accounted for as "derivative
warrant liability" on the Company's financial statements.
"Derivative warrant liability" is not an actual cash obligation
(or cash expense) and is classified and reported as a derivative
liability for accounting purposes and marked-to-market at the
balance sheet date, which negatively impacts the Company's balance
sheet and statement of operations.  Upon the exercise of a warrant
or elimination of the anti-dilution feature of a warrant, the
derivative warrant liability is reduced and equity (capital in
excess of par value) is increased accordingly.

As of Dec. 31, 2013, the Company's derivative warrant liability
was approximately $3.8 million.  However, as a result of the 52
percent appreciation of 22nd Century Group's share price during
the first quarter of 2014, the Company's derivative warrant
liability would have increased to approximately $7.7 million by
the end of the first quarter 2014 if the Company and certain
warrant holders did not amend the warrants containing anti-
dilution provisions.

Seven out of nine non-management warrant holders agreed to
eliminate the anti-dilution provisions over a total of 756,953
warrant shares in consideration for reduced exercise prices, which
averaged $0.18 per warrant share.  Additionally, three 22nd
Century Group executive officers, the CEO, president and VP of
R&D, voluntarily eliminated the anti-dilution provisions in their
3,052,961 warrant shares and declined to receive any consideration
for these warrant amendments.

By forgoing the consideration offered to the non-management
warrant holders, Company officers personally forfeited a total of
$570,632 in value (warrant shares multiplied by reduction in
exercise price).  As a result of these warrant amendments, as of
March 31, 2014, there are now only two Company warrants
outstanding that contain an anti-dilution provision, which have a
cumulative derivative warrant liability of approximately $560,000.

Joseph Pandolfino, founder and CEO of 22nd Century Group, stated,
"We are pleased that 22nd Century Group has eliminated virtually
all its derivative warrant liability as we prepare to begin
manufacturing and marketing our own tobacco products nationally.
Our quarterly financial results will no longer be clouded by a
substantial warrant liability on our balance sheet or the related
expense on our statement of operations."

                         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.


ACCELPATH INC: Posts $75K Net Income for Q1 Ended March 31
----------------------------------------------------------
AccelPath, Inc., filed its quarterly report on Form 10-Q,
disclosing net income of $75,342 on $54,000 of revenues for
the three months ended March 31, 2014, compared with a net loss of
$297,702 on $123,348 of revenues for the same period in 2013.

The Company's balance sheet at March 31, 2014, showed $1.1 million
in total assets, $2.73 million in total liabilities, and a
stockholders' deficit of $1.63 million.

The Company had a net loss applicable to common shareholders of $1
million for the nine months ended March 31, 2014 and a net loss
applicable to common shareholders of $2.34 million for the year
ended June 30, 2013.  Further, the Company had a working capital
deficit of $2.73 million.  These factors raise substantial doubt
about the Company's ability to continue as a going concern,
according to the regulatory filing.

A copy of the Form 10-Q is available:

                       http://is.gd/w4NuqT

                         About AccelPath

Gaithersburg, Md.-based AccelPath has two primary businesses:
AccelPath, LLC, and Digipath Solutions, LLC, are in the business
of enabling pathology diagnostics and Technest, Inc. (a 49% owned
subsidiary) is in the business of the design, research and
development, integration, sales and support of three- dimensional
imaging devices and systems.

The Company had a working capital deficit of $2.2 million and a
stockholders' deficit of $504,078 at Sept. 30, 2012.

As reported in the TCR on Oct. 18, 2012, MaloneBailey, LLP, in
Houston, Texas, expressed substantial doubt about AccelPath's
ability to continue as a going concern following their audit of
the Company's financial statements for the year ended June 30,
2012.  The independent auditors noted that the Company has
suffered recurring losses from operations, has negative cash flows
from operations, a stockholders' deficit and a working capital
deficit.


ACCESS MIDSTREAM: S&P Raises Corp. Credit Rating to 'BB+'
---------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Access Midstream Partners L.P. to 'BB+' from 'BB'. At
the same time, S&P raised its issue-level rating on Access'
senior unsecured debt to 'BB+' from 'BB-'. The '4' recovery rating
is unchanged. The outlook is stable.

"The ratings action reflects our view of Access Midstream Partners
L.P.'s improved counterparty risk related to Chesapeake Energy
Corp. following our recent upgrade on CHK to 'BB+' from 'BB-',"
said Standard & Poor's credit analyst Nora Pickens.

"Access' counterparty exposure to CHK, which we estimate will
account for about 75% of 2014 cash flow, caps the ratings at this
time. Furthermore, we estimate that 40% of the firm's 2014 EBITDA
will come from above-market gathering contracts related to the
"dry" gas (gas lacking liquids such as ethane or butane) in the
Barnett and Haynesville regions, which we believe provides
customers (i.e., CHK and Total S.A.) more incentive to renegotiate
rates in a distressed scenario. In a more extreme case, a CHK
bankruptcy could make Access' business substantially more
uncertain. Any potential buyers would need to use the Access
assets to bring the hydrocarbons to market, but could seek
to renegotiate fees. Because Access generally earns a mid-teens
rate of return on its investments, we believe that contracts
related to "wet" gas basins (those rich in natural gas liquids)
would likely be considered reasonable," said S&P.

However, rates on gathering lines are highly site-specific and
they are difficult to forecast, according to S&P.

"We consider Access' business risk profile as 'satisfactory', as
defined by our criteria," S&P added.

"We consider Access' financial risk profile as "significant."
Liquidity is "adequate" under our criteria, with sources exceeding
uses by about 1.25x for the next 12 months," said S&P.

"The outlook on the rating is stable. Access' significant customer
concentration with CHK caps the ratings at this time. However, we
could elevate our ratings on Access higher than our ratings on CHK
if it achieves greater customer diversity and maintains debt to
EBITDA below 4x. Independent of any potential ratings actions on
CHK, we could lower our ratings on Access if the partnership
materially increases leverage such that pro forma debt to EBITDA
exceeds 4.5x on a sustained basis or if it begins to assume more
significant commodity price risk," according to S&P.


ACTIVECARE INC: Reports $4.6 Million Net Loss in March 31 Quarter
-----------------------------------------------------------------
ActiveCare, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
attributable to common stockholders of $4.67 million on $1.09
million of total revenues for the three months ended March 31,
2014, as compared with a net loss of $2.52 million on $4.71
million of total revenues for the same period in 2013.

For the six months ended March 31, 2014, the Company reported a
net loss attributable to common stockholders of $9.82 million on
$3.51 million of total revenues as compared with a net loss
attributable to common stockholders of $6.16 million on $7.08
million of total revenues for the same period during the prior
year.

The Company's balance sheet at March 31, 2014, showed $10.75
million in total assets, $9.78 million in total liabilities and
$957,032 in total stockholders' equity.

"Our cash balance as of March 31, 2014 was $296,000.  As of March
31, 2014, we had a working capital deficit of $1,313,000, compared
to a working capital deficit of $3,251,000 as of September 30,
2013.  The increase in working capital is primarily due to the
sale of Series F preferred stock and the conversion of debt and
accrued interest into equity."

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

                        http://goo.gl/xpCSL4

                          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.

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.


ADAMIS PHARMACEUTICALS: Note Maturity Date Extended to June 30
--------------------------------------------------------------
Adamis Pharmaceuticals Corporation entered into an amendment to a
convertible promissory note with Robert Noel Robinson pursuant to
which the maturity date of the Note was amended to be June 30,
2014, and the conversion price was reduced to be $6.00 per share.

Adamis Pharmaceuticals entered into a convertible promissory note
with Mr. Robinson in an aggregate principal amount of $600,000, as
previously disclosed on a current report on Form 8-K filed Jan. 4,
2013.  The Note was initially convertible into shares of the
Company's common stock at any time at the discretion of the Lender
at an initial conversion price per share of $9.35, giving effect
to the Company's 1-for-17 reverse stock split of the outstanding
common stock effected in December 2013.  Effective June 25, 2013,
the Company and the Lender entered into a Consent, Waiver and
Amendment Regarding Convertible Promissory Note which, among other
things, amended the maturity date of the Note to be March 26,
2014.

In addition, the Company agreed that until the earlier to occur of
the maturity date or the payment or conversion of the Note, the
Company will not enter into any arrangement that contains any
restriction on the Company's payment of any principal and interest
balance of the Note on the maturity date or incur any senior
secured indebtedness that results in the Note being subordinated
in right of payment to those other indebtedness.  Interest will
continue to accrue and be paid on the Note until is paid or
converted into common stock.  No other changes were made to the
Note or agreements relating to the Note.

A copy of the amendment to Convertible Promissory Note dated
March 26, 2014, is available for free at http://is.gd/vRyUX5

                         About Adamis

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

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

                         Bankruptcy Warning

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


ADVANCED MICRO DEVICES: Fixed Pricing for Wafers Set for 2014
-------------------------------------------------------------
Advanced Micro Devices, Inc., amended its Wafer Supply Agreement
with GLOBALFOUNDRIES Inc. for 2014 under which AMD and
GLOBALFOUNDRIES agreed on purchase commitments for 2014 and
established fixed pricing and other terms of the WSA which apply
to products AMD will purchase from GLOBALFOUNDRIES.  Under this
amendment AMD expects to pay GLOBALFOUNDRIES approximately $1.2
billion in 2014.  These purchases contemplate AMD's current PC
market expectations and the manufacturing of certain Graphics
Processor Units (GPUs) and semi-custom game console products at
GLOBALFOUNDRIES in 2014.  The 2014 amendment does not impact AMD's
2014 financial goals including gross margin.

"The successful close of our amended wafer supply agreement with
GLOBALFOUNDRIES demonstrates the continued commitment from our two
companies to strengthen our business relationship as long-term
strategic partners, and GLOBALFOUNDRIES' ability to execute in
alignment with our product roadmap," said Rory Read, president and
chief executive officer, AMD.  "This latest step in AMD's
continued transformation plays a critical role in our goals for
2014."

                    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 on $5.29 billion
of net revenue for the year ended Dec. 28, 2013, as compared with
a net loss of $1.18 billion on $5.42 billion of net revenue for
the year ended Dec. 29, 2012.

The Company's balance sheet at Dec. 28, 2013, showed $4.33 billion
in total assets, $3.79 billion in total liabilities and $544
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.


AFFIRMATIVE INSURANCE: Incurs $12.1 Million Net Loss in Q4
----------------------------------------------------------
Affirmative Insurance Holdings, Inc., reported a net loss of
$12.13 million on $56.21 million of total revenues for the three
months ended Dec. 31, 2013, as compared with a net loss of $8.28
million on $55.39 million of total revenues for the same period in
2012.

Michael McClure, chief executive officer, stated, "The quarter was
disappointing due to the strengthening of loss reserves for bodily
injury claim severities for prior years and the first half of
2013.  As previously stated, we have made many improvements from
an operational standpoint, but we still have many areas and
opportunities to address.  We are determined to continue to
improve the profitability of the business.  We continue to see
either very good or improving market conditions in a number of our
states.  We have been significantly increasing our rates since
the beginning of 2013 in all of our largest states and took
significant actions to terminate unprofitable independent agency
relationships.  We believe our actions, along with the improved
operating environment, will continue to improve our operating
results as we move forward."

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

                        http://is.gd/8bLmTQ

                    About Affirmative Insurance

Addison, Tex.-based Affirmative Insurance Holdings, Inc., is a
distributor and producer of non-standard personal automobile
insurance policies for individual consumers in targeted geographic
markets.  Non-standard personal automobile insurance policies
provide coverage to drivers who find it difficult to obtain
insurance from standard automobile insurance companies due to
their lack of prior insurance, age, driving record, limited
financial resources or other factors.  Non-standard personal
automobile insurance policies generally require higher premiums
than standard automobile insurance policies for comparable
coverage.

Affirmative Insurance reported net income of $30.71 million on
$246.12 million of total revenues for the year ended Dec. 31,
2013, as compared with a net loss of $51.91 million on $209.76
million of total revenues in 2012.  As of Dec. 31, 2013, the
Company had $386.84 million in total assets, $489.73 million in
total liabilities and a $102.89 million total stockholders'
deficit.

KPMG LLP, in Dallas, 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's
recent history of recurring losses from operations and its
probable failure to comply with certain financial covenants in the
senior secured and subordinated credit facilities in 2014 raise
substantial doubt about its ability to continue as a going
concern.


AHS MEDICAL: S&P Affirms 'B' CCR & Removes Rating From Watch Neg.
-----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating and issue-level ratings on AHS Medical Holdings LLC
and removed them from CreditWatch with negative implications,
where S&P placed them on Feb. 28, 2014.  The outlook is stable.

"We removed our rating from CreditWatch negative after the company
received approval from the DOJ on the sale of its health plan,
successfully amending its financial covenants to exclude losses
relating to its health plan, and that the company's intent to use
proceeds from this sale toward debt reduction," said credit
analyst David Kaplan.  "The underlying hospital business is
performing broadly in-line with our expectations."

The outlook is stable, reflecting S&P's expectation for the
company to maintain modest organic growth and relatively steady
margins.  S&P also expects the company to generate positive free
cash flow (before acquisitions) and to pursue disciplined
acquisition activity.  S&P expects the company to remain highly
levered.

Downside scenario

S&P could lower the rating if the company is unable to generate
free cash flow.  This could result from debt-financed acquisitions
acquired at a premium, or as a result of adverse regulatory or
competitive changes in the company's markets.  This could result
if the company experiences 200 bps of margin compression.

Upside scenario

Although operating trends could improve adjusted leverage to below
5x and FFO/debt to above 12%, it's unlikely S&P would upgrade the
company unless it is convinced the company is committed to
sustaining those metrics on a sustained basis.  S&P continues to
believe acquisitions are a core element of the company's growth
strategy.


ALION SCIENCE: Moody's Affirms 'Caa2' Corp. Family Rating
---------------------------------------------------------
Moody's Investors Service said that Alion Science & Technology
Corporation ("Alion")'s recently announced commencement of its
exchange offer, consent solicitation and unit offering will likely
be viewed as a distressed exchange upon closing. As a result,
Moody's downgraded the Probability of Default ("PDR") rating to
Ca-PD from Caa3-PD, and anticipates appending an /LD designation
(limited default) once the transaction is completed. Moody's
affirmed all other debt ratings, including the Caa2 Corporate
Family Rating ("CFR"). The outlook remains negative.

The lowering of Alion's PDR to Ca-PD is due to the approximately
$570 million of debt coming due over the next nine months. Absent
the proposed refinancing, in Moody's  view, the company will not
be able to meet these maturities and therefore, its likelihood to
remain a going concern will be uncertain.

Alion plans to refinance its existing debt structure with a
proposed five-year $65 million revolver, five-year $300 million
first lien term loan, five-and-a-half year $50 million second lien
term loan and dependent on the exchange and tender participation,
an undetermined amount of five-and-a-half year third lien exchange
notes. Alion is offering to exchange its 10.25% senior notes due
2015, at the option of the unsecured note holders, with three
alternatives. The first alternative is to exchange existing
unsecured notes for a combination of third-lien senior secured
notes and warrants. The second alternative is to receive $600 in
cash for every $1,000 principal amount of existing notes, subject
to a $20 million maximum threshold. The third alternative is that
for each $1,000 principal amount of unsecured notes exchanged,
note holders may opt to receive the third lien exchange notes plus
the purchase of Units in a Unit Offering. Each Unit consists of
third-lien exchange notes as well as warrants to purchase common
stock. Upon completion of the exchange, Moody's expects to rate
the new first lien term loan at the single-B rating level subject
to review of final documentation at transaction close.

Ratings downgraded:

Probability of Default Rating, to Ca-PD from Caa3-PD

Ratings affirmed:

Corporate Family Rating, at Caa2

$310.67 million 12% senior secured notes due 2014, at B3 (LGD-2,
17%)

$240 million 10.25% senior unsecured notes due 2015, at Ca (LGD-4,
69%)

Speculative Grade Liquidity Rating, at SGL-4

Outlook, remains Negative

Ratings Rationale

Alion's proposed refinancing would enable the company to extend
sizable debt maturities coming due within the next nine months.
Absent the proposed refinancing, Alion would not be able to meet
these debt maturities. In addition, the recently announced
exchange offer for the company's existing $235 million senior
unsecured notes for third lien notes that include a PIK interest
feature with warrants to purchase stock, or a cash payment of $600
for every $1,000 tendered constitutes a diminished financial
obligation relative to the original obligation of semi-annual cash
interest. Moody's therefore views the transaction as a distressed
exchange.

The affirmation of Alion's Caa2 corporate family rating reflects
the company's continued high leverage and weak interest coverage
metrics that are not anticipated to improve meaningfully in the
near-term. Pro forma for the proposed refinancing, the CFR is
likely to remain in the Caa category due to continued high
leverage expected post the proposed transaction and the weaker
revenue and operating margin performance year-over-year, similar
to industry peers. Due to defense budget pressures, the ratings
also consider the prevalence of contract award delays, higher
level of competition that has been negatively impacting revenue
levels and operating margins in the defense services industry
including the government's focus on lowest cost, technically
acceptable procurement as well as higher amount of protest
activity among competitors. Positively, Alion's work with the
Department of the Navy (expected to be less affected by budget
cutbacks than the Army) which accounts for nearly half its revenue
base, provides a degree of revenue and EBITDA generation
sustainability. Nevertheless, the company's very high leverage and
reliance on federal government contracts for over 95 percent of
its revenues, given fiscal budget pressures, also underlie the
ratings.

The restructuring has favorable attributes once completed, most
importantly the extension of meaningful debt maturities to 2019
and the re-setting of covenants. Given the sizable near-term debt
maturities, the proposed refinancing would address this primary
risk. These changes would improve Alion's liquidity profile.
However, elevated leverage and minimal interest coverage,
particularly given that a portion of the proposed second lien term
loan and third lien exchange notes include PIK features, will
likely result in continued elevated credit metrics. When assigning
ratings on the new notes, Moody's will take into consideration not
only the company's enhanced liquidity and lowered near-term debt-
maturity pressures, but also Alion's higher expected leverage
resulting from the PIK feature on certain of the proposed debts as
well as challenges operating in a more constrained defense
spending environment.

The negative outlook reflects Alion's weak liquidity profile
absent the proposed refinancing, very high leverage and lower
backlog levels compounded by the difficult defense budget
environment.

Ratings could be further lowered if the proposed refinancing is
not consummated, credit metrics and liquidity do not improve and
the company's recovery prospects diminish.

The successful execution of the proposed refinancing as well as
improvement in credit metrics over the near-term would likely
result in stabilization of the outlook. Upward ratings momentum
would likely result from the company successfully addressing its
capital structure with the proposed refinancing and lowering and
sustaining leverage below 7.0 times with interest coverage around
1.0 times.

The principal methodology used in this rating was the Global
Aerospace and Defense Industry published in April 2014. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.

Alion Science and Technology Corporation is an employee-owned
company that provides scientific research, development, and
engineering services related to national defense, homeland
security, and energy and environmental analysis. Particular areas
of expertise include naval architecture and engineering, defense
operations, modeling and simulation, technology integration,
information technology and wireless communications, energy and
environmental services. Revenue for the last twelve months ended
March 31, 2014 totaled $802 million.


ALLEN SYSTEMS: S&P Cuts CCR to 'D' on Missed Interest Payment
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Naples, Fla.-based Allen Systems Group Inc. to 'D' from
'CCC-'.

"In addition, we lowered our issue-level rating on the senior
secured second-lien notes to 'D' from 'CC'. The recovery
rating on these notes is unchanged at '6', reflecting our
expectation for negligible recovery (0% to 10%) in the event of a
payment default," said S&P.

"The rating action follows the missed interest payment, due May
15, 2014, on the company's 10.5% senior secured second-lien notes
due 2016, and our expectation that the payment will not be made
within the required 30-day grace period," said Standard & Poor's
credit analyst Katarzyna Nolan.

According to Standard & Poor's criteria, an obligor is considered
in default if S&P expects payment will not be made within the
earlier of the stated grace period or 30 calendar days after the
due date.

The missed interest payment on the second-lien notes follows the
company's deteriorating operating performance, weak liquidity, and
multiple breaches of financial covenants over the last year.

In addition, the company missed an interest payment on its unrated
first-lien facility and subsequently entered into an amendment
with the lenders to permit the company to pursue a sale or
restructuring process.

The amendment stipulates that the lenders will not exercise their
rights and remedies with respect to the existing defaults until
Sept. 30, 2014 (which date may be extended to Nov. 30, 2014 in
certain circumstances) unless, among other things, the company
breaches certain covenants set forth in the amendment or the
administrative agent under the first-lien facility provides
written notice to the company accelerating the outstanding loans.


ALMADEN ASSOC: Foreclosure Sale of Dublin Property on June 11
-------------------------------------------------------------
Witkin & Eisinger, LLC, a limited liability company, as trustee,
or agent for the trustee, will sell real and related personal
property of Almaden Associates, LLC, on June 11, 2014, at the
Fallon Street Emergency Exit to the County Courthouse, 1225 Fallon
Street, Oakland, CA 94612 at 12:00 noon at public auction to the
highest bidder for cash.

The property is located at 7950 Dublin Boulevard, Dublin, CA
94568-2929.  Proceeds of the sale will be used to pay debt in the
total unpaid balance of $8,927,573.90.

The foreclosure sale of of the Dublin property is being made with
respect to a so-called CKE Investor Loan.

Information about the sale may be obtained at
WWW.SALESTRACK.TDSF.COM or call (888) 988-6736

The Trustee may be reached at:

     Carole Eisinger
     Trustee Sales Officer
     WITKIN & EISINGER, LLC
     530 South Glenoaks Boulevard, Suite 207
     Burbank, CA 91502
     Tel: (818) 845-4000


ALMADEN ASSOC: Foreclosure Sale of San Ramon Property on June 12
----------------------------------------------------------------
Witkin & Eisinger, LLC, a limited liability company, as trustee,
or successor trustee, or substituted trustee, or as agent for the
trustee, will sell real and related personal property of Almaden
Associates, LLC, on June 12, 2014, at behind the Civic Center
designation sign at the corner of Willow Pass Road and Parkside
Drive, 1900 Parkside Drive, Concord, CA 94519 at 1:00 p.m. at
public auction to the highest bidder for cash.

The property is located at 18120 Bollinger Canyon Road, San Ramon,
CA 1609 Lawrence Road, Danville, CA 30-32 Century Oaks Court, San
Ramon, Contra Costa County, CA.  Proceeds of the sale will be used
to pay debt in the total unpaid balance of $8,927,573.90.

The foreclosure sale of the San Ramon property is with respect to
the DG Investor Loan.

Information on the sale may be obtained at (714) 480-5690 or
http://www.salestrack.tdsf.com


AMERICAN APPAREL: Widens Net Loss to $106.3 Million in 2013
-----------------------------------------------------------
American Apparel, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing
a net loss of $106.29 million on $633.94 million of net sales for
the year ended Dec. 31, 2013, as compared with a net loss of
$37.27 million on $617.31 million of net sales for the year ended
Dec. 31, 2012.

As of Dec. 31, 2013, the Company had $333.75 million in total
assets, $411.15 million in total liabilities and a $77.40 million
total stockholders' deficit.

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

                        http://is.gd/Z5ZZoC

                       About American Apparel

Los Angeles, Calif.-based American Apparel, Inc. (NYSE Amex: APP)
-- http://www.americanapparel.com/-- is a vertically integrated
manufacturer, distributor, and retailer of branded fashion basic
apparel.  As of September 2010, American Apparel employed over
10,000 people and operated 278 retail stores in 20 countries,
including the United States, Canada, Mexico, Brazil, United
Kingdom, Ireland, Austria, Belgium, France, Germany, Italy, the
Netherlands, Spain, Sweden, Switzerland, Israel, Australia, Japan,
South Korea and China.

Amid liquidity problems and declining sales, American Apparel in
early 2011 reportedly tapped law firm Skadden, Arps, Slate,
Meagher & Flom and investment bank Rothschild Inc. for advice on a
restructuring.

In April 2011, American Apparel said it raised $14.9 million in
rescue financing from a group of investors led by Canadian
financier Michael Serruya and private equity firm Delavaco Capital
Corp., allowing the casual clothing retailer to meet obligations
to its lenders for the time being.  Under the deal, the investors
were buying 15.8 million shares of common stock at 90 cents
apiece.  The deal allows the investors to purchase additional
27.4 million shares at the same price.

                           *     *     *

As reported by the Troubled Company Reporter on Feb. 26, 2014,
Standard & Poor's Ratings Services lowered its corporate credit
rating to 'CCC' from 'B-' on Los Angeles-based American Apparel
Inc.  The outlook is developing.

The Troubled Company Reporter, on Nov. 21, 2013, reported that
American Apparel Inc. had its corporate family rating cut one
level to Caa2 by Moody's Investors Service.  The clothing
retailer's probability of default was also lowered one level and
the outlook is negative.


ASHLEY STEWART: Court Approves Pachulski Stang as Panel's Counsel
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Ashley Stewart
Holdings, Inc. and its debtor-affiliates sought and obtained
permission from the Hon. Michael B. Kaplan of the U.S. Bankruptcy
Court for the District of New Jersey to retain Pachulski Stang
Ziehl & Jones LLP as counsel to the Committee, nunc pro tunc to
Mar. 19, 2014.

The Committee requires Pachulski Stang to:

   (a) assist, advise, and represent the Committee in its
       consultations with the Debtors regarding the administration
       of these cases;

   (b) assist, advise, and represent the Committee in analyzing
       the Debtors' assets and liabilities, investigating the
       extent and validity of liens and participating in and
       reviewing any proposed asset sales, any asset dispositions,
       financing arrangements and cash collateral stipulations or
       proceedings;

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

   (d) assist, advise, and represent the Committee in
       investigating the acts, conduct, assets, liabilities, and
       financial condition of the Debtors, the Debtors' operations
       and the desirability of the continuance of any portion of
       those operations, and any other matters relevant to these
       cases or to the formulation of a plan;

   (e) assist, advise, and represent the Committee in its
       participation in the negotiation, formulation, and drafting
       of a plan of liquidation or reorganization;

   (f) advise the Committee on the issues concerning the
       appointment of a trustee or examiner under section 1104 of
       the Bankruptcy Code;

   (g) assist, advise, and represent the Committee in
       understanding its powers and its duties under the
       Bankruptcy Code and the Bankruptcy Rules and in performing
       other services as are in the interests of those represented
       by the Committee;

   (h) assist, advise, and represent the Committee in the
       evaluation of claims and on any litigation matters,
       including avoidance actions; and

   (i) provide other services to the Committee as may be necessary
       in these cases.

Pachulski Stang will be paid at these hourly rates:

       Robert J. Feinstein, Partner       $995
       Bradford J. Sandier, Partner       $775
       Maria A. Bove, Of Counsel          $695
       Jason Rosell, Associate            $475
       Margaret McGee, Paralegal          $295

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

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

Pachulski Stang can be reached at:

       Bradford J. Sandler, Esq.
       PACHULSKI STANG ZIEHL & JONES LLP
       780 Third Avenue, 36th Floor
       New York, NY 10017
       Tel: (212) 561-7700
       Fax: (212) 561-7777
       E-mail: bsandler@pszjlaw.com

                      About Ashley Stewart

The Ashley Stewart name is synonymous with offering women who wear
sizes 12 and up well-made fashionable clothes at affordable
prices.

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

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

Ashley Stewart has obtained authority to conduct store closing
sales at 27 locations around the United States in accordance with
a consulting agreement with Gordon Brothers Retail Partners, LLC.


ASHLEY STEWART: Court OKs GlassRatner as Panel's Financial Advisor
------------------------------------------------------------------
The Official Committee of Unsecured Creditors of Ashley Stewart
Holdings, Inc. and its debtor-affiliates sought and obtained
permission from the Hon. Michael B. Kaplan of the U.S. Bankruptcy
Court for the District of New Jersey to retain GlassRatner
Advisory & Capital Group, LLC as financial advisor to the
Committee, nunc pro tunc to Mar. 19, 2014.

The Committee requires GlassRatner to:

   (a) analyze the Debtors' current and historical business
       operations and financial results, as well as the Debtors'
       underlying financial projections, including any approved or
       proposed budgets;

   (b) review the Debtors' prior sale process and current sale
       process, including periodic updates as to the status of
       specific buyers;

   (c) analyze the Debtors' operations prior to and after the
       Petition Date, as the Committee deems necessary;

   (d) review the prospects and opportunities for the Debtors as
       an ongoing business operation;

   (e) review the financial aspects of any Disclosure Statement
       and Plan of Reorganization;

   (f) as necessary, developing a liquidation/waterfall analysis
       and valuation based on GlassRatner's evaluation of the
       underlying facts and circumstances;

   (g) negotiate with the Debtors' Financial Advisor in the best
       financial and business interests of the unsecured
       creditors;

   (h) advise the Committee and Counsel on various financial and
       business matters associated with the Debtors;

   (i) address any related financial and business issues, as
       requested by the Committee and Counsel;

   (j) investigate any potential causes of action or fraudulent
       transfers;

   (k) attend meetings of creditors and confer with
       representatives of the Committee, the Debtors and their
       counsel;

   (1) report to the Committee and Counsel on a regular basis; and

   (m) provide other services to the Committee as it may request
       and as may be necessary in this Case.

GlassRatner will be paid at these hourly rates:

       James Fox                    $500
       Peter Schaeffer              $500
       Wojciech Hajduczyk           $375
       Robert Naidoff               $375
       Other Staff                $95-$300

The hourly rates are subject to periodic adjustments to reflect
economic and other conditions. However, GlassRatner has agreed to
use a maximum blended hourly rate of $425 for this engagement.

All of the GlassRatner's out of pocket costs will be billed in
addition at actual cost incurred. In matters where travel is
required, the Firm will bill 50% of its travel time.

Peter Schaeffer, principal of GlassRatner, 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.

GlassRatner can be reached at:

       Peter Schaeffer
       GLASSRATNER ADVISORY & CAPITAL GROUP LLC
       One Grand Central Place
       60 East 42nd St., Suite 1062
       New York, NY 10165
       Tel: (212) 922-2832
       E-mail: pschaeffer@glassratner.com

                      About Ashley Stewart

The Ashley Stewart name is synonymous with offering women who wear
sizes 12 and up well-made fashionable clothes at affordable
prices.

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

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

Ashley Stewart has obtained authority to conduct store closing
sales at 27 locations around the United States in accordance with
a consulting agreement with Gordon Brothers Retail Partners, LLC.


ATP OIL: To Sell Eugene Island Property to Marlin Coastal
---------------------------------------------------------
ATP Oil & Gas Corp. asks the Hon. Marvin Isgur of the U.S.
Bankruptcy Court for the Southern District of Texas, in Houston,
for permission to sell its interests in Eugene Island Block 142 to
Marlin Coastal LLC free and clear of claims and liens under a
purchase and sale agreement.

The Debtor tells the Court that, before it filed for bankruptcy,
it held certain interest (non-operating interests) under an
expired federal oil and gas lease OCS-G-10726 covering Eugene
Island Block 142.  The Debtor says it is responsible under the
terms of the expired lease for paying its proportionate share of
the plugging, abandonment and removal of all wells, platforms,
pipelines and other structures owned by the Debtor and located on
EI142.

In connection with its operations, the Debtor has incurred various
statutory or contractual liabilities resulting from its interests
in EI142, including obligations to properly plug and abandon wells
and dismantle and decommission various fixtures and production-
related equipment on the property.  The Debtor says it estimates
that the total amount of the so-called P&A Obligations related to
EI142 amount to $1,643,135.  These obligations remain the Debtor's
responsibility even should the Debtor reject and abandon its
interest in EI142, according to court documents.

The Debtor says because of the nature of the P&A Obligations
related to its interest in EI142 and the fact that its obligations
would likely continue to burden the estate even if it were to
reject the leases.

The Debtor believes that it is in the best interest of its estate
to enter into and consummate the transaction with Marlin as
contemplated under the terms of the PSA.  The Debtor says any
further marketing of its interest in EI142 would not only be
uneconomical but simply not feasible given its present financial
condition.  Absent the approval of the transaction contemplated
by the PSA, the Debtor would likely seek to reject the property
and the estate would not realize the immediate benefit of the
assumption of the Debtor's P&A Obligations and resulting release
of claims against the estate.

Marlin Coastal is represented by:

   Mark A. Mintz, Esq.
   JONES WALKER LLP
   201 St. Charles, Suite 5100
   New Orleans, LA 70170
   Tel: 504-582-8368
   Website: http://www.joneswalker.com/
   Email: mmintz@joneswalker.com

A full-text copy of the purchase and sale agreement is available
for free at http://is.gd/fhhak1

                            About ATP Oil

Houston, Texas-based ATP Oil & Gas Corporation is an international
offshore oil and gas development and production company focused
in the Gulf of Mexico, Mediterranean Sea and North Sea.

ATP Oil & Gas filed a Chapter 11 petition (Bankr. S.D. Tex. Case
No. 12-36187) on Aug. 17, 2012.  Attorneys at Mayer Brown LLP,
serve as bankruptcy counsel.  Munsch Hardt Kopf & Harr, P.C., is
the conflicts counsel.  Motley Rice LLC and Fayard & Honeycutt,
APC serve as special counsel.  Opportune LLP is the financial
advisor and Jefferies & Company is the investment banker.
Kurtzman Carson Consultants LLC is the claims and notice agent.

ATP disclosed assets of $3.6 billion and $3.5 billion of
liabilities as of March 31, 2012.  Debt includes $365 million on a
first-lien loan where Credit Suisse AG serves as agent.  There is
$1.5 billion on second-lien notes with Bank of New York Mellon
Trust Co. as agent.  ATP's other debt includes $35 million on
convertible notes and $23.4 million owing to third parties for
their shares of production revenue.  Trade suppliers have claims
for $147 million, ATP said in a court filing.

An official committee of unsecured creditors has been appointed in
the case.  Evan R. Fleck, Esq., at Milbank, Tweed, Hadley &
McCloy, in New York, represents the Creditors Committee as
counsel.

A seven-member panel of equity security holders has also been
appointed in the case.  Kyung S. Lee, Esq., and Charles M. Rubio,
Esq. of Diamond McCarthy LLP, in Houston, Texas, serve as counsel
to the Equity Committee.


AUXILIUM PHARMACEUTICALS: Presents New Analyses of Xiaflex
----------------------------------------------------------
Auxilium Pharmaceuticals, Inc., announced that new analyses of
data were presented from its clinical program and pivotal IMPRESS
(The Investigation for Maximal Peyronie's Reduction Efficacy and
Safety Studies) trials, the Phase 3 studies that evaluated
XIAFLEX(R) (collagenase clostridium histolyticum or CCH) for the
treatment of Peyronie's disease (PD).  These data were presented
at the American Urological Association (AUA) Meeting held in
Orlando, Florida on May 16-21, 2014.

"XIAFLEX is the first and only FDA-approved treatment for
Peyronie's disease in men with a palpable plaque and a penile
curvature deformity of 30 degrees or greater at the start of
therapy," said James Tursi, M.D., chief medical officer of
Auxilium.  "We believe this may offer patients, their partners and
their physicians an important treatment option for this
devastating disease."

Highlights of the information presented include:

  * 75 percent of men with PD treated with XIAFLEX in the IMPRESS
    pivotal studies had a clinically meaningful improvement in
    their penile curvature deformity by the end of the trials.
    These subjects reported an improvement of 25 percent or
    greater in penile curvature deformity.

  * Peyronie's plaque tissue was excised and exposed to XIAFLEX in
    vitro.  XIAFLEX preferentially degraded type I and type III
    collagen, predominant collagen types in PD plaques, while
    sparing type IV collagen present within connective tissues
    that surround arteries, large veins and nerves.  There was no
    detectable effect of XIAFLEX on the structure of blood
    vessels, nerves, and fibroblasts at any dose evaluated.

  * An injection simulator using a "smart syringe" was developed
    to provide clinicians an opportunity to practice the XIAFLEX
    injection technique.  Use of such a model in physician
    training may increase urologists' familiarity with the
    injection technique for XIAFLEX treatment of PD by providing
    both visual and tactile feedback during simulated injection.

  * The administration of a second XIAFLEX injection 1, 2 or 3
    days after the first injection during Treatment Cycle 1 did
    not impact the safety or effectiveness of XIAFLEX in the
    treatment of Peyronie's curvature deformity evaluated at Week
    6.  The improvement in curvature deformity and safety
    measurements were comparable regardless of when the second
    injection was administered during the first treatment cycle.
    These data support flexibility in planning XIAFLEX treatment
    cycles.

                           About Auxilium

Auxilium Pharmaceuticals, Inc., is a fully integrated specialty
biopharmaceutical company with a focus on developing and
commercializing innovative products for specialist audiences.
With a broad range of first- and second-line products across
multiple indications, Auxilium is an emerging leader in the men's
healthcare area and has strategically expanded its product
portfolio and pipeline in orthopedics, dermatology and other
therapeutic areas.  Auxilium now has a broad portfolio of 12
approved products.  Among other products in the U.S., Auxilium
markets edex(R) (alprostadil for injection), an injectable
treatment for erectile dysfunction, Osbon ErecAid(R), the leading
device for aiding erectile dysfunction, STENDRATM (avanafil), an
oral erectile dysfunction therapy, Testim(R) (testosterone gel)
for the topical treatment of hypogonadism, TESTOPEL(R)
(testosterone pellets) a long-acting implantable testosterone
replacement therapy, XIAFLEX(R) (collagenase clostridium
histolyticum or CCH) for the treatment of Peyronie's disease and
XIAFLEX for the treatment of Dupuytren's contracture.  The Company
also has programs in Phase 2 clinical development for the
treatment of Frozen Shoulder syndrome and cellulite.  To learn
more, please visit www.Auxilium.com.

As of March 31, 2014, the Company had $1.19 billion in total
assets, $985.73 million in total liabilities and $210.14 million
in total stockholders' equity.

                            *   *    *

As reported by the TCR on May 7, 2014, Moody's Investors Service
downgraded the ratings of Auxilium Pharmaceuticals, Inc.,
including the Corporate Family Rating to B3 from B2.  "The
downgrade reflects Moody's expectations that declines in Testim,
Auxilium's testosterone gel, will materially reduce EBITDA
in 2014, resulting in negative free cash flow, a weakening
liquidity profile, and extremely high debt/EBITDA," said Moody's
Senior Vice President Michael Levesque.

In the May 6, 2014, edition of the TCR, Standard & Poor's Ratings
Services lowered its corporate credit rating on Auxilium
Pharmaceuticals Inc. to 'CCC' from 'B-'.  "Our rating action on
Auxilium is predicated on our assessment of its liquidity profile
as "weak" and our expectation that the company is likely to
deplete its liquidity sources over the next 12 months," said
credit analyst Maryna Kandrukhin.


AXION INTERNATIONAL: MLTM Lending Hikes Equity Stake to 44.5%
-------------------------------------------------------------
In an amended Schedule 13D filed with the U.S. Securities and
Exchange Commission, MLTM Lending, LLC, and ML Dynasty Trust
disclosed that as of March 28, 2014, they beneficially owned
25,077,624 shares of common stock of Axion International Holdings,
Inc., representing 44.5 percent of the shares outstanding.  MLTM
Lending previously owned 14,624,772 common shares at Oct. 21,
2013.

On March 28, 2014, MLTM purchased one of the Company's Notes in
the original principal amount of $850,000 which is initially
convertible into 2,125,000 shares of Common Stock, and an
associated warrant to purchase 2,125,000 shares of Common Stock,
in each case subject to adjustment as provided on the terms of
such Note and associated warrant.  The total amount of funds used
by MLTM to purchase such Note and associated warrant was $850,000
in cash, and those funds were provided by the personal funds of
MLTM.

A copy of the regulatory filing, as amended, is available at:

                       http://is.gd/LMjZRF

                    About Axion International

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

Axion International incurred a net loss of $5.43 million in 2012,
following a net loss of $10.96 million in 2011.

BDO USA, LLP, in New York, issued a "going concern" qualification
on the consolidated financial statements for the year ended
Dec. 31, 2012.  The independent auditors noted that the Company
has suffered recurring losses from operations and has a net
capital deficiency that raise substantial doubt about its ability
to continue as a going concern.


AXION INTERNATIONAL: Samuel Rose Hikes Stake to 50.4%
-----------------------------------------------------
In an amended Schedule 13D filed with the U.S. Securities and
Exchange Commission, Samuel G. Rose disclosed that as of March 28,
2014, he beneficially owned 29,957,572 shares of common stock of
Axion International Holdings, Inc., representing 50.4 percent of
the shares outstanding.  Mr. Rose previously owned 18,036,383
shares at Jan. 28, 2013.

On March 28, 2014, Mr. Rose purchased one of the Company's Notes
in the original principal amount of $850,000 which is initially
convertible into 2,125,000 shares of Common Stock, and an
associated warrant to purchase 2,125,000 shares of Common Stock,
in each case subject to adjustment as provided on the terms of
such Note and associated warrant.  The total amount of funds used
by Rose to purchase such Note and associated warrant was $850,000
in cash, and such funds were provided by the personal
funds of Mr. Rose.

A copy of the amended regulatory filing is available for free at:

                        http://is.gd/vxJMY0

                      About Axion International

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

Axion International incurred a net loss of $5.43 million in 2012,
following a net loss of $10.96 million in 2011.

BDO USA, LLP, in New York, issued a "going concern" qualification
on the consolidated financial statements for the year ended
Dec. 31, 2012.  The independent auditors noted that the Company
has suffered recurring losses from operations and has a net
capital deficiency that raise substantial doubt about its ability
to continue as a going concern.


BATAVIA'S DRIVING: Case Summary & 10 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Batavia's Driving Academy, Inc.
        4736 East Saile Drive
        Batavia, NY 14020

Case No.: 14-11186

Chapter 11 Petition Date: May 19, 2014

Court: United States Bankruptcy Court
       Western District of New York (Buffalo)

Judge: Hon. Michael J. Kaplan

Debtor's Counsel: David H. Ealy, Esq.
                  TREVETT, CRISTO, SALZER & ANDOLINA P.C.
                  2 State Street, Suite 1000
                  Rochester, NY 14614
                  Tel: (585) 454-2181
                  Fax: (585) 454-4026
                  Email: dealy@trevettlaw.com

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

Estimated Liabilities: $1 million to $10 million

The petition was signed by Nash A. Dsylva, president.

A list of the Debtor's 10 largest unsecured creditors is available
for free at http://bankrupt.com/misc/nywb14-11186.pdf


BEHRINGER HARVARD: Unit Intends to Sell Hotel Palomar for $48MM
---------------------------------------------------------------
Behringer Harvard Mockingbird Commons, LLC, a 70 percent owned
subsidiary of Behringer Harvard Short-Term Opportunity Liquidating
Trust, entered into an agreement to sell a 198 room hotel and
retail project located in Dallas, Texas ("Hotel Palomar") to an
unaffiliated third party for a contract sales price of $48
million.  The buyer made an initial earnest money deposit of $1
million, which is refundable during the inspection period that
ends on or about June 27, 2014, at which time an additional
deposit of $1 million is due.  The Agreement provides the buyer an
opportunity to conduct due diligence on Hotel Palomar and provides
that the buyer may terminate the Agreement by written notice to
the Company at any time on or before the end of the inspection
period.

The Company cannot give any assurances that the closing of this
sale is probable.

                       About Behringer Harvard

Addison, Tex.-based Behringer Harvard is a limited partnership
formed in Texas on July 30, 2002.  The Company's general partners
are Behringer Harvard Advisors II LP and Robert M. Behringer.  As
of Sept. 30, 2011, seven of the twelve properties the Company
acquired remain in the Company's  portfolio.  The Company's
Agreement of Limited Partnership, as amended, provides that the
Company will continue in existence until the earlier of Dec. 31,
2017, or termination of the Partnership pursuant to the
dissolution and termination provisions of the Partnership
Agreement.

Behringer Harvard Short-Term Opportunity Liquidating Trust filed
with the U.S. Securities and Exchange Commission its annual report
on Form 20-F disclosing $62.06 million in total assets, $45.85
million in total liabilities and $16.21 million in net assets in
liquidation at Dec. 31, 2013.

                        Plan of Liquidation

On Feb. 11, 2013, the Partnership completed its liquidation
pursuant to a Plan of Liquidation adopted by Behringer Harvard
Advisors II LP, as its general partner.  The Plan provided for the
formation of a liquidating trust, Behringer Harvard Short-Term
Opportunity Liquidating Trust for the purpose of completing the
liquidation of the assets of the Partnership.  In furtherance of
the Plan, the Partnership entered into a Liquidating Trust
Agreement with one of the Partnership's General Partners,
Behringer Advisors II, as managing trustee, and CSC Trust Company
of Delaware, as resident trustee.  As of the Effective Date, each
of the holders of limited partnership units in the Partnership
received a pro rata beneficial interest in the Liquidating Trust
in exchange for such holder's interest in the Partnership.  In
accordance with the Plan and the Liquidating Trust Agreement, the
Partnership has transferred all of its remaining assets and
liabilities to us to be administered, disposed of or provided for
in accordance with the terms and conditions set forth in the
Liquidating Trust Agreement.  The General Partners elected to
liquidate the Partnership and transfer its remaining assets and
liabilities to the Liquidating Trust as a cost saving alternative
that the General Partners believed to be in the best interests of
the investors.  The expenses associated with operating a public
reporting entity, like the Partnership, are comparatively high and
therefore detract from distributable proceeds and returns it can
make to its investors.  The reorganization into a liquidating
trust enables us to reduce costs associated with public reporting
obligations and related audit expenses that are not applicable to
the Liquidating Trust, helping to preserve capital throughout our
disposition phase for the benefit of our investors.  Cutting
expenses and maximizing investor returns is a primary focus in
this disposition phase.

The Company's principal demands for funds in the next twelve
months and beyond will be for the payment of operating expenses,
costs associated with lease-up and capital improvements for our
remaining operating property and for the payment of recurring debt
service, further principal paydowns and reserve requirements on
our outstanding indebtedness as required by our lenders.

The Liquidating Trust had notes payable totaling $40.7 million at
Dec. 31, 2013, of which $31 million was secured by the hotel
property and $8.8 million was to Behringer Harvard Holdings, LLC,
a related party.


BELLE MERE: Must Agree With CBS on Cure Amounts
-----------------------------------------------
Belle Mere Properties, LLC, purchased real estate from CBS
Properties LLC on April 1, 2011, and gave CBS a mortgage as
security for that purchase.  Shortly thereafter, the parties
disagreed on a number of issues which lead them to state court
where Belle Mere had filed a Verified Complaint against CBS in the
Circuit Court of Greene County Alabama.  The state court Verified
Complaint was removed to the U.S. Bankruptcy Court for the
Northern District of Alabama on June 15, 2012, after Belle Mere
filed for Chapter 11 bankruptcy.  After the complaint was removed,
a trial was held in Bankruptcy Court on November 21 and 22, 2013.

On March 27, 2014, Belle Mere filed a Motion for Authority to
Borrow on a Secured Basis Pursuant to 11 U.S.C. Sec. 364 and for
Expedited Hearing for the purpose of satisfying its obligation to
make an April 1, 2014, balloon payment required by the parties'
Real Estate Mortgage Note and to cure some unpaid mortgage and
insurance premium payments.

On March 31, 2014, CBS objected, contending that the amount
offered to cure, including the balloon payment amount, was
insufficient.

In a May 20, 2014 Memorandum Opinion available at
http://is.gd/5qKGokfrom Leagle.com, Bankruptcy Judge Benjamin
Cohen directed the parties to confer and, within 30 days from the
date of the Court's Order, submit an agreed upon statement to the
Court containing:

     1. The amount the parties agree Belle Mere must pay to
        cure all arrears it owes CBS;

     2. The status of Belle Mere's utilities;

     3. A plan, with starting and completion dates, for Belle
        Mere to construct its own road within the defined
        easement, or near it if CBS consents;

     4. A proposed order on Belle Mere's Motion for Authority
        to Borrow on a Secured Basis and CBS's Objection

If the parties cannot agree, or if such a statement is not
submitted timely, all matters will be set for a status conference
at the Court's convenience.

The case is, Belle Mere Properties, LLC, Plaintiff, v. CBS
Properties, LLC, Defendant, A. P. No. 12-70018 (Bankr. N.D. Ala.).

Belle Mere Properties, LLC filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Ala. Case No. 12-70782) on April 17, 2012, listing
under $1 million in both assets and debts.  It is represented by:
Herbert M. Newell, III, Esq., at Newell & Associates LLC.


BISON INSTRUMENTS: To Terminate Registration of Common Shares
-------------------------------------------------------------
Bison Instruments, Inc., a Minnesota corporation, on May 21
disclosed that on May 20, 2014, its Board of Directors authorized
its officers to take all necessary action to terminate the
registration of the common shares of the Company under Section
12(g) Securities Exchange Act of 1934, as amended.  Such
termination will result in discontinuing the Company's obligations
as a public reporting company under the Exchange Act.  The
Company's Board of Directors made this determination after
receiving notice that further funding of its ongoing operations
has been discontinued.  Consequently, the Company will not have
funds to pay for its obligations, including, audits and the filing
of reports with the Securities and Exchange Commission ()SEC").

The Company is eligible to terminate its registration because the
Company has fewer than 300 shareholders of record.  The Company
intends to file a Form 25 with the SEC within 10 days.

Thereafter, the Company intends to file a Form 15 with the SEC
certifying that the number of shareholders holding its common
stock of record is less than 300 persons and to deregister its
shares under Section 12(g) and suspend its reporting obligations
under Section 15(d) of the Exchange Act.  Upon filing the Form 15,
the Company will no longer be obligated to file certain Exchange
Act reports (Forms 10-K, 10 Q or 8 K) with the SEC.

As a result of the above actions the Company's Board of Directors
expects that such termination will become effective 90 days after
filing the Form 15.

The Company also intends to call a shareholders' meeting seeking
approval and authority to dissolve the Company.

                             About Bison

The Company was engaged in the manufacture and sale of electronic
instrumentation.  During 1998 and 1999, the Company sold
substantially all of its operating assets, including its seismic
product lines, and its Airport Runway Friction Measurement System
(the "Mu-Meter").  The sales included the intellectual property
and inventory of the product lines.  In 2000 the Company sold its
residual seismic product inventory.  Since 2007 the Company had no
active business or assets.  However, the Company explored various
alternatives, including acquisition and reverse merger
opportunities for use of the public corporate entity.  It was
unable to consummate any acquisition or transaction.


BLUE BIRD: S&P Assigns 'B' CCR & Rates $300MM Secured Debt 'B'
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned Fort Valley, Ga.-based
school bus manufacturer Blue Bird Body Co. a 'B' corporate credit
rating.  The outlook is stable.

At the same time, S&P is assigning the company's planned $300
million senior secured debt (comprising a $250 million term loan
and $50 million revolver) a 'B' rating (the same level as the
corporate credit rating), with a recovery rating of '4',
indicating S&P's expectation for average (30%-50%) recovery in the
event of default.

"Blue Bird's track record in terms of operating profitability is
relatively short and is reflected in our 'weak' business risk
profile assessment," said Standard & Poor's credit analyst Sol
Samson.  "We view Blue Bird's financial risk profile as 'highly
leveraged,' as we expect leverage in the 4.0x-5.0x range and free
operating cash flow to total debt of about 5% following the launch
of the new senior secured credit facilities."

Blue Bird operates across North America, with school bus
manufacturing and aftermarket service and parts.  The company
competes as a premium product provider, charging a premium price.
Blue Bird holds an approximately 30% market share but the school
bus market is very competitive--and Thomas Bus and IC Bus each
hold slightly larger shares.  The school bus market itself has a
history of variability, and municipal budget pressures across the
U.S. do not auger well for sustained, robust demand.

Standard & Poor's stable rating outlook reflects S&P's belief that
Blue Bird will be able to sustain its operating performance at
current levels for two to three years, in light of positive
industry trends.  It should be able to maintain or improve credit
metrics unless its owners decide to declare another special
dividend or embark on a major business.


BRUNSWICK CORP: S&P Raises CCR to 'BB+'; Outlook Stable
-------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Lake Forest, Ill.-based marine, fitness, and bowling
manufacturing company Brunswick Corp. to 'BB+' from 'BB'.  The
outlook is stable.

At the same time, S&P revised its recovery ratings on both the
company's senior unsecured and secured debt to '3' (50% to 70%
recovery expectation) from '4' (30% to 50% recovery expectation),
and raised its issue-level ratings on those issues to 'BB+' from
'BB', in accordance with S&P's notching criteria and the corporate
credit rating upgrade.  The recovery rating revision is
attributable to a reassessment and increase of S&P's estimated
EBITDA in its simulated default scenario, reflecting a more
normalized level of operating performance upon emergence from a
potential default situation.

"The upgrade reflects our expectation that continued growth in
consumer spending will drive stronger operating performance
through 2015," said Standard & Poor's credit analyst Shivani Sood.
Combined with Brunswick's commitment to low debt levels, S&P
believes the company will sustain credit measures in line with an
improved "modest" financial risk assessment and a 'BB+' corporate
credit rating, even incorporating the significant revenue and
EBITDA volatility in the company's marine segment over the
economic cycle.

"Our assessment of Brunswick's financial risk profile as modest
reflects our expectation for total lease and pension adjusted debt
to EBITDA in the mid- to high-1x area and funds from operations to
debt between 45% and 60% through 2015.  The company continued to
focus on debt repayment and prudent balance sheet management in
2013.  Brunswick reduced debt by $112 million and contributed $54
million to reduce the company's underfunded pension obligation.
This debt reduction, in addition to reported EBITDA growth of 7%
in 2013, resulted in adjusted leverage decreasing to 1.9x at the
end of 2013 from 2.5x in 2012.  The modest financial risk
assessment also incorporates our expectation for significant
variability in credit metrics over the economic cycle.  Given
volatility in the company's marine segment and assuming a moderate
recessionary scenario after 2015, incorporating our expectations
for prudent inventory and cost control, Brunswick's adjusted debt
to EBITDA measure could potentially deteriorate by about 1x.
However, this would translate into a meaningful reduction in
variability in credit measures compared with the significant
negative EBITDA the company experienced in 2009 during the last
severe economic recession," S&P said.

"We assess Brunswick's business risk profile as weak, which
reflects the discretionary nature of consumer spending on the
company's recreational marine products and the significant
volatility in the company's revenue and EBITDA over multiple
economic cycles.  Brunswick's EBITDA declined to a low of about
negative $220 million in 2009 from a high of about $600 million in
mid-2006, as low consumer confidence, falling disposable income,
and shrinking credit availability led to poor retail demand for
recreational marine products over this period.  These risk factors
are partly offset by the rationalization of Brunswick's marine
dealer inventory levels and lower manufacturing and administrative
costs across all of its business units following multiple years of
restructuring.  Additionally, we believe that the company's engine
and parts and accessories, fitness and billiards, and bowling
segments can help moderate boat segment volatility during an
economic recession," S&P added.


CABEL PROPERTIES: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Cabel Properties, LLC
        2 Fox Run
        Tafton, PA 18464

Case No.: 14-02370

Chapter 11 Petition Date: May 20, 2014

Court: United States Bankruptcy Court
       Middle District of Pennsylvania (Wilkes-Barre)

Judge: Hon. John J Thomas

Debtor's Counsel: Jeffrey D Kurtzman, Esq.
                  KLEHR, HARRISON, HARVEY, BRANZBURG LLP
                  1835 Market Street, 4th Floor
                  Philadelphia, PA 19103
                  Tel: 215 569-2700
                  Fax: 215 568-6603
                  Email: jkurtzma@klehr.com

Estimated Assets: $10 million to $50 million

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

The petition was signed by George P. Cabel, managing member.

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


CABLEVISION SYSTEMS: S&P Assigns 'BB' Rating to $500MM Sr. Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' issue-level
rating and '2' recovery rating to Cablevision Systems Corp. unit
CSC Holdings LLC's $500 million senior notes due 2024 to be sold
under Rule 144A with registration rights. The '2' recovery
rating indicates S&P's expectation for substantial (70%-90%)
recovery for this unsecured debt in the event of payment default.

S&P expects Cablevision Systems to use the bulk of proceeds to
repay bank debt.

The 'BB-' corporate credit rating on Bethpage, N.Y.-based cable
operator Cablevision Systems is unchanged and the outlook remains
stable.

"Cablevision's cable properties benefit from the good revenue
visibility from their subscription-based business model; well-
clustered operations; good demographics; and high-bandwidth plant.
But our business risk assessment is tempered by our expectation of
video customer losses in the 4% to 5% range, mature cable
operations, and formidable competition from Verizon's FiOS. These
factors lead to our business risk assessment of "satisfactory."
Based on our expectation of a consolidated EBITDA margin in the
high-20% area, we expect debt leverage to be in the low-to-mid-5x
area over the next year, consistent with a "highly leveraged"
financial risk profile," said S&P.

RATINGS LIST

Ratings Unchanged

Cablevision Systems Corp.
Corporate Credit Rating         BB-/Stable/--

New Rating

CSC Holdings LLC
$500 mil. notes due 2024
Senior Unsecured                BB
  Recovery Rating                2


CAESARS ENTERTAINMENT: Extends Tender Offer Expiration to June 3
----------------------------------------------------------------
Caesars Entertainment Corporation's subsidiary, Caesars
Entertainment Operating Company, Inc., has amended its previously
announced cash tender offers to purchase any and all of the
outstanding $791,767,000 aggregate principal amount of its 5.625%
Senior Notes due 2015 and any and all of the outstanding
$214,800,000 aggregate principal amount of its 10.00% Second-
Priority Senior Secured Notes due 2015.

The Issuer is extending the previously announced early tender time
of 5:00 p.m., New York City time, on May 19, 2014, to midnight,
New York City time, at the end of June 3, 2014, which is also the
previously announced expiration time.  All other terms of the
tender offers remain unchanged.

Accordingly, holders of Notes who validly tender their Notes
before midnight, New York City time, at the end of June 3, 2014,
will be eligible to receive the previously announced total
consideration of $1,048.75 for each $1,000 principal amount of the
5.625% Notes and $1,022.50 for each $1,000 principal amount of the
10.00% Notes.

The previously announced withdrawal deadline of 5:00 p.m., New
York City time, on May 19, 2014, has passed.  As a result, holders
who have previously tendered Notes and those holders who tender
Notes at or before the Expiration Time may not withdraw those
Notes.

The tender offers are subject to conditions including the
Financing Condition described in the Offer Documents (defined
below).  If any of the conditions are not satisfied, the Issuer
may terminate the tender offers and return tendered Notes.  The
Issuer has the right to waive any of the above-mentioned
conditions with respect to the tender offers for the Notes and to
consummate the tender offers. In addition, the Issuer has the
right, in its sole discretion, to terminate any of the tender
offers at any time, subject to applicable law.

Citigroup Global Markets Inc. is acting as Dealer Manager for the
tender offers for the Notes.  Questions regarding the tender
offers may be directed to Citigroup Global Markets Inc. at (800)
558-3745 (toll-free) or (212) 723-6106 (collect).

Global Bondholder Services Corporation is acting as the
Information Agent for the tender offers.  Requests for the Offer
Documents may be directed to Global Bondholder Services
Corporation at (212) 430-3774 (for brokers and banks) or (866)
470-4500 (for all others).

                    About Caesars Entertainment

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

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

Caesars Entertainment reported a net loss of $2.93 billion on
$8.55 billion in 2013, as compared with a net loss of $1.50
billion in 2012.  The Company's balance sheet at March 31, 2014,
showed $24.37 billion in total assets, $26.65 billion in total
liabilities and a $2.27 billion total deficit.

                           *     *     *

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

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

In the April 10, 2014, edition of the TCR, Standard & Poor's
Ratings Services lowered its corporate credit ratings on Las
Vegas-based Caesars Entertainment Corp. (CEC) and wholly owned
subsidiaries, Caesars Entertainment Operating Co. (CEOC) and
Caesars Entertainment Resort Properties (CERP), as well
as the indirectly majority-owned Chester Downs and Marina, to
'CCC-' from 'CCC+'.  The downgrade reflects S&P's expectation that
Caesars' capital structure is unsustainable, and the amount of
cash the company will burn in 2014 and 2015 creates conditions
under which S&P believes a restructuring of some form is
increasingly likely over the near term absent an unanticipated
significantly favorable change in operating performance.


CARDICA INC: Has $4.38-Mil. Net Loss in Quarter Ended March 31
--------------------------------------------------------------
Cardica, Inc., filed its quarterly report on Form 10-Q, disclosing
a net loss of $4.38 million on $934,000 of total net revenue for
the three months ended March 31, 2014, compared with a net loss of
$3.95 million on $868,000 of total net revenue for the same period
in 2013.

The Company's balance sheet at March 31, 2014, showed $7.55
million in total assets, $7.6 million in total liabilities, and a
stockholders' deficit of $52,000.

The Company has incurred cumulative net losses of $165.9 million
through March 31, 2014, and negative cash flows from operating
activities and expects to incur losses for the next several years.
As of March 31, 2014, the Company had approximately $2.9 million
of cash and cash equivalents, and $4.0 million of debt principal
outstanding.  On April 15, 2014, the Company entered into an
underwriting agreement with Wedbush Securities Inc. and Craig-
Hallum Capital Group LLC relating to the offering, issuance and
sale of an aggregate of 32,500, 000 shares of its common stock,
$0.001 par value per share and 191,474 shares of Series A
Convertible Preferred Stock, $0.001 par value per share.  The
Series A convertible preferred stock is non-voting and is
convertible into shares of the Company's common stock at a
conversion rate of 100 shares of common stock for each share of
Series A convertible preferred stock, provided that conversion
will be prohibited if, as a result, the holder and its affiliates
would own more than 9.98% of the total number of shares of the
Company's common stock then outstanding unless the holder gives
the Company at least 61 days prior notice of an intent to convert
into shares of common stock that would cause the holder to own
more than 9.98% of the total number of shares of common stock then
issued and outstanding.  The Company also granted to the
underwriters an option to purchase up to an additional 4,875,000
shares of common stock to cover overallotments.  On April 22,
2014, the Company completed the sale of 32,500,000 shares of its
common stock at a price to the public of $0.85 per share and
191,474 shares of Series A Convertible Preferred Stock at a price
to the public of $85 per share, and on April 29, 2014, the Company
completed the sale of an additional 4,875,000 shares of common
stock at $0.85 per share pursuant to the underwriters' exercise of
their overallotment option.  Net proceeds from the financing to
the Company, including the exercise of the overallotment option,
were approximately $44.5 million.  The Company believes that its
existing cash and cash equivalents, together with the net proceeds
from this offering, will be sufficient to meet its anticipated
cash needs to enable the Company to conduct its business
substantially as currently conducted for at least the next 24
months.  The Company would be able to extend this time period to
the extent that it decreases its planned expenditures, or raises
additional capital.  The audit report on the Company financial
statements for the year ended June 30, 2013, included an
explanatory paragraph highlighting the substantial doubt about its
ability to continue as a going concern.

A copy of the Form 10-Q is available:

                       http://is.gd/cTOL9s

Redwood City, Calif.-based Cardica, Inc. (Nasdaq: CRDC) designs
and manufactures proprietary stapling and anastomotic devices for
cardiac and laparoscopic surgical procedures.  Cardica's
technology portfolio is intended to minimize operating time and
enable minimally-invasive and robot-assisted surgeries.


CASH STORE: Obtains Stay Extension & DIP Financing Approval
-----------------------------------------------------------
The Cash Store Financial Services Inc. on May 21 disclosed that
the Ontario Superior Court of Justice (Commercial List) has
granted an Order extending the stay of proceedings in Cash Store
Financial's proceedings under the Companies' Creditors Arrangement
Act to June 17, 2014.

The Court also authorized the Company and its subsidiaries to
enter into an amended and restated debtor-in-possession financing
agreement pursuant to which an aggregate amount of up to $14.5
million will be available to the Company to permit it to continue
operations during the CCAA proceedings.  The Amended DIP Agreement
contains an extension option that will permit Cash Store
Financial, with the consent of the DIP Lenders, to increase the
amount of DIP financing available under the Amended DIP Agreement
to a total amount of $16.5 million, subject to the terms and
conditions of the agreement.  In accordance with the terms of the
Amended DIP Agreement, Cash Store Financial has repaid $8.5
million to the DIP Lenders from the proceeds of certain tax
refunds received by the Company.  This amount cannot be re-
borrowed.  The total amount of new funding available under the
Amended DIP Agreement is $6 million plus an additional $2 million
if the extension option is exercised in accordance with its terms.

Continued protection under the CCAA and the new financing
available under the Amended DIP Agreement will provide Cash Store
Financial with additional time and stability to continue its
restructuring under the CCAA, with the assistance of the Court-
appointed Chief Restructuring Officer of the Company, the Court-
appointed Monitor and the Court.  Cash Store Financial is
committed to completing its restructuring process quickly and
efficiently. The Company remains open for business and its
branches continue to operate.

Further details concerning the Company's restructuring can be
obtained from the CRO, William Aziz, at baziz@bluetreeadvisors.com

Further details regarding the CCAA proceedings are available on
the Monitor's website 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.


CATASYS INC: Revenue Increased 161% in Fourth Quarter
-----------------------------------------------------
Catasys, Inc., reported a net loss of $4.67 million on $866,000 of
total revenues for the 12 months ended Dec. 31, 2013, as compared
with a net loss of $11.64 million on $541,000 of total revenues in
2012.

For the fourth quarter of fiscal 2013, total revenues increased
161 percent to $468,000 compared with $179,000 for the same period
last year.  Increased total revenues are primarily a result of an
increase in healthcare services revenue.  The Company reported a
loss from operations before taxes of $1,494,000, or $(0.08) per
basic and diluted share, for the fourth quarter of 2013, compared
with a loss of $5,777,000, or $(0.66) per basic and diluted share,
in the fourth quarter last year.  The financial statements have
been retroactively restated to reflect the 10-for-1 reverse stock
split that occurred on May 6, 2013.

As of Dec. 31, 2013, the Company had $2.62 million in total
assets, $20.66 million in total liabilities and a $18.04 million
total stockholders' deficit.

Rick Anderson, president and COO commented, "We signed two
national plans in 2013, bringing us to five operational health
care services contracts.  These are pivotal events as we
anticipate that the two combined national plans, along with
several other new plans will provide the critical mass that we
need to be cash flow positive as those programs ramp up to full
enrollment.  We have proven our business model and are gaining
significant momentum.  Expanding enrollment percentages are
providing a powerful revenue driver to our business model.  With
savings to health plans in excess of 50%, and a retention rate of
greater than 80% for OnTrak enrollees, we expect this momentum to
continue in 2014 and beyond."

Mr. Anderson continued, "In the first quarter of 2014 we signed
our first Medicaid plan, which has already launched in one state.
This provides us the opportunity to prove out our outcomes in a
Medicaid population, which, if successful, we expect to provide
the catalyst for the plan to rollout nationally.  We consider
Medicaid to be an important and growing segment, as a larger
portion of Medicaid plans generally suffer from the consequences
of substance dependence than in a commercial plan."

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

                         http://is.gd/vSTg6u

                          About Catasys Inc.

Based in Los Angeles, California, Hythiam, Inc., n/k/a Catasys,
Inc., is a healthcare services management company, providing
through its Catasys(R) subsidiary specialized behavioral health
management services for substance abuse to health plans.

Catasys reported a net loss of $4.67 million on $866,000 of total
revenues for the 12 months ended Dec. 31, 2013, as compared with a
net loss of $11.64 million on $541,000 of total revenues during
the prior year.

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

                         Bankruptcy Warning

"[W]e currently expend cash at a rate of approximately $500,000
per month, excluding non-current accrued liability payments.  We
also anticipate cash inflow to increase during 2014 as we continue
to service our executed contracts.  We expect our current cash
resources to cover expenses into June 2014; however delays in cash
collections, revenue, or unforeseen expenditures could impact this
estimate.  We are in need of additional capital and while we are
currently in discussions with our existing stockholders regarding
additional financing there is no assurance that additional capital
can be raised in an amount which is sufficient for us or on terms
favorable to us and our stockholders, if at all.  If we do not
obtain additional capital, there is a significant doubt as to
whether we can continue to operate as a going concern and we will
need to curtail or cease operations or seek bankruptcy relief.  If
we discontinue operations, we may not have sufficient funds to pay
any amounts to stockholders," the Company said in the Annual
Report.


CBAC BORROWER: S&P Assigns 'B-' CCR & Rates $310MM Facilities 'B-'
------------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B-'
corporate credit rating to CBAC Borrower LLC.  The outlook is
stable.

At the same time, S&P assigned CBAC's $310 million first-lien
senior secured credit facilities our 'B-' issue-level rating (at
the same level as the corporate credit rating).  S&P also assigned
this debt a recovery rating of '3', indicating its expectation of
meaningful (50%-70%) recovery for lenders in the event of a
payment default.  The first-lien credit facilities consist of a
$10 million revolving credit facility due 2018, a $225 million
funded term loan due 2020, and a multiple-draw senior secured
delayed-draw term loan (12-month and 18-month) in an aggregate
amount of $75 million due 2020.

"The 'B-' corporate credit rating reflects our assessment of
CBAC's business risk profile as 'vulnerable' and its financial
risk profile as 'highly leveraged,'" said Standard & Poor's credit
analyst Melissa Long.

S&P's business risk profile assessment of "vulnerable" reflects
the construction and execution risk associated with developing and
opening a new casino, reliance on a single property for cash flow
in a market with existing competition and future competition,
challenges associated with operating in an urban location, and the
stringent revenue allocation structure imposed by the State of
Maryland on video lottery terminal (VLT) win, which limits
profitability.  S&P's business risk assessment also incorporates
favorable demographics in the Baltimore/Washington, D.C. gaming
market, the experience of the development management team in
developing and operating regional casinos, and the expected
inclusion of the Horseshoe Baltimore casino in a strong player
loyalty program.

S&P's financial risk profile assessment of "highly leveraged"
reflects its belief that new gaming projects are often somewhat
slow to ramp up operations because of uncertain demand and
challenges in managing initial costs effectively, particularly in
the first few months after opening, which can lead to poor
profitability.  In addition, S&P believes liquidity could be
pressured if initial operations are weaker than expected.  CBAC
relies on a single property for cash flow generation, and the
interest reserve account will provide a very limited three-month
cushion after the construction period has ended.

The stable rating outlook reflects S&P's view that adequate
funding is in place to complete the construction of the casino and
that the property will ramp up steadily to generate sufficient
cash to service the proposed capital structure in its second year
of operation.

S&P could lower the rating if it believes construction delays or
cost overruns would lead to a potential liquidity shortfall,
particularly given a relatively thin interest reserve.
Additionally, S&P could lower the rating if operating results upon
opening are weaker than we expect, as this could lead to a
potential liquidity shortfall.

S&P believes an upgrade is unlikely over the next two years, as it
would not consider a higher rating until the casino is open and
S&P can observe operating performance.  After opening, S&P could
raise its rating if the casino ramps up faster than its current
expectation, such that S&P expects EBITDA coverage of total
interest to improve to 2x sooner than it currently expects.


CERIDIAN LLC: Moody's Assign Caa2 Rating to $855MM Senior Notes
---------------------------------------------------------------
Moody's Investors Service rated Ceridian LLC's new $855 million
Senior Notes due November 2017 at Caa2. Proceeds of the Senior
Notes are being used to refinance the $855 million of existing
Senior Notes due November 2015. The new Senior Notes have
substantially identical terms to the existing Senior Notes,
including the guarantees and change of control provisions. The B3
Corporate Family Rating and stable rating outlook is unchanged.

Ratings Rationale

"The refinancing of the two tranches of Senior Notes with the new
Senior Notes pushes out the maturities of both the senior
unsecured debt (to November 2017) as well as the $1.4 billion
Senior Secured Term Loan B, whose maturity will automatically
extend to May 2017 as a result of the refinancing," noted Terry
Dennehy, Senior Analyst at Moody's Investors Service.

Ceridian's B3 corporate family rating reflects Ceridian's high
financial leverage with the expectation of an elevated level of
debt to EBITDA (Moody's adjusted) of about 7x, and only modestly
positive free cash flow, as well as a high level of cyclicality in
both its human resources and card servicing businesses. Ceridian
faces intense competition from larger U.S. payroll processors with
greater financial resources but is a leader in fuel payment cards
for U.S. long haul truckers and corporate payment cards for
various other industries, which provides customer diversity.
Ceridian's business model provides for a relatively predictable
recurring revenue stream because of the long term contracts and
high retention of its installed user base because of the high
switching costs. Nevertheless, high unemployment and low interest
rates negatively affect Ceridian's financial results. With a slow
growth economy, we expect that profitability and free cash flow
will grow slowly resulting in a modest reduction in financial
leverage over the next two years.

The stable outlook reflects Moody's expectation that Ceridian will
experience some improvement in revenue and FCF in 2013 and 2014 as
DayForce HCM rolls out and Ceridian benefits from the cost
reduction efforts of the past two years. Moody's expects that debt
to EBITDA (Moody's adjusted) will decline to below 7x over the
next year.

The ratings could be upgraded if Ceridian achieves sustained
growth in revenues, profit, and FCF such that Moody's expects that
the ratio of debt to EBITDA (Moody's adjusted) will be sustained
below 6x and FCF to debt (Moody's adjusted) will be sustained
above the low single digits.

Ceridian's ratings could be downgraded if Ceridian engages in
shareholder-friendly actions prior to meaningful debt reduction.
The rating could also be lowered if Ceridian fails to achieve
organic revenue and EBITDA growth such that Moody's expects the
ratio of debt to EBITDA (Moody's adjusted) to remain over 7x over
the next year.

The principal methodology used in this rating was the Global
Business and Consumer Services Methodology published in October
2010. Other methodologies used include Loss Given Default for
Speculative Grade Non-Financial Companies in the US, Canada, and
EMEA, published in June 2009.

Ceridian, based in Minneapolis, Minnesota, is a services and
transaction processing company primarily in the human resource,
transportation, and retail markets.


CERIDIAN LLC: S&P Rates $855-Mil. Senior Notes Due 2017 'CCC'
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned a 'CCC' rating with a
recovery rating of '6' to Ceridian LLC's proposed $855 million of
senior notes due 2017, co-issued by its subsidiary, Comdata Inc.
The '6' recovery rating indicates S&P's expectations of negligible
recovery (0-10%) in the event of a payment default.

"At the same time, we affirmed the existing 'B-' corporate credit
rating and existing issue-level ratings. The outlook is stable,"
S&P related.

"Our 'B-' corporate credit rating reflects the company's "fair"
business risk profile reflecting the company's moderate position
in a highly competitive market, and its "highly leveraged"
financial risk profile reflecting its high level of debt. The 'b'
anchor score is adjusted downwards by one notch reflecting the
company's high leverage compared to other 'B' rated peer
companies," S&P added.

With annual revenues of $1.5 billion for the 12 months ended March
2014, Ceridian is an information services company that serves the
human resources and capital management (HCM; 61% of 2013 revenue)
and payment systems industries (39%). The HCM business was
bolstered through the 2012 acquisition of Canada-based Dayforce.
The payment systems industry primarily serves the transportation
industry and prepaid card industries, but the company has been
branching out into adjacent and ancillary products.

The stable rating outlook reflects S&P's expectation that
improving economic conditions and the Company's ongoing business
transition will continue to have a positive impact on the
company's revenue and margins.


CFR PHARMACEUTICALS: S&P Puts 'BB+' CCR on CreditWatch Positive
---------------------------------------------------------------
Standard & Poor's Ratings placed its 'BB+' corporate credit and
issue ratings on CFR Pharmaceuticals S.A. (CFR) on CreditWatch
with positive implications.

The CreditWatch placement follows the announcement that Abbott
Laboratories (Abbott; A+/Stable/A-1+) has agreed to acquire about
73% of CFR's issued and outstanding shares.  Abbott has until
Nov. 3, 2014 to make the offer for the rest of CFR's outstanding
shares in order to have 100% control in CFR.  Assuming the
acquisition is completed (either for 73% or 100%), S&P could raise
its ratings on CFR depending on its assessment of the potential
support from its new parent company and if the change-of-control
acceleration clause in CFR's $300 million outstanding unsecured
notes isn't triggered.  S&P do not expect substantial operating
changes for CFR following its buyout but it believes it could
benefit from potential synergies and Abbott's expertise in the
health care industry.  Additionally, S&P don't expect changes in
the company's business or financial risk profiles.

S&P expects the transaction to close during the second half of
2014, subject to government and regulatory approvals.

Standard & Poor's will resolve the CreditWatch when the
transaction is successfully completed, which could extend beyond
our usual three-month resolution horizon.


CHINA PRECISION: Receives NASDAQ Delisting Notice
-------------------------------------------------
China Precision Steel, Inc., a niche precision steel processing
Company principally engaged in producing and selling high
precision, cold-rolled steel products, on May 21 disclosed that on
May 15, 2014, the Company received a delisting notice from NASDAQ
Stock Market, LLC due to the failure to pay certain fees required
by Listing Rule 5250(f).  The Company elects not to appeal.

Trading of the China Precision Steel's common stock on the NASDAQ
will be suspended at the opening of business on May 27, 2014.  The
Company's security will immediately begin to trade on the OTC
Bulletin Board under the trading symbol CPSLQ.

                   About China Precision Steel

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


CHINA SHIANYUN: Delays Form 10-K for 2013
-----------------------------------------
China Shianyun Group Corp., Ltd., filed with the U.S. Securities
and Exchange
Commission a Notification of Late Filing on Form
12b-25 with respect to its annual report on Form 10-K for the year
ended Sept. 30, 2013.  The Company said it is in the process of
preparing its consolidated financial statements as at Dec. 31,
2013, and for the fiscal year then ended.

"The process of compiling and disseminating the information
required to be included in its Form 10-K Annual Report for the
2013 fiscal year, as well as the completion of the required audit
of the Registrant's financial information, could not be completed
by March 31, 2014 without incurring undue hardship and expense.
The Registrant undertakes the responsibility to file such annual
report no later than fifteen calendar days after its original due
date," the Company stated.

                        About China Shianyun

China Shianyun Group Corp., Ltd, formerly known as China Green
Creative, Inc., develops and distributes consumer goods, including
herbal teas, health liquors, meal replacement products, and cured
meat using ecological breeding methods in China.  The Company is
based in Shenzhen Guandong Province, China.

China Shianyun reported a net loss of $381,508 on $2 million of
revenues for the year ended Dec. 31, 2013, as compared with net
income of $635,873 on $6.87 million of revenues in 2012.  As of
Dec. 31, 2013, the Company had $4.85 million in total assets,
$5.76 million in total liabilities and a $906,622 total
stockholders' deficit.

Albert Wong & Co., in Hong Kong, China, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company has a significant accumulated deficits and negative
working capital that raise substantial doubt about the Company's
ability to continue as a going concern.


COFFEE REGIONAL: S&P Revises Outlook to Neg, Affirms 'BB-' Rating
-----------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook to negative
from stable and affirmed its 'BB-' long-term rating on Coffee
County Hospital Authority, Ga.'s series 2004 hospital revenue
refunding bonds, issued for Coffee Regional Medical Center Inc.
(CRMC).

"The outlook revision reflects our view of the medical center's
multiple years of operational inefficiencies, leading to
materially wider operating losses in fiscal years 2013 and 2012
compared with historic results," said Standard & Poor's credit
analyst Santo Barretta.

Weakened operations have deteriorated unrestricted reserves
significantly as coverage fell to a little more than 1x, and as
cash on hand has fallen to levels near the liquidity covenant
requirements of the series 2004 bonds.  The weak operations
primarily reflect a material drop in admissions and increased
expenses as management has historically focused on improving
quality of care.  Management reports that additional factors
contributing to the weaker operations include physician
productivity, as well as high bad debt expenses and charity care
deductions that stem from a challenging local economy.  After 24
years with the CRMC, the previous CEO gave notice of resignation
in June 2013, and subsequently left in May 2014 upon the arrival
of his successor.  S&P anticipates the newly hired CEO will begin
to implement initiatives to increase operational efficiency
although S&P do not anticipate that this impact will fully
materialize until fiscal years 2015 and 2016.


COMARCO INC: Agrees to Settle with Chicony for $7.6 Million
-----------------------------------------------------------
Comarco, Inc., through its wholly-owned subsidiary Comarco
Wireless Technologies, Inc., has been party to litigation with
Chicony Power Technology, Co. Ltd.  The litigation primarily
related to the Company's Bronx power adaptor that was manufactured
by Chicony and subject to recall in April 2010.

On Feb. 4, 2014, a jury returned a verdict in the Company's favor
and awarded the Company damages of approximately $10.8 million,
offset by previously accrued liabilities to Chicony of $1.1
million, for a net award to us of approximately $9.7 million.  The
verdict was subject to appeal.

Effective as of May 15, 2014, Chicony entered into a settlement
agreement with the Company that dismisses all claims between the
parties arising from the litigation.  Pursuant to the terms of the
settlement agreement, Chicony agreed to pay the Company $7.6
million in lieu of the jury's net award of $9.7 million or any
other related costs or fees.  Four million dollars ($4 million) of
the settlement amount was paid to the Company on May 16, 2014,
with the balance of $3.6 million payable to us on June 2, 2014.

Further pursuant to the settlement agreement, each party released
the other and its affiliates from any and all claims related to
the subject matter of the litigation and the Company covenanted
not to sue Chicony on the next 500,000 power adapters sold by
Chicony after May 15, 2014, that the Company alleges infringe on
our intellectual property rights.  The settlement agreement also
contains other representations, warranties and covenants of both
parties that are customary for an agreement of this type.

A copy of the Settlement Agreement and Release is available for
free at http://goo.gl/tWkfxQ

                        About Comarco Inc.

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

Comarco reported a net loss of $2.05 million on $4.42 million of
revenue for the year ended Jan. 31, 2014, as compared with a net
loss of $5.59 million on $6.33 million of revenue for the year
ended Jan. 31, 2013.  As of Jan. 31, 2014, the Company had $1.33
million in total assets, $9.06 million in total liabilities and a
$7.72 million total stockholders' deficit.

Suar, Milner, Peterson, Miranda & Williamson, LLP, in Newport
Beach, California, issued a "going concern" qualification on the
consolidated financial statements for the year ended Jan. 31,
2014.  The independent auditors noted that the Company has
suffered recurring losses and negative cash flow from operations,
has negative working capital and faces uncertainties surrounding
the Company's ability to raise additional funds.


COMMUNITYONE BANCORP: U.S. Treasury to Sell 1.1 Million Shares
--------------------------------------------------------------
CommunityOne Bancorp and CommunityOne Bank, N.A., entered into an
underwriting agreement with the U.S. Department of the Treasury
(the "Selling Shareholder"), Keefe, Bruyette & Woods, Inc., and
Sandler O'Neill & Partners, L.P., as joint book running managers,
in connection with the offering by the Selling Shareholder of
1,085,554 shares of the Company's common stock at a price of $9.35
per share.  Keefe, Bruyette & Woods, Inc., also was the qualified
independent underwriter for the offering.  The Company will not
receive any proceeds from the offering.

                         About CommunityOne

CommunityOne Bancorp (formerly FNB United) is the North Carolina-
based bank holding company for CommunityOne Bank, N.A.
(community1.com), which offers a full range of consumer, mortgage
and business banking services, including loan, deposit, cash
management, wealth and online banking services through 55 branches
in 44 communities throughout the central, southern and western
regions of the state.

CommunityOne Bancorp incurred a net loss of $1.48 million in 2013,
a net loss of $40 million in 2012 and a $137.31 million net loss
in 2011.  The Company's balance sheet at March 31, 2014, showed $2
billion in total assets, $1.92 billion in total liabilities and
$85.33 million in total shareholders' equity.


COMPETITIVE TECHNOLOGIES: Delays Form 10-K for 2013
---------------------------------------------------
Competitive Technologies Inc. was unable, without unreasonable
effort or expense, to file its annual report on Form 10-K for the
year ended Dec. 31, 2013, by the March 31, 2014, filing date
applicable to smaller reporting companies due to a delay
experienced by the Company in completing its financial statements
and other disclosures in the Annual Report.  As a result, the
Company is still in the process of compiling required information
to complete the Annual Report and its independent registered
public accounting firm requires additional time to complete its
review of the financial statements for the year ended Dec. 31,
2013, to be incorporated in the Annual Report.

The Company anticipates that it will file the Annual Report no
later than the fifteenth calendar day following the prescribed
filing date.

                   About Competitive Technologies

Fairfield, Conn.-based Competitive Technologies, Inc. (OTC QX:
CTTC) -- http://www.competitivetech.net/-- was established in
1968.  The Company provides distribution, patent and technology
transfer, sales and licensing services focused on the needs of its
customers and matching those requirements with commercially viable
product or technology solutions.  Sales of the Company's
Calmare(R) pain therapy medical device continue to be the major
source of revenue for the Company.

Competitive Technologies incurred a net loss of $3 million on
$546,139 of gross profit from product sales in 2012, as compared
with a net loss of $3.59 million on $1.86 million of gross profit
from product sales in 2011.  The Company's balance sheet at
Sept. 30, 2013, showed $4.70 million in total assets, $10.42
million in total liabilities, and a $5.71 million total
shareholders' deficit.

Mayer Hoffman McCann CPAs (The New York Practice of Mayer Hoffman
McCann P.C.), in New York, issued a "going concern" qualification
on the consolidated financial statements for the year ended
Dec. 31, 2012.  The independent auditors noted that at Dec. 31,
2012, the Company has incurred operating losses since fiscal year
2006.


COOPER-BOOTH: Can Access East West Bank Financing
-------------------------------------------------
The Hon. Magdeline D. Coleman of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania authorized Cooper-Booth Wholesale
Company and its debtor-affiliate, Cooper-Booth Management Company,
to access, on a final basis, secured post-petition financing for
automated clearing house transfer (ACH), not to exceed $300,000
per day under a secured debtor-in-possession ACH Credit Facility
from East West Bank.

The Debtors said they have a need to obtain the ACH credit
facility, in order to, among other things, permit orderly
collection of their accounts by ACH Transfers from its customers,
enhance their working capital needs, reduce the time required to
collect accounts, and reduce the credit risk otherwise associated
with the collection of its accounts.

Judge Coleman noted the Debtors will deposit $300,000 into a
segregated deposit account at the DIP Depository Bank.  The funds
deposited into the segregated account will also be subject to
their prepetition lender PNC, National Association, and Zurich
American Insurance Company's security interest which will be
subordinate in all aspects to the rights of the DIP Depository
Bank.

                  About Cooper-Booth Wholesale

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

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

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

Cooper-Booth Wholesale Company, L.P., and its affiliates filed
a joint disclosure statement in respect of its plan of
reorganization dated Feb. 28, 2014.  The Plan provides for the
reorganization of the Debtors and their continued existence after
the Effective Date as Reorganized Debtors.  The Plan provides for
the payment of 100% of the Allowed Claims in each Class.  The
funds to make the Distributions required under the Plan will be
comprised of cash on hand and the loan proceeds from an exit
financing facility, which is a senior credit facility in an
aggregate amount of $35 million to be provided by an Exit
Financing Lender.


CREATIVE CIRCLE: Moody's Assigns 'B2' Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service assigned to Creative Circle, LLC, a B2
Corporate Family Rating (CFR), a B2-PD probability of default
rating, and B1 and Caa1 ratings to the company's senior 1st lien
and 2nd lien credit facilities, respectively. The ratings outlook
is stable. Creative Circle will use the proceeds from the credit
facilities to refinance existing indebtedness, fund a distribution
to its shareholders and pay transaction fees and expenses.

Ratings Rationale

The B2 CFR reflects Creative Circle's small operating scale, its
highly competitive operating environment and moderately high
leverage of about 5.0x (total debt to LTM 1Q 2014 EBITDA,
including adjustments for capitalized operating leases) at the
close of the proposed recapitalization. The rating also reflects
Creative Circle's exposure to cyclical temporary staffing trends
and to corporate spending on advertising and marketing projects as
a result of the company's focus as a provider of freelance
placement and staffing services to domestic advertising and design
agencies and corporate marketing and communications departments.

The B2 CFR is supported by Creative Circle's track record of
strong organic growth, especially since 2009, and its ability to
win new customers as well as grow revenues from existing
relationships and maintain high EBITDA margins. Moody's expects
Creative Circle's revenues to grow by at least the high single
digit percentages and its free cash flow of about 10% to 15% of
total debt over the next 12 to 18 months. The company has very
modest customer revenue concentration.

Moody's expects Creative Circle's financial policies to remain
shareholder-friendly under its financial sponsors.

Creative Circle has adequate liquidity comprising its projected
free cash flow and availability under the new $15 million
revolving credit facility.

The stable ratings outlook reflects Creative Circle's good revenue
growth prospects and free cash flow.

Moody's could downgrade Creative Circle's ratings if revenue
growth weakens or EBITDA margins decline such that Moody's
believes that the company is unlikely to sustain total debt to
EBITDA below 5.0x (Moody's adjusted) or free cash flow to debt
above 5%.

Given Creative Circle's small operating scale as reflected in its
modest levels of earnings and Moody's expectation of shareholder-
friendly financial policies, a ratings upgrade is not anticipated
in the intermediate term. However, Moody's could upgrade Creative
Circle's ratings over time if the company substantially increases
its revenue base, demonstrates strong growth in cash flow from
operations and if Moody's believes that the company will pursue
balanced financial policies.

Issuer: Creative Circle, LLC

Assignments:

Corporate Family Rating, Assigned B2

Probability of Default Rating, Assigned B2-PD

US$15M First Lien Revolving Credit Facility, Assigned B1, LGD3,
40%

US$150M First Lien Term Loan Facility, Assigned B1, LGD3, 40%

US$35M Second Lien Term Loan Facility, Assigned Caa1, LGD6, 91%

Creative Circle is a leading provider of creative staffing
services with 20 offices in North America. The company's
headquarters are in Los Angeles, CA. Morgan Stanley Global Private
Equity owns majority equity interest in Creative Circle.

The principal methodology used in these ratings 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.


CRYOPORT INC: Incurs $19.5 Million Net Loss in Fiscal 2014
----------------------------------------------------------
Cryoport, Inc., reported a net loss of $1.44 million on $834,826
of net revenues for the three months ended March 31, 2014, as
compared with a net loss of $1.71 million on $368,490 of net
revenues for the same period in 2013.

For the year ended March 31, 2014, Cryoport reported a net loss of
$19.56 million on $2.65 million of net revenues as compared with a
net loss of $6.38 million on $1.10 million of net revenues for the
year ended March 31, 2014.

The Company's balance sheet at March 31, 2014, showed $1.70
million in total assets, $4.01 million in total liabilities and a
$2.30 million total stockholders' deficit.

Cryoport's Chief Executive Officer, Jerrell Shelton, commented,
"Over the past year we have delivered on several of our key goals
and reported triple digit growth for each quarter.  We have been
able to quickly scale the business while also increasing our
profitability, and improving gross profit over the prior year by
$924,000.  For this period, our SG&A and R&D costs were down
slightly over last year, but will increase as we continue to scale
the business.  We believe the growth trend of our business and the
overall growth trends for the life sciences industry, which uses
our advanced, leading-edge cryogenic logistics solutions, are the
perfect scenario to drive future profitable growth for Cryoport."

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

                        http://goo.gl/XE9Nwu

                           About Cryoport

Lake Forest, Calif.-based CryoPort, Inc. (OTC BB: CYRX) provides
comprehensive solutions for frozen cold chain logistics, primarily
in the life science industries.  Its solutions afford new and
reliable alternatives to currently existing products and services
utilized for bio-pharmaceuticals and biologics, including in-vitro
fertilization, cell lines, vaccines, tissue and other commodities
requiring a reliable frozen solution.

KMJ Corbin & Company LLP, in Costa Mesa, 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 incurred recurring operating
losses and has had negative cash flows from operations since
inception.  Although the Company has cash and cash equivalents of
$563,104 at March 31, 2013, management has estimated that cash on
hand, which include proceeds from convertible bridge notes
received in the fourth quarter of fiscal 2013, will only be
sufficient to allow the Company to continue its operations into
the second quarter of fiscal 2014.  These matters raise
substantial doubt about the Company's ability to continue as a
going concern.

Cryoport incurred a net loss of $6.38 million for the year ended
March 31, 2013, as compared with a net loss of $7.83 million for
the year ended March 31, 2012.


CSC HOLDINGS: Fitch Assigns 'BB' Rating to $750MM Unsecured Notes
-----------------------------------------------------------------
Fitch Ratings has assigned a 'BB' rating to CSC Holdings LLC's
(CSCH) $750 million issuance of 5.25% senior unsecured notes due
2024.

Fitch expects the proceeds from the issuance will be used to repay
a portion of the company's existing credit facility.  Outside of
an extension of CSCH's maturity profile, the company's credit
profile has not substantially changed.  CSCH is a wholly owned
subsidiary of Cablevision System Corporation (CVC) and each have a
Fitch Issuer Default Rating of 'BB-'. CVC had approximately $9.8
billion of consolidated debt outstanding as of March 31, 2014.

KEY RATING DRIVERS

-- CVC's credit and operating profile weakly positions the company
   within the current rating category;

-- The Negative Outlook reflects a likely delay in expected
   improvement in CVC's credit profile;

-- Fitch's expectation for near-term debt reduction supports the
   current ratings.

The Negative Outlook incorporates Fitch's belief that CVC's credit
profile, while strengthening somewhat, remains weakly positioned
within the current ratings.  This is the result of its attempts to
offset rising programming and employee compensation costs with
price increases and operational efficiency initiatives aimed at
accelerating revenue growth and improving EBITDA margins.
Expected EBITDA margin improvement coupled with normalizing
capital expenditures will enhance the company's ability to deliver
stronger free cash flow (FCF) metrics during 2014 and could result
in leverage that is within expectations for the current rating
category.

Programming cost inflation represents a significant and likely
permanent shift in CVC's cost structure. CVC expects double-digit
programming cost inflation will remain into 2014.  Positively, in
addition to ongoing pricing initiatives put in place during the
first half of 2013, CVC plans to partially offset the cost
inflation by driving costs out of other parts of its cost
structure through reducing the transaction volume of its business
and improve operational efficiencies.  These actions have resulted
in CVC's LTM EBITDA margin expanding 193 basis points to 28.3%
during first quarter 2014 (1Q'14) relative to the same period last
year.  The company anticipates EBITDA growth in the mid-to-high
single digits for the remainder of 2014.  However, Fitch believes
CVC's EBITDA margins continue to lag its peer group.

CVC anticipates capex will remain elevated at a level similar to
2013.  Fitch expects capex priorities will continue to include the
expansion of CVC's WI-FI network overlay including along key train
routes and stations during 2014.  Additionally, the company has
upgraded its cable head-ends to facilitate the launch of its DVR
Plus service -- CVC's remote storage or cloud-based DVR service.
Finally, the company is in the process of deploying its Optimum
Programming Guide to its subscriber base.  The increased level of
investment, while prudent from a competitive standpoint, together
with the company's lackluster operating profile will diminish FCF
generation relative to Fitch's prior expectations.

CVC's financial strategy is centered on opportunistically reducing
debt and improving its credit profile.  The company utilized cash
from asset sales and litigation settlements to reduce outstanding
debt and ended 1Q'14 with consolidated leverage of 5.5x, which is
an improvement from 5.8x as of year-end 2013 and as of March 31,
2013.  Fitch expects initiatives to improve operational efficiency
and ongoing pricing actions will expand EBITDA margins modestly
during 2014 and 2015.  The operating initiatives and debt
reduction should strengthen credit protection metrics.  Fitch
believes CVC's leverage metric will range between 5.6x and 5.4x at
year-end 2014.

Fitch considers CVC's liquidity position and overall financial
flexibility to be adequate given the current rating.  The
company's liquidity position is supported by cash on hand totaling
$768 million as of March 31, 2014 and available borrowing capacity
from CSCH's $1.5 billion revolver expiring April 2018.  In the
short term, CVC's financial flexibility is constrained somewhat by
management's decision to increase capital spending to improve
operations and position the company for long-term success.  The
increased capital spending along with higher programming expenses
will hamper CVC's ability to continue generating FCF at a level
commensurate with historical levels.  Fitch expects higher FCF
generation during 2014 through EBITDA growth and stabilizing
capital intensity.

CVC extended its maturity profile and reduced the volume of
maturities between 2014 and 2017 after refinancing its credit
facility in April 2013.  Scheduled maturities (excluding
collateralized monetization transactions) consist of $42 million
during the remainder of 2014, $71 million during 2015 and $575
million in 2016.

CVC's conservative posture related to its share repurchase
program, while maintaining a consistent dividend is positive for
the company's credit profile.  The company did not repurchase any
shares during 2013 or in 1Q'14 (versus $188.6 million in 2012).
As of March 31, 2014, CVC had $455.3 million of availability
remaining under its stock repurchase program.

RATING SENSITIVITIES:

Key considerations that can lead to a stabilization of the current
ratings include but are not limited to:

-- Further strengthening of the company's credit profile and a
   sustained reduction of leverage to below 5.5x;

-- Clear indications that pricing and cost reduction initiatives
   are producing desired revenue growth acceleration and EBITDA
   margin expansion;

-- Positive FCF generation;

-- Cablevision demonstrating that its operating profile will not
   materially decline in the face of competition and the soft
   economic recovery.

Negative ratings actions would likely coincide with:

-- The company's inability to realize the expected benefits of its
   operating strategies and strengthen its operating profile.
   Specifically, Fitch will be looking for mid-single-digit ARPU
   growth, cable segment operating margins returning to the mid-
   to-high 30% range and positive FCF generation;

-- Fitch's belief that CVC's consolidated leverage will remain
   above 5.5x in the absence of a clear path to de-lever the
   company will likely spur a negative rating action;

-- The re-initiation of aggressive share repurchases while
   leverage remains elevated.

Fitch has the following ratings with a Negative Outlook:

Cablevision Systems Corporation

-- IDR 'BB-';
-- Senior Unsecured Debt 'B-'

CSC Holdings LLC

-- IDR at 'BB-'
-- Senior Secured Credit Facility 'BB+'
-- Senior Unsecured Debt 'BB'


CUI GLOBAL: Incurs $488,000 Net Loss in First Quarter
-----------------------------------------------------
CUI Global, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a
consolidated net loss of $487,918 on $16.89 million of total
revenue for the three months ended March 31, 2014, as compared
with a consolidated net loss of $462,092 on $10.05 million of
total revenue for the same period during the prior year.

As of March 31, 2014, the Company had $100.14 million in total
assets, $28.68 million in total liabilities and $71.45 million in
total stockholders' equity.

As of March 31, 2014, CUI Global held Cash and cash equivalents of
$15,235,396 and investments of $11,733,934.

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

                         http://goo.gl/ZXU29q

                           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.


DELTATHREE INC: Incurs $331,000 Net Loss in First Quarter
---------------------------------------------------------
deltathree, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $331,000 on $4.31 million of revenues for the three months
ended March 31, 2014, as compared with a net loss of $356,000 on
$3.73 million of revenues for the same period in 2013.

The Company's balance sheet at March 31, 2014, showed $1.17
million in total assets, $8.37 million in total liabilities and a
$7.20 million total stockholders' deficiency.

The Company believes that, unless it is able to increase revenues
and generate additional cash, its current cash and cash
equivalents will not satisfy its current projected cash
requirements beyond the immediate future.  As a result, there is
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/UXRwu1

                         About deltathree

Based in New York, deltathree, Inc. (OTC QB: DDDC) --
http://www.deltathree.com/-- is a global provider of video and
voice over Internet Protocol (VoIP) telephony services, products,
hosted solutions and infrastructures for service providers,
resellers and direct consumers.

deltathree reported a net loss of $1.81 million on $16.08 million
of revenues for the year ended Dec. 31, 2013, as compared with a
net loss of $1.57 million on $13.68 million of revenues in 2012.
The Company's balance sheet at Dec. 31, 2013, showed $1.27 million
in total assets, $8.65 million in total liabilities and a $7.37
million total stockholders' deficiency.

Brightman Almagor Zohar & Co., 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's recurring losses from operations
and deficiency in stockholders' equity raise substantial doubt
about its ability to continue as a going concern.

                         Bankruptcy Warning

"In view of the Company's current cash resources, nondiscretionary
expenses, debt and near term debt service obligations, the Company
may begin to explore all strategic alternatives available to it,
including, but not limited to, a sale or merger of the Company, a
sale of its assets, recapitalization, partnership, debt or equity
financing, voluntary deregistration of its securities, financial
reorganization, liquidation and/or ceasing operations.  In the
event that the Company requires but is unable to secure additional
funding, the Company may determine that it is in its best
interests to voluntarily seek relief under Chapter 11 of the U.S.
Bankruptcy Code," the Company said in the Annual Report for the
year ended Dec. 31, 2013.


DELTATHREE INC: Rob Stevanovski Stake at 77.8% as of March 28
-------------------------------------------------------------
In an amended Schedule 13D filed with the U.S. Securities and
Exchange Commission, D4 Holdings, LLC, Manna Holdings, LLC,
Praescient, LLC, and Robert Stevanovski disclosed that as of
March 28, 2014, they beneficially owned 116,746,325 shares of
common stock of deltathree, Inc., representing 77.8 percent of the
shares outstanding.  The reporting persons previously owned
106,746,325 common shares or 76.2 percent equity stake at Nov. 13
2012.  A copy of the regulatory filing is available for free at:

                        http://is.gd/hXAgrq

                          About deltathree

Based in New York, deltathree, Inc. (OTC QB: DDDC) --
http://www.deltathree.com/-- is a global provider of video and
voice over Internet Protocol (VoIP) telephony services, products,
hosted solutions and infrastructures for service providers,
resellers and direct consumers.

deltathree reported a net loss of $1.81 million in 2013 following
a net loss of $1.57 million in 2012.  The Company's balance sheet
at Dec. 31, 2013, showed $1.27 million in total assets, $8.65
million in total liabilities and a $7.37 million total
stockholders' deficiency.

Brightman Almagor Zohar & Co., 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's recurring losses from operations
and deficiency in stockholders' equity raise substantial doubt
about its ability to continue as a going concern.

                         Bankruptcy Warning

"In view of the Company's current cash resources, nondiscretionary
expenses, debt and near term debt service obligations, the Company
may begin to explore all strategic alternatives available to it,
including, but not limited to, a sale or merger of the Company, a
sale of its assets, recapitalization, partnership, debt or equity
financing, voluntary deregistration of its securities, financial
reorganization, liquidation and/or ceasing operations.  In the
event that the Company requires but is unable to secure additional
funding, the Company may determine that it is in its best
interests to voluntarily seek relief under Chapter 11 of the U.S.
Bankruptcy Code," the Company said in the Annual Report for the
year ended Dec. 31, 2013.


DIOCESE OF HELENA: Aug. 11 Set as Sexual Abuse Claims Bar Date
--------------------------------------------------------------
The Bankruptcy Court for the District of Montana has established
Aug. 11, 2014, at 4:30 p.m. (Mountain Daylight Time) as the
deadline to file sexual abuse claims or general claims against the
Roman Catholic Bishop of Helena, Montana.

For more information on how to obtain and file a proof of claim
and associated documents:

     (a) visit the Debtor's website at
         http://www.diocesehelena.org/

     (b) call the Debtor's toll-free hotline at 800-584-8914; or

     (c) call the Official Committee Of Unsecured Creditors
         appointed in the case at 866-622-3105.

                    About the Diocese of Helena

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

Attorneys at Elsaesser Jarzabek Anderson Elliott & MacDonald,
Chtd., serve as counsel to the Debtor.  Gough, Shanahan, Johnson &
Waterman PLLP has been tapped as special counsel to provide legal
advice relating to sexual abuse claims.

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

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

The U.S. Trustee for Region 18 appointed seven creditors to serve
on the Official Committee of Unsecured Creditors.  The Committee
has retained Pachulski Stang Ziehl & Jones LLP as counsel.

The Court installed Michael R. Hogan as the legal representative
for these sex abuse victims: (a) are under 18 years of age before
the Claims Bar Date; (b) neither discovered nor reasonably should
have discovered before the Claims Bar Date that his or her injury
was caused by an act of childhood abuse; or (c) have a claim that
was barred by the applicable statute of limitations as of the
Claims Bar Date but is no longer barred by the applicable statute
of limitations for any reason, including for example the passage
of legislation that revives such claims.


DRIVETIME AUTOMOTIVE: S&P Affirms 'B' ICR & Rates Sr. Notes 'B'
---------------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'B' issuer
credit ratings on DriveTime Automotive Group Inc. and DT
Acceptance Corp. (collectively, DriveTime) and assigned a 'B'
rating to the proposed senior secured notes.  The rating outlook
is stable.

DriveTime announced today that it plans to issue $400 million of
senior secured notes and use the proceeds to repay its existing
$250 senior secured notes and partially pay down its auto loan
portfolio warehouse facility.  The transaction will only have a
slight negative impact on leverage, which S&P estimates on a pro
forma basis to be about 3.2x (measured as debt to equity).
However, S&P assumes the company will use its excess warehouse
capacity to increase originations and potentially raise leverage
above 4x by year-end.  That said, S&P believes leverage will
remain below 5x, and it believes that level is appropriate,
assuming the company does not weaken its underwriting standards
and substantially lower pricing.

"Our ratings on DriveTime are based on the company's concentration
in subprime auto lending, its reliance on wholesale funding, and
its significantly encumbered balance sheet," said Standard &
Poor's credit analyst Kevin Cole.  "The offsetting factors include
DriveTime's strong niche position in the fragmented used-vehicle
market and its good capitalization."  S&P's issuer credit and
issue ratings apply to both DriveTime Automotive Group Inc., a
Delaware S corporation that holds the operating subsidiaries, and
its affiliate, DT Acceptance Corp., an Arizona S corporation that
controls the special-purpose entities and trusts related to
DriveTime Automotive Group Inc.'s securitization program.

"The stable outlook is based on our view that DriveTime's asset
quality and profitability have stabilized and that the firm will
maintain conservative capital levels and regular access to the
asset-backed securities market on a cost-competitive basis," said
Mr. Cole.

S&P could lower the rating if leverage, as measured by debt to
tangible equity, were to rise to more than 5x, or if the return of
stressed credit markets were to substantially limit the company's
access to funding.  S&P could raise the rating if the Consumer
Financial Protection Bureau comes back with no substantive
negative finding following its Civil Investigative Demand issued
in 2012 and if the company can demonstrate improving earnings
while maintaining acceptable credit quality (net charge-offs below
15% of receivables) and conservative capitalization (leverage of
less than 3x).  However, the company's focus on subprime consumers
and its reliance on the ABS markets for funding limit the
potential for an upgrade.


DYNAMIC DRYWALL: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Dynamic Drywall Inc.
        3921 N Bridgeport Cr
        Wichita, KS 67219

Case No.: 14-11131

Chapter 11 Petition Date: May 21, 2014

Court: United States Bankruptcy Court
       District of Kansas (Wichita)

Judge: Hon. Robert E. Nugent

Debtor's Counsel: Mark J Lazzo, Esq.
                  MARK J. LAZZO, P.A.
                  Landmark Office Park
                  3500 N Rock Rd
                  Building 300, Suite B
                  Wichita, KS 67226
                  Tel: (316) 263-6895
                  Fax: (316) 264-4704
                  Email: mark@lazzolaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $0 to $50,000

The petition was signed by Randall G. Salyer, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ksb14-11131.pdf


DYNCORP INTERNATIONAL: Moody's Lowers Corp. Family Rating to 'B2'
-----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of DynCorp
International Inc. ("DI"), including the Corporate Family Rating
to B2 from B1. The rating outlook has been revised to negative
from stable. While DI's bond rating has been lowered to B3 from
B2, bank debt ratings remain unchanged at Ba2. The CFR downgrade
anticipates revenues contracting 15% to 20% in 2014 and financial
leverage metrics rising despite the $50 million or more in term
loan prepayments that DI plans to make. The negative rating
outlook considers a 34% year-over-year revenue contraction in Q1-
2014 and unexpectedly soft margin performance at the company's
DynAviation segment, a pace of earnings decline that adds downside
risk. Expectation of diminishing covenant headroom supports the
negative outlook as well.

Ratings:

Corporate Family, to B2 from B1

Probability of Default, to B2-PD from B1-PD

$181 million first lien revolver due 2016, affirmed at Ba2, LGD2,
to 18% from 20%

$262 million first lien term loan due 2016, affirmed at Ba2, LGD2,
to 18% from 20%

$455 million senior unsecured notes due 2017, to B3, LGD5, 73%
from B2, LGD5, 74%

Speculative Grade Liquidity, affirmed at SGL-3

Rating Outlook:

To Negative from Stable

Ratings Rationale

The B2 CFR anticipates financial leverage rising across 2014
despite term loan prepayments but also recognizes potential for
improved margin near-term and DI's many outstanding new business
proposals that await decision-- assuming even a modest win rate,
new contracts should help revenue traction. In Moody's view
debt/EBITDA above 6x by year-end (includes lease-related
adjustments that add about a half turn), up from the mid 5x level
at Q1-2014, seems likely despite planned debt prepayments of $50
million or more. The DynAviation segment's degree of Q1-2014
performance weakness (revenues down 20% and operating profit
margin to 3.8% from 8.9%, year-over-year) was unexpectedly severe.
The segment has been expected to at least partially compensate for
the DynLogistics segment, where the company's LOGCAP contract (31%
of Q1-2014 total revenues) resides whose revenues are heavily tied
to the ebbing US troop level in Afghanistan. Some of the Q1
weakness at DynAviation stemmed from loss provisions on two
contracts and are unlikely to recur. The company's management has
directed significant resource toward correcting the remaining
portion of segment under performance. As LOGCAP revenues decline
across the year, the company's margins should reflect more direct
labor and less material/subcontractor billings within the revenue
mix, facilitating margin growth. The B2 CFR also broadly considers
that, although LOGCAP activity will wind down, opportunities for
global providers of expeditionary, logistics, fleet maintenance
and aviation support will continue in coming years.

The B2 CFR also envisions a diminishing but ongoing US troop
presence in Afghanistan beyond 2014. A post-2014 bilateral
security agreement between the US and Afghanistan will be
important to sustaining in-theatre contractor involvement with US
Army/NATO, and helping to broaden the US Department of State's
Afghanistan mission. These developments would limit DI's 2015
LOGCAP revenue decline. While the bilateral security agreement has
proven elusive heretofore, the two candidates in Afghanistan's
presidential election (run-off is scheduled for June) have
reportedly each indicated that they would sign it.

The negative rating outlook recognizes pronounced downside risk
that could accelerate leveraging and drive the rating down.
Affordability initiatives of the federal government have made the
defense services contracting business highly competitive, the
volume of demand has fallen, and the contract award environment
remains choppy. Revenues could continue declining at a rapid pace
if the pace of US contract awards remains tepid or if US and NATO
troops fully withdraw from Afghanistan at the end of 2014. At the
Q1-2014 earnings level and excluding the non-recurring dividend
that DI received from an unconsolidated affiliate, free cash flow
to debt would only be in the low to mid single digit percentage
range, making debt reduction capacity modest. Without materially
better earnings over the last nine months of 2014 a financial
ratio covenant breach under the bank facility would be probable.

Although the CFR has been lowered one notch the bank debt ratings
remain unchanged at Ba2. Term loan prepayments have reduced the
size of the first lien class, but the size of effectively junior
claims such as the unsecured notes has not significantly changed.
Pursuant to Moody's Loss Given Default Methodology, recovery
prospects of the first lien debts benefit from the relatively
greater amount of loss-absorbing junior debt.

The Speculative Grade Liquidity rating of SGL-3 has been affirmed
and denotes DI's adequate near-term liquidity profile. At Q1-2014
cash was $122 million and no near-term debt amortization was
scheduled. More likely than not, the company will meet its
targeted $50 million term loan prepayment plan across 2014, since
the asset-light, services business model tends to sustain free
cash flow generation at high levels of financial leverage. (In Q1-
2014 $15 million of term loan was prepaid.) The revolver's small
commitment size in light of a $3 billion annual revenue base, and
the likelihood of diminishing covenant headroom across 2014
represent tempering considerations.

The ratings would be downgraded with debt/EBITDA expected to
approach 7x, FCF/debt in the low single digit percentage range or
weak liquidity. An upgrade, though less likely, would depend on a
rising backlog level, expectation of debt to EBITDA closer to 4x
with FCF/debt in the double digit percentage range.

The principal methodology used in this rating was the Global
Aerospace and Defense published in April 2014. Other methodologies
used include Loss Given Default for Speculative-Grade Non-
Financial Companies in the U.S., Canada and EMEA published in June
2009.

DynCorp International Inc., headquartered in McLean, VA, provides
mission-critical support services outsourced by U.S. military,
non-military U.S. governmental agencies and foreign governments.
The company is an operating subsidiary of Delta Tucker Holdings,
Inc., which is majority-owned by affiliates of Cerberus Capital
Management, LP. Revenues for the twelve months ended March 28,
2014 were approximately $3 billion.


DYNAVOX INC: Tobii Technology Named Successful Bidder in Auction
----------------------------------------------------------------
DynaVox Systems Holdings LLC, DynaVox Intermediate LLC and DynaVox
Inc. on May 21 disclosed that following a competitive auction held
on May 21, 2014, Tobii Technology AB was selected as the
successful bidder for substantially all of the Debtors' assets
with a prevailing bid of $18 million.  Systems Acquisition
Corporation was selected as the back-up bidder with a bid of $17.8
million.

As previously announced on April 8, 2014, the Debtors filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code in the United States Bankruptcy Court for
the District of Delaware to enable a more orderly sale of the
Debtors' equity interests in DynaVox Systems, LLC and its direct
and indirect subsidiaries.

                         About Dynavox Inc.

DynaVox Intermediate LLC filed a Chapter 11 bankruptcy petition
(Bankr. D. Del. Case No. 14-10785) on April 6, 2014.  Two of its
affiliates, DynaVox Inc. and DynaVox Systems Holdings LLC, also
filed for bankruptcy (Case Nos. 14-10791 and 14-10790) the
following day.  The Debtors estimated assets and debts of at least
$10 million.  Cousins, Chipman & Brown, LLP, serves as the
Debtors' counsel.  Judge Peter J. Walsh presides over the case.

DynaVox Inc. (OTC: DVOX) is a holding Company with its
headquarters in Pittsburgh, Pennsylvania, whose primary operating
entities are DynaVox Systems LLC and Mayer-Johnson LLC.  DynaVox
provides speech generating devices and symbol-adapted special
education software to assist individuals in overcoming their
speech, language and learning challenges.


EASTCOAL INC: British Columbia Court Approves BIA Proposal
----------------------------------------------------------
EastCoal Inc. on May 21 disclosed that on April 23, 2014 that at a
meeting of its creditors held on April 22, 2014 it had received
creditor approval for the Company's proposal to its creditors
pursuant to the Bankruptcy and Insolvency Act (Canada).  The
Company disclosed that on May 20, 2014 the proposal trustee,
Deloitte Restructuring Inc. and the Company were granted an order
from the Supreme Court of British Columbia approving the Proposal
and the associated transactions.

Assuming the Transactions complete within the expected time
frames, the Company anticipates completing the terms the Proposal
in June 2014.

In connection with the implementation of the Proposal, the Company
will effect a share consolidation of its issued and outstanding
common shares.  The consolidation is proposed to be on a ratio of
ten (10) pre-consolidation common shares to one (1) post-
consolidation common shares, consolidating the Company's
72,804,853 issued and outstanding common shares to 7,280,485
common shares following the consolidation.

In connection with the implementation of the Proposal the Company
has also entered into conditional share subscription agreements
with a group of investors.  Such investors will acquire, on a
private placement basis, approximately 95% (or 140,000,000 common
shares on a post-consolidated basis) of the Company's issued and
outstanding share capital at a subscription price of Cdn$0.005 per
share for total aggregate proceeds of an amount not less than
Cdn$700,000.

A portion of the proceeds from the private placement, being
Cdn$450,000, will be used to fund a payment to proven unsecured
creditors in accordance with the terms of the Proposal.  As agreed
with the Company's sole secured creditor, the Company's
indebtedness to such creditor will be extended for a year subject
to certain loan conversion rights being granted to the creditor.

Inquiries regarding the Proposal and the BIA proceeding should be
directed to the Proposal Trustee (Paul Chambers +1 604 640 3368).
A copy of the Proposal is available on the website of the Proposal
Trustee at www.deloitte.com/ca/eastcoal

EastCoal Inc. -- http://www.eastcoal.ca/-- is focused on coal in
Ukraine. The Company is engaged in the acquisition and development
of mineral properties.  The Company is focused on the Verticalnaya
Mine, which is an advanced coal project in the construction phase
located in the Donbass Region of Ukraine.  The Company's mineral
properties include the Verticalnaya Coal Mine, Ukraine.  The
surface mine site in the Verticalnaya Coal Mine covers
approximately 10.4 hectares, including three hectares of approach
roads.  The Company's operations also include the dewatering of
the Main Mine at Verticalnaya.


EDENOR SA: Incurs ARS 738.6 Million Net Loss in 1st Quarter
-----------------------------------------------------------
Edenor S.A. reported a net loss of ARS 738.56 million on
ARS 900.56 million of revenue from sales for the three months
ended March 31, 2014, as compared with a loss of ARS 510.43
million on ARS 836.37 million of revenue from sales for the same
period in 2013.

As of March 31, 2014, the Company had ARS 7.56 billion in total
assets, ARS 7.12 billion in total liabilities and ARS 437.73
million in total equity.

"Given the fact that the realization of the projected measures to
revert the manifested negative trend depends, among other factors,
on the occurrence of certain events that are not under the
Company's control, such as the requested electricity rate
increases, the Board of Directors has raised substantial doubt
about the Company's ability to continue as a going concern in the
term of the next fiscal year, being obliged to defer certain
payment obligations, as previously mentioned, or unable to meet
expectations for salary increases or the increases recorded in
third-party costs," the Company stated in the filing.

A full-text copy of the Form 6-K Report is available at:

                        http://goo.gl/zpv2AV

                          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.


ELEPHANT TALK: Squar Milner Replaces BDO USA as Accountants
-----------------------------------------------------------
BDO USA, LLP, on March 26, 2014, informed Elephant Talk
Communications Corp. that it declined to stand for re-appointment
as the Company's independent registered public accounting firm in
connection with the Company's audit for the fiscal year ending
Dec. 31, 2014.

The reports of BDO on the Company's consolidated financial
statements for the fiscal years ended Dec. 31, 2012, and Dec. 31,
2013, did not contain an adverse opinion or disclaimer of opinion
and were not qualified or modified as to uncertainty, audit scope
or accounting principles.  During the Company's fiscal years ended
Dec. 31, 2012, and Dec. 31, 2013, there were no disagreements with
BDO on any matter of accounting principles or practices, financial
statement disclosure or auditing scope or procedure, which
disagreements, if not resolved to the satisfaction of BDO, would
have caused BDO to make reference to the subject matter of the
disagreements in connection with its reports for those periods.

As disclosed in Item 9A of the Company's annual report on Form
10-K for the fiscal year ended Dec. 31, 2013, the Company
concluded that material weaknesses existed in the Company's
internal control over financial reporting.  The Company concluded
that its internal control over financial reporting was not
effective as of Dec. 31, 2013, because of the existence of
material weaknesses relating to accounting for complex
transactions associated with business combinations, complex
financial instruments, and income taxes and that its Board of
Directors did not have an adequate number of independent Board
members in order to have effective oversight of the Company's
internal control system.  BDO's report on the effectiveness of
internal control over financial reporting expressed an adverse
opinion on the effectiveness of the Company's internal control
over financial reporting as of Dec. 31, 2013.

The Company conducted an assessment of the effectiveness of its
internal control over financial reporting as of June 30, 2013, and
determined that there was a deficiency in the Company's internal
controls over financial reporting related to the accounting and
valuation of financial instruments that constituted a material
weakness.  Based on this material weakness, the Company's
management concluded that the Company's internal control over
financial reporting was not effective as of June 30, 2013.  This
control deficiency resulted in a misstatement of the unaudited
condensed interim financial statements and related financial
disclosures for the three and six months ended June 30, 2013, and
accordingly, the Company restated the unaudited condensed interim
financial statements and related financial disclosures for the
three and six months ended June 30, 2013.

In connection with the audit of the Company's consolidated balance
sheets of the Company as of Dec. 31, 2012, and Dec. 31, 2013, and
the related consolidated statements of income and comprehensive
loss, stockholders' equity, and cash flows for each of the three
years in the period ended Dec. 31, 2013, and BDO's report dated
March 31, 2014, BDO expressed an unqualified opinion thereon and
included an explanatory paragraph regarding the Company's ability
to continue as a going concern.

On March 31, 2014, the Company engaged Squar, Milner, Peterson,
Miranda & Williamson, LLP, as the Company's independent registered
public accounting firm for the fiscal year ending Dec. 31, 2014.
The engagement of Squar Milner by the Company was approved by the
Audit and Finance Committee of the Company's Board of Directors.
During the fiscal years ended Dec. 31, 2012, and Dec. 31, 2013,
and through the date of the Audit and Finance Committee's
decision, the Company did not consult Squar Milner.

The Company's management has discussed the material weaknesses
identified with BDO and BDO's going concern explanatory paragraph.
In addition, the Company has authorized BDO to respond fully to
the inquiries of Squar Milner regarding all matters disclosed
herein.

"We have read Item 4.01 of the Current Report on Form 8-K of
Elephant Talk Communications Corp., dated March 31, 2014, and
agree with the statements concerning BDO USA, LLP contained
therein," BDO USA stated in a letter addressed to the U.S.
Securities and Exchange Commission.

                        About Elephant Talk

Lutz, Fla.-based Elephant Talk Communications, Inc. (OTC BB: ETAK)
-- http://www.elephanttalk.com/-- is an international provider of
business software and services to the telecommunications and
financial services industry.

Elephant Talk reported a net loss of $22.13 million in 2013, a net
loss of $23.13 million in 2012 and a net loss of $25.31 million in
2011.  As of Dec. 31, 2013, the Company had $43.31 million in
total assets, $19.58 million in total liabilities and $23.73
million in total stockholders' equity.

"If the Company is unable to achieve the anticipated revenues or
financing arrangement with its major vendors, the Company will
need to attract further debt or equity financing.  Although the
Company has been succesful in the past in meeting its cash needs,
there can be no assurance that proceeds from additional revenues,
vendor financings or debt and equity financings, where required,
will be received in the required time frames.  If this occurs, the
Company may, therefore, be unable to continue its operations.  As
of December 31, 2013, these conditions raise substantial doubt
about the Company's ability to continue as a going concern.  The
financial statements do not include any adjustments that might
result from the outcome of this uncertainty," the Company said in
the Annual Report for the year ended Dec. 31, 2013.


ELO TOUCH: S&P Raises CCR to 'CCC+' on Improving Performance
------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Milpitas, Calif.-based Elo Touch Solutions Inc. to
'CCC+' from 'CCC'.  The outlook is stable.

At the same time, S&P raised its issue-level rating to 'B-' from
'CCC+' on the company's $175 million first-lien term loan due 2018
and $15 million revolving credit facility due 2017.  The '2'
recovery rating is unchanged and reflects S&P's expectation for
substantial (70% to 90%) recovery in the event of payment default.

Finally, S&P raised its issue-level rating to 'CCC-' from 'CC' on
the company's $85 million second-lien term loan due 2018.  The '6'
recovery rating is unchanged and reflects S&P's expectation for
negligible (0% to 10%) recovery in the event of payment default.

"The rating action reflects our view of Elo's revenue and EBITDA
growth during the first half of fiscal 2014 as a result of good
performance by emerging products," said Standard & Poor's credit
analyst Christian Frank.  "The rating action also reflects our
view of Elo's somewhat reduced financial risk and improved
covenant headroom," Mr. Frank added.

The rating reflects S&P's view of Elo's less-than-adequate
liquidity and risk of non-compliance with covenants if the
company's recent operating recovery stalls or reverses.

The stable outlook reflects S&P's base case expectation that
improving operating trends should result in roughly break-even
cash flow in 2014, with prospects for further improvement in 2015
if new product strategies are successful.


EVERYWARE GLOBAL: S&P Lowers CCR to 'CCC-' on Potential Default
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on EveryWare Global Inc. to 'CCC-' from 'B'.  At the same
time, S&P lowered the term loan issue-level rating to 'CC' from
'B', and revised the recovery rating on the term loan to '5' from
'4', which reflects S&P's expectations for modest (10% to 30%)
recovery in the event of a payment default.  S&P has also removed
all ratings from CreditWatch where they were placed April 1, 2014.
The outlook is negative.

"The downgrade reflects our view that a default or financial
restructuring appears inevitable within six months absent
significantly favorable changes in the company's circumstances,"
said Standard & Poor's credit analyst Stephanie Harter.  "Although
the company received an equity commitment letter from its sponsor,
Monomoy Capital Partners, the previously determined cure amount of
up to $12.0 million is insufficient to 'cure' the covenant
violations for the March quarter and, therefore, we believe the
company will not be in compliance with its covenants for the
remainder of 2014.  The company is deeply exposed to weaker
discretionary spending by consumers not only in its retail
businesses, but also in its foodservice segment, as lower hotel
occupancy rates and fewer diners at casual and family restaurants
led to fewer replacement orders."

Standard & Poor's estimates EveryWare's adjusted EBITDA margin
fell below 10% for the 12 months ended March 31, 2014, from about
13% in the prior year period.

The ratings on EveryWare also reflect its narrow product
portfolio; its participation in the mature and highly competitive
glassware, dinnerware, bakeware, serveware, and flatware
categories; exposure to commodity costs; and limited brand and
geographic diversity.  S&P views EveryWare's liquidity as "weak,"
based on its view that it needs significant consents from its
lenders to access additional liquidity.

S&P do not expect a positive rating action until the company is
able to improve its liquidity position and S&P come to believe
that default risk would be at least 12 months off.


EMPIRE RESORTS: Incurs $5.4 Million Net Loss in First Quarter
-------------------------------------------------------------
Empire Resorts, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
applicable to common shares of $5.39 million on $14.60 million of
net revenues for the three months ended March 31, 2014, as
compared with a net loss applicable to common shares of $842,000
on $16.83 million of net revenues for the same period in 2013.

As of March 31, 2014, Empire Resorts had $38.73 million in total
assets, $52.72 million in total liabilities and a $13.98 million
total stockholders' deficit.

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

                       http://goo.gl/NwoM6z

                       About Empire Resorts

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

Empire Resorts reported a net loss applicable to common shares of
$27.05 million in 2013 following a net loss applicable to common
shares of $2.26 million in 2012.


ENERGY FUTURE: To Continue Honoring Customer Contracts
------------------------------------------------------
Jim Fuquay, writing for the Star-Telegram, reported that more than
a million consumers who use TXU Energy for their home electricity
service are getting an odd notice in the mail concerning TXU's
corporate parent, Energy Future Holdings, which filed for Chapter
11 bankruptcy.

According to the report, the notice, which doesn't mention TXU
Energy, talks about filing "proofs of claim" in the Energy Future
Holdings case.  But as far as residential customers go, it's
largely "for informational purposes," TXU Energy spokesman Juan
Elizondo said in an e-mail to the Star-Telegram.

"In a nutshell, there is absolutely no problem," Mr. Elizondo
said. "Business continues as usual and we are honoring all
customer contracts and commitments."

The report also relates that the Company, in a follow-up
statement, said the bankruptcy court allowed it to continue the
terms of any obligation to a customer "in the ordinary course of
business," such as a deposit. In the unusual circumstance of a
dispute or claim that preceded the bankruptcy filing on April 29,
however, a customer would need to file a written proof of claim by
Oct. 27.

Mr. Fuquay also reported that EFH on Tuesday said it will file a
detailed description by June 13 of how it hopes to restructure $40
billion in debt in less than a year.  The court must approve the
disclosure before creditors can begin voting on the plan.

            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.

An Official Committee of Unsecured Creditors has been appointed in
the case.  The Committee represents the interests of the unsecured
creditors of ONLY of Energy Future Competitive Holdings Company
LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings
Company LLC; and EFH Corporate Services Company, and of no other
debtors.  The Committee has selected Morrison & Foerster LLP and
Polsinelli PC for representation in this high-profile energy
restructuring.  The lawyers working on the case are James M. Peck,
Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at
Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K.
Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at
Polsinelli PC.


ENERGYSOLUTIONS INC: Swings to $54.6 Million Net Loss in 2013
-------------------------------------------------------------
EnergySolutions, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$54.66 million on $1.80 billion of revenue for the year ended
Dec. 31, 2013, as compared to net income of $3.92 million on $1.80
billion of revenue in 2012.

As of Dec. 31, 2013, the Company had $2.42 billion in total
assets, $2.15 billion in total liabilities and $268.21 million in
total equity.

                        Bankruptcy Warning

"Our senior secured credit facility contains financial covenants
requiring us to maintain specified maximum leverage and minimum
cash interest coverage ratios.  The results of our future
operations may not allow us to meet these covenants, or may
require that we take action to reduce our debt or to act in a
manner contrary to our business objectives."

"Our failure to comply with obligations under our senior secured
credit facility, including satisfaction of the financial ratios,
would result in an event of default under the facilities.  A
default, if not cured or waived, would prohibit us from obtaining
further loans under our senior secured credit facility and permit
the lenders thereunder to accelerate payment of their loans and
not renew the letters of credit which support our bonding
obligations.  If we are not current in our bonding obligations, we
may be in breach of our contracts with our customers, which
generally require bonding.  In addition, we would be unable to bid
or be awarded new contracts that required bonding.  If our debt is
accelerated, we currently would not have funds available to pay
the accelerated debt and may not have the ability to refinance the
accelerated debt on terms favorable to us or at all particularly
in light of the tightening of lending standards as a result of the
ongoing financial crisis.  If we could not repay or refinance the
accelerated debt, we would be insolvent and could seek to file for
bankruptcy protection.  Any such default, acceleration or
insolvency would likely have a material adverse effect on the
market value of our senior notes," the Company said in the Annual
Report.

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

                        http://is.gd/k7x2J9

                       About EnergySolutions

Salt Lake City, Utah-based EnergySolutions offers customers a full
range of integrated services and solutions, including nuclear
operations, characterization, decommissioning, decontamination,
site closure, transportation, nuclear materials management, the
safe, secure disposition of nuclear waste, and research and
engineering services across the fuel cycle.

                           *     *     *

In October 2013, Standard & Poor's Ratings Services affirmed its
'B' corporate credit rating on EnergySolutions and revised its
outlook to stable from positive.  "The outlook revision reflects
our view that the company is likely to maintain higher debt levels
than our previous expectation of $675 million," S&P said.


ENOVA SYSTEMS: Amends Third Quarter Ended Sept. 30 Report
---------------------------------------------------------
Enova Systems, Inc., filed with the U.S. Securities and Exchange
Commission this month an amendment to its quarterly report on Form
10-Q for the three months ended Sept. 30, 2013.  A copy of the
Form 10-Q/A is available at:
http://is.gd/uEdkOr

The Company reported a net loss of $1.37 million on $140,000 of
revenues for the three months ended Sept. 30, 2013, compared with
a net loss of $749,000 on $152,000 of revenues for the same period
in 2012.

The Company's balance sheet at Dec. 31, 2012, showed $1.21 million
in total assets, $5.95 million in total liabilities, and a
stockholders' deficit of $4.74 million.

To date, the Company has incurred recurring net losses and
negative cash flows from operations.  At Sept. 30, 2013, the
Company had an accumulated deficit of approximately $161.5 million
and working capital of approximately negative $2.2 million.  Until
the Company can generate significant cash from its operations, the
Company expects to continue to fund its operations with existing
working capital, proceeds from one or more private placement
agreements, as well as potentially through debt financing or the
sale of equity securities.  However, the Company may not be
successful in obtaining additional funding.  In addition, the
Company cannot be sure that its existing cash and investment
resources will be adequate or that additional financing will be
available when needed or that, if available, financing will be
obtained on terms favorable to the Company or its shareholders.

                       About Enova Systems

Torrance, Calif.-based Enova Systems, Inc., engages in the
development, design and production of proprietary, power train
systems and related components for electric and hybrid electric
buses and medium and heavy duty commercial vehicles.


EPAZZ INC: Delays Form 10-K for 2013
------------------------------------
Epazz, Inc., filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its annual report on Form 10-K for the year ended
Dec. 31, 2013.  The Company said it did not obtain all information
prior to filing date and attorney and accountant could not
complete the required legal information and financial statements
and management could not complete Management's Discussion and
Analysis of those financial statements by March 31, 2014.

                          About EPAZZ Inc.

Chicago, Ill.-based EPAZZ, Inc., was incorporated in the State of
Illinois on March 23, 2000, to create software to help college
students organize their college information and resources.  The
idea behind the Company was that if the information and resources
provided by colleges and universities was better organized and
targeted toward each individual, the students would encounter a
personal experience with the college or university that could lead
to a lifetime relationship with the institution.  This concept is
already used by business software designed to retain relationships
with clients, employees, vendors and partners.

Epazz incurred a net loss of $1.90 million on $1.19 million of
revenue for the year ended Dec. 31, 2012, as compared with a net
loss of $336,862 on $735,972 of revenue for the year ended
Dec. 31, 2011.  The Company's balance sheet at Sept. 30, 2013,
showed $1.19 million in total assets, $2.03 million in total
liabilities and a $842,019 total stockholders' deficit.

M&K CPAS, PLLC, in Houston, Texas, 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 an accumulated deficit of $(4,114,756) and a
working capital deficit of $(681,561), which raises substantial
doubt about its ability to continue as a going concern.

                        Bankruptcy Warning

"We cannot be certain that any such financing will be available on
acceptable terms, or at all, and our failure to raise capital when
needed could limit our ability to continue and expand our
business.  We intend to overcome the circumstances that impact our
ability to remain a going concern through a combination of the
commencement of additional revenues, of which there can be no
assurance, with interim cash flow deficiencies being addressed
through additional equity and debt financing.  Our ability to
obtain additional funding for the remainder of the 2012 year and
thereafter will determine our ability to continue as a going
concern.  There can be no assurances that these plans for
additional financing will be successful.  Failure to secure
additional financing in a timely manner to repay our obligations
and supply us sufficient funds to continue our business operations
and on favorable terms if and when needed in the future could have
a material adverse effect on our financial performance, results of
operations and stock price and require us to implement cost
reduction initiatives and curtail operations.  Furthermore,
additional equity financing may be dilutive to the holders of our
common stock, and debt financing, if available, may involve
restrictive covenants, and strategic relationships, if necessary
to raise additional funds, and may require that we relinquish
valuable rights.  In the event that we are unable to repay our
current and long-term obligations as they come due, we could be
forced to curtail or abandon our business operations, and/or file
for bankruptcy protection; the result of which would likely be
that our securities would decline in value and/or become
worthless," according to the Company's annual report for the
period ended Dec. 31, 2012.


FAIRMONT GENERAL: CBA "Ordinary Course"; Has Sale Deal With Aleco
-----------------------------------------------------------------
Bankruptcy Judge Patrick M. Flatley granted the request of
Fairmont General Hospital, Inc., and District 1199 West
Virginia/Kentucky/Ohio, Service Employees International Union,
declaring that the parties' November 1, 2013 Collective Bargaining
Agreement was executed in the ordinary course of the Debtor's
business under 11 U.S.C. Sec. 363(c)(1) and is consequently an
effective agreement under the Bankruptcy Code.

The Court overruled the objection from UMB Bank, N.A., the
successor indenture trustee with respect to certain hospital
revenue bonds, which argued that the CBA requires court approval
because the Debtor is in Chapter 11 and seeks to sell
substantially all its assets.  The Indenture Trustee also argued
that court approval of the CBA should be denied on the grounds
that the existence of the CBA may result in a lower sales price
for the Debtor's business as potential purchasers may not desire
to purchase a business with a unionized workforce.  The Indenture
Trustee also said the CBA constitutes a settlement agreement under
Fed. R. Bankr. P. 9019 which must be approved by the court.

The Court, however, held that the CBA does not constitute a
settlement as contemplated under Rule 9019.

The Debtor and District 1199 executed a collective bargaining
agreement on November 1, 2010, which was set to expire on April
30, 2013. By agreement of the parties, the November 1, 2010
Collective Bargaining Agreement was extended to October 31, 2013.

After filing for Chapter 11, the the Debtor and District 1199 on
October 3, 2013, negotiated a "Settlement Agreement" that set
forth the general terms of the parties' labor agreement following
October 31, 2013.  The October 3, 2013 Settlement Agreement
contained better terms for the Debtor as compared to the November
1, 2010 Collective Bargaining Agreement. The October 3, 2013
Settlement Agreement served as the bridge between the contractual
termination of the November 1, 2010 Collective Bargaining
Agreement and the memorialization of a new collective bargaining
agreement that was to be finalized after November 1, 2013, but
made effective as of that date.

On May 9, 2014, the Debtor filed its motion for an order to
approve the sale of its business to Alecto Healthcare Services
Fairmont, LLC.  That motion and the sale process is currently
pending before the court.  Pursuant to Article 37 of the CBA, if
the Debtor were to sell the hospital, the Debtor will require the
successor to its interest to assume and agree to be bound by all
provisions of the CBA, so long as the successor to the Hospital's
interest continues operations on the Hospital's premises.

A copy of the Court's May 19, 2014 Memorandum Opinion is available
at http://is.gd/vEwQLSfrom Leagle.com.

Fairmont General Hospital, Inc., operates a 207-licensed bed acute
care hospital in Fairmont, West Virginia. It has approximately 731
full and part-time employees and 28 physicians. Nearly 340 of
these employees are represented by District 1199.

            About Fairmont General Hospital Inc.

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

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

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

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

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

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

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


FAR EAST ENERGY: Incurs $8.96-Mil. Net Loss for Q1 Ended March 31
-----------------------------------------------------------------
Far East Energy Corporation filed its quarterly report on Form 10-
Q, disclosing a net loss of $8.96 million on $1.03 million of
total operating revenues for the three months ended March 31,
2014, compared with a net loss of $8.17 million on $433,000 of
total operating revenues for the same period in 2013.

The Company's balance sheet at March 31, 2014, showed $118.49
million in total assets, $131.7 million in total liabilities, and
a stockholders' deficit of $13.2 million.

The Company's independent registered public accounting firm has
issued its report in connection with the audit of the company's
financial statements for the years ended Dec. 31, 2013 and 2012,
which included an explanatory paragraph describing the existence
of conditions that raise substantial doubt about the company's
ability to continue as a going concern.

A copy of the Form 10-Q is available:

                       http://is.gd/LQ5bYR

Based in Houston, Texas, Far East Energy Corporation acquires,
explores, and develops coalbed methane gas properties in China.
The Company has interests in three of the nation's largest coalbed
methane fields found in Shouyang Block and Qinnan Block, both in
Shanxi Province; and Enhong and Laochang areas in Yunnan Province.


FINJAN HOLDINGS: To Issue 2.2 Million Shares Under Option Plan
--------------------------------------------------------------
Finjan Holdings, Inc., filed with the U.S. Securities and Exchange
Commission a Form S-8 registration statement to register 2,236,836
shares of common stock issuable under the Company's 2013 Global
Share Option Plan for a proposed maximum aggregate offering price
of $13.4 million.  A copy of the Form S-8 prospectus is available
for free at http://is.gd/BlfP2x

                           About Finjan

Finjan, formerly known as Converted Organics, is a leading online
security and technology company which owns a portfolio of patents,
related to software that proactively detects malicious code and
thereby protects end-users from identity and data theft, spyware,
malware, phishing, trojans and other online threats.  Founded in
1997, Finjan is one of the first companies to develop and patent
technology and software that is capable of detecting previously
unknown and emerging threats on a real-time, behavior-based basis,
in contrast to signature-based methods of intercepting only known
threats to computers, which were previously standard in the online
security industry.

Finjan Holdings reported a net loss of $6.07 million in 2013
following net income of $50.98 million in 2012.  As of Dec. 31,
2013, the Company had $27.94 million in total assets, $924,000 in
total liabilities and $27.02 million in total stockholders'
equity.


FREDERICK'S OF HOLLYWOOD: Lenders Extend Repayment Date to June 15
------------------------------------------------------------------
Frederick's of Hollywood Group Inc., FOH Holdings, Inc.,
Frederick's of Hollywood, Inc., Frederick's of Hollywood Stores,
Inc., and Hollywood Mail Order, LLC, entered into a Fifth
Amendment to a Credit and Security Agreement, dated as of May 31,
2012, by and among the Borrowers, Salus CLO 2012-1, Ltd., and
Salus Capital Partners, LLC "Lenders".  Pursuant to the Fifth
Amendment, the Lenders agreed to extend the repayment date of the
$5,000,000 Initial Tranche A-2 Advance from April 10, 2014, to
June 15, 2014.  The Lenders also agreed to suspend the requirement
that the Borrowers maintain a minimum of $1,300,000 of
availability under the revolving line of credit provided for under
the Credit Agreement until June 16, 2014, at which time the
Borrowers will be required to maintain a minimum of $1,500,000 of
availability.

The Fifth Amendment also requires that, by no later than March 31,
2014, the Borrowers will either have (i) received cash proceeds of
a capital infusion in an amount not less than $5,000,000, in the
form of equity or subordinated debt, on terms reasonably
satisfactory to the Lenders, which amount will be used entirely to
reduce the outstanding balance of the Salus Facility or (ii) made
arrangements reasonably satisfactory to the Lenders to defer
payment of its accounts payable in an amount not less than
$5,000,000.

Following the execution of the Fifth Amendment, HGI Funding, LLC,
purchased certain accounts receivable of certain of the Borrowers'
merchandise vendors.  The receivables constitute, in the
aggregate, $5,238,914 of the Borrowers' accounts payable.  HGI
Funding has agreed to defer the Borrowers' payment of these
receivables for 90 days from the date of the applicable agreement
between HGI Funding and each such vendor.  HGI Funding is a wholly
owned subsidiary of Harbinger Group Inc.  As previously disclosed,
in December 2013, the Company entered into a definitive merger
agreement that provides for the acquisition of the Company by a
group consisting of HGI Funding and certain of the Company's other
common and preferred shareholders.  The members of the Consortium
as a group beneficially own approximately 88.7 percent of the
Company's common stock.  The merger will be accomplished through
FOHG Holdings, LLC, an entity controlled by the Consortium that
was formed for the purpose of the transaction.  Under the merger
agreement, the Company's shareholders who are not members of the
Consortium will receive $0.27 per share in cash upon completion of
the transaction.  The price represents a premium of 50 percent to
the closing price of the Company's shares on Sept. 27, 2013, the
last trading day before the announcement by the Consortium of its
proposal, and a premium of 46 percent over the average closing
price of the Company's common stock for the 45 trading days prior
to that date.

Concurrently with the execution of the Fifth Amendment, the
Borrowers paid to the Lenders a one-time $130,000 cash fee in
consideration for the Lenders' agreement to enter into the Fifth
Amendment.

In connection with the Fifth Amendment, the Borrowers and the
Lenders also entered into an Amended and Restated Fee Letter
which, in addition to terms previously disclosed in FOHG's Current
Reports on Form 8-K filed on Oct. 16, 2013, and June 6, 2012,
provides for an increase in the monthly monitoring fees from
$12,500 to $20,000.

The Fifth Amendment contains customary representations and
warranties, conditions and other provisions.

A copy of the Fifth Amendment is available for free at:

                         http://is.gd/FXc9kr

                      Frederick's of Hollywood

Frederick's of Hollywood Group Inc. (NYSE Amex: FOH) --
http://www.fredericks.com/-- through its subsidiaries, sells
women's intimate apparel, swimwear and related products under its
proprietary Frederick's of Hollywood brand through 122 specialty
retail stores, a world-famous catalog and an online shop.

Frederick's of Hollywood sought bankruptcy in July 10, 2000.  On
Dec. 18, 2002, the court approved the company's plan of
reorganization, which became effective on Jan. 7, 2003, with the
closing of the Wells Fargo Retail Finance exit financing facility.

Mayer Hoffman McCann expressed substantial doubt about the
Company's ability to continue as a going concern, citing the
company has suffered recurring losses from continuing operations,
has negative cash flows from operations, has a working capital and
a shareholders' deficiency at July 27, 2013.

The Company reported a net loss of $22,522,000 on $86,507,000 of
net sales in 2013, compared with a net loss of $6,432,000 in 2012.
As of Jan. 25, 2014, the Company had $39.79 million in total
assets, $69.01 million in total liabilities and a $29.22 million
total shareholders' deficiency.


GENCO SHIPPING: May Hire Blackstone as Financial Advisor
--------------------------------------------------------
Genco Shipping & Trading Limited and its debtor-affiliates sought
and obtained authorization from the Hon. Sean H. Lane of the U.S.
Bankruptcy Court for the Southern District of New York to employ
Blackstone Advisory Partners L.P. as financial advisor, nunc pro
tunc to Apr. 21, 2014 petition date.

The Debtors, among other things, require Blackstone Advisory to:

   (a) assist in the evaluation of the Company's businesses and
       prospects;

   (b) assist in the development of the Company's long-term
       business plan and related financial projections; and

   (c) assist in the development of financial data and
       presentations to the Company's Board of Directors, various
       creditors and other third parties.

Blackstone Advisory's Engagement Letter provides for this
compensation structure:

   -- Monthly Fee.  The Company shall pay the Advisor a
      monthly advisory fee (the "Monthly Fee") of $175,000 in
      cash, with the first Monthly Fee paid upon the execution of
      the Engagement Letter by both parties and such additional
      installments of such Monthly Fee payable in advance on
      each monthly anniversary of the "Effective Date"
      (Dec. 10, 2013). Commencing with the fourth Monthly Fee, 50%
      of the Monthly Fee shall be credited against the
      Restructuring Fee when and if paid and commencing with the
      seventh Monthly Fee, 100% of the Monthly Fee shall be
      credited against the Restructuring Fee when and if paid (the
      "Crediting Mechanism").

   -- Capital Raising Fee.  The Company shall pay the Advisor a
      capital raising fee (the "Capital Raising Fee") calculated
      as 1.0% of the total issuance size for an affirmative debtor
      in possession financing facility and 5.0% of the issuance
      amount for an equity financing on new money raised from
      external parties who are not creditors of the Company.

   -- Restructuring Fee.  The Company shall pay a restructuring
      fee of $5,750,000 (the "Restructuring Fee") upon the
      consummation of a Restructuring and subject to the Crediting
      Mechanism.

   -- Expense Reimbursements.

      (1) In addition to the fees described above, the Company
          agrees to reimburse the Advisor for all reasonable and
          documented out-of-pocket expenses incurred during this
          engagement, including, but not limited to, travel and
          lodging, direct identifiable data processing, document
          production, publishing services and communication
          charges, courier services, working meals, reasonable
          fees and expenses of Advisor's external legal counsel
          (not to exceed $75,000 except as provided in the
          Indemnification Agreement without the Company's prior
          consent in its sole discretion) and other necessary
          expenditures, payable upon rendition of invoices setting
          forth in reasonable detail the nature and amount of such
          expenses.

      (2) Further, in connection with the reimbursement,
          contribution and indemnification provisions set forth in
          the Engagement Letter and Attachment A of the Engagement
          Letter (the "Indemnification Agreement"), which is
          incorporated herein by reference, the Company agrees to
          reimburse each Indemnified Party for all actual,
          reasonable and documented out-of-pocket expenses
          as they are incurred in connection with investigating,
          preparing, pursuing, defending, or otherwise responding
          to, or assisting in the defense of any action, claim,
          suit, investigation or proceeding related to, arising
          out of or in connection with the Engagement or the
          Indemnification Agreement, whether or not pending or
          threatened, whether or not any Indemnified Party is a
          party, whether or not resulting in any liability and
          whether or not such action, claim, suit, investigation
          or proceeding is initiated or brought by us.

As of the Petition Date, the Company does not owe the Advisor any
fees for services performed or expenses incurred under the
Engagement Letter.  According to the books and records of the
Company, during the 90-day period before the Petition Date, the
Advisor received approximately $885,637 for professional services
performed and expenses incurred.  Pursuant to the terms of the
Engagement Letter, the Advisor is paid monthly, in advance.  As of
the Petition Date, the Company had a credit balance of
approximately $110,833; such credit balance will be applied
against the Company's first post-petition invoice.

John James O'Connell III, senior managing director of Blackstone
Advisory, 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.

He may be reached at:

     Jamie O'Connell
     Senior Managing Director
     Restructuring & Reorganization
     BLACKSTONE ADVISORY
     345 Park Avenue
     New York, NY 10154

                   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., Sarah Harnett, Esq., and Elizabeth McColm, Esq., at Paul
Weiss Rifkind Wharton & Garrison LLP.  Paul Weiss also represents
the Pre-Petition $100 Million and $253 Million Credit Facilities.

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.  Akin Gump
also represents the Informal Convertible Noteholder Group.

Kirkland & Ellis LLP's Christopher J. Marcus, Esq., Paul M. Basta,
Esq., Eric F. Leon, Esq., represent for Och-Ziff Management LP.

Brown Rudnick LLP's William R. Baldiga, Esq., represents an Ad Hoc
Consortium of Equity Holders.

Orrick, Herrington & Sutcliffe LLP's Douglas S. Mintz, Esq.,
Washington, DC, represents Deutsche Bank as Pre-Petition Lender,
and Credit Agricole, Corporate Investment Bank, as Post-Petition
Bankruptcy Lender.

Dechert LLP's Allan S. Brilliant, Esq., represents the Entities
Managed by Aurelius Capital Management, LP.


GENCO SHIPPING: Kramer Levin Approved as Bankruptcy Counsel
-----------------------------------------------------------
Genco Shipping & Trading Limited and its debtor-affiliates sought
and obtained authorization from the Hon. Sean H. Lane of the U.S.
Bankruptcy Court for the Southern District of New York to employ
Kramer Levin Naftalis & Frankel LLP as counsel, nunc pro tunc to
Apr. 21, 2014 petition date.

Kramer Levin's services in connection with the Engagement will
include, without limitation, assisting, advising and representing
the Company with respect to these matters:

   (a) the administration of these cases and the exercise of
       oversight with respect to the Company's affairs, including
       all issues arising from or impacting the Company or the
       Chapter 11 Cases;

   (b) the preparation on behalf of the Company of necessary
       applications, motions, memoranda, orders, reports and other
       legal pleadings;

   (c) appearances in Court and at various meetings to represent
       the interests of the Company;

   (d) negotiating with the Company's secured lenders, as well as
       any creditors' committee appointed in the Chapter 11 Cases,
       other creditors, and third parties, for the benefit of the
       Company's estates;

   (e) communications with creditors and others as the Company may
       consider desirable or necessary; and

   (f) the performance of all other legal services for the Company
       in connection with the Chapter 11 Cases, as required under
       the Bankruptcy Code, the Bankruptcy Rules and the Local
       Rules, and the performance of such other services as are in
       the interests of the Company, including, without
       limitation, any general corporate legal services.

Kramer Levin will be paid at these hourly rates:

       Partners                $745-$1,100
       Counsel                 $805-$1,075
       Special Counsel         $745-$820
       Associates              $440-$815
       Legal Assistants        $280-$335

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

Additionally, consistent with past practice and in recognition of
its long-standing relationship with the Debtors, Kramer Levin will
apply a voluntary 10% discount to its applicable standard hourly
billing rates for services provided during the Chapter 11 Cases.

In connection with the services Kramer Levin agreed to provide the
Company, Kramer Levin is holding a $500,000 retainer.

Adam C. Rogoff, Esq., partner of Kramer Levin, assured the Court
that the firm is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code and does not represent
any interest adverse to the Debtors and their estates.

                   About 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., Sarah Harnett, Esq., and Elizabeth McColm, Esq., at Paul
Weiss Rifkind Wharton & Garrison LLP.  Paul Weiss also represents
the Pre-Petition $100 Million and $253 Million Credit Facilities.

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.  Akin Gump
also represents the Informal Convertible Noteholder Group.

Kirkland & Ellis LLP's Christopher J. Marcus, Esq., Paul M. Basta,
Esq., Eric F. Leon, Esq., represent for Och-Ziff Management LP.

Brown Rudnick LLP's William R. Baldiga, Esq., represents an Ad Hoc
Consortium of Equity Holders.

Orrick, Herrington & Sutcliffe LLP's Douglas S. Mintz, Esq.,
Washington, DC, represents Deutsche Bank as Pre-Petition Lender,
and Credit Agricole, Corporate Investment Bank, as Post-Petition
Bankruptcy Lender.

Dechert LLP's Allan S. Brilliant, Esq., represents the Entities
Managed by Aurelius Capital Management, LP.


GENCO SHIPPING: Can Tap Curtis Mallet-Prevost as Conflicts Counsel
------------------------------------------------------------------
Genco Shipping & Trading Limited and its debtor-affiliates sought
and obtained permission from the Hon. Sean H. Lane of the U.S.
Bankruptcy Court for the Southern District of New York to employ
Curtis Mallet-Prevost, Colt & Mosle LLP ("Curtis") as conflicts
counsel, nunc pro tunc to Apr. 21, 2014 petition date.

Curtis' role in the Chapter 11 cases is limited to discrete
matters where it is inappropriate for Kramer Levin to assist the
Debtors due to the existence of an actual or potential conflict of
interest:

   (a) take necessary action to protect and preserve the Company's
       estates including prosecuting actions on behalf of the
       Company, defending any action commenced against the Company
       and representing the Company's interests in negotiations
       concerning litigation in which the Company is involved,
       including objections to claims filed against the Company's
       estates;

   (b) prepare, on behalf of the Company, applications, motions
       memoranda, orders, reports and other legal pleadings on
       matters as necessary for the Company;

   (c) appearance in Court and at various meetings on matters
       handled by Curtis;

   (d) to the extent not already handled by Kramer Levin, take any
       necessary action on behalf of the Company to resolve issues
       in connection with obtaining approval of a disclosure
       statement and confirmation of one or more chapter 11 plans;
       and

   (e) communications with creditors and other parties in interest
       on matters that the Company or Kramer Levin considers
       necessary for Curtis to handle.

Curtis will be paid at these hourly rates:

       Partners                   $650-$860
       Of Counsel                 $510-$730
       Associates                 $280-$600
       Legal Assistants           $180-$240
       Managing Clerk                $480
       Other Support Personnel    $70-$325

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

As set forth in a Declaration filed by Steven J. Reisman, member
of Curtis, the firm on Mar. 10, 2014, received an evergreen
retainer in the amount of $100,000 from the Company for services
to be performed in connection with the commencement and
prosecution of the Chapter 11 Cases and for the reimbursement of
reasonable and necessary expenses incurred in connection
therewith.  On Apr. 18, 2014, Curtis received $128,649.39 from the
Company for fees and expenses incurred in connection with
professional services rendered to the Company prior to the
petition date.  The amount of the retainer that Curtis continues
to hold as of the petition date is approximately $100,000.  Any
unused portion of the Retainer will be applied to Curtis' post-
petition fees and expenses incurred by Curtis in the Chapter 11
cases.

Mr. Reisman 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.

Curtis can be reached at:

       Steven J. Reisman, Esq.
       CURTIS, MALLET-PREVOST, COLT & MOSLE LLP
       101 Park Avenue
       New York, NY 10178-0061
       Tel: (212) 696-6000
       Fax: (212) 697-1559

                   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., Sarah Harnett, Esq., and Elizabeth McColm, Esq., at Paul
Weiss Rifkind Wharton & Garrison LLP.  Paul Weiss also represents
the Pre-Petition $100 Million and $253 Million Credit Facilities.

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.  Akin Gump
also represents the Informal Convertible Noteholder Group.

Kirkland & Ellis LLP's Christopher J. Marcus, Esq., Paul M. Basta,
Esq., Eric F. Leon, Esq., represent for Och-Ziff Management LP.

Brown Rudnick LLP's William R. Baldiga, Esq., represents an Ad Hoc
Consortium of Equity Holders.

Orrick, Herrington & Sutcliffe LLP's Douglas S. Mintz, Esq.,
Washington, DC, represents Deutsche Bank as Pre-Petition Lender,
and Credit Agricole, Corporate Investment Bank, as Post-Petition
Bankruptcy Lender.

Dechert LLP's Allan S. Brilliant, Esq., represents the Entities
Managed by Aurelius Capital Management, LP.


GENCO SHIPPING: Incurs $42.2 Million Net Loss in 1st Quarter
------------------------------------------------------------
Genco Shipping & Trading Limited filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss of $42.23 million on $63.99 million of total
revenues for th three months ended March 31, 2014, as compared
with a net loss of $51.95 million on $40.48 million of total
revenues for the same period in 2013.

The Company's balance sheet at March 31, 2014, showed $2.90
billion in total assets, $1.64 billion in total liabilities and
$1.25 billion in total equity.

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

                        http://goo.gl/2JPw7o

                   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., Sarah Harnett, Esq., and Elizabeth McColm, Esq., at Paul
Weiss Rifkind Wharton & Garrison LLP.  Paul Weiss also represents
the Pre-Petition $100 Million and $253 Million Credit Facilities.

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.  Akin Gump
also represents the Informal Convertible Noteholder Group.

Kirkland & Ellis LLP's Christopher J. Marcus, Esq., Paul M. Basta,
Esq., Eric F. Leon, Esq., represent for Och-Ziff Management LP.

Brown Rudnick LLP's William R. Baldiga, Esq., represents an Ad Hoc
Consortium of Equity Holders.

Orrick, Herrington & Sutcliffe LLP's Douglas S. Mintz, Esq.,
Washington, DC, represents Deutsche Bank as Pre-Petition Lender,
and Credit Agricole, Corporate Investment Bank, as Post-Petition
Bankruptcy Lender.

Dechert LLP's Allan S. Brilliant, Esq., represents the Entities
Managed by Aurelius Capital Management, LP.


GENELINK INC: Delays Form 10-K for 2013
---------------------------------------
Genelink, Inc., filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its annual report on Form 10-K for the year ended
Dec. 31, 2013.

"The Registrant encountered difficulties in completing the
accounting and reporting for certain disclosures and could not
complete the report in sufficient time to permit the filing of the
10-K without unreasonable expense and effort," the Company said in
the filing.

GeneLink, Inc., filed a Chapter 11 bankruptcy petition (Bankr.
M.D. Fla. Case No. 14-04475) on April 18, 2014.  The petition was
signed by Michael G. Smith as COO and CFO.  The Debtor disclosed
total assets of $998,901 and total debts of $3.67 million.  Justin
M. Luna, Esq., at Latham, Shuker, Eden & Beaudine, LLP, serves as
the Debtor's counsel.


GENIUS BRANDS: Sells $6 Million of Preferred Shares
---------------------------------------------------
Genius Brands International, Inc., entered into securities
purchase agreements with certain accredited investors pursuant to
which the Company sold an aggregate of 6,000 shares of its newly
designated Series A Convertible Preferred Stock at a price of
$1,000 per share for gross proceeds to the Company of $6,000,000.
The closing of the Private Placement was subject to certain
customary closing conditions and closed on May 15, 2014.

Each share of Series A Preferred Stock is convertible into shares
of the Company's common stock, par value $0.001 per share based on
a conversion calculation equal to the Base Amount divided by the
conversion price.  The Base Amount is defined as the sum of (i)
the aggregate stated value of the Series A Preferred Stock to be
converted and (ii) all unpaid dividends thereon.  The stated value
of each share of the Series A Preferred Stock is $1,000 and the
initial conversion price is $2.00 per share, subject to adjustment
in the event of stock splits, dividends and recapitalizations.
Additionally, in the event the Company issues shares of its common
stock or common stock equivalents at a per share price that is
lower than the conversion price then in effect, the conversion
price will be adjusted to such lower price, subject to certain
exceptions.  The Company is prohibited from effecting a conversion
of the Series A Preferred Stock to the extent that as a result of
such conversion, the Investor would beneficially own more than
9.99 percent (subject to waiver) in the aggregate of the issued
and outstanding shares of the Company's common stock, calculated
immediately after giving effect to the issuance of shares of
common stock upon conversion of the Series A Preferred Stock.  The
shares of Series A Preferred Stock bear no interest and will not
possess any voting rights.

The Company has agreed to file a "resale" registration statement
with the Securities and Exchange Commission covering all shares of
common stock underlying the Series A Preferred Stock  within 30
days of the final closing of the Private Placement and to maintain
the effectiveness of the registration statement until all
securities have been sold or are otherwise able to be sold
pursuant to Rule 144.

In connection with the Private Placement, investors holding a
majority of the securities sold in the Company's November 2013 and
January 2014 private placement waived the Company's registration
rights obligations and any accrued liquidated damages associated
therewith.

Chardan Capital Markets LLC acted as sole placement agent in the
Private Placement in consideration for which Chardan received a
cash fee of $535,000 and a warrant to purchase up to 300,000
shares of the Company's common stock at an exercise price of $2.00
per share.

A full-text copy of the Form 8-K Report is available for free at:

                        http://goo.gl/WLp5T7

                        About Genius Brands

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

Genius Brands reported a net loss of $7.21 million in 2013, a net
loss of $2.06 million in 2012 and a net loss of $1.37 million in
2011.  The Company's balance sheet at Dec. 31, 2013, showed $14.59
million in total assets, $3.09 million in total liabilities and
$11.49 million in total stockholders' equity.


GENUTEC BUSINESSS: Section 341(a) Meeting Set on June 20
--------------------------------------------------------
A meeting of creditors in the bankruptcy case of Genutec Businesss
Solutions, Inc., will be held on June 20, 2014, at 11:30 a.m. at
RM 1-159, 411 W Fourth St., Santa Ana, CA 92701.

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 Genutec Businesss Solutions

Genutec Businesss Solutions, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. C.D. Cal. Case No. 14-13115) in Santa Ana,
Georgia, on May 16, 2014.  David Montoya signed the petition as
director.  The Debtor disclosed assets of $12,851,544 and
liabilities of $11,529,199.  Michael R Totaro, Esq., at Totaro &
Shanahan, in Pacific Palisades, California, acts as bankruptcy
counsel.  Judge Erithe A. Smith presides over the case.


GEOMET INC: Incurs $400,000 Net Loss in First Quarter
-----------------------------------------------------
GeoMet, Inc., 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 $396,331 for the three months
ended March 31, 2014, as compared with a net loss available to
common stockholders of $7.32 million for the same period last
year.  Revenues for the quarter ended March 31, 2014, were $9.7
million, as compared to $10.9 million for the prior year quarter.

As of March 31, 2014, the Company had $54.17 million in total
assets, $89.14 million in total liabilities, $44.64 million in
series A convertible redeemable preferred stock and a $79.62
million total stockholders' deficit.

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

                        http://is.gd/Z2E0Tq

                 GeoMet Closes Sale of Properties

On May 12, 2014, GeoMet closed the previously announced sale of
substantially all of its coalbed methane interests and other
assets located in the Appalachian Basin in McDowell, Harrison,
Wyoming, Raleigh, Barbour and Taylor Counties, West Virginia and
Buchanan County, Virginia, comprising substantially all of the
Company's remaining assets, to ARP Mountaineer Productions, LLC, a
wholly-owned subsidiary of Atlas Resource Partners, L.P.

The Asset Sale resulted in net proceeds of approximately $97.5
million after customary purchase price adjustments.  A final
adjusted purchase price will be settled within 95 days of the
closing date.  Simultaneously with closing of the Asset Sale, the
Company used $69.1 million of the net proceeds to fully repay all
outstanding borrowings and accrued interest under the Company's
bank credit agreement.  Following these payments the Company's
bank credit agreement was terminated.  An additional $3.1 million
was used to settle all outstanding natural gas hedge positions.

Lantana Oil & Gas Partners, a Houston based divestiture firm,
represented GeoMet in this transaction.

                      Fourth Quarter Results

GeoMet, Inc., reported a net loss available to common stockholders
of $4.33 million on $7.78 million of total revenues for the three
months ended Dec. 31, 2013, as compared with a net loss available
to common stockholders of $10.39 million on $11.72 million of
total revenues for the same period in 2012.

For the year ended Dec. 31, 2013, the Company reported net income
available to common stockholders of $27.76 million on $38.20
million of total revenues as compared with a net loss available to
common stockholders of $155.80 million on $39.38 million of total
revenues for the year ended Dec. 31, 2012.

The Company's balance sheet at Dec. 31, 2013, showed $54.80
million in total assets, $90.65 million in total liabilities,
$43.40 million in series A convertible redeemable preferred stock
and a $79.26 million total stockholders' deficit.

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

                        http://is.gd/ZAosDM

                         About Geomet Inc.

Houston, Texas-based GeoMet, Inc., is an independent energy
company primarily engaged in the exploration for and development
and production of natural gas from coal seams (coalbed methane)
and non-conventional shallow gas.  Its principal operations and
producing properties are located in the Cahaba and Black Warrior
Basins in Alabama and the central Appalachian Basin in Virginia
and West Virginia.  It also owns additional coalbed methane and
oil and gas development rights, principally in Alabama, Virginia,
West Virginia, and British Columbia.  As of March 31, 2012, it
owns a total of 192,000 net acres of coalbed methane and oil and
gas development rights.

Hein & Associates LLP, 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 has suffered recurring losses from operations and has a
net working capital deficiency that raise substantial doubt about
the Company's ability to continue as a going concern.

                        Bankruptcy Warning

On Feb. 13, 2014, the Company and its wholly-owned subsidiaries,
GeoMet Operating Company, Inc. and GeoMet Gathering Company, LLC,
entered into an asset purchase agreement to sell substantially all
of the Company's remaining assets, comprising coalbed methane
interests and other assets located in the Appalachian Basin in
McDowell, Harrison, Wyoming, Raleigh, Barbour and Taylor Counties,
West Virginia and Buchanan County, Virginia to ARP Mountaineer
Productions, LLC, and a wholly-owned subsidiary of Atlas Resource
Partners, L.P., for a purchase price of $107 million, subject to
various purchase price adjustments.

"If the Asset Sale is not consummated and we are unable to find
another viable purchaser for our assets, we will likely file
bankruptcy as we will have no operating assets to continue the
business," the Company said in the Annual Report for the year
ended Dec. 31, 2013.


GREENFIELD COLLISION: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

     Debtor                                      Case No.
     ------                                      --------
     Greenfield Collision Inc.                   14-31520
     810 S. Main St.
     Almont, MI 48003

     Greenfield Custom Auto Service Inc.         14-31521
     810 S. Main St.
     Almont, MI 48003

Chapter 11 Petition Date: May 21, 2014

Court: United States Bankruptcy Court
       Eastern District of Michigan (Flint)

Judge: Hon. Daniel S. Opperman

Debtors' Counsel: Robert N. Bassel, Esq.
                  ROBERT BASSEL, ATTORNEY
                  P.O. Box T
                  Clinton, MI 49236
                  Tel: (248) 677-1234
                  Fax: (248) 369-4749
                  Email: bbassel@gmail.com

                                    Estimated    Estimated
                                      Assets    Liabilities
                                   ----------   -----------
Greenfield Collision Inc.          $50K-$100K   $1MM-$10MM
Greenfield Custom Auto Service     $100K-$500K  $1MM-$10MM

The petitions were signed by Don Lane/Keith Robinson, owners.

The Debtors did not file a list of their largest unsecured
creditors when they filed the petitions.


GREENSTAR AGRICULTURAL: OSC Issues Management Cease Trade Order
---------------------------------------------------------------
GreenStar Agricultural Corporation on May 21 disclosed that a
management cease trade order has been ordered by the Ontario
Securities Commission as principal regulator following a hearing
held on May 16, 2014.

The hearing was held by the OSC as a result of GreenStar's
April 28 and May 6, 20142 announcements that it would be late in
filing its audited annual financial statements for the fiscal year
ended December 31, 2013 and related Management's Discussion &
Analysis and CEO and CFO certification of filings, following the
issuance by the OSC of a temporary management cease trade order on
May 5, 2014.

The MCTO restricts all trading in and all acquisitions of the
securities of the Company, whether direct or indirect, by the
Chief Executive Officer and the Chief Financial Officer of the
Company until two full business days following the receipt by the
OSC of all Annual Filings.  The MCTO will not affect the ability
of persons who are not insiders of GreenStar to trade its
securities.

GreenStar intends to satisfy the provisions of the Alternative
Information Guidelines as set out in National Policy 12 - 203 for
as long as GreenStar remains in default, including the issuance of
further by-weekly default status reports, each of which will be
issued in the form of a press release.  A general cease trade
order may be issued if GreenStar fails to file such default status
reports on a timely basis.

The delay in filing was the result of GreenStar having received
notice from its auditors that they were not able to provide an
audit opinion by the filing deadline.  GreenStar's audit committee
has been following up with the auditors and the Chinese management
to complete the audit and in doing so, has identified certain
corporate governance and administrative deficiencies which
contributed to the delay in the audit.  The board of directors
views these matters very seriously, and is taking steps to improve
corporate governance oversight and to resolve all outstanding
issues with the audit.  The audit committee continues to try and
resolve this matter with Mr. Guan Lianyun, President and CEO of
the Company, and the audit committee believes that Mr. Guan is
working to resolve this situation, but there can be no assurance
of success.

A copy of the MCTO can be found at the Company's website at
http://www.greenstaragricultural.com

                        About GreenStar

GreenStar operates two main divisions, agricultural and food
processing.  The agricultural division is involved in the
cultivation and harvesting of agricultural products such as fresh
fruit and vegetables, for sale either directly as fresh fruit and
vegetables or canned, and sold overseas and domestically.  The
food processing division is primarily involved in the processing
of canned food, which includes canned tomato paste, canned boiled
bamboo shoots, canned oranges, canned peaches and various other
types of fruits and vegetables.


GUIDED THERAPEUTICS: Incurs $1.6-Mil. Net Loss in First Quarter
---------------------------------------------------------------
Guided Therapeutics, Inc., reported a net loss of $1.56 million on
$19,000 of contract and grant revenue for the quarter ended
March 31, 2014, as compared with a net loss of $1.81 million on
$167,000 of contract and grant revenue for the same period in
2013.

As of March 31, 2014, the Company had $2.56 million in total
assets, $104.63 million in accumulated deficit and a $1.27 million
stockholders' deficit.

"We are pleased to see LuViva revenue begin to build, with an
increase of 130% sequentially from the fourth quarter on the
shipment of units and disposables to France, the U.K., Turkey,
Nigeria, the United Arab Emirates and Indonesia," said Gene
Cartwright, chief executive officer of Guided Therapeutics.  "We
believe we are on track to report product sales of $1 million to
$3 million for 2014, in line with our previous revenue guidance."

"We continue to work closely with our distributors to further
penetrate our existing markets.  Towards this end, we granted our
Turkish distributor, I.T.E.M. Medical Technologies Group,
additional territories in North Africa and have agreed to begin
the shipment of orders to the Turkish Ministry of Health starting
this month. This important order is valued at nearly $3 million
and is projected to ship over the next 18 months. We also look
forward to welcoming members of the I.T.E.M. service team in
Atlanta in a few weeks for more in depth installation and service
training on LuViva, in preparation for their expanding rollout,"
Mr. Cartwright said.

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

                         http://goo.gl/2So0kL

                       About Guided Therapeutics

Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP)
-- http://www.guidedinc.com/-- is developing a rapid and painless
test for the early detection of disease that leads to cervical
cancer.  The technology is designed to provide an objective result
at the point of care, thereby improving the management of cervical
disease.  Unlike Pap and HPV tests, the device does not require a
painful tissue sample and results are known immediately.  GT has
also entered into a partnership with Konica Minolta Opto to
develop a non-invasive test for Barrett's Esophagus using the
LightTouch technology platform.

Guided Therapeutics reported a net loss attributable to common
stockholders of $10.39 million on $820,000 of contract and grant
revenue for the year ended Dec. 31, 2013, as compared with a net
loss of $4.35 million on $3.33 million of contract and grant
revenue during the prior year.

UHY LLP, in Sterling Heights, Michigan, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company's recurring losses from operations and accumulated
deficit raise substantial doubt about its ability to continue as a
going concern.

                         Bankruptcy Warning

"The Company's capital-raising efforts are ongoing.  If sufficient
capital cannot be raised by the end of 2014, the Company has plans
to curtail operations by reducing discretionary spending and
staffing levels, and attempting to operate by only pursuing
activities for which it has external financial support and
additional NCI, NHI or other grant funding.  However, there can be
no assurance that such external financial support will be
sufficient to maintain even limited operations or that the Company
will be able to raise additional funds on acceptable terms, or at
all.  In such a case, the Company might be required to enter into
unfavorable agreements or, if that is not possible, be unable to
continue operations, and to the extent practicable, liquidate
and/or file for bankruptcy protection," the Company stated in the
Form 10-Q for the quarter ended March 31, 2014.


HALLWOOD GROUP: Incurs $4.8 Million Net Loss in First Quarter
-------------------------------------------------------------
The Hallwood Group Incorporated filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $4.81 million on $24.12 million of textile products
sales for the three months ended March 31, 2014, as compared with
a net loss of $1.34 million on $31.28 million of textile products
sales for the same period last year.

As of March 31, 2014, the Company had $61.18 million in total
assets, $27.20 million in total liabilities and $33.97 million in
total stockholders' equity.

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

                        http://is.gd/J3Yo5n

                        About Hallwood Group

Dallas, Texas-based The Hallwood Group Incorporated (NYSE MKT:
HWG) operates as a holding company.  The Company operates its
principal business in the textile products industry through its
wholly owned subsidiary, Brookwood Companies Incorporated.

Brookwood is an integrated textile firm that develops and produces
innovative fabrics and related products through specialized
finishing, treating and coating processes.

Prior to October 2009, The Hallwood Group Incorporated held an
investment in Hallwood Energy, L.P. ("Hallwood Energy").  Hallwood
Energy was a privately held independent oil and gas limited
partnership and operated as an upstream energy company engaged in
the acquisition, development, exploration, production, and sale of
hydrocarbons, with a primary focus on natural gas assets.  The
Company accounted for the investment in Hallwood Energy using the
equity method of accounting.  Hallwood Energy filed for bankruptcy
in March 2009.  In connection with the confirmation of Hallwood
Energy's bankruptcy in October 2009, the Company's ownership
interest in Hallwood Energy was extinguished and the Company no
longer accounts for the investment in Hallwood Energy using the
equity method of accounting.

Hallwood Group reported a net loss of $2.40 million in 2013, a net
loss of $17.94 million in 2012 and a net loss of $6.33 million
in 2011.

Deloittee & Touche LLP, in Dallas, 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 is dependent on its subsidiary to receive the cash
necessary to fund its ongoing operations and obligations.  It is
uncertain whether the subsidiary will be able to make payment of
dividends to fund the Company's ongoing operations and
obligations.  These conditions raise substantial doubt about its
ability to continue as a going concern.


HAMPTON ROADS: Signs Memorandum of Understanding with FRB and BFI
-----------------------------------------------------------------
Hampton Roads Bankshares, Inc., previously announced the
termination of the written agreement, dated June 9, 2010, among
the Company, the Company's wholly owned banking subsidiary The
Bank of Hampton Roads, the Federal Reserve Bank of Richmond and
the Virginia Bureau of Financial Institutions.  The termination of
the Written Agreement was effective Feb. 20, 2014.

On March 26, 2014, the Company and BHR entered into a Memorandum
of Understanding with the FRB and the BFI.  Under the MOU, the
Company and BHR have agreed that they will receive the prior
written approval of the FRB and the BFI before, (i) either the
Company or BHR declares or pays dividends of any kind; (ii) the
Company makes any payments on its trust preferred securities;
(iii) the Company incurs or guarantees any debt; or (iv) the
Company purchases or redeems any shares of its stock.  In
addition, the MOU institutes certain reporting requirements and
addresses ongoing regulatory requirements.

The Company's other wholly owned banking subsidiary, Shore Bank,
is not a party to the MOU and is not subject to its restrictions
or requirements.

A copy of the Memorandum of Understanding is available at:

                         http://is.gd/6yIW7t

                Promotes Denise Hinkle to Chief HRO

Hampton Roads, the holding company for The Bank of Hampton Roads
and Shore Bank, announced the promotion of Denise D. Hinkle to
chief human resources officer.  In this role, Ms. Hinkle will be
responsible for providing leadership in the development and
execution of Human Resource strategies such as talent management,
succession planning, change management, employee engagement and
satisfaction, and organizational performance and development.  Ms.
Hinkle will continue to report to Douglas J. Glenn, president and
chief executive officer of the Company and chief executive officer
of BHR, and will continue to be based in Virginia Beach, VA.

"This promotion reflects the strong and essential contribution
Denise has made to the Company since she joined us in 2010 and her
demonstrated commitment to customer service and strong community
relationships," Glenn commented.  "Our One Bank strategy is more
about bankers than buildings, and Denise has led our successful
efforts to recruit a number of talented, experienced bankers to
our team."

Ms. Hinkle has served as director of Human Resources at the
Company since July 2012.  Previously, she served as Employee
Services Manager from November 2010 to June 2012.  Before joining
BHR in November 2010, Ms. Hinkle held the positions of Human
Resources Director or Human Resources Manager at Amerigroup
Corporation, Standard Forms Inc. (A Workflow Company), and FHC
Health Systems/Alternative Behavioral Services.  Ms.Hinkle earned
a BA in Human Resource Administration from Saint Leo University
and graduated magna cum laude.

                   About Hampton Roads Bankshares

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

Hampton Roads reported net income attributable to the Company of
$4.07 million in 2013, a net loss attributable to the Company of
$25.09 million in 2012 and a net loss attributable to the Company
of $97.54 million in 2011.  As of Dec. 31, 2013, the Company had
$1.95 billion in total assets, $1.76 billion in total liabilities
and $183.84 million in total shareholders' equity.



HARBINGER GROUP: S&P Hikes Rating on Secured Notes Due 2019 to B+
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its issue-level rating
on New York City-based investment holding company Harbinger Group
Inc.'s (HRG's) existing $925 million 7.875% senior secured notes
due 2019 to 'B+' from 'B', and revised the recovery rating to '2',
indicating that creditors could expect substantial (70% to 90%)
recovery in the event of a payment default, from '3'. The changes
reflect improved recovery for the secured notes as the company is
exchanging up to $350 million of add-on senior unsecured notes due
2022 for up to $320 million of senior secured notes due 2019.

"The 'CCC+' rating on HRG's existing 7.75% senior unsecured notes
due 2022, which are being upsized to up to $550 million from $200
million, is unchanged, as is the '6' recovery rating, indicating
our expectation the creditors could expect negligible (0% to 10%)
recovery in the event of a payment default or bankruptcy. The
rating on the secured notes assumes the transaction closes on
proposed terms and could change if terms change. We also withdrew
our 'B-' rating on HRG's $500 million notes due 2015, which were
paid off previously. This is unrelated to the proposed exchange,"
said S&P.

"Our 'B' corporate credit rating on HRG is unchanged. The rating
outlook is stable. We continue to view Harbinger's financial risk
profile as "highly leveraged," given our forecast for thin
coverage metrics, an aggressive financial policy, and a complex
organizational structure. We expect total debt service coverage of
about 1x over the next year. We continue to view Harbinger's
business risk profile as "vulnerable," primarily because of weak
asset diversity, limited financial flexibility, and a short track
record with its stated investment strategy," said S&P.

RATINGS LIST

Harbinger Group Inc.
Corporate credit rating             B/Stable/--

Issue Ratings Raised; Recovery Ratings Revised
                                     To            From
Harbinger Group Inc.
Senior secured
  $925 mil. 7.875% notes due 2019    B+            B
    Recovery rating                  2             3

Ratings Affirmed
Harbinger Group Inc.
Senior unsecured
  $550 mil. 7.75% notes due 2022     CCC+
    Recovery rating                  6

Ratings Withdrawn
Harbinger Group Inc.
Senior secured
  $500 mil. notes due 2015           NR            B-
    Recovery rating                  NR            5


HCA HOLDINGS: Fitch to Retain 'B+' IDR After $750MM Repurchase
--------------------------------------------------------------
Fitch Ratings does not expect any change to HCA Holdings, Inc.'s
(HCA) ratings, including the 'B+' Issuer Default Rating (IDR), due
to the repurchase of $750 million of shares from the sponsors of a
2006 leveraged buyout (LBO).  The Rating Outlook is Positive.  A
full rating list is shown below.  The ratings apply to $28.9
billion of debt outstanding at March 31, 2014.

HCA plans to fund the share repurchase through draws on the bank
credit revolvers and cash on hand, resulting in about a 0.1x
increase in total debt-to-EBITDA.  Considering the increase in
debt to fund the share repurchase, pro forma gross debt leverage
is about 4.4x.  The draw on the credit revolvers also does not
affect Fitch's recovery analysis for HCA, which is discussed in
detail below.

The sponsors of the LBO have been actively liquidating their
positions in the company since a March 2011 IPO.  Along with the
share repurchase by HCA, Bain Capital Partners, LLC (Bain) and
Kohlberg Kravis Roberts & Co. (KKR) will sell 15 million shares to
the public.  Prior to the share repurchase and public equity
offering, Bain and KKR own a combined 13.5% of HCA's public equity
value.  As a result of the transactions, the ownership percentage
will drop to about 6%.

Under the direction of the LBO sponsors, HCA's ratings have been
constrained by shareholder-friendly capital deployment; the
company funded $7.4 billion in special dividends since 2010 that
were mostly debt financed.  Due to the reduced ownership
percentage of the sponsors, SEC regulations required the company
to appoint a majority of independent directors to the Board during
2014; HCA has recently appointed four new independent members to
the 13-member board, bringing the total to seven.

Fitch revised HCA's Rating Outlook to Positive in August 2013,
indicating that a one-notch upgrade to 'BB-' is likely during
2014.  A positive rating action will require HCA to maintain debt
at or below 4.5x EBITDA.  Although Fitch does not expect a major
departure in strategic direction under an independent board, there
may be some shifts in the company's capital deployment strategy.
A more consistent and conservative approach to funding shareholder
pay-outs in the form of special dividends and share repurchases
would support an upgrade.

Other factors that would support an upgrade of the ratings include
sustained improvement in organic acute care operating trends,
better clarity on the effects of the Affordable Care Act (ACA) on
operating results and sustained solid cash generation.  Fitch
forecasts HCA will produce discretionary free cash flow (cash from
operations less capital expenditures but before dividends) of $1.5
billion in 2014, and expects the company to prioritize
acquisitions and shareholder payouts as cash usages.  At the
current level, HCA's debt leverage is consistent with peer
companies and Fitch does not believe that there is a compelling
financial incentive for the company to apply cash to debt
reduction.

HCA's organic growth in patient volumes has outpaced that of the
broader for-profit hospital industry over the past several years,
although the company has not been entirely resilient to headwinds
to organic growth.  Facing a stiff comparison to strong growth in
early 2013, HCA's growth in organic patient volumes in the first
quarter of 2014 (1Q'14) was softer than in recent periods, with
same-hospital adjusted admissions dropping 0.3%.  The recent
softness in HCA's same-hospital volumes would be more concerning
if it were accompanied by weaker growth in pricing, but this
metric showed improvement starting in late 2013.

HCA's 1Q'14 results did not benefit significantly from the initial
implementation of the insurance expansion elements of the ACA.
While Fitch currently forecasts revenue and EBITDA growth across
the group of for-profit hospital companies in 2014 due to the ACA,
estimating the precise effects is complicated by uncertainty over
the pace and progress of the growth of the insured population.
The benefits of reform for HCA are dampened by the company's
geographic exposure; only four states in which HCA operates
(California, Colorado, Kentucky and Nevada, 12.6% of licensed
beds) elected to expand Medicaid eligibility effective Jan. 1,
2014, which limits the potential decrease in self-pay patients and
the associated financial headwind of bad debt expense.

DEBT ISSUE RATINGS AND RECOVERY ANALYSIS

Fitch currently rates HCA as follows:

HCA, Inc.

-- IDR 'B+';
-- Senior secured credit facilities (cash flow and asset backed)
   'BB+/RR1' (100% estimated recovery);
-- Senior secured first lien notes 'BB+/RR1' (100% estimated
   recovery);
-- Senior unsecured notes 'BB-/RR3' (69% estimated recovery).

HCA Holdings Inc.

-- IDR 'B+';
-- Senior unsecured notes 'B-/RR6' (0% estimated recovery).

The recovery ratings are based on a financial distress scenario
which assumes that value for HCA's creditors will be maximized as
a going concern (rather than a liquidation scenario).  Fitch
estimates a post-default EBITDA for HCA of $3.9 billion, which is
a 42% haircut from the March 31, 2014 LTM EBITDA level of
$6.8 billion.  Fitch's post-default cash flow estimate for
companies in the hospital sector considers the structure of the
industry, including relatively stable and non-cyclical cash flows
and a high level of exposure to cuts in government payor
reimbursement that makes up 30%-40% of revenues, offset by the
consideration that hospital care is a critical public service.

Fitch then applies a 7.0x multiple to post-default EBITDA,
resulting in a post-default EV of $27.5 billion for HCA. The
multiple is based on observation of both recent
transactions/takeout and public market multiples in the healthcare
industry.  Fitch significantly haircuts the transaction/takeout
multiple assigned to healthcare providers since transactions in
this part of the healthcare industry tend to command lower
multiples.  The 7.0x multiple also considers recent trends in the
public equity market multiples for healthcare providers.
Fitch applies a waterfall analysis to the post-default EV based on
the relative claims of the debt in the capital structure.
Administrative claims are assumed to consume $2.7 billion or 10%
of post-default EV, which is a standard assumption in Fitch's
recovery analysis.  Fitch assumes that HCA would fully draw the
$2 billion available balance on its cash flow revolver and 50% of
the $2.5 billion available balance on its asset backed lending
(ABL) facility.  The availability on the ABL facility is based on
eligible accounts receivable as defined per the credit agreement.
The 50% assumed draw on the ABL facility reflects Fitch's
assumption of some degradation in the ABL borrowing base as the
company approaches default.

The 'BB+/RR1' rating for HCA's secured debt (which includes the
bank credit facilities and the first lien notes) reflects Fitch's
expectations for 100% recovery under a bankruptcy scenario.
Claims under the ABL facility are assumed to be recovered fully
prior to any recovery of the other first-lien debt, including the
cash flow revolver, cash flow term loans and first lien secured
notes.  The 'BB-/RR3' rating on HCA Inc.'s unsecured notes rating
reflects Fitch's expectations for recovery in the 51%-70% range.
The 'B-/RR6' rating on the HCA Holdings, Inc. unsecured notes
reflects expectation of 0% recovery.

HCA's debt agreements permit the company to issue first lien
secured debt up to an amount equal to 3.75x EBITDA.  At March 31,
2014, Fitch estimates the company had $9 billion in first lien
capacity.  Additional first lien debt issuance would result in
lower recovery for the HCA Inc. unsecured note holders.  Under
Fitch's current recovery model assumptions, the company could
increase its outstanding first lien debt by up to $1.3 billion
without diminishing recovery prospects for the HCA Inc. unsecured
note holders to below the 'RR3' recovery band of 51%-70%.  Should
the company increase the amount of secured debt in the capital
structure by more than that amount, Fitch would likely downgrade
the HCA Inc. unsecured notes by one-notch, to 'B+/RR4'.  The
ratings on the secured debt and HCA Holdings Inc. unsecured notes
would not be affected.


HCSB FINANCIAL: Delays Form 10-K for 2013 to Complete Audit
-----------------------------------------------------------
HCSB Financial Corporationhere was not able to timely file its
annual report on Form 10-K for the year ended Dec. 31, 2013,
because the audits of the Company's consolidated financial
statements for the years ended Dec. 31, 2012, and Dec. 31, 2013,
have not been finalized and, as a result, the Company was not able
to file the Form 10-K by March 31, 2014, without unreasonable
effort and expense.  The Company currently anticipates recording a
net profit ranging from $200,000 to $300,000 for the year ended
Dec. 31, 2013.  However, the Company is still finalizing its
audited consolidated financial statements and related disclosures
for the year ended Dec. 31, 2013, and the Company's actual results
for the period ended Dec. 31, 2013, may differ from its current
estimates.

The Management currently estimates that the Company will report
net profit ranging from $200,000 to $300,000 for the year ended
Dec. 31, 2013, and net loss from $7.6 million to $7.7 million for
the year ended Dec. 31, 2012, compared to $29.0 million for 2011.

As of February 2011, the Federal Reserve Bank of Richmond, the
Company's primary federal regulator, has required the Company to
defer dividend payments on its $12,895,000 of shares of Series T
Preferred Stock issued to the U.S. Treasury in March 2009 pursuant
to the U.S. Treasury's Capital Purchase Program and interest
payments on its $6,000,000 of trust preferred securities issued in
December 2004.  In addition, since October 2011, the Federal
Reserve Bank of Richmond has prohibited the Company from paying
interest due on its $12,062,011 of subordinated promissory notes
that were issued in a private placement in the first half of 2010.
As a result, as of Dec. 31, 2013, the Company has deferred
$2,084,730 in dividend payments due on the Series T Preferred
Stock, $535,790 in interest payments due on the trust preferred
securities, and $2,231,192 in interest payments due on the
subordinated promissory notes.

The Company has also not filed these reports:

   - Annual Report on Form 10-K for the Fiscal Year Ended December
     31, 2012;

   - Quarterly Report on Form 10-Q for the Quarter Ended March 31,
     2013;

   - Quarterly Report on Form 10-Q for the Quarter Ended June 30,
     2013; and

   - Quarterly Report on Form 10-Q for the Quarter Ended September
     30, 2013.

                        About HCSB Financial

Loris, South Carolina-based HCSB Financial Corporation was
incorporated on June 10, 1999, to become a holding company for
Horry County State Bank.  The Bank is a state chartered bank which
commenced operations on Jan. 4, 1988.  From its 13 branch
locations, the Bank offers a full range of deposit services,
including checking accounts, savings accounts, certificates of
deposit, money market accounts, and IRAs, as well as a broad range
of non-deposit investment services.  During the third quarter of
2011, the Bank closed its Covenant Towers branch located at Myrtle
Beach.  All deposits were transferred to the Bank's Myrtle Beach
branch and the Bank does not expect any disruption of service in
that market for its customers.

HCSB reported a net loss of $29.01 million in 2011, compared with
a net loss of $17.27 million in 2010.  The Company's balance sheet
at Sept. 30, 2012, showed $512.65 million in total assets, $520.03
million in total liabilities and a $7.38 million total
shareholders' deficit.


HERCULES OFFSHORE: Files Fleet Status Report as of May 20
---------------------------------------------------------
Hercules Offshore, Inc., posted on its Web site at
www.herculesoffshore.com a reported entitled "Hercules Offshore
Fleet Status Report" (the "Fleet Status Report"). The Fleet Status
Report includes the Hercules Offshore Rig Fleet Status (as of
May 20, 2014), which contains information for each of the
Company's drilling rigs, including contract dayrate and duration.
The Fleet Status Report also includes the Hercules Offshore
Liftboat Fleet Status Report, which contains information by
liftboat class for April 2014, including revenue per day and
operating days. The Fleet Status Report can be found under the
Investor Relations portion of the Company's Web site.

                      About Hercules Offshore

Hercules Offshore Inc. (NASDAQ: HERO) --
http://www.herculesoffshore.com/-- provides shallow-water
drilling and marine services to the oil and natural gas
exploration and production industry in the United States, Gulf of
Mexico and internationally.  The Company provides these services
to integrated energy companies, independent oil and natural gas
operators and national oil companies.  The Company operates in six
business segments: Domestic Offshore, International Offshore,
Inland, Domestic Liftboats, International Liftboats and Delta
Towing.

Hercules incurred a net loss of $68.11 million in 2013, a net loss
of $127 million in 2012 and a net loss of $76.12 million in 2011.
As of Dec. 31, 2013, the Company had $2.30 billion in total
assets, $1.47 billion in total liabilities and $823.70 million in
equity.

                           *     *     *

The Troubled Company Reporter said on April 11, 2013, that
Moody's Investors Service upgraded Hercules Offshore, Inc.'s
Corporate Family Rating to B2 from B3.  Hercules' B2 CFR is
supported by its improved cash flow and lower leverage on the back
of increased drilling activity and higher day-rates in the Gulf of
Mexico (GOM)

As reported by the TCR on Nov. 6, 2012, Standard & Poor's Ratings
Services raised its corporate credit rating on Houston-based
Hercules Offshore Inc. to 'B' from 'B-'.  "The upgrade reflects
the improving market conditions in the Gulf of Mexico and our
expectations that Hercules' fleet will continue to benefit," said
Standard & Poor's credit analyst Stephen Scovotti.


HIGHWOODS REALTY: Fitch Assigns 'BB+' Preferred Stock Rating
------------------------------------------------------------
Fitch Ratings has assigned the following debt obligation rating to
Highwoods Realty Limited Partnership:

-- $300 million 3.2% senior unsecured notes 'BBB'.

The notes mature in June 2021 and were priced at 98.358% of their
face amount to yield 3.363%, representing a 130 basis point spread
over the benchmark treasury.  The offering is expected to close on
May 27, 2014, subject to customary closing conditions.

The company will use net proceeds from the offering to repay
borrowings under its $475 million unsecured revolving credit
facility and for general corporate purposes.

Fitch currently rates the company as follows:

Highwoods Properties, Inc.

-- Issuer Default Rating (IDR) 'BBB';
-- Preferred stock 'BB+'.

Highwoods Realty Limited Partnership

-- IDR 'BBB';
-- Senior unsecured lines of credit 'BBB';
-- Senior unsecured term loans 'BBB';
-- Senior unsecured notes 'BBB'.

The Rating Outlook is Stable.

KEY RATING DRIVERS

IMPROVED LIQUIDITY

Pro forma liquidity coverage improves to 1.5x through 2015 as a
result of this transaction, driving a $180 million liquidity
surplus (Fitch's previous analysis as of Dec. 31, 2013 lead to
0.8x coverage and a $100 million deficit).  Only 12% of pro rata
debt matures through 2016 and Highwoods does not face any
unsecured debt maturities until 2017, which limits corporate
refinancing risk.  Further, HIW's $3.4 billion unencumbered asset
pool (based on a stressed 9% cap rate) can provide liquidity in a
more challenged capital markets environment.  Fitch defines
liquidity coverage as sources of liquidity divided by uses of
liquidity.  Sources of liquidity include unrestricted cash,
availability under the unsecured revolving credit facility, and
projected retained cash flow from operating activities after
dividends.  Uses of liquidity include pro rata debt maturities,
expected recurring capital expenditures, and remaining development
costs.

APPROPRIATE CREDIT METRICS

Leverage of 5.8x at March 31 may exceed 6.0x during 2014 as the
company incurs debt to finance its 86% pre-leased development
pipeline.  The company's core EBITDA will also remain under
pressure from recent vacancies given a lag between the time
backfilled leases are signed and when they ultimately contribute
cash flow.  Nonetheless, Fitch expects that leverage will
stabilize around 6.0x over the longer-term, which is appropriate
for the ratings.  Fitch defines leverage as net debt-to-recurring
operating EBITDA.

Fixed charge coverage improved to 2.6x for the trailing 12 months
(TTM) ended March 31, 2014, driven in part by higher balances on
the line of credit, compared to 2.5x in 2013 and 2.3x in 2012.
Fitch expects that coverage will sustain in the mid-to-high 2.5x
range over the next 12-24 months, driven by low-single digit same-
store NOI (SSNOI) growth, incremental cash flow from development
completions and value-add acquisitions, and continued access to
debt capital at favorable rates.  Fitch defines FCC as recurring
operating EBITDA, less recurring capital expenditures and
straight-line rent adjustments, divided by total interest incurred
and preferred dividends.

IMPROVED ASSET QUALITY

HIW's portfolio is concentrated in secondary markets such as
Raleigh, where the company is headquartered, Atlanta, Nashville
and Tampa.  However, the company targets premier submarkets that
have historically outperformed the broader respective markets.
SSNOI grew at a 0.8% average annual pace from 2006 - 2013, which
is 100 basis points above a weighted average sample of HIW's
markets during that time, per Portfolio and Property Research.
The company has also improved asset quality within these
submarkets - Class A properties now comprise 73% of the portfolio
compared to 38% at year-end 2004.

FAVORABLE TENANT PROFILE

Highwoods has a diverse tenant base with no tenant aside from the
Federal Government (6.3% of cash rent) contributing more than
1.7%.  Additionally, 10 of the top 20 tenants are rated investment
grade by Fitch and collectively contribute only 24.9% of cash
revenue.  The tenant base is also well-diversified by industry; no
industry represents more than 13% of cash revenue aside from the
professional, scientific and technical services industry - there
is concentration here due to Highwoods' presence in Raleigh,
Durham, and Chapel Hill, commonly known as the 'Research
Triangle.'  The general granularity of HIW's tenant base is a
credit positive.

PRE-LEASING MITIGATES DEVELOPMENT RISK

The cost to complete Highwoods' development pipeline grew to 3.1%
of gross assets at March 31, 2014, an increase from 0.8% and 1.2%
at Dec. 31, 2012 and Dec. 31, 2011, driven by the $110 million
build-to-suit project for Met Life in Raleigh.  High pre-lease
rates mitigate the risk from growth in Highwoods' unfunded
development commitments by reducing leasing risk inherent in the
development business.

AFFO PAYOUT RATIO IMPROVING

Highwoods' AFFO payout ratio improved to 95.3% in 2013 from 98.6%
in 2012 and 106.2% in 2011.  Fitch expects the ratio to further
improve in 2014 as development completions and value-add
acquisitions contribute incremental cash flow.  That being said,
the high payout ratio limits Highwoods' ability to generate
internal liquidity (less than $10 million in 2013).  Sustaining an
AFFO payout ratio in excess of 100% is inconsistent with an
investment-grade rating.

RATING SENSITIVITIES

The following factors may have a positive impact on Highwoods'
ratings and/or Outlook:

-- Fitch's expectation of leverage sustaining below 5.5x (leverage
   at March 31, 2014 was 5.8x);

-- Maintaining a fixed charge coverage ratio above 2.5x (fixed
   charge coverage was 2.6x for the TTM ended March 31, 2014);

-- Unencumbered asset coverage of net unsecured debt assuming a
   stressed 9% cap rate above 2.5x (pro forma coverage is 2.1x).

The following factors may have a negative impact on the company's
ratings and/or Outlook:

-- Fitch's expectation of fixed-charge coverage sustaining below
   2.0x;

-- Fitch's expectation of leverage sustaining above 6.5x.


HILLMAN GROUP: S&P Puts 'B' Ratings on CreditWatch Negative
-----------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings, including
its 'B' corporate credit rating, on Cincinnati, Ohio-based The
Hillman Group Inc. on CreditWatch with negative implications,
meaning that S&P could lower or affirm the ratings following the
completion of its review.

"We estimate that Hillman has roughly $830 million of adjusted
debt outstanding. We believe that pro forma adjusted leverage
could well exceed 7x following the pending acquisition," said S&P.

Hillman's CreditWatch negative listing follows the company's
announcement that CCMP Capital Advisors agreed to acquire a
controlling interest in Hillman, in a transaction valued at about
$1.5 billion. CCMP is investing in partnership with Hillman's
current management team. Oak Hill Capital and its affiliates
will retain a significant minority interest in the company.  "We
expect the transaction, subject to shareholder and other
approvals, to close before the end of the 2014 third fiscal
quarter. Financing details have yet to be announced, but we
believe that it will be funded largely with debt," added S&P.

"We estimate that the transaction could substantially weaken the
company's credit ratios, with pro forma leverage, as measured by
debt to EBITDA, well over 7x, including the company's roughly $115
million of trust preferred securities. This compares to Hillman's
about-6.5x leverage for the 12 months ended March 31, 2014. We had
expected Hillman to maintain leverage below 7x in order to
maintain the current ratings and stable outlook," said S&P.

"We will resolve the CreditWatch listing following our review of
the financing details of the pending transaction and implications
for Hillman's financial risk profile. Upon completion of our
review, we could leave the ratings unchanged or lower them," said
S&P.


HOCCHEIM PRAIRIE: S&P Cuts LT Issuer Credit Rating to 'BB-'
-----------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its long-term
insurer financial strength and issuer credit ratings on Hochheim
Prairie Farm Mutual Insurance Assn. and its subsidiary, Hochheim
Prairie Casualty Insurance Co. (collectively Hochheim) to 'BB-'
from 'BB'. The outlook is stable.

"The rating action reflects our view that the substantial capital
deterioration from Hochheim's 2013 losses has elevated its risk
position to high from moderate," said Standard & Poor's credit
analyst Adrian Nusaputra.

In 2013, Hochheim incurred a net loss of $22.5 million due to
frequent wind and hailstorms, as well as the impact of a large
fertilizer plant explosion. To preserve its capital, the company
stopped underwriting certain counties and terminated a significant
agent relationship with poor loss history. The company also
purchased additional reinsurance, including an aggregate cover to
reduce its frequency exposure.

"Although we expect the company's new capital preservation
initiatives to reduce its earnings volatility for 2014, the
reduced capital levels make the company even more reliant on
reinsurance availability and exposes it to additional supervision
from its regulator, the Texas Department of Insurance.  Given
Hochheim's exposure to both frequent storm events and large
natural catastrophes, it is unlikely to rebuild its capital to
historical strength during the next 12 months," said S&P.

The outlook is stable. Although the company's exposure to man-made
and natural catastrophes will continue to restrict its ability to
grow its capital, S&P expects the company's current reinsurance
program to keep capital at the upper adequate level during the
next 12 months.

S&P said it lower its rating during the next 12 months if the
following occur:

  -- The company incurs substantial losses that would result in a
further deterioration of capital despite its reinsurance program;

  -- Regulatory authorities initiate further supervisory actions;

  -- The company cannot purchase adequate reinsurance, which would
     further expose its capital to deterioration from large losses
     during the 2015 renewal cycle.

Due to the company's exposure and overall small size of its
surplus, S&P does not expect to raise its rating. However, S&P may
consider raising the rating if the company demonstrates that it
can sustain capital at historical levels.


HOYT TRANSPORTATION: Hires Groom Law as Special ERISA Counsel
-------------------------------------------------------------
Hoyt Transportation Corp. seeks authorization from the Hon. Nancy
Hershey Lord of the U.S. Bankruptcy Court for the Eastern District
of New York to employ Groom Law Group, Chartered as special ERISA
counsel.

The last obstacle to a successful conclusion of the Debtor's
Chapter 11 case relates to resolution of a disputed pension
withdrawal liability claim filed by Division 1181 ATU-New York
Employees' Pension Fund and Plan in the sum of $22,526,170 (the
"Pension Withdrawal Liability Claim").

In the event the Pension Withdrawal Liability Claim needs to be
litigated, the Debtor seeks to retain Groom Law as special ERISA
counsel to represent the Debtor with respect to all pension
withdrawal liability issues.

The lead attorney handling the Debtor's matter will be Gary Ford,
Esq.

Groom Law can be reached at:

       Gary Ford, Esq.
       GROOM LAW GROUP, CHARTERED
       1701 Pennsylvania Avenue, N.W.
       Washington, DC 20006-5811
       Tel: (202) 857-0620
       Fax: (202) 659-4503

                 About Hoyt Transportation

Brooklyn, New York-based Hoyt Transportation Corp. filed a
Chapter 11 petition (Bankr. E.D.N.Y. Case No. 13-44299) on
July 13, 2013, estimating at least $10 million in assets and
liabilities.  The Debtor is represented by Kevin J. Nash, Esq., at
Goldberg Weprin Finkel Goldstein LLP.

Brooklyn-based Hoyt specializes in transportation for children
with disabilities.  Hoyt operated 350 buses until the contract
with the Department of Education expired.


IDERA PHARMACEUTICALS: Inks Development & Commercialization Pact
----------------------------------------------------------------
Idera Pharmaceuticals, Inc., has entered into an agreement with
Abbott Molecular Inc., a global healthcare company, for the
development of an in vitro companion diagnostic test for use in
Idera's clinical development programs to treat certain genetically
defined forms of B-cell lymphoma with IMO-8400.

Under the agreement, Abbott will develop a test utilizing
polymerase chain reaction (PCR) technology to identify the
presence of the MYD88 L265P oncogenic mutation in tumor biopsy
samples with high sensitivity and specificity.  This mutation,
which can be identified in approximately 90% of patients with
Waldenstrom's macroglobulinemia and approximately 30% of patients
with the ABC sub-type of diffuse large B-cell lymphoma, plays a
key role in activating the Toll-like receptor (TLR) pathways
targeted by Idera's lead drug candidate, IMO-8400.

"Research by Idera and by independent investigators has
established TLR antagonism as a potentially promising and novel
therapeutic approach for patients with B-cell malignancies
harboring the MYD88 L265P mutation," said Lou Brenner, M.D.,
senior vice president and chief medical officer of Idera
Pharmaceuticals.  "This companion diagnostic will be an important
tool for the clinical community in evaluating whether their
patients are potential candidates for IMO-8400 therapy for the
treatment of these genetically defined forms of B-cell lymphoma.
We are excited about the opportunity to partner with Abbott, a
leader in companion diagnostics, as part of Idera's mutation-
targeted development program for IMO-8400 in B-cell lymphomas."

Additional information is available for free at:

                         http://is.gd/an56Wj

                     About Idera Pharmaceuticals

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

Idera Pharmaceuticals reported a net loss of $18.22 million in
2013, a net loss of $19.24 million in 2012 and a net loss of
$23.77 million in 2011.  As of Dec. 31, 2013, the Company had
$36.86 million in total assets, $4.41 million in total liabilities
and $32.45 million in total stockholders' equity.


INDIGO-ENERGY: GBH CPAs Replaces Excelsis as Auditors
-----------------------------------------------------
Excelsis Accounting Group, formerly known as Mark Bailey &
Company, Ltd., resigned as Indigo-Energy, Inc.'s registered
independent public accountants effective March 26, 2014.  The
decision to accept the resignation of Excelsis was approved by the
Company's sole director.

The Company has not yet filed audited financial statements with
respect to the two most recently completed fiscal years, and
Excelsis has not prepared a report on those financial statements.
Excelsis's audit report on the Company's financial statements for
the year ended Dec. 31, 2009, the last audited financial
statements filed by the Company, did not provide an adverse
opinion or disclaimer of opinion to our financial statements, nor
modify its opinion as to uncertainty, audit scope or accounting
principles, except that the reports contained explanatory
paragraphs in which they indicated conditions existed that raised
substantial doubt about the Company's ability to continue as a
going concern.

During the Company's two most recent fiscal years and the
subsequent interim period preceding the resignation of Excelsis,
there were no disagreements with Excelsis.

"We have read Item 4.01 of Indigo-Energy. Inc.'s Form 8-K dated
March 26, 2014, and have the following comments:

   l. We agree with the statements made in Item 4.01 in the Form
      8K, dated March 26. 2014.

   2. We have no basis on which to agree or disagree with the
      statements made in the final paragraph with respect to the
      engagement of the successor audit firm," the accounting firm
      stated in a letter addressed to the Commission.

On March 26, 2014, the Company's sole director approved and
authorized the engagement of GBH CPAs.  Prior to engagement, no
consultations occurred between the Company and GBH during the
years ended Dec. 31, 2013, and 2012 and through March 26, 2014.

                        About Indigo-Energy

Henderson, Nev.-based Indigo-Energy, Inc., is an independent
energy company, currently engaged in the exploration of natural
gas and oil.

The Company's balance sheet at Sept. 30, 2010, showed
$5.05 million in total assets, $11.35 million in total
liabilities, and a stockholders' deficit of $6.30 million.

Mark Bailey & Company, Ltd., in Reno, Nevada, expressed
substantial doubt about Indigo-Energy's ability to continue as a
going concern, following the Company's 2009 results.  The
independent auditors noted that the Company has suffered recurring
losses from operations and has a net capital deficiency.

Indigo-Energy previously notified the U.S. Securities and
Exchange Commission that it could not file its annual report on
Form 10-K for the fiscal year ended Dec. 31, 2010, within the time
prescribed.  On April 14, 2011, the Company informed the SEC that
it was unable to file its annual report within the extension
period due to financial constraints that prohibit the Company from
completing that Report.


INTELLIGENT LIVING: D'Arelli Pruzansky Raises Going Concern Doubt
-----------------------------------------------------------------
Following Intelligent Living Inc.'s results for the year ended
Dec. 31, 2013, D'Arelli Pruzansky, P.A., expressed substantial
doubt about the Company's ability to continue as a going concern,
citing that the Company had net loss from operations and net cash
used in operating activities of $713,848 and $305,578,
respectively, for the year ended Dec. 31, 2013.  The Company also
had a working capital deficit of $2.36 million.

The Company disclosed a net income of $10.65 million on $830 of
sales in 2013, compared to a net loss of $1.34 million on $nil of
sales in 2012.

The Company's balance sheet at Dec. 31, 2013, showed $1.69 million
in total assets, $3.72 million in total liabilities, and
stockholders' deficit of $2.02 million.

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

                       http://is.gd/udo2Oc

Intelligent Living Inc., formerly Feel Golf Co., Inc., is a
developer of healthy aging software tracking systems and wellness
centers, which will provide integrated services promoting optimal
health and wellness programs. The services to be offered by the
Company are personalized programs and regimens developed by
nutritionists, fitness specialists and hormone replacement
therapists. The Company focuses to offer the benefits of tailored
nutritional programs and its products, combined with healthy-aging
bio-identical hormone replacement therapies (BHRT). The Company
provides services, such as Age Management Medicine, Excercise &
Nutrition, MIND360.COM, Nutraceuticals, Hormone Therapy, and
Business Solutions. In April 2014, the Company incorporated a
subsidiary company called Provectus and, in doing so, has merged
the assets of both Venturian Group of Miami and Perfect Solutions
of Northfield, NJ into the subsidiary.


INTERFACE MASTER: S&P Rates $100MM Contingent Cash Pay Notes 'CCC'
------------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'CCC' issue-level
rating and '6' recovery rating to Interface Master Holdings Inc.'s
proposed $100 million senior contingent cash pay notes due 2018.
Interface Master Holdings Inc. is a newly created holding company
of Interface Security Systems Holdings Inc.

The '6' recovery rating indicates S&P's expectation for negligible
(0% to 10%) recovery in the event of a payment default.  It also
reflects the unsecured nature of the notes and their subordination
to the senior debt.

The proceeds will be used for general corporate purposes, mainly
to fund new accounts growth.  In addition, a portion of the
proceeds will be used to fund the debt service reserve account,
with 24 months of cash interest for the notes.

The interest on the notes (cash and paid in kind) is due semi-
annually and the first and the last interest payment will be paid
in cash.  Remaining payments of cash interest depend on the
availability of funds from the operating company.  S&P notes that
the existing revolving credit facility and the existing secured
notes covenants limit payment distributions to Interface Master
Holdings Inc.

S&P's 'B-' corporate credit rating and outlook on Interface
Security Holdings Inc., as well as its existing 'B-' senior note
issue rating, are unchanged by the proposed transaction.

S&P's ratings on Interface reflect its "vulnerable" business risk
profile and "highly leveraged" financial risk profile,
incorporating its limited scale, competitive environment, high
customer concentration and very high leverage.  These factors are
partly offset by Interface's growing RMR and its bundled service
offering that combines physical security and secured network
solutions and results in above-industry average revenue per user
(ARPU).  S&P also assess Interface as having "adequate" liquidity,
a key supportive factor for the rating.  This assessment reflects
Interface's enhanced liquidity position after the $100 million PIK
notes issue, which S&P expects to be sufficient together with the
revolver availability to meet its capital expenditure needs in
2014 and 2015.  Interface also has no near-term maturities.

RATINGS LIST

Ratings Unchanged

Interface Security Systems Holdings Inc.       B-/Stable/--

New Rating

Interface Master Holdings Inc.
$100 mil. senior contingent cash pay
notes due 2018
Senior Unsecured                              CCC
  Recovery Rating                              6


INSPIREMD INC: Posts $5.97-Mil. Net Loss in March 31 Quarter
------------------------------------------------------------
InspireMD, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $5.97 million on $1.48 million of
revenues for the three months ended March 31, 2014, compared with
a net loss of $4.88 million on $1.51 million of revenues for the
same period in 2013.

The Company's balance sheet at March 31, 2014, showed $19.5
million in total assets, $15.89 million in total liabilities, and
stockholders' equity of $3.61 million.

The Company has an accumulated deficit of $88.3 million as of
March 31, 2014, as well as net losses and negative operating cash
flows in recent years as well as in the current quarter.  The
Company expects to continue incurring losses and negative cash
flows from operations until its MGuard(TM) products reach
commercial profitability.  Based on managements' most recent
forecasts, it does not anticipate that the Company will have
sufficient resources to fund operations into the third quarter of
2015.  Therefore, there is substantial doubt about the Company's
ability to continue as a going concern, according to the
regulatory filing.

A copy of the Form 10-Q is available:

                       http://is.gd/poPEJm

                         About InspireMD

InspireMD, Inc., was organized in the State of Delaware on
Feb. 29, 2008, as Saguaro Resources, Inc., to engage in the
acquisition, exploration and development of natural resource
properties.  On March 28, 2011, the Company changed its name from
"Saguaro Resources, Inc." to "InspireMD, Inc."

Headquartered in Tel Aviv, Israel, InspireMD, Inc., is a medical
device company focusing on the development and commercialization
of its proprietary stent platform technology, Mguard.  MGuard
provides embolic protection in stenting procedures by placing a
micron mesh sleeve over a stent.  The Company's initial products
are marketed for use mainly in patients with acute coronary
syndromes, notably acute myocardial infarction (heart attack) and
saphenous vein graft coronary interventions (bypass surgery).

InspireMD incurred a net loss of $29.25 million for the year ended
June 30, 2013, as compared with a net loss of $17.59 million
during the prior year.  The Company's balance sheet at Sept. 30,
2013, showed $17.68 million in total assets, $4.67 million in
total liabilities and $13 million in total equity.


IOWA GAMING: Has Until June 28 to File Schedules
------------------------------------------------
Judge Richard E. Fehling of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania extended until June 28, 2014, the
time within which Iowa Gaming Company, LLC, and Belle of Sioux
City, L.P., must file their schedules of assets and liabilities
and statements of financial affairs.

According to papers filed in Court, the Debtors have made
significant progress in compiling the information necessary to
prepare their Schedules and Statements but they were unable to
complete the process as of the Petition Date due to the size and
the complexity of their business operations.

The Debtors' extension request was filed by Robert Lapowsky, Esq.,
and John C. Kilgannon, Esq., at Stevens and Lee, P.C., in
Philadelphia, Pennsylvania; and K. John Shaffer, Esq., Eric D.
Winston, Esq., and Rachel Appleton, Esq., at Quinn Emanuel
Urquhart & Sullivan, LLP, in Los Angeles, California.

                         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.


KCG HOLDINGS: S&P Raises Rating on $305MM 2nd Lien Notes to B+
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its issue-level rating
on KCG Holdings Inc.'s (KCG) $305 million second-lien notes to
'B+' from 'B'. At the same time, we affirmed our
'BB-' counterparty credit rating on KCG. The outlook is stable.

"Our rating on KCG reflects the highly competitive and
transactional nature of the firm's market-making and global
execution services businesses, its reliance on market volatility
and volumes to propel revenues, and its exposure to operational
and model risk," said Standard & Poor's credit analyst Sebnem
Caglayan.

The rating also reflects subpar pretax profitability in 2013,
heightened regulatory scrutiny on high-frequency traders and
market makers, lessened, but remaining, integration risk, and the
company's short track record as a combined company. KCG's
relatively diversified business profile, adequate capitalization,
and improved credit metrics resulting from significant debt
paydown in the last 10 months partially offset these weaknesses.

"The stable outlook reflects our expectation that KCG will operate
at an adjusted EBITDA margin of approximately 30% (on a net-
revenue basis), adjusted assets to adjusted tangible equity of
approximately 5.0x, and debt-to-EBITDA leverage of below 2x in the
next 12 months," said S&P.

"We could consider raising our rating if KCG is able to restore
its profitability in certain subunits of its market-making
business, maintain or grow its current market share in the retail
market-making business, demonstrate that it can sustain its
current credit metrics, and successfully and seamlessly finalize
the integration of the two businesses without major operational
problems," said Ms. Caglayan.

"Conversely, we could lower the ratings if certain subunits of its
market-making business suffer prolonged revenue compression or
experience operating losses, or if we believe the firm is no
longer committed to its current capitalization plan. We could also
likely lower the ratings if liquidity declined materially or
leverage increased such that we expect the adjusted assets-to-
adjusted total equity multiple to increase to more than
7.0x or debt-to-adjusted EBITDA to track over 3.5x," added S&P.


KID BRANDS: Posts $31.7-Mil. First Quarter Net Loss
---------------------------------------------------
Kid Brands, Inc. on May 21 reported financial results for the
three months ended March 31, 2014.

Ms. Kerry Carr, Executive Vice President, Chief Operating Officer
and Chief Financial Officer, commented, "Our priority remains
identifying and evaluating a broad range of strategic and
financial alternatives aimed at improving liquidity, including
addressing under-performing product lines and brands, changes to
our expense structure, restructuring the Company's current debt,
or engaging in a recapitalization or other financing alternatives.
The Company's liquidity challenges continue to impact the
Company's ability to meet obligations to suppliers and, in turn,
fulfill customer orders, which is expected to have a material
adverse impact on sales and retention of license agreements as we
continue to explore strategic and financing alternatives.  As we
have previously disclosed, we are analyzing our product and brand
profitability as well as our expense structure to help identify
further opportunities to focus the business on its strengths and
determine the appropriate support structure size.  Further, we
continue to take measures intended to improve the performance of
the Company both operationally and financially, including
initiatives to consolidate additional back office functions.
While we are not satisfied with our first quarter results, we
believe we are executing the appropriate strategies for the
Company given current liquidity challenges facing the business."

There continues to be substantial doubt about the Company's
ability to continue as a going concern, including as a result of,
among other things, pending failures of conditions to lending and
events of default under its credit agreement which have not been
waived, and the receipt of a related reservation of rights letter
from the agent under the Company's credit agreement.

First Quarter 2014 Results

Net sales for Q1 2014 decreased 26.1% to $38.0 million, compared
to $51.4 million for Q1 2013.  This decrease was primarily the
result of sales declines of 61.2% at CoCaLo, 36.5% at Kids Line
and 31.0% at LaJobi.  These declines were partially offset by an
increase in sales of 10.6% at Sassy.  The sales declines at
CoCaLo, Kids Line, and LaJobi are due to significantly lower sales
volume at certain large customers.

Gross loss for Q1 2014 was $15.6 million, or 41.1% of net sales,
as compared to gross profit of $14.4 million, or 28.0% of net
sales for Q1 2013.  Gross profit decreased in absolute terms and
as a percentage of net sales primarily as a result of an aggregate
$24.1 million non-cash impairment charge related to certain of the
Company's intangible assets, lower sales, higher product costs and
higher other cost of sales, increased markdowns and allowances and
higher inventory reserves.

Selling, general and administrative ("SG&A") expense was $15.0
million, or 39.3% of net sales, for Q1 2014, as compared to $13.8
million, or 26.9% of net sales, for Q1 2013.  SG&A increased as a
percentage of sales, due to lower sales volume, and as a
percentage of net sales and in absolute terms, primarily as a
result of planned expenses in 3PL and temporary warehouse help,
increases in professional fees, increased employee benefits costs,
and increased occupancy costs. These increases were offset, in
part, by decreases in legal fees, stock-based compensation
expense, sales commissions and other items of smaller magnitude.

Other expense was $1.1 million for Q1 2014 as compared to $1.5
million for Q1 2013.  This decrease of approximately $0.4 million
is primarily a result of a decrease in interest expense due to
lower borrowing costs in such period compared to the same period
in 2013, and a favorable variance in foreign currency exchange as
compared to the prior year period.

The income tax provision for Q1 2014 was $0.03 million on a loss
before income tax provision of $31.7 million.  The income tax
provision for Q1 2013 was $0.04 million on a loss before income
tax provision of $0.9 million.

Net loss for Q1 2014 was $31.7 million, or ($1.44) per diluted
share, as compared to a net loss of $1.0 million, or ($0.04) per
diluted share, for Q1 2013.  Non-GAAP adjusted net loss for Q1
2014 was $4.2 million, or ($0.19) per diluted share, as compared
to non-GAAP adjusted net income of $0.4 million, or $0.02 per
diluted share, for Q1 2013.

                       About Kid Brands, Inc.

Kid Brands, Inc. -- http://www.kidbrands.com-- and its
subsidiaries engage in the design, development and distribution of
infant and juvenile branded products.  Its design-led products are
primarily distributed through mass market, baby super stores,
specialty, food, drug, independent and ecommerce retailers
worldwide.

The Company's current operating subsidiaries consist of: Kids
Line, LLC; LaJobi, Inc.; Sassy, Inc.; and CoCaLo, Inc.  Through
these wholly-owned subsidiaries, the Company designs, manufactures
(through third parties) and markets branded infant and juvenile
products in a number of complementary categories including, among
others: infant bedding and related nursery accessories and decor
and nursery appliances (Kids Line(R) and CoCaLo(R)); nursery
furniture and related products (LaJobi(R)); and developmental toys
and feeding, bath and baby care items with features that address
the various stages of an infant's early years, including the
Kokopax(R) line of baby gear products (Sassy(R)).  In addition to
the Company's branded products, the Company also markets certain
categories of products under various licenses, including
Carter's(R), Disney(R), Graco(R) and Serta(R).


KOOSHAREM LLC: S&P Assigns 'B-' CCR on Bankruptcy Emergence
-----------------------------------------------------------
Standard & Poor's Ratings Services assigned Koosharem LLC its 'B-'
corporate credit rating.  The outlook is stable.

At the same time, S&P assigned the company's $370 million first-
lien term loan due 2020 exit financing a 'B-' issue-level rating,
with a recovery rating of '4', indicating S&P's expectation for
average (30%-50%) recovery of principal in the event of a payment
default.

The company has used issue proceeds and new cash equity of $229
million to satisfy all claims and outstanding obligations of the
company in accordance with its Chapter 11 bankruptcy
reorganization.

The 'B-' corporate credit rating on Koosharem LLC reflects S&P's
assessment of the business risk profile as "vulnerable" and its
financial risk profile as "highly leveraged" following the
company's May 16, 2014, emergence from Chapter 11 bankruptcy
protection and completion of its financial restructuring.

"We view Koosharem's business risk profile as "vulnerable" because
of its position as a smaller-size player in the highly fragmented,
competitive, and cyclical temporary staffing industry.  The
competitive nature of the staffing industry and the company's size
expose Koosharem to competitive pricing pressures from much larger
players with greater operating efficiencies.  We expect Koosharem
to continue to underperform its larger peers, especially in
revenue growth and EBITDA margin.  Discounting is widespread in
the industry and even the largest players operate with thin EBITDA
margins.  Koosharem generates roughly 40% of revenues in
California, which makes the company vulnerable to cyclical shifts
in the local economy and high workers' compensation costs.  Highly
cyclical, thin-margin, light industrial staffing accounts for
about 60% of the overall business. Light industrial staffing
demand is highly susceptible to the continued downsizing of U.S.
manufacturing and the outsourcing of jobs overseas.  Also, the
company operates company-owned offices and franchises (23% of
revenues), which have been largely acquired over the past few
years.  These businesses have distinct brands and target different
end-markets, making synergies difficult to realize," S&P said.

"We assess the company's financial risk profile as "highly
leveraged".  Pro forma leverage reflects the roughly $200 million
or about 35% reduction in debt from nearly $600 million under the
prepetition capital structure.  Pro forma April 30, 2014, lease-
adjusted debt to EBITDA declined to a still-high 6.5x from over
10x.  The financial restructuring results in a more than
$30 million (50%) reduction in annual cash interest expense.  We
project that discretionary cash flow to debt will be roughly 10%
in 2014, benefitting from lower interest expense.  We expect
discretionary cash flow in 2014 will be constrained by an increase
in capital expenditures relating to information technology
maintenance and improvements that were deferred over the last few
years because of the company's high leverage and thin liquidity.
Nevertheless, we see the potential for ongoing high financial risk
in connection with the company's ownership by its former lenders,"
S&P said.


LANDAMERICA FIN'L: Loses Bid to Recoup $263,462 from SoCal Edison
-----------------------------------------------------------------
Bankruptcy Judge Kevin R. Huennekens ruled on cross motions for
summary judgment filed by LandAmerica Financial Group, Inc., and
Southern California Edison.  The Motions concern the avoidance and
recovery of certain allegedly fraudulent transfers pursuant to 11
U.S.C. Sec. 548 (a)(1)(B) and Virginia Code Sec. 55-81.

On Nov. 24, 2010, LandAmerica filed a Complaint against Southern
California Edison seeking to avoid and recover certain transfers
in the aggregate amount of $263,462.69 made by LFG to Southern
California Edison during the nine-month period immediately
preceding the Petition Date.

The Court conducted a hearing on the Motions on May 1, 2014.
Finding that LFG received reasonably equivalent value in exchange
for the transfers it made to Southern California Edison through
the operation of LFG's centralized cash management system, the
Court denies the motion for summary judgment filed by LFG and
grants summary judgment in favor of the Defendant.

The case is, LandAmerica Financial Group, Inc., Plaintiff, v.
Southern California Edison, Defendant, APN 10-03819-KRH (Bankr.
E.D. Va.).  A copy of the Court's May 19, 2014 Memorandum Opinion
is available at http://is.gd/g5VzGffrom Leagle.com.

                  About LandAmerica Financial

LandAmerica Financial Group, Inc., provided real estate
transaction services with offices nationwide and a vast network of
active agents.  LandAmerica Financial Group and its affiliate
LandAmerica 1031 Exchange Services Inc. filed for Chapter 11
protection (Bankr. E.D. Va. Lead Case No. 08-35994) on Nov. 26,
2008.  Attorneys at Willkie Farr & Gallagher LLP and McGuireWoods
LLP served as co-counsel.  Zolfo Cooper served as restructuring
advisor.  Epiq Bankruptcy Solutions served as claims and notice
agent.

Attorneys at Akin Gump Strauss Hauer & Feld LLP and Tavenner &
Beran PLC served as counsel to the Creditors Committee of 1031
Exchange.  Bingham McCutchen LLP and LeClair Ryan served as
counsel to the Creditors Committee of LFG.

In its bankruptcy petition, LFG reported total assets of
$3.325 billion and total debts of $2.839 billion as of Sept. 30,
2008.

On March 6, 2009, March 27, 2009, March 31, 2009, July 17, 2009,
Oct. 12, 2009, and Nov. 4, 2009, various LFG affiliates --
LandAmerica Assessment Corporation, LandAmerica Title Company,
Southland Title Corporation, Southland Title of Orange County,
Southland Title of San Diego, LandAmerica Credit Services, Inc.,
Capital Title Group, Inc., and LandAmerica OneStop Inc. -- also
commenced voluntary Chapter 11 cases.  The Chapter 11 cases of
LFG, LES, and the LFG Affiliates are jointly administered under
case number 08-35994.

LandAmerica filed a Joint Plan of Liquidation on Sept. 9, 2009.
The Court on Nov. 23, 2009, entered an order confirming the Joint
Chapter 11 Plan of LFG and its Affiliated Debtors, dated Nov. 16,
2009, as to all Debtors other than OneStop.  The effective date
with respect to the Plan was Dec. 7, 2009.  Plan trustees were
appointed for LFG and LES.


LEHMAN BROTHERS: SBS Series B Shareholders Propose Board Nominees
-----------------------------------------------------------------
Lehman Brothers Holdings Inc. on May 21 disclosed that holders of
a majority of outstanding shares of Spanish Broadcasting System,
Inc. Series B Preferred Stock have selected two candidates for
election to the company's board of directors.  Holders of such
preferred stock have the right to elect two directors at SBS's
upcoming 2014 Annual Meeting of Stockholders to be held in Miami
on June 6, 2014.

The company was informed of the selection in a letter sent on
May 19, 2014 by Lehman Brothers Holdings Inc., which holds
approximately 38.8% of the Series B Preferred Stock.  Lehman is
currently making distributions for the benefit of its creditors
pursuant to its court-approved bankruptcy plan.

The preferred shareholder nominees are Alan Miller and Gary Stone,
who bring a diverse set of expertise, professional experience and
relevant industry knowledge to the role of independent director.
Mr. Miller, a retired senior partner of the law firm Weil, Gotshal
& Manges, LLP, has extensive experience serving on company boards
and a track record of creating shareholder value.  Mr. Stone has
over forty years of radio broadcasting experience, including
thirty years in Spanish media, and is a seasoned chief operating
officer who has served in this capacity for ten years with
Univision Radio.

                       About Lehman Brothers

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

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

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

The Debtors' bankruptcy cases were initially handled by Judge
James M. Peck.  In March 2014, the case was reassigned to Judge
Shelley C. Chapman after Judge James M. Peck resigned to join
Morrison & Foerster LLP as co-chairman of the restructuring and
insolvency practice.

Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at
Weil, Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

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

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

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

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

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


LINDA CAMPBELL: Order Approving Bid to Value Real Property Upheld
-----------------------------------------------------------------
US BANK N.A., et al., Plaintiff, v. CAMPBELL, et al., Defendant,
Case No. 13-cv-04872-BLF (N.D. Calif.), is an appeal from the
bankruptcy court's Order on the Motion to Value Real Property
filed by debtor-defendant, Linda K. Campbell.  The question before
the bankruptcy court was whether, at the time the Debtor filed for
bankruptcy, her primary residence was a home at Skyview Drive in
Seaside, California.  This determination had been requested by the
Debtor as a prerequisite to submitting a reorganization plan under
Chapter 11 of the Bankruptcy Code which would include a re-
valuation of the Skyview Drive property to reduce her secured
indebtedness.  Under the Code, such a course of action would only
be proper if the Skyview Drive property was not Defendant's
primary residence at the date she filed the bankruptcy petition.

After reviewing the evidence, including testimony from the
Defendant and two witnesses, the bankruptcy court granted the
Debtor's Motion, finding that the primary residence was not the
Skyview Drive property, but instead was a residence she shared
with her boyfriend, Ted Thorsted, on Rolling Meadows Drive in
Salinas, California.  U.S. Bank timely brings the appeal, the sole
issue of which is whether the bankruptcy court erred in granting
Appellee's Motion to Value.

In a May 19, 2014 Order available at http://is.gd/N5Ysajfrom
Leagle.com, District Judge Beth Labson Freeman in San Jose,
Calif., affirmed the bankruptcy court's Order.  The District Court
held that the bankruptcy court made sufficient factual
determinations upon which it based its conclusions of law, and
those factual findings were based on ample evidence found in the
record.  U.S. Bank has failed to demonstrate clear error by the
bankruptcy court.

Ms. Campbell filed for relief under Chapter 13 of the Bankruptcy
Code on November 16, 2012.  Thereafter, on March 5, 2013, her
bankruptcy was converted to a Chapter 11 when she determined that
she had exceeded the debt ceiling limits for filing under Chapter
13 as established under Bankruptcy Code Sec. 109(e).

US Bank N.A., IS represented by Michelle Rene Ghidotti, Esq., and
Cathy A Knecht, Esq., at the Law Offices of Michelle R. Ghidotti.

Linda K. Campbell is represented by Jason Nels Vogelpohl, Esq., at
Central Coast Bankruptcy Inc.


LIVE NATION: S&P Assigns 'B+' Rating to $250MM Sr. Unsecured Notes
------------------------------------------------------------------
Standard & Poor's Ratings Services assigned Beverly Hills, Calif.-
based Live Nation Entertainment Inc.'s proposed $250 million
senior unsecured notes due 2022 its 'B+' issue-level rating, with
a recovery rating of '5', indicating S&P's expectation for modest
recovery (10% to 30%) for noteholders in the event of default.
The company is also issuing $250 million in senior unsecured
convertible notes due 2019, but S&P will not rate this debt.  The
company will use proceeds from the issuances to repay the existing
$220 million senior unsecured convertible notes and for general
corporate purposes, including potential acquisitions.

The 'BB-' corporate credit rating and stable outlook on Live
Nation Entertainment Inc. reflects S&P's expectation that the
company will be able to maintain debt leverage below 5x and that
operating performance will be relatively stable because of
business diversity.  Pro forma lease-adjusted debt leverage as of
March 31, 2014, was 4.4x.  S&P considers the company's business
risk profile "fair," based on its strong competitive position in
the live entertainment and ticketing businesses, notwithstanding
the low EBITDA margin of the concert business and increasing
ticketing competition.  S&P views the company's financial risk
profile as "aggressive" because of its moderately high debt
leverage and significant capital expenditure requirements.  S&P
assess management and governance as "fair."

S&P could lower the rating to 'B+' over the intermediate term if
weaker operating performance causes fully adjusted debt leverage
to rise above 6x and if the company's margin of covenant
compliance falls below 15% with no prospects of improvement on a
sustained basis.  Specifically, this could occur if concert
attendance declines in 2014, causing EBITDA to decline by 20% and
discretionary cash flow to narrow, or if competitive risks appear
to be increasing.  Although a less likely scenario, S&P could
consider upgrading Live Nation to 'BB' over the intermediate term
if the company demonstrates consistency in EBITDA and
discretionary cash flow trends, and adheres to a long-term
financial policy that facilitates adjusted debt leverage of less
than 4x.

RATINGS LIST

Live Nation Entertainment Inc.
Corporate Credit Rating            BB-/Stable/--

New Rating

Live Nation Entertainment Inc.
Senior Unsecured
  $250M notes due 2022              B+
   Recovery Rating                  5


LJ/HAH HOLDINGS: S&P Assigns Preliminary 'B' CCR; Outlook Stable
----------------------------------------------------------------
Standard & Poor's Ratings Services said it has assigned its
preliminary 'B' corporate credit rating to Auburn Hills, Mich.-
based automotive supplier LJ/HAH Holdings Corp., parent company of
Henniges Automotive Holdings Inc.  The outlook is stable.

"We also assigned our 'B' preliminary issue rating (with
preliminary '3' recovery rating) to Henniges's proposed $285
million term loan B, maturing 2021.  Proceeds of the proposed term
loan are expected to be used to repay Henniges's existing term
loan and revolving facility borrowings and to pay a one-time
dividend to the financial sponsor.  Henniges is also resetting its
asset-backed revolving credit facility, which we do not rate, at
$50 million," S&P noted.

"Our preliminary 'B' corporate credit rating on LJ/HAH reflects
our view of the company's 'weak' business risk profile and 'highly
leveraged' financial risk profile, as defined in our criteria,"
said Standard & Poor's credit analyst Nancy Messer.

The "weak" business risk profile on LJ/HAH is based on Henniges's
small scale and narrow product scope as a supplier of sealing and
anti-vibration products in the highly cyclical global auto
industry.  The industry is characterized by high fixed costs,
capital intensity, volatile raw material costs, and continuing
pricing pressure from customers and competitors.  S&P believes
Henniges's revenue growth through 2014 and into 2015 will be
determined by the pace of auto production in North America,
especially demand for light trucks, and in China.

S&P views Henniges's customer mix as concentrated; 70% of its 2013
revenues were attributable to just three automakers--General
Motors Co., Ford Motor Co., and Volkswagen AG.  S&P expects market
share losses or sudden extended production cuts by any of these
automakers, although not likely in the near term, to significantly
affect Henniges's financial results.

Also, Henniges's geographic concentration of light-vehicle sales
by region is high, as North America accounts for 58% of revenues
but Asia only 18%.  Henniges estimates that it has the No. 2
market position in North America, but S&P believes the company's
small size and narrow geographical diversity relative to its peer
Cooper-Standard Holdings Inc. may limit meaningful improvement in
its competitive position.

The company's product mix diversity is limited, supplying only
highly engineered sealing (82% of revenues) and anti-vibration
systems (14%).  S&P believes other global auto industry
participants are able competitors, and some, in its view, have a
stronger market position and better financial risk profiles than
Henniges.

The financial risk profile assessment reflects S&P's view that
debt leverage will remain high and the company will use up to $10
million in free operating cash flow in each of the next two years.
Debt reduction will be limited by investments to support new
business launches and expansion in China.  In S&P's view,
Henniges's financial policies will remain aggressive, given its
concentrated private-equity ownership.

S&P believes LJ/HAH will have adequate liquidity in the near term,
even if EBITDA declines following the proposed recapitalization.

The stable outlook reflects S&P's view that global light-vehicle
demand will allow LJ/HAH to increase revenues by about 4.5%, on
average, annually, and that EBITDA will increase at a slightly
higher rate because of recent restructuring and launches of new
business.  S&P believes these factors will keep leverage at 4.5x
to 5.0x, but reported free operating cash flow will remain
slightly negative.  For the preliminary 'B' rating, S&P expects
leverage to remain near 5x, with no meaningful deficits in free
operating cash flow through 2015.

"We could raise the rating if we believed that LJ/HAH's free
operating cash flow to debt would be more robust than our base
case.  That is, reported FOCF would need to be positive, adjusted
FOCF to debt to reach 5% or better on a sustained basis, and debt
to EBITDA of less than 4x.  This could occur if global light-
vehicle production exceeded our expectations in the next two
years, allowing the company to benefit from its operating
leverage," S&P said.

Alternatively, S&P could lower the rating if vehicle demand in
North America and Europe begins to fall, raw material prices rise
higher than anticipated, or if operational inefficiencies arise
that significantly weaken the company's credit measures and
produce meaningfully negative reported free cash flow,
constraining liquidity.


MANTECH INTERNATIONAL: Moody's Withdraws B1 Corp. Family Rating
---------------------------------------------------------------
Moody's Investors Service has withdrawn all ratings of ManTech
International, Inc., following the company's repayment of its $200
million 7.25% senior unsecured notes on April 15, 2014. All rated
debt has been repaid and, pursuant to Moody's Ratings Withdrawal
Policy, all ratings are being withdrawn.

Ratings to be withdrawn:

Corporate Family, Ba1

Probability of Default, Ba1-PD

Speculative Grade Liquidity, SGL-1

Ratings Rationale

ManTech's Ba1 Corporate Family Rating reflected a conservative
balance sheet, $1 billion in funded backlog, and the favorable
cashflow generation characteristic of a highly variable cost
structure. US military operational tempo has nonetheless been
declining as US troops leave Afghanistan. ManTech's revenues have
started to significantly contract. Further, budgetary pressures
have made the defense services contracting business more price
competitive and slowed the acquisition process, adding pressure.
ManTech's recent elimination of debt within the capital structure
should help sustain net profitability.

The Speculative Grade Liquidity rating of SGL-1 denoted very good
liquidity. A free cash flow generative operating position is
expected near-term. While the company's cash balance became more
modest in April following the debt repayment, presence of an
undrawn $500 million revolver and good covenant headroom provides
support. The revolver expires in October 2016.

ManTech International Corporation is a technology service provider
to the U.S. Department of Defense, intelligence community,
Departments of Homeland Security, Justice & State departments and
other civilian branches of the federal government. Principal
services include systems engineering and integration, software,
enterprise & security architecture, information assurance and
processing, cyber security and logistical support. Revenues in the
last twelve months ended March 31, 2014 were $2.1 billion.


MARINA BIOTECH: Daniel Geffken Named Interim CFO
------------------------------------------------
The Board of Directors of Marina Biotech, Inc., authorized the
appointment of Daniel E. Geffken, M.B.A., as interim chief
financial officer.  Mr. Geffken replaces Philip C. Ranker, who
resigned as interim chief financial officer and secretary of the
Company effective as of the close of business on Dec. 31, 2013.
Mr. Ranker currently serves as a member of the Company's Board of
Directors.

Mr. Geffken, age 57, is a founder and managing director at
Danforth Advisors, LLC, where he has served since 2011.  He has
worked in both the life science and renewable energy industries
for the past 20 years.  His work has ranged from early start-ups
to publicly traded companies with $1 billion+ market
capitalizations.  Previously, he served as COO or CFO of four
publicly traded and four privately held companies, including
Seaside Therapeutics, Inc., where he served as COO from 2009 to
2011.  In addition, he has been involved with multiple rare
disease-focused companies in areas such as Huntington's disease,
amyotrophic lateral sclerosis, fragile X syndrome, hemophilia A
and Gaucher disease, including the approval of enzyme replacement
therapies for the treatments of Fabry disease and Hunter syndrome.
Mr. Geffken has raised more than $700 million in equity and debt
securities.  Mr. Geffken started his career as a C.P.A. at KPMG
and, later, as a principal in a private equity firm.  Mr. Geffken
received his M.B.A from the Harvard Business School and his B.S.
from the Wharton School, University of Pennsylvania.

The Company previously entered into a Consulting Agreement,
effective as of Jan. 9, 2014, with Danforth Advisors, LLC,
pursuant to which the Company engaged Danforth to serve as an
independent consultant for the purpose of providing the Company
with certain strategic and financial advice and support services
during the one-year period beginning on Jan. 9, 2014.  Mr. Geffken
is a founder and managing director at Danforth.  The Company
anticipates that it will pay Danforth approximately $250,000
during the first year of the engagement.  The Company also issued
to Danforth, upon the effectiveness of the agreement, 10-year
warrants to purchase up to 100,800 shares of the Company's common
stock, which warrants are exercisable at $0.481 per share and will
vest on a monthly basis over the two-year period beginning on the
effective date of the agreement.


                        About Marina Biotech

Marina Biotech, Inc., headquartered in Bothell, Washington, is a
biotechnology company focused on the discovery, development and
commercialization of nucleic acid-based therapies utilizing gene
silencing approaches such as RNA interference ("RNAi") and
blocking messenger RNA ("mRNA") translation.  The Company's goal
is to improve human health through the development, either through
its own efforts or those of its collaboration partners and
licensees, of these nucleic acid-based therapeutics as well as the
delivery technologies that together provide superior treatment
options for patients.  The Company has multiple proprietary
technologies integrated into a broad nucleic acid-based drug
discovery platform, with the capability to deliver novel nucleic
acid-based therapeutics via systemic, local and oral
administration to target a wide range of human diseases, based on
the unique characteristics of the cells and organs involved in
each disease.

On June 1, 2012, the Company announced that, due to its financial
condition, it had implemented a furlough of approximately 90% of
its employees and ceased substantially all day-to-day operations.
Since that time substantially all of the furloughed employees have
been terminated.  As of Sept. 30, 2012, the Company had
approximately 11 remaining employees, including all of its
executive officers, all of whom are either furloughed or working
on reduced salary.  As a result, since June 1, 2012, its internal
research and development efforts have been minimal, pending
receipt of adequate funding.

KPMG LLP, in Seattle, expressed substantial doubt about Marina
Biotech's ability to continue as a going concern following the
2011 financial results.  The independent auditors noted that the
Company has ceased substantially all day-to-day operations,
including most research and development activities, has incurred
recurring losses, has a working capital and accumulated deficit
and has had recurring negative cash flows from operations.

The Company reported a net loss of $29.42 million in 2011,
compared with a net loss of $27.75 million in 2010.  The Company's
balance sheet at Sept. 30, 2012, showed $8.01 million in total
assets, $10.36 million in total liabilities and a $2.35 million
total stockholders' deficit.

"The market value and the volatility of our stock price, as well
as general market conditions and our current financial condition,
could make it difficult for us to complete a financing or
collaboration transaction on favorable terms, or at all.  Any
financing we obtain may further dilute the ownership interest of
our current stockholders, which dilution could be substantial, or
provide new stockholders with superior rights than those possessed
by our current stockholders.  If we are unable to obtain
additional capital when required, and in the amounts required, we
may be forced to modify, delay or abandon some or all of our
programs, or to discontinue operations altogether.  Additionally,
any collaboration may require us to relinquish rights to our
technologies.  These factors, among others, raise substantial
doubt about our ability to continue as a going concern."

"Although we have ceased substantially all of our day-to-day
operations and terminated substantially all of our employees, our
cash and other sources of liquidity may only be sufficient to fund
our limited operations until the end of 2012.  We will require
substantial additional funding in the immediate future to continue
our operations.  If additional capital is not available, we may
have to curtail or cease operations, or take other actions that
could adversely impact our shareholders," the Company said in its
quarterly report for the period ended Sept. 30, 2012.

As reported by the TCR on May 21, 2014, KPMG LLP was dismissed as
the principal accountants for Marina Biotech, Inc., and Wolf &
Company, P.C., had been engaged as replacement.


MERITAGE HOMES: S&P Raises Corp. Credit Rating to 'BB-'
-------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Meritage Homes Corp. to 'BB-' from 'B+'.  The outlook is
stable.  In addition, S&P raised the issue-level ratings on the
company's unsecured senior notes to 'BB-' from 'B+'.  The recovery
rating on this debt remains '3', indicating S&P's expectation for
meaningful (50% to 70%) recovery for lenders in the event of a
payment default.

"The upgrade reflects the company's strong operating performance,
with continued double-digit growth in homes-closed volume and
average sale price and stable gross profit margins in the 20% to
23% range," said Standard & Poor's credit analyst Kenny Tang.  In
addition, the company has benefited from its operating leverage
such that its key credit metrics have steadily improved, with net
debt to EBITDA leverage of 2.5x and EBITDA to interest coverage of
5.0x.

The stable outlook reflects S&P's expectation that the company
will continue to generate consistent operating performance
resulting in credit metrics that is reflective of the significant
financial risk profile.

S&P would consider an upgrade if the company can consistently
maintain or improve its credit metrics at the current level or
better.  S&P would expect metrics such as funds from operations to
debt of at least 20% to 30%, EBITDA interest coverage of at least
3.0x to 6.0x, and net debt to EBITDA of 2.0x to 3.0x.  This could
result in the removal of the unfavorable comparative rating
analysis.

S&P would consider a downgrade if the company's operating
performance deteriorates enough that the credit measures were to
weaken materially due to weaker-than-expected growth or a more-
aggressive land acquisition strategy.


MERRIMACK PHARMACEUTICALS: Stockholders Elected 9 Directors
-----------------------------------------------------------
At the 2014 annual meeting of stockholders of Merrimack
Pharmaceuticals, Inc., held on May 13, the Company's stockholders:

   (1) elected Robert J. Mulroy, Gary L. Crocker, James van B.
       Dresser, Gordon J. Fehr, John Mendelsohn, M.D., Sarah E.
       Nash, Michael E. Porter, Ph.D., James H. Quigley, and
       Anthony J. Sinskey, Sc.D., to the Company's board of
       directors, each for a one year term ending at the Company's
       2015 annual meeting of stockholders; and

   (2) ratified the selection of PricewaterhouseCoopers LLP as the
       Company's independent registered public accounting firm for
       the fiscal year ending Dec. 31, 2014.

On May 13, 2014, the Organization and Compensation Committee of
the Board of Directors of Merrimack Pharmaceuticals approved the
annual performance-based cash bonus program for 2014 for the
Company's named executive officers.  The 2014 Bonus Program is
comprised of the following three elements: (1) the achievement of
specified annual corporate objectives; (2) the achievement of
specified annual individual performance objectives; and (3) the
support of the overall management of the Company and the creation
of long-term value for the Company's stockholders, which are
referred to as the general management contribution.

The corporate objectives for 2014 generally focus on preparing for
the commercialization of MM-398, advancing the Company's clinical
and preclinical pipeline and pursuing various business development
opportunities.

The individual performance objectives for 2014 for each named
executive officer generally relate to the following:

   * for Robert J. Mulroy, advancing the Company's corporate
     objectives and submitting a new drug application for MM-398;

   * for William A. Sullivan, ensuring adequate funding for the
     Company and complying with all obligations as a public
     company;

   * for William M. McClements, developing the organizational
     capabilities and infrastructure necessary to support the
     Company's growth;

   * for Ulrik B. Nielsen, advancing the Company's preclinical and
     clinical product candidates; and

   * for Edward J. Stewart, building a commercial organization,
     preparing for the commercialization of MM-398 and supporting
     various business development opportunities.

The general management contribution of each named executive
officer will be evaluated retrospectively and will broadly focus
on overall contributions during the year to the improvement of
processes and efficiency, the development of human and scientific
capacity and the development and management of stakeholders,
including partners, collaborators, investigators, stockholders and
licensees, rather than on specific, pre-determined criteria.

Each named executive officer is eligible to receive an annual cash
bonus under the 2014 Bonus Program up to a fixed percentage of his
base salary.  For 2014, Mr. Mulroy is eligible to receive an
annual cash bonus of up to 50 percet of his 2014 base salary and
each of Mr. Sullivan, Mr. McClements, Dr. Nielsen and Mr. Stewart
is eligible to receive an annual cash bonus of up to 35 percent of
his respective 2014 base salary.

For Mr. Mulroy, the Committee will weigh each of the three
foregoing elements equally when determining the percentage of the
annual cash bonus that he will receive.

For each of Mr. Sullivan, Mr. McClements, Dr. Nielsen and Mr.
Stewart, the Committee will look at the three foregoing elements
as a whole.  If the Committee determines that the named executive
officer has substantially satisfied the elements as a whole, then
the named executive officer will receive his full annual cash
bonus.  On the other hand, if the Committee determines that the
named executive officer has not substantially satisfied the
elements as a whole, then the named executive officer will not
receive an annual cash bonus.

Notwithstanding the foregoing, the Committee has the authority to,
in its sole discretion, adjust the bonus percentage in connection
with its review of the named executive officer's performance and
to modify the amount of the annual cash bonus above or below the
amount calculated.

                           About Merrimack

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

Merrimack reported a net loss of $130.68 million in 2013, a net
loss of $91.75 million in 2012 and a net loss of $79.67 million in
2011.  As of March 31, 2014, the Company had $164.98 million in
total assets, $230.77 million in total liabilities and $168,000 in
non-controlling interest and a $65.96 million total stockholders'
deficit.


MICHAEL FOODS: S&P Affirms 'B' CCR, Off CreditWatch
---------------------------------------------------
Standard & Poor's Ratings Services affirmed all of its ratings,
including the 'B' corporate credit rating, on Minnetonka, Minn.-
based Michael Foods Group Inc., and removed all ratings from
CreditWatch with negative implications, where S&P placed them on
April 17, 2014. The outlook is stable.

The ratings affirmation for Michael Foods follows the affirmation
of S&P's ratings on Post Holdings and the removal of those ratings
from CreditWatch with negative implications, earlier today. "This
rating affirmation reflects our assessment that the business and
financial risk profiles for Post Holding will remain unchanged
following the acquisition of Michael Foods," said Standard &
Poor's credit analyst Chris Johnson.

"In the event the acquisition by Post Holdings is completed as
contemplated, the ratings on Michael Foods will not change."

The ratings on Michael Foods absent the acquisition reflect S&P's
assessment that the company has a "fair" business risk profile and
"highly leveraged" financial risk profile. S&P's business risk
assessment incorporates the company's exposure to volatile
commodity costs, product concentration, and participation in
highly competitive segments with larger competitors. "We also
believe Michael Foods benefits from its strong market position in
its core egg products business and a growing value-added product
portfolio. Our financial risk assessment is based on the company's
significant debt burden, aggressive financial policy, and credit
measures that we believe will remain in line with our "highly
leveraged" indicative ratios (leverage over 5x and funds from
operations (FFO) to total debt below 12%) for the next two years,"
said S&P.

Michael Foods is narrowly focused as a specialty egg producer and
distributer to the food service, retail, and food ingredients
markets.


MOBILESMITH INC: Bob Dieterle Appointed COO and SVP
---------------------------------------------------
The Board of Directors of MobileSmith, Inc., appointed Mr. Bob
Dieterle, age 48, to serve as the Company's chief operating
officer and senior vice president.

Bob Dieterle has served as the Company's Senior Vice President and
General Manager since February 2010.  Mr. Dieterle is chief
innovator of the Company's flagship product, the MobileSmith(R)
Platform.  Mr. Dieterle brings with him over 20 years of global
technology experience from companies like IBM and Lenovo and is an
accomplished thought leader in the adoption and commercialization
of emerging technologies at the consumer and enterprise levels.
Prior to joining the Company, Mr. Dieterle served as the Executive
Director of World Wide Product Management and Marketing of
Services at Lenovo from 2005 to 2009.  Mr. Dieterle has a B.S. in
Electrical Engineering from North Carolina State University, and
an M.B.A. from Duke University's Fuqua School of Business.

For his service as chief operating officer, Mr. Dieterle is paid a
base salary of $141,200 per year, and he is entitled to incentive
pay based on client development and retention.  Mr. Dieterle is
also able to participate in the Company's 2004 Equity Compensation
Plan.

There are no transactions in which Mr. Dieterle has an interest
requiring disclosure under Item 404(a) of Regulation S-K.

                       About MobileSmith Inc.

MobileSmith, Inc. (formerly, Smart Online, Inc.) was incorporated
in the State of Delaware in 1993.  The Company changed its name to
MobileSmith, Inc., effective July 1, 2013.  The Company develops
and markets software products and services tailored to users of
mobile devices.  The Company's flagship product is The
MobileSmithTM Platform.  The MobileSmithTM Platform is an
innovative, patents pending mobile app development platform that
enables organizations to rapidly create, deploy, and manage
custom, native smartphone apps deliverable across iOS and Android
mobile platforms.

In their report on the consolidated financial statements for the
year ended Dec. 31, 2013, Cherry Bekaert LLP expressed substantial
doubt about the Company's ability to continue as a going concern,
citing that the Company has suffered recurring losses from
operations and has a working capital deficiency as of Dec. 31,
2013.

The Company reported a net loss of $27.53 million on $339,039 of
total revenues in 2013, compared with a net loss of $4.4 million
on $147,468 of total revenues in 2012.


MOBIVITY HOLDINGS: Registered for Resale 23.1 Million Shares
------------------------------------------------------------
Mobivity Holdings Corp. filed with the U.S. Securities and
Exchange Commission a Form S-1 registration statement to register
23,114,580 shares of common stock that may be offered for sale for
the account of Sandor Capital Master Fund, Ballyshannon Partners
LP, Porter Partners, LP, et al.  The amount includes 6,593,424
shares to be issued to the selling stockholders only if and when
they exercise warrants held by them.

The shares owned by the selling stockholders may be sold in the
over-the-counter market, or otherwise, at prices and terms then
prevailing or at prices related to the then-current market price,
or in negotiated transactions.  Although the Company will incur
expenses in connection with the registration of the common stock,
the Company will not receive any of the proceeds from the sale of
the shares of common stock by the selling stockholders.  The
Company will receive gross proceeds of up to $7,912,109 from the
exercise of the warrants, if and when they are exercised.

The Company's common stock is quoted on the OTC Markets under the
symbol "MFON".  The last reported sale price of the Company's
common stock as reported by the OTC Markets on May 16, 2014, was
$1.35 per share.

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

                       http://goo.gl/YYOPZV

                      About Mobivity Holdings

Mobivity Holdings Corp. was incorporated as Ares Ventures
Corporation in Nevada in 2008.  On Nov. 2, 2010, the Company
acquired CommerceTel, Inc., which was wholly-owned by CommerceTel
Canada Corporation, in a reverse merger.  Pursuant to the Merger,
all of the issued and outstanding shares of CommerceTel, Inc.,
common stock were converted, at an exchange ratio of 0.7268-for-1,
into an aggregate of 10,000,000 shares of the Company's common
stock, and CommerceTel, Inc., became a wholly owned subsidiary of
the Company.  In connection with the Merger, the Company changed
its corporate name to CommerceTel Corporation on Oct. 5, 2010.
In connection with the Company's acquisition of assets from
Mobivity, LLC, the Company changed its corporate name to Mobivity
Holdings Corp. and its operating company to Mobivity, Inc, on
Aug. 23, 2012.

Mobivity Holdings reported a net loss of $16.75 million in 2013,
a net loss of $7.33 million in 2012 and a net loss of
$16.31 million in 2011.


MOUNTAIN PROVINCE: Incurs C$1.2 Million Net Loss in 1st Quarter
---------------------------------------------------------------
Mountain Province Diamonds Inc. reported a net loss of C$1.22
million for the three months ended March 31, 2014, as compared
with a net loss of C$4.83 million for the sale period last year.

As of March 31, 2014, the Company had C$153.62 million in total
assets, C$36.32 million in total liabilities and C$117.29 million
in total shareholders' equity.

"The Company currently has no source of revenues.  In the three
months ended March 31, 2014 and the year ended December 31, 2013,
the Company incurred losses, had negative cash flows from
operating activities, and will be required to obtain additional
sources of financing to complete its business plans going into the
future.  Although the Company had working capital of $28,244,765
at March 31, 2014, including $39,808,653 of cash and short-term
investments, the Company has insufficient capital to finance its
operations and the Company's share of development costs of the
Gahcho Kue Project (Note 7) over the next 12 months.  The Company
is currently investigating various sources of additional funding
to increase the cash balances required for ongoing operations over
the foreseeable future.  These additional sources include, but are
not limited to, share offerings, private placements, rights
offerings, credit and debt facilities, as well as the exercise of
outstanding options.  However, there is no certainty that the
Company will be able to obtain financing from any of those
sources.  Failure to meet the obligations to the Company's share
in the Gahcho Kue Project may lead to dilution of the interest in
the Gahcho Kue Project and may require the Company to write off
costs capitalized to date.  These conditions indicate the
existence of a material uncertainty that results in substantial
doubt as to the Company's ability to continue as a going concern,"
the Company stated in the Report.

A copy of the Report is available for free at:

                         http://is.gd/Ovlpr1

Additional information can be obtained for free at:

                         http://is.gd/4jy7hJ

                  About Mountain Province Diamonds

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

Mountain Province reported a net loss of C$26.60 million in 2013,
a net loss of C$3.33 million in 2012 and a net loss of C$11.53
million in 2011.  As of Dec. 31, 2013, the Company had C$110.36
million in total assets, C$19.17 million in total liabilities and
C$91.19 million in total shareholders' equity.


MSC HOLDINGS: S&P Withdraws 'B' Ratings at Company's Request
------------------------------------------------------------
Standard & Poor's Ratings Services said it withdrew its 'B'
corporate credit rating on MSC Holdings Inc. and its 'B' issue
level ratings on the company's proposed bank term loan at the
issuer's request.


NEONODE INC: Closes Sale of $10 Million Common Shares
-----------------------------------------------------
Neonode Inc. completed a previously-announced private placement of
common stock for $10 million in gross proceeds.

Under the terms of the private placement, Neonode issued to an
institutional investor 2,500,000 shares of common stock at a price
of $4.00 per share and a warrant to purchase an additional
2,500,000 shares of common stock at an exercise price of $5.09.
The warrant is exercisable for 18 months.  If the warrant for
2,500,000 shares of common stock at an exercise price of $5.09 is
fully exercised for cash, Neonode will receive an additional $12.7
million in gross proceeds.

Additional information is available for free at:

                        http://goo.gl/uBZ8rw

                          About Neonode Inc.

Lafayette, Calif.-based Neonode Inc. (OTC BB: NEON)
-- http://www.neonode.com/-- provides optical touch screen
solutions for hand-held and small to midsize devices.

Neonode reported a net loss of $13.08 million in 2013, a net loss
of $9.28 million in 2012 and a net loss of $17.14 million in 2011.
As of March 31, 2014, the Company had $8.78 million in total
assets, $5.30 million in total liabilities and $3.48 million in
total stockholders' equity.


NEONODE INC: Columbus Capital Holds 5.9% Equity Stake
-----------------------------------------------------
Columbus Capital Management, LLC, and Matthew D. Ockner disclosed
in a Schedule 13D filed with the U.S. Securities and Exchange
Commission that as of May 7, 2014, they beneficially owned
2,245,900 shares of common stock of Neonode Inc. representing 5.9
percent of the shares outstanding.  A copy of the regulatory
filing is available for free at http://goo.gl/7fUt1P

                          About Neonode Inc.

Lafayette, Calif.-based Neonode Inc. (OTC BB: NEON)
-- http://www.neonode.com/-- provides optical touch screen
solutions for hand-held and small to midsize devices.

Neonode reported a net loss of $13.08 million in 2013, a net loss
of $9.28 million in 2012 and a net loss of $17.14 million in 2011.
As of March 31, 2014, the Company had $8.78 million in total
assets, $5.30 million in total liabilities and $3.48 million in
total stockholders' equity.


NEPHROS INC: Matthew Rosenberg Appointed to Board
-------------------------------------------------
The Board of Directors of Nephros, Inc., approved the appointment
of Matthew Rosenberg to the Board.  Mr. Rosenberg's initial term
will expire at the Company's annual meeting of stockholders to be
held in 2015.  The Company will provide Mr. Rosenberg with the
standard compensation and indemnification approved for non-
employee directors.

Dr. Rosenberg is an accomplished professional with extensive
healthcare public policy experience.  Dr. Rosenberg was formerly
at McKinsey & Company, a global management consulting firm, where
he focused on the Healthcare Systems and Services Practice.  Dr.
Rosenberg specializes in driving impact for payors and providers
through strategic, organizational and operational improvements,
including managed care contracting, alternative reimbursement
designs, and clinical operations improvement.  Dr. Rosenberg
received his A.B. in Economics from Harvard University and his
M.D. from Yale University School of Medicine.

"I am very pleased to welcome Matthew to Nephros' Board of
Directors," stated John C. Houghton, CEO of Nephros.  "Matthew's
medical background and healthcare policy experience will provide
valuable resources to the Board."

"As a current shareholder, I am enthusiastic about the wide range
of commercial opportunities for Nephros' product lines," stated
Dr. Rosenberg.  "I look forward to contributing as an active
member of the Board as Nephros considers these opportunities."

                       Annual Meeting Results

At the 2014 annual meeting of stockholders of the Company which
was held on May 16, 2014, the stockholders:

   (1) elected Daron Evans and Lawrence J. Centella to the Board
       for a term expiring at the annual meeting of stockholders
       in 2017;

   (2) ratified the appointment of Rothstein Kass as the Company's
       independent registered public accounting firm for the
       fiscal year ending Dec. 31, 2014;

   (3) approved, on a non-binding advisory basis, the compensation
       of the Company's named executive officers; and

   (4) approved, on a non-binding advisory basis, the holding of
       future advisory vote on executive compensation every two
       years.

Accordingly, the Company has determined that it will hold a
biennial advisory vote on executive compensation until the next
vote on the frequency of future non-binding advisory votes on the
compensation of the Company's named executive officers.

                            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.  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.

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.


NORTEL NETWORKS: Units Spar Over Patent Sale
--------------------------------------------
The cross-border battle over how to distribute $7.3 billion from
Nortel Networks Corp.'s liquidation got underway in Delaware and
Ontario, and units of the bankrupt telecom have presented
proposals on how to divide proceeds of the patent sale.

According to Law360, opening arguments saw three Nortel
constituencies make cases for how to split the company's
liquidation proceeds, paying extra attention on how to handle the
$4.5 billion raised from a blockbuster patent sale.  The units
have not agreed to anything yet but units in the United States,
Europe, United Kingdom have definitely agreed that the Canadian
debtors should not get 100% share of the patent proceeds, Law360
said.  Nortel's Canadian constituencies argued in court that they
are entitled to the lion's share -- they proposed 82.2% or about
$6 billion -- of the proceeds because they owned the massive
patent portfolio that fetched the bulk of the liquidation
proceeds.  The Canadian units said 13.7% should go to the U.S.
affiliates, while 4.1% will go to Europe, Law360 said, citing
court documents.

The Canadian debtors held title to the intellectual property under
Nortel's intracompany patent agreement, while the U.S. and
European units held only limited rights that brought little to the
auction, attorney Benjamin Zarnett of Goodmans LLP said, Law360
related.  What was granted to the units outside of Canada was a
license and each debtor's share of the sale proceeds should be
based on the scope of what it contributed to the sale, Mr. Zarnett
told the Toronto court, according to Law360.

Nortel's chief restructuring officer, John Ray, said on May 21
that Nortel considered forming a patent-licensing firm before it
auctioned off its intellectual property because Google Inc., the
initial bidder at the auction, was so worried Nortel would back
out that it demanded protection in case the sale was canceled,
Steven Church and Michael Bathon, writing for Bloomberg News,
reported.

Messrs. Church and Bathon said Mr. Ray's testimony could be used
to show that U.S. creditors deserve the lion's share of the money
from the patent sale as Google might not have been so worried
about losing access to the patents if it didn't think the U.S.
licenses weren't valuable.

Joseph Checkler, writing for The Wall Street Journal, said the
trial is one of the largest bankruptcy cases ever dealt with in
Canadian courts, and will be closely watched in the legal
community because of the unusual cross-border hearing conducted
using closed-circuit video cameras before Justice Frank Newbold of
the Ontario Superior Court and Judge Kevin Gross of the U.S.
Bankruptcy Court in Wilmington, Del.

The proceedings will follow legal practices in each country for
portions of the trial conducted in each jurisdiction, which means
witnesses will be questioned and cross-examined under rules in
effect in whichever country they appear, according to Mr. Checker.
There are 56 people on the witness list for the trial, but all may
not end up being called to testify, he said.

Law360, citing bankruptcy practitioners, said the process could be
the beginning of a trend for all manner of multijurisdictional
litigation, running the gamut from personal injuries cases to
tangled contract disputes.  Nortel has said in court papers that
it spent at least $1.3 million to upgrade both the U.S. and
Canadian courtrooms to prepare for the trial, but Judge Walsh said
the expense is a drop in the bucket compared to what it would have
cost to hold one trial in Canada and then do the whole process
again in the United States, Law360 added.

Peg Brickley, writing for The Wall Street Journal, said the
arguments and evidence -- and the arguments about the evidence --
have been kept out of public view, filed under seal in the U.S.
Bankruptcy Court in Delaware.  Ms. Brickley, citing lawyers, said
mostly those secrets filed under seal are other companies'
secrets.  Attorneys for Nortel said pretrial briefs, which were
also filed under seal, included some proprietary information,
mainly related to third parties connected to the purchase of the
debtor's patent portfolio in a mammoth $4.5 billion sale, Law360
said.  The confidentiality of the court documents were opposed by
many, according to Law360, that trial lawyers worked on unsealing
pretrial briefs before the start of the trial.  Even presiding
judges -- U.S. Bankruptcy Judge Kevin Gross and Justice Frank J.
C. Newbould of the Ontario Superior Court -- wondered why the
documents had been kept secret, Law360 said.

The Canadian judge even went on to criticize the lawyers' tactics
"a huge waste of money" and their fees "shocking," citing the
interests of thousands of pensioners who lost benefits and pay in
Nortel's 2009 collapse, a separate report from The Wall Street
Journal said.  The main trial is expected to run until the end of
June, with an extra portion to run until the end of July to deal
with issues of intra-company claims between Nortel divisions, the
Journal related.

In the Delaware court, Nortel's U.S. arm is represented by Cleary
Gottlieb Steen & Hamilton LLP and Morris Nichols Arsht & Tunnell
LLP.  The Canadian debtors are represented Allen & Overy LLP and
Buchanan Ingersoll & Rooney PC.  The European entities are
represented by Hughes Hubbard & Reed LLP and Young Conaway
Stargatt & Taylor LLP.  The U.K. pension plan is represented by
Willkie Farr & Gallagher LLP and Bayard PA.

                        About Nortel Networks

Headquartered in Ontario, Canada, Nortel Networks Corporation and
its various affiliated entities provided next-generation
technologies, for both service provider and enterprise networks,
support multimedia and business-critical applications.  Nortel did
business in more than 150 countries around the world.  Nortel
Networks Limited was the principal direct operating subsidiary of
Nortel Networks Corporation.

On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent
Nortel Networks Corporation, NNI's direct corporate parent Nortel
Networks Limited and certain of their Canadian affiliates
commenced a proceeding with the Ontario Superior Court of Justice
under the Companies' Creditors Arrangement Act (Canada) seeking
relief from their creditors.  Ernst & Young was appointed to serve
as monitor and foreign representative of the Canadian Nortel
Group.  That same day, the Monitor sought recognition of the CCAA
Proceedings in U.S. Bankruptcy Court (Bankr. D. Del. Case No.
09-10164) under Chapter 15 of the U.S. Bankruptcy Code.

That same day, NNI and certain of its affiliated U.S. entities
filed voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10138).

In addition, the High Court of England and Wales placed 19 of
NNI's European affiliates into administration under the control of
individuals from Ernst & Young LLP.  Other Nortel affiliates have
commenced and in the future may commence additional creditor
protection, insolvency and dissolution proceedings around the
world.

On May 28, 2009, at the request of administrators, the Commercial
Court of Versailles, France, ordered the commencement of secondary
proceedings in respect of Nortel Networks S.A.  On June 8, 2009,
Nortel Networks UK Limited filed petitions in U.S. Bankruptcy
Court for recognition of the English Proceedings as foreign main
proceedings under Chapter 15.

U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and
15 cases.  Mary Caloway, Esq., and Peter James Duhig, Esq., at
Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as
Chapter 15 petitioner's counsel.

In the Chapter 11 case, James L. Bromley, Esq., at Cleary Gottlieb
Steen & Hamilton, LLP, in New York, serves as the U.S. Debtors'
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.

The United States Trustee appointed an Official Committee of
Unsecured Creditors in respect of the U.S. Debtors.  An ad hoc
group of bondholders also was organized.

Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
New York, and Christopher M. Samis, Esq., at Richards, Layton &
Finger, P.A., in Wilmington, Delaware, represent the Official
Committee of Unsecured Creditors.

An Official Committee of Retired Employees and the Official
Committee of Long-Term Disability Participants tapped Alvarez &
Marsal Healthcare Industry Group as financial advisor.  The
Retiree Committee is represented by McCarter & English LLP as
Delaware counsel, and Togut Segal & Segal serves as the Retiree
Committee.  The Committee retained Alvarez & Marsal Healthcare
Industry Group as financial advisor, and Kurtzman Carson
Consultants LLC as its communications agent.

Several entities, particularly, Nortel Government Solutions
Incorporated and Nortel Networks (CALA) Inc., have material
operations and are not part of the bankruptcy proceedings.

As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated
assets of $11.6 billion and consolidated liabilities of $11.8
billion.  The Nortel Companies' U.S. businesses are primarily
conducted through Nortel Networks Inc., which is the parent of
majority of the U.S. Nortel Companies.  As of Sept. 30, 2008, NNI
had assets of about $9 billion and liabilities of $3.2 billion,
which do not include NNI's guarantee of some or all of the Nortel
Companies' about $4.2 billion of unsecured public debt.

Since the commencement of the various insolvency proceedings,
Nortel has sold its business units and other assets to various
purchasers.  Nortel has collected roughly $9 billion for
distribution to creditors.  Of the total, $4.5 billion came from
the sale of Nortel's patent portfolio to Rockstar Bidco, a
consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation.  The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction.  The
deal closed in July 2011.

Nortel has filed a proposed plan of liquidation in the U.S.
Bankruptcy Court.  The Plan generally provides for full payment on
secured claims with other distributions going in accordance with
the priorities in bankruptcy law.

Judge Gross and the court in Canada scheduled trials in 2014 on
how to divide proceeds among creditors in the U.S., Canada, and
Europe.


NORTEL NETWORKS: Trial Uses LiveDeposition.com's Software
---------------------------------------------------------
LiveDeposition.com, which calls itself "the only universal local
and web-based" realtime deposition streaming technology for the
legal industry, helped make courtroom history with the involvement
of their software in the $7.3 billion dollar bankruptcy
proceedings of Nortel Networks, Inc.

On January 14, 2009 Nortel Networks, Inc., manufacturer of
telecommunications and data networking equipment filed Chapter 11
Bankruptcy, setting the stage for what is now considered one of
the largest, most complex bankruptcy trials in the history of both
the Canadian and United States Judicial Systems. On Monday, May
12, 2014 the official courtroom proceedings began and
LiveDeposition.com's realtime streaming software took center
stage, playing a key role in the process.

LiveDeposition.com's RemoteRealtime(TM) gives legal teams the
tools they need to remotely participate in legal proceedings from
any location, without the hassle of downloading or installing
software. In addition to allowing the court reporter's realtime
transcript to be sent through the cloud to offsite participants,
RemoteRealtime(TM) also allows live video and audio to be streamed
to anyone, from anywhere and at any time.

The Nortel Trial is unique in that it is a cross-border joint
trial taking place simultaneously in both the United States and
Canada, with two courts and two judges each having to abide by
their nation's own set of jurisdictional guidelines. The United
States portion of the trial will take place in the United States
Bankruptcy Court for the District of Delaware, Case Number 09-
10138(KG) and the Canada portion will take place in the Ontario
Superior Court of Justice, Court File Number 09-CL7950.

Due to the complexity of the trial and the multiple locations
involved, having the means in place for instant communication was
imperative, which is where the use of LiveDeposition.com's
streaming technology comes into play. According to Steven Genter,
Director of LiveDeposition.com, "The officials presiding over the
trial, Judge Kevin Gross and Justice Frank Newbould, are able to
use LiveDeposition.com via the internet to receive realtime
testimony from reporters in each jurisdiction. The judges also
have the ability to chat privately and securely with one another
should they require throughout the trial."

In addition to being used by the officials, on a daily basis
dozens of legal professionals from the United States, Europe and
Canada are remotely logging in and following along with the joint
proceedings by watching the live video and listening to the audio
stream, as well as receiving realtime testimony and using the
secure chat capabilities found within LiveDeposition.com. Through
this technology, legal teams are able to observe, and communicate
with their colleagues, without the necessity of being in the
courtroom, thereby saving significant travel and sundry costs.

Traditionally the streaming software is used in pre-trial
deposition proceedings. Genter went on to say, "In 2013
LiveDeposition.com provided steaming services to attorneys around
the world for the depositions leading up to this unique trial. As
an added complexity, there were typically four to six
simultaneously streaming depositions taking place each day all
from multiple countries, each of which were able to use
LiveDeposition.com's technology." This is the first time
LiveDeposition.com has been used in such a large scale courtroom
setting and with the positive feedback received so far, it doesn't
look like it will be the last; in fact they are hoping the Nortel
Trials will act as a precedent for how technology will be used in
future trials.

Kim Neeson, president of Toronto's Neeson Court Reporting, said,
"By bringing together court reporting excellence and state-of-the-
art technology through LiveDeposition, truly the parties have the
very best the market has to offer in terms of quality and delivery
of realtime transcripts."

For more information on LiveDeposition.com please visit
http://www.livedeposition.comor call 888.337.6411.

Headquartered in Sherman Oaks, CA, LiveDeposition.com is powered
by MegaMeeting.com, a long-time resident of the video and web
conferencing industry. As the only universal streaming solution on
the market, LiveDeposition.com provides the Legal Industry with
local and cloud-based remote deposition solutions, as well as web-
based video conferencing and toll-free conferencing services.
Being exempt from typical download and installation requirements,
LiveDeposition.com works on all internet browsers, connects to all
CAT software and litigation realtime viewers as well as offers
mobile apps for iOS, Android and Kindle Fire users, making its
state-of-the-art solutions easily accessible via PCs, Macs,
iPhones, iPads, as well as all Android enabled tablets and
smartphones.

                      About Nortel Networks

Headquartered in Ontario, Canada, Nortel Networks Corporation and
its various affiliated entities provided next-generation
technologies, for both service provider and enterprise networks,
support multimedia and business-critical applications.  Nortel did
business in more than 150 countries around the world.  Nortel
Networks Limited was the principal direct operating subsidiary of
Nortel Networks Corporation.

On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent
Nortel Networks Corporation, NNI's direct corporate parent Nortel
Networks Limited and certain of their Canadian affiliates
commenced a proceeding with the Ontario Superior Court of Justice
under the Companies' Creditors Arrangement Act (Canada) seeking
relief from their creditors.  Ernst & Young was appointed to serve
as monitor and foreign representative of the Canadian Nortel
Group.  That same day, the Monitor sought recognition of the CCAA
Proceedings in U.S. Bankruptcy Court (Bankr. D. Del. Case No.
09-10164) under Chapter 15 of the U.S. Bankruptcy Code.

That same day, NNI and certain of its affiliated U.S. entities
filed voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10138).

In addition, the High Court of England and Wales placed 19 of
NNI's European affiliates into administration under the control of
individuals from Ernst & Young LLP.  Other Nortel affiliates have
commenced and in the future may commence additional creditor
protection, insolvency and dissolution proceedings around the
world.

On May 28, 2009, at the request of administrators, the Commercial
Court of Versailles, France, ordered the commencement of secondary
proceedings in respect of Nortel Networks S.A.  On June 8, 2009,
Nortel Networks UK Limited filed petitions in U.S. Bankruptcy
Court for recognition of the English Proceedings as foreign main
proceedings under Chapter 15.

U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and
15 cases.  Mary Caloway, Esq., and Peter James Duhig, Esq., at
Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as
Chapter 15 petitioner's counsel.

In the Chapter 11 case, the Debtors are represented by Howard S.
Zelbo, Esq., at Cleary Gottlieb Steen & Hamilton LLP; and Derek C.
Abbott, Esq., at Morris, Nichols, Arsht & Tunnell LLP.  The
Chapter 11 Debtors' other professionals are Lazard Freres & Co.
LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as
claims and notice agent.

The U.S. Trustee appointed an Official Committee of Unsecured
Creditors in respect of the U.S. Debtors.  Fred S. Hodara, Esq.,
at Akin Gump Strauss Hauer & Feld LLP, in New York, and
Christopher M. Samis, Esq., and Mark D. Collins, Esq., at
Richards, Layton & Finger, P.A., in Wilmington, Delaware,
represent the Unsecured Creditors Committee.

An ad hoc group of bondholders also was organized.  An Official
Committee of Retired Employees and the Official Committee of Long-
Term Disability Participants tapped Alvarez & Marsal Healthcare
Industry Group as financial advisor.  The Retiree Committee is
represented by McCarter & English LLP as Delaware counsel, and
Togut Segal & Segal serves as the Retiree Committee.  The
Committee retained Alvarez & Marsal Healthcare Industry Group as
financial advisor, and Kurtzman Carson Consultants LLC as its
communications agent.

Several entities, particularly, Nortel Government Solutions
Incorporated and Nortel Networks (CALA) Inc., have material
operations and are not part of the bankruptcy proceedings.

As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated
assets of $11.6 billion and consolidated liabilities of $11.8
billion.  The Nortel Companies' U.S. businesses are primarily
conducted through Nortel Networks Inc., which is the parent of
majority of the U.S. Nortel Companies.  As of Sept. 30, 2008, NNI
had assets of about $9 billion and liabilities of $3.2 billion,
which do not include NNI's guarantee of some or all of the Nortel
Companies' about $4.2 billion of unsecured public debt.

Since the commencement of the various insolvency proceedings,
Nortel has sold its business units and other assets to various
purchasers.  Nortel has collected roughly $9 billion for
distribution to creditors.  Of the total, $4.5 billion came from
the sale of Nortel's patent portfolio to Rockstar Bidco, a
consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation.  The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction.  The
deal closed in July 2011.

Nortel has filed a proposed plan of liquidation in the U.S.
Bankruptcy Court.  The Plan generally provides for full payment on
secured claims with other distributions going in accordance with
the priorities in bankruptcy law.

Judge Gross and the court in Canada scheduled trials in 2014 on
how to divide proceeds among creditors in the U.S., Canada, and
Europe.


NORTHERN FRONTIER: S&P Assigns 'B-' LT Corp. Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B-' long-term
corporate credit rating to Calgary, Alta.-based civil and
logistics service provider Northern Frontier Corp. The outlook is
stable. At the same time, Standard & Poor's assigned its 'B-'
issue-level rating and '3' recovery rating to Northern Frontier's
proposed C$75 million second-lien secured notes. The '3' recovery
rating indicates S&P's expectation of meaningful (50%-70%)
recovery for debtholders in a default scenario.

"The ratings reflect Standard & Poor's view of the company's
"vulnerable" business risk profile and "highly leveraged"
financial risk profile," said Standard & Poor's credit analyst
Aniki Saha-Yannopoulos. "The ratings also reflect our view of
Northern Frontier's limited scope of operations, heavy dependence
on the Canadian oil sands for growth, customer concentration,
short operating history, and execution risks associated with its
"buy and build" strategy. The ratings also incorporate the revenue
backlog and customer diversity associated with the proposed
acquisition of water and fluids transfer service provider Central
Water & Equipment Services Ltd. and the company's low capital
spending requirements," said S&P.

Northern Frontier is a small oilfield service company operating
exclusively in Alberta. It provides civil and logistics services
to the steam-assisted gravity drainage oil sands market and plans
to expand into a variety of industrial services. As part of its
buy and build strategy, the company plans to acquire Central
Water, which will provide Northern Frontier with access to
more customers and revenue backlog, for about C$31 million. Pro
forma the proposed refinancing, the company will have about C$80
million in adjusted debt (our adjustments include about C$5
million in leases).

"The stable outlook reflects our view that Northern Frontier will
be able to improve its EBITDA margin to about 25%-30% as it
integrates the Central Water acquisition. At the same time,
increased oil sands activity and cross-selling opportunities
associated with Central Water should be able to provide growth
opportunities for the next two years. Our expectation is that,
during our forecast period, without any additional acquisitions,
debt-to-EBITDA will stay below 3x through 2015," said S&P.

"We could take a negative rating action if we believe that
Northern Frontier's financial commitments are unsustainable. This
could be possible if the company's cash flows are lower than
expected, either due to weaker-than-forecast margins or higher
balance-sheet debt, leading to less-than-adequate liquidity. Also,
aggressive financing of growth (for instance, through
acquisitions) or shareholder-friendly initiatives that increase
leverage without prospects for rapid deleveraging would lead us to
revisit our ratings and outlook," said S&P.

"A positive rating action, which we view unlikely in the next 12
months, would depend on an improving business risk or financial
risk profile. For example, if we expect Northern Frontier to
maintain its EBITDA margin above 30% or improve business
diversity, we might revise the business risk profile to "weak."
Moreover, we would expect debt-to-EBITDA to remain below 3x while
the company improves its competitive position. On the other hand,
if we expect Northern Frontier FFO-to-debt to improve to and stay
above 45%, we could consider a positive rating action," said S&P.


NPS PHARMACEUTICALS: ING Groep Reports 5.6% Equity Stake
--------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, ING Groep N.V. and ING Bank N.V. disclosed that as of
May 9, 2014, they beneficially owned 6,000,000 shares of common
stock of NPS Pharmaceuticals, Inc., representing 5.64 percent of
the shares outstanding.  A copy of the regulatory filing is
available for free at http://goo.gl/EjaSZa

                    About NPS Pharmaceuticals

Based in Bedminster, New Jersey, NPS Pharmaceuticals Inc. (Nasdaq:
NPSP) -- http://www.npsp.com/-- is developing new treatment
options for patients with rare gastrointestinal and endocrine
disorders.

NPS Pharmaceuticals reported a net loss of $13.50 million in 2013,
a net loss of $18.73 million in 2012 and a net loss of $36.26
million in 2011.  The Company's balance sheet at March 31, 2014,
showed $279.49 million in total assets, $174.13 million in total
liabilities and $105.35 million in total stockholders' equity.


OAK KNOLL MEADOWS: Case Summary & 8 Unsecured Creditors
-------------------------------------------------------
Debtor: Oak Knoll Meadows Farm, Inc., a Kentucky corporation
        630 Alameda St.
        Altadena, CA 91001

Case No.: 14-19931

Chapter 11 Petition Date: May 21, 2014

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

Judge: Hon. Thomas B. Donovan

Debtor's Counsel: Marc J Winthrop, Esq.
                  WINTHROP COUCHOT PROFESSIONAL CORPORATION
                  660 Newport Center Dr Ste 400
                  Newport Beach, CA 92660
                  Tel: 949-720-4100
                  Email: mwinthrop@winthropcouchot.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Francesca Angela de la Flor, president.

A list of the Debtor's eight largest unsecured creditors is
available for free at http://bankrupt.com/misc/cacb14-19931.pdf


ORCKIT COMMUNUNICATIONS: Sues Networks3 Over Breach of Contract
---------------------------------------------------------------
Orckit Communications Ltd. filed on May 15, 2014, a complaint in
the Delaware Chancery Court against Networks3, Inc., and two funds
of Hudson Bay Capital for breach of the Strategic Investment
Agreement dated March 12, 2013, which was unlawfully terminated by
them.  Among other things, the complaint seeks specific
performance of the agreed upon transactions, including the sale to
Networks3 of the Company's patent portfolio, payments to the
Company of $8,000,000 (of which $500,000 would be a subordinated
loan), 10 percent of the shares in Networks3 and a portion of the
profits of Networks3 from license fees received in respect of the
Company's patents.

                             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.


ORCKIT COMMUNICATIONS: Incurs $5.9 Million Net Loss in 2013
-----------------------------------------------------------
Orckit Communications Ltd. reported a net loss of $5.91 million on
$8.17 million of revenues for the year ended Dec. 31, 2013, as
compared with a net loss of $4.50 million on $11.19 million of
revenues in 2012.  The Company incurred a net loss of $17.51
million in 2011.

As of Dec. 31, 2013, the Company had $7.51 million in total
assets, $21.54 million in total liabilities and a $14.03 million
total capital deficiency.

As previously reported by the Company, on March 5, 2014,
representatives of the Company and representatives of the holders
of the Company's Series A notes and Series B notes reached an
agreement in principle with respect to a proposed arrangement
under Section 350 of the Israeli Companies Law, which was
presented by the joint committee of the representatives of the
Note holders on Jan. 30, 2014.

Set forth below are the highlights of the Arrangement:

   * 90 percent of the Notes and other outstanding obligations of
     the Company, including the financial obligations toward Mr.
     Izhak Tamir and Mr. Eric Paneth, would be exchanged for a new
     series of non-recourse secured notes due 2017, bearing
     interest at 9.5 percent per year;

   * The balance of the Company's obligations in excess of the new
     notes would be canceled in exchange for newly issued ordinary
     shares of the Company constituting 100 percent of the
     Company's share capital, on a fully diluted basis;

   * Mr. Tamir undertook to continue to serve as the Company's
     chief executive officer for at least three months following
     the consummation of the Arrangement, to assist the Company as
     requested for at least an additional 24 months in the area of
     customer support and for an unlimited period in the area of
     litigation and patent monetization;

   * The Company and its existing directors and officers would be
     granted waivers from claims that would be contingent upon the
     fulfillment by Mr. Tamir of aforementioned undertakings; and

   * The Company's directors would be replaced with directors
     designated by the Note holders.

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

                         http://is.gd/NYtxit

                             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 disclosed a net loss of $6.46 million on $11.19 million of
revenues for the year ended Dec. 31, 2012, as compared with a net
loss of $17.38 million on $15.58 million of revenues for the year
ended Dec. 31, 2011.  The Company's balance sheet at Sept. 30,
2013, showed $12.44 million in total assets, $24.03 million in
total liabilities and a $11.59 million total capital deficiency.

Kesselman & Kesselman, 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 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.


OVERLAND STORAGE: Conference Call Held on Discuss Merger
--------------------------------------------------------
Overland Storage, Inc., previously entered into an Agreement and
Plan of Merger with Sphere 3D Corporation, and S3D Acquisition
Company, a wholly owned subsidiary of Sphere ("Merger Sub").  The
Merger Agreement provides for a business combination whereby
Merger Sub will merge with and into the Company, and as a result
the Company will continue as the surviving operating corporation
and a wholly owned subsidiary of Sphere.

In connection with the Merger, the Company conducted an investor
conference call on May 15, 2014, at 5:00 p.m. ET (2:00 p.m. PT) to
discuss the Merger and certain other matters.  A transcript of the
conference call is available for free at http://goo.gl/u5nM3y

On May 15, 2014, Eric L. Kelly sent a notice to the Company's
employees informing them of the Company's entry into the Merger
Agreement.  A copy of the notice is available for free at:

                       http://goo.gl/G8aLI3

In an amended Form 8-K current report filed with the U.S.
Securities and Exchange Commission, the Company filed copies of
the following exhibits:

  (a) Agreement and Plan of Merger, dated as of May 15, 2014, by
      and between the Company, Sphere 3D Corporation and Sphere 3D
      Acquisition Company

      http://goo.gl/n1bMn5
  (b) Form of Voting Agreement, dated as of May 15, 2014, between
      Sphere 3D Corporation and certain Company shareholders
      http://goo.gl/Fok3RR

  (c) Promissory Note, dated as of May 15, 2014, between the
      Company and Sphere 3D Corporation

      http://goo.gl/rzX2Er

                      About Overland Storage

San Diego, Cal.-based Overland Storage, Inc. (Nasdaq: OVRL) --
http://www.overlandstorage.com/-- is a global provider of unified
data management and data protection solutions designed to enable
small and medium enterprises (SMEs), corporate departments and
small and medium businesses (SMBs) to anticipate and respond to
change.

Overland Storage incurred a net loss of $19.64 million on $48.02
million of net revenue for the fiscal year ended June 30, 2013, as
compared with a net loss of $16.16 million on $59.63 million of
net revenue during the prior fiscal year.

Moss Adams LLP, in San Diego, California, issued a "going concern"
qualification on the consolidated financial statements for the
year ended June 30, 2013, citing recurring losses and negative
operating cash flows which raise substantial doubt about the
Company's ability to continue as a going concern.


PARKLAND FUEL: S&P Assigns 'BB-' CCR; Outlook Stable
----------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'BB-'
long-term corporate credit rating to Alberta-based Parkland Fuel
Corp.  The outlook is stable.

At the same time, Standard & Poor's assigned its 'BB-' issue-level
rating and '4' recovery rating to the company's C$150 million
senior unsecured notes.  A '4' recovery rating indicates S&P's
expectation of average (30%-50%) recovery in the event of a
default.

S&P bases the ratings on its view of Parkland's "weak" business
risk profile and "significant" financial risk profile, which
results in an initial analytical outcome (anchor) of 'bb-'.  No
modifiers are applied to the anchor.

"We view Parkland's business risk profile as weak, reflecting the
company's modest position in the fragmented fuel retail and
wholesale market in Canada, its concentration in western Canada,
and the earnings and cash flow volatility inherent in fuel sales,"
said Standard & Poor's credit analyst Donald Marleau.

Parkland is the largest independent retailer and wholesaler of
fuels in Canada, marketing through about 700 retail locations and
more than 125 commercial locations in an industry dominated by the
retailing arms of major oil companies.  Parkland has carved out a
niche supplying refined products in predominantly rural areas of
western Canada, avoiding more intense competition and higher
operating costs in urban areas, but ceding higher levels of
traffic and volumes per outlet.

The stable outlook on Parkland reflects S&P's expectation that the
company's financial risk profile can absorb the inherent volume-
driven swings that affect its profitability and cash flow.  S&P
expects Parkland will maintain debt-to-EBITDA below 3x, even after
we incorporate acquisitions that could increase volumes 10% in
each of the next two years.

S&P could lower the rating if Parkland's earnings volatility or
debt-funded acquisitions pushed debt-to-EBITDA above 4x with poor
prospects for deleveraging.  S&P estimates that such a scenario
could emerge in 2014 or 2015 if organic volumes fall 3%-5%, which
would represent an unusually large drop in demand.  Also, S&P
believes that a higher debt burden from large acquisitions would
increase the sensitivity of credit metrics to earnings volatility.

S&P could raise the rating if Parkland continues consolidating its
key markets, which S&P believes would support a stronger business
risk profile along with stronger shares of its core markets and
less volatile cash flow, all while maintaining leverage in its
target 2x-3x range.


PENNSYLVANIA HIGHER 1997: Fitch Affirms B Rating on 8 Note Classes
------------------------------------------------------------------
Fitch Ratings affirms the ratings of the bonds issued by
Pennsylvania Higher Education Assistance Agency 1997 Trust
Indenture for the senior and subordinate bonds at 'BBBsf' and
'Bsf', respectively.  The Rating Outlook is Stable for all of the
bonds.

KEY RATING DRIVERS

High Collateral Quality: The trust collateral for the notes is
comprised of 100% of Federal Family Education Loan Program (FFELP)
loans.  The credit quality of the trust collateral is high, in
Fitch's opinion, based on the guarantees provided by the
transaction's eligible guarantors and at least 97% reinsurance of
principal and accrued interest provided by the U.S. Department of
Education.

Sufficient Credit Enhancement: CE is provided by
overcollateralization (OC; the excess of trust's asset balance
over bond balance), excess spread, and for the class A notes,
subordination provided by the class B notes.  As of the March 2014
distribution report, total and senior parity is 116.90% and 112.3%
respectively.  Although excess cash is being released from the
trust, the parity remains above the release thresholds of 106%
senior parity and 102% total parity.

Adequate Liquidity Support: Liquidity support is provided by a
cash Debt Service Reserve Account in the amount of 32,802,247 by a
surety bond provided by Ambac and a $20 million Omnibus Reserve
fund.

Acceptable Servicing Capabilities: Pennsylvania Higher Education
Assistance Agency and is the servicer of the portfolio, and Fitch
believes that PHEAA is an acceptable servicer of FFELP student
loans.

RATING SENSITIVITIES

Since FFELP student loan ABS rely on the U.S. government to
reimburse defaults, 'AAAsf' FFELP ABS ratings will likely move in
tandem with the 'AAA' U.S. sovereign rating.  Aside from the U.S.
sovereign rating, defaults and basis risk account for the majority
of the risk embedded in FFELP student loan transactions.
Additional defaults and basis shock beyond Fitch's published
stresses could result in future downgrades.  Likewise, a buildup
of credit enhancement driven by positive excess spread given
favorable basis factor conditions could lead to future upgrades.

Fitch has affirmed the following ratings:

Pennsylvania Higher Education Assistance Agency 1997 Trust
Indenture Senior Class Notes

--2000-1 class F-1 at 'BBBsf', Outlook Stable;
--2000-3 class J-3 at 'BBBsf', Outlook Stable;
--2000-3 class J-4 at 'BBBsf', Outlook Stable;
--2001 class L-1 at 'BBBsf', Outlook Stable;
--2001 class L-2 at 'BBBsf', Outlook Stable;
--2002-1 class N-1 at 'BBBsf', Outlook Stable;
--2002-1 class N-2 at 'BBBsf', Outlook Stable;
--2002-3 class R-1 at 'BBBsf', Outlook Stable;
--2002-4 class T-1 at 'BBBsf', Outlook Stable;
--2002-4 class T-2 at 'BBBsf', Outlook Stable;
--2002-4 class T-3 at 'BBBsf', Outlook Stable;
--2002-4 class T-4 at 'BBBsf', Outlook Stable;
--2002-4 class T-5 at 'BBBsf', Outlook Stable;
--2002-5 class V-1 at 'BBBsf', Outlook Stable;
--2002-5 class V-2 at 'BBBsf', Outlook Stable;
--2002-5 class V-3 at 'BBBsf', Outlook Stable;
--2002-5 class V-4 at 'BBBsf', Outlook Stable;
--2003-1 class W-1 at 'BBBsf', Outlook Stable;
--2003-1 class W-2 at 'BBBsf', Outlook Stable;
--2003-2 class Y-1 at 'BBBsf', Outlook Stable;
--2003-2 class Y-2 at 'BBBsf', Outlook Stable;
--2003-2 class Y-3 at 'BBBsf', Outlook Stable;
--2003-2 class Y-4 at 'BBBsf', Outlook Stable;
--2004-1 class Z-1 at 'BBBsf, Outlook Stable;
--2004-1 class Z-3 at 'BBBsf, Outlook Stable;
--2004-1 class Z-4 at 'BBBsf', Outlook Stable;
--2004-2 class AA-1 at 'BBBsf', Outlook Stable;
--2004-2 class AA-2 at 'BBBsf', Outlook Stable;
--2004-3 class BB-1 at 'BBBsf', Outlook Stable;
--2004-3 class BB-2 at 'BBBsf', Outlook Stable;
--2004-3 class BB-3 at 'BBBsf', Outlook Stable;
--2004-3 class BB-4 at 'BBBsf', Outlook Stable;
--2005-1 class CC-2 at 'BBBsf', Outlook Stable;
--2005-2 class DD-1 at 'BBBsf', Outlook Stable;
--2005-2 class DD-2 at 'BBBsf', Outlook Stable;
--2005-3 class EE-1 at 'BBBsf', Outlook Stable;
--2005-3 class EE-2 at 'BBBsf', Outlook Stable;
--2005-3 class EE-3 at 'BBBsf', Outlook Stable;
--2005-3 class EE-4 at 'BBBsf', Outlook Stable;
--2005-4 class GG-1 at 'BBBsf', Outlook Stable;
--2005-4 class GG-2 at 'BBBsf', Outlook Stable;
--2005-4 class GG-3 at 'BBBsf', Outlook Stable;
--2005-4 class GG-4 at 'BBBsf', Outlook Stable;
--2005-4 class GG-5 at 'BBBsf', Outlook Stable;
--2006-1 class HH-1 at 'BBBsf', Outlook Stable;
--2006-1 class HH-2 at 'BBBsf', Outlook Stable;
--2006-1 class HH-3 at 'BBBsf', Outlook Stable;
--2006-1 class HH-4 at 'BBBsf', Outlook Stable;
--2006-1 class HH-5 at 'BBBsf', Outlook Stable;
--2006-1 class HH-6 at 'BBBsf', Outlook Stable;
--2006-1 class HH-7 at 'BBBsf', Outlook Stable;
--2006-1 class HH-8 at 'BBBsf', Outlook Stable;
--2006-1 class HH-9 at 'BBBsf', Outlook Stable;
--2006-1 class HH-10 at 'BBBsf', Outlook Stable;
--2006-2 class JJ-1 at 'BBBsf', Outlook Stable;
--2006-2 class JJ-2 at 'BBBsf', Outlook Stable;
--2006-2 class JJ-3 at 'BBBsf', Outlook Stable;
--2006-2 class JJ-4 at 'BBBsf', Outlook Stable;
--2006-2 class JJ-5 at 'BBBsf', Outlook Stable;
--2006-2 class JJ-6 at 'BBBsf', Outlook Stable;
--2006-2 class JJ-8 at 'BBBsf', Outlook Stable;
--2006-2 class JJ-9 at 'BBBsf', Outlook Stable;
--2006-2 class JJ-10 at 'BBBsf', Outlook Stable;
--2007 class LL-2 at 'BBBsf', Outlook Stable;
--2007 class LL-3 at 'BBBsf', Outlook Stable;
--2007 class LL-4 at 'BBBsf', Outlook Stable;
--2007 class LL-5 at 'BBBsf', Outlook Stable;
--2007 class LL-6 at 'BBBsf', Outlook Stable;
--2007 class LL-7 at 'BBBsf', Outlook Stable;
--2007 class LL-8 at 'BBBsf', Outlook Stable;
--2007 class LL-9 at 'BBBsf', Outlook Stable;
--2007 class LL-10 at 'BBBsf', Outlook Stable;
--2007 class MM-1 at 'BBBsf', Outlook Stable;
--2007 class MM-2 at 'BBBsf', Outlook Stable;
--2007 class MM-3 at 'BBBsf', Outlook Stable;
--2007 class MM-4 at 'BBBsf', Outlook Stable;
--2007 class MM-6 at 'BBBsf', Outlook Stable.

Pennsylvania Higher Education Assistance Agency 1997 Trust
Indenture Subordinate Class Notes

--2000-1 class G at 'Bsf', Outlook Stable;
--2000-3 class K at 'Bsf', Outlook Stable;
--2001 class M at 'Bsf', Outlook Stable;
--2002-4 class U at 'Bsf', Outlook Stable;
--2003-1 class X at 'Bsf', Outlook Stable;
--2005-3 class FF at 'Bsf', Outlook Stable;
--2006-1 class II at 'Bsf', Outlook Stable;
--2007 class NN at 'Bsf', Outlook Stable.


PHIBRO ANIMAL: Moody's Upgrades Corporate Family Rating to B1
-------------------------------------------------------------
Moody's Investors Service upgraded Phibro Animal Health
Corporation's Corporate Family Rating to B1 and confirmed the
company's B2-PD Probability of Default Rating. Moody's also
affirmed the B1 ratings on the company's $100 million revolver and
$290 million term loan B and assigned a speculative grade
liquidity rating of SGL-2, signifying good liquidity. The ratings
outlook is stable. This rating action concludes the ratings review
of Phibro initiated on March 11, 2014.


The upgrade of the Corporate Family Rating to B1 from B2 and
stable outlook reflect the successful completion of the company's
initial public offering ("IPO") and refinancing transaction, which
resulted in an improvement in debt leverage to approximately 3.8
times and a reduction in cash interest expense, partially offset
by an anticipated ongoing shareholder dividend of approximately
$15 million annually.

Proceeds from the IPO and term loan B of $125 million and $290
million, respectively, were used to repay the company's $300
million 9.25% senior notes (redeemed May 16th), $42.5 million of
outstanding revolving credit facility advances, $24 million
Mayflower term loan, $10 million BFI term loan, and related
premiums, fees, and expenses. The transaction also added $6
million of cash to the company' s balance sheet.

The following ratings actions were taken:

Corporate Family Rating, upgraded to B1 from B2;

Probability of Default Rating, confirmed at B2-PD;

$100 million senior secured revolving credit facility due in 5
years, affirmed at B1 (LGD3, 31%);

$290 million senior secured term loan B due in 7 years, affirmed
at B1 (LGD3, 31%);

Speculative grade liquidity rating, assigned SGL-2.

Outlook to stable from rating under review.

The B3 rating on the company's $300 million 9.25% senior unsecured
notes was withdrawn following its redemption on May 16, 2014.

Ratings Rationale

Phibro's B1 Corporate Family Rating is supported by Moody's
expectation that volume and profitability growth in the company's
Animal Health Segment from global protein consumption expansion,
particularly in emerging markets, will cause adjusted debt to
EBITDA to improve to below 3.5 times over the next 12 to 18
months. At the same time, Phibro's relatively small revenue base
and inconsistent free cash flow related to the company's growth
strategy and shareholder-friendly financial policies constrain the
rating. The B1 rating also considers Phibro's concentration and
regulatory risk in the highly competitive animal health and
mineral nutrition end-markets.

The assigned SGL-2 speculative grade liquidity rating reflects
Moody's expectation that Phibro will maintain a good liquidity
profile over the next twelve months. Moody's anticipates that
Phibro will generate positive free cash flow while maintaining
full access to its $100 million revolving facility due in April
2019. There were no borrowings outstanding under the revolver as
of the most recent fiscal period, pro-forma for the IPO. The
revolver has a net leverage ratio covenant initially set at 4.5
times that steps down to 4.25 times on September 30, 2015. Moody's
expect good liquidity cushion under the covenant.

The stable outlook reflects Moody's  expectation that Phibro will
maintain a good liquidity profile, volume growth in domestic and
emerging markets, and that any impact on operating performance
from regulatory changes will be minimal.

Although a ratings upgrade is unlikely in the near term, if the
company were to increase scale and diversify revenue, mitigate
regulatory risk, and sustain debt to EBITDA approaching 3.0 times
as well as retained cash flow to net debt above 25%, the ratings
could be upgraded.

The ratings could be downgraded if increased regulatory risk were
to negatively impact operating performance. In addition, if debt
to EBITDA were sustained above 4.5 times and retained cash flow to
net debt declined below 10% the ratings could be downgraded.

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.

Phibro Animal Health Corporation is a diversified global
developer, manufacturer and marketer of a broad range of animal
health and mineral nutrition products to the poultry, swine,
cattle, dairy, and aquaculture markets. Phibro is also a
manufacturer and marketer of performance products for use in the
personal care, automotive, chemical catalyst and electronics
markets. BFI Co. LLC owns a majority of Phibro's common shares
outstanding. Revenue for the last twelve month period ended March
31, 2014 was approximately $673 million.


PHOENIX COS: S&P Puts 'B-' LT CCR on CreditWatch Negative
---------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B-' long-term
counterparty credit rating on Phoenix Cos. Inc. (Phoenix; NYSE:
PNX) and its 'BB-' long-term counterparty credit and financial
strength ratings on Phoenix's operating subsidiaries on
CreditWatch with negative implications.

Phoenix reported capital and surplus of $780.2 million as of
first-quarter 2014, which is slightly higher than its level as of
year-end 2013, but still noticeably lower than the $922.5 million
reported as of year-end 2012. This decrease in the company's
capital and surplus is mainly due to a $74.2 million dividend to
the non-operating holding company in 2013, as well as $133 million
in reserve strengthening to PHL Variable Insurance Co. This was
partially offset by a $75 million capital infusion from the
holding company and $29.9 million of net prior-period adjustments
as a result of the restatement process and financial audits.

"We will continue to monitor and analyze the company's operating
performance and capitalization developments through second-quarter
2014," said Standard & Poor's credit analyst Patrick Wong. "We
expect to resolve the CreditWatch within the next 60 to 90 days,
once we are able to better project capitalization and operating
performance. If through our analysis, we find that Phoenix's
capitalization will remain below our expectations or deteriorate
further, we could lower the ratings by one or more notches," said
S&P.

"Given its cash position, we do not expect Phoenix's holding
company to have difficulty meeting its obligations in the
immediate future. Nevertheless, long-term pressures on the group's
capitalization may lead us to lower our long-term counterparty
credit rating on the holding company, although it is unlikely that
we would lower it by more than one notch," according to S&P.


POST HOLDINGS: S&P Affirms 'B-' Corp. Credit Rating
---------------------------------------------------
Standard & Poor's Ratings Services affirmed all its ratings,
including its 'B' corporate credit rating, on St. Louis-based Post
Holdings Inc.

"We assigned our 'BB-' issue-level rating to the company's
proposed $735 million term loan B due 2021 and now $400 million
revolving credit facility due 2019. The recovery rating
on the senior secured facilities is '1', indicating our
expectations for very high (90% to 100%) recovery in the event of
a payment default. We assigned our 'B' issue-level rating to the
company's proposed $630 million senior notes due 2022. The
recovery rating on these notes is '4', indicating our expectations
for average (30% to 50%) recovery in the event of a payment
default. All ratings are subject to review upon receipt and review
of final documentation. The outlook is stable," according to S&P.

"The rating actions reflect our view that Michael Foods will
increase Post's operating scale, diversify its customer mix and
sales channels, and add significant free operating cash flow,"
said Standard & Poor's credit analyst Bea Chiem. "However, we
believe that Post has a limited operating track record under its
new operating model and in its acquired businesses and has yet to
realize meaningful synergies," continued Ms. Chiem.

Proceeds from the proposed new debt, along with roughly $800
million cash, $200 million in proposed mandatory convertible
tangible equity units, and $200 million in proposed common equity,
will fund the acquisition and cover fees and expenses.


PRINTPACK HOLDINGS: S&P Affirms 'B' CCR; Outlook Stable
-------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on Atlanta-based Printpack Holdings Inc.  The
outlook is stable.

At the same time, based on preliminary terms and conditions, S&P
assigned a 'B-' issue rating to Printpack Holdings' proposed $75
million second-lien term loan maturing in 2021.  The recovery
rating on this debt is '5', indicating S&P's expectation for
modest (10% to 30%) recovery in the event of a payment default.

S&P also raised its issue rating to 'BB-' from 'B' and revised its
recovery rating to '1' from '3' on the company's proposed $225
million first-lien senior secured term loan maturing in 2020,
which has been reduced from $350 million.  The '1' recovery rating
indicates very high (90% to 100%) recovery in the event of a
payment default.

The credit facility also includes a proposed $180 million asset-
based revolving credit facility (unrated).  Proceeds will be used
to refinance existing debt and to partly fund the company's
ongoing capital improvement project.

"Our 'B' rating on Printpack Holdings Inc. has been derived from
our anchor of 'b+', based on our assessments of a "weak" business
risk and "aggressive" financial risk profile for the company,"
said Standard & Poor's credit analyst Liley Mehta.  S&P has
adjusted its initial rating outcome downward by one notch using a
comparative ratings analysis.

With annual revenues of around $1.4 billion, family owned and
privately held Printpack Holdings Inc., is the number 2 domestic
producer of flexible rollstock, which is mainly used for packaging
of relatively stable salted snack foods and for packaging cookies,
confectionery, and bakery products.  Other products include bags,
labels and rigid packaging products for food and consumer
products.

The stable outlook reflects S&P's expectation that the company
will improve earnings and cash from operations in fiscal 2015, and
maintain both adequate liquidity and a financial policy consistent
with the current ratings.  S&P expect its adjusted debt to EBITDA
of 4.5x to 5x and FFO to total adjusted debt that ranges between
12% to 15%, levels that S&P considers appropriate for the rating.

S&P could lower the rating if earnings and cash flows are lower
than it estimates either because the company's key customers fail
to renew their contracts, or if Printpack is unable to achieve
planned cost savings, such that Standard & Poor's-adjusted debt to
EBITDA ratio is at and remains above 5x with no prospects for
recovery.  This could result from a decline in EBITDA margin of
100 basis points or more and a 2% or more decline in sales volume.

Although unlikely in the near term, S&P could raise the rating if
the company generates meaningful positive free cash and uses it to
reduce debt, such that debt leverage improves to the low end of
the aggressive range with adjusted debt to EBITDA ratio remaining
in the 4x to 4.5x range on a sustainable basis.


PROSPECT PARK: Creditors' Panel Hires Cole Schotz as Counsel
------------------------------------------------------------
The Official Committee of Unsecured Creditors of Prospect Park
Networks, LLC seeks authorization from the U.S. Bankruptcy Court
for the District of Delaware to retain Cole, Schotz, Meisel,
Forman & Leonard, P.A. as counsel to the Committee, nunc pro tunc
to Mar. 31, 2014.

The Committee requires Cole Schotz to:

   (a) advise the Committee with respect to its rights, duties and
       powers in the Chapter 11 Case;

   (b) assist and advise the Committee in its consultations with
       the Debtor relative to the administration of the Chapter 11
       Case;

   (c) assist the Committee in analyzing the claims of the
       Debtor's creditors and the Debtor's capital structure and
       in negotiating with holders of claims and equity interests;

   (d) assist the Committee in its investigation of the acts,
       conduct, assets, liabilities and financial condition of the
       Debtor and of the operation of the Debtor's business;

   (e) assist the Committee in its investigation of the liens and
       claims of the Debtor's lenders and the prosecution of any
       claims or causes of action revealed by such investigation;

   (f) assist the Committee in its analysis of, and negotiations
       with, the Debtor or any third party concerning matters
       related to, among other things, the assumption or rejection
       of leases of nonresidential real property and executory
       contracts, asset dispositions, financing of other
       transactions and the terms of one or more plans of
       reorganization for the Debtor and accompanying disclosure
       statements and related plan documents;

   (g) assist and advise the Committee in communicating with
       unsecured creditors regarding significant matters in the
       Chapter 11 Case;

   (h) represent the Committee at hearings and other proceedings;

   (i) review and analyze applications, orders, statements of
       operations and schedules filed with the Court and advise
       the Committee as to their propriety;

   (j) assist the Committee in preparing pleadings and
       applications as may be necessary in furtherance of the
       Committee's interests and objectives;

   (k) prepare, on behalf of the Committee, any pleadings,
       including without limitation, motions, memoranda,
       complaints, adversary complaints, objections or comments in
       connection with any of the foregoing; and

   (l) perform such other legal services as may be required or are
       otherwise deemed to be in the interests of the Committee in
       accordance with the Committee's powers and duties as set
       forth in the Bankruptcy Code, Bankruptcy Rules or other
       applicable law.

Cole Schotz will be paid at these hourly rates:

       David R. Hurst, Member            $590
       Daniel F.X. Geoghan, Member       $495
       Mark Tsukerman, Associate         $290
       Pauline Ratkowiak, Paralegal      $245
       Members                         $380-$800
       Associates                      $210-$400
       Paralegals                      $185-$245

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

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

The Court for the District of Delaware will hold a hearing on the
application on May 28, 2014, at 2:00 p.m.  Objections were due
May 5, 2014.

Cole Schotz can be reached at:

       Daniel F.X. Geoghan, Esq.
       COLE, SCHOTZ, MEISEL, FORMAN & LEONARD, P.A.
       900 Third Avenue, 16th Floor
       New York, NY 10022
       Tel: (646) 563-8925
       Fax: (646) 563-7925
       E-mail: dgeoghan@coleschotz.com

                   About Prospect Park Networks

Prospect Park Networks, LLC, a Los Angeles, Calif.-based talent
and management company, filed for Chapter 11 bankruptcy (Bankr. D.
Del. Case No. 14-10520) in Wilmington, on March 10, 2014,
estimating $50 million to $100 million in assets, and $10 million
to $50 million in debts.  The petition was signed by Jeffrey
Kwatinetz, president.

William E. Chipman, Jr., Esq., and Mark D. Olivere, Esq., at
Cousins Chipman & Brown LLP, in Wilmington, Delaware; and John H.
Genovese, Esq., Michael Schuster, Esq., and Heather L. Harmon,
Esq., at Genovese Joblove & Battista, P.A. serve as the Debtor's
bankruptcy counsel.

The Debtors' Chapter 11 plan and disclosure statement are due
May 29, 2014.

The U.S. Trustee for Region 3 selected three creditors to serve on
the Official Committee of Unsecured Creditors.


PROSPECT PARK: CohnReznick to Provide Tax Credit-Related Services
-----------------------------------------------------------------
Prospect Park Networks, LLC seeks authorization from the U.S.
Bankruptcy Court for the District of Delaware to employ Cohn
Reznick LLP as an ordinary course professional, nunc pro tunc to
Mar. 10, 2014.

The Debtor seeks entry of an order authorizing the continued
employment of Cohn Reznick in the ordinary course of business and
without the need to complete formal retention or fee applications
pursuant to sections 105(a), 327, 328, 330 and 363 of the
Bankruptcy Code.

The Debtor retained Cohn Reznick as an independent auditor to
comply with the procedural requirements of Connecticut relating to
the issuance of the Tax Credit.  Pre-petition, the Debtor
experienced delays and difficulties in obtaining the Tax Credit,
and requires the continued services of Cohn Reznick to ensure that
all of the requirements for issuance of the Tax Credit are met,
and that the Tax Credit is issued as soon as possible.

The Debtor proposes a fee cap for the work to be provided by Cohn
Reznick in the amount of $40,000. If fees owed to Cohn Reznick
exceed the Case Cap, such fees shall only be paid subject to
further Court approval.

For the avoidance of doubt, the Debtor requests that the Court
authorize the Debtor to pay Cohn Reznick the fees and costs
incurred in connection with its representation of the Debtor,
subject to the Case Cap and when sufficient funds become available
in the Debtor's estate, including fees and costs which Cohn
Reznick incurred in the ordinary course of business prior to the
commencement of this Chapter 11 case in an amount not to exceed
$17,500 (the "Pre-Petition Amount").

The Court for the District of Delaware will hold a hearing on the
application on May 28, 2014, at 2:00 p.m.  Objections were due May
21, 2014.

Cohn Reznick can be reached at:

       COHN REZNICK LLP
       1212 Avenue of the Americas
       New York, NY 10036
       Tel: (212) 297-0400

                   About Prospect Park Networks

Prospect Park Networks, LLC, a Los Angeles, Calif.-based talent
and management company, filed for Chapter 11 bankruptcy (Bankr. D.
Del. Case No. 14-10520) in Wilmington, on March 10, 2014,
estimating $50 million to $100 million in assets, and $10 million
to $50 million in debts.  The petition was signed by Jeffrey
Kwatinetz, president.

William E. Chipman, Jr., Esq., and Mark D. Olivere, Esq., at
Cousins Chipman & Brown LLP, in Wilmington, Delaware; and John H.
Genovese, Esq., Michael Schuster, Esq., and Heather L. Harmon,
Esq., at Genovese Joblove & Battista, P.A. serve as the Debtor's
bankruptcy counsel.

The Debtors' Chapter 11 plan and disclosure statement are due
May 29, 2014.

The U.S. Trustee for Region 3 selected three creditors to serve on
the Official Committee of Unsecured Creditors.


QUANTUM FUEL: Incurs $3.2 Million Net Loss in First Quarter
-----------------------------------------------------------
Quantum Fuel Systems Technologies Worldwide, Inc., reported a net
loss attributable to stockholders of $3.20 million on $7.95
million of total revenues for the three months ended March 31,
2014, as compared with a net loss attributable to common
stockholders of $6.90 million on $4.40 million of total revenues
for the same period last year.

As of March 31, 2014, the Company had $50.25 million in total
assets, $21.78 million in total liabilities and $34.79 million in
total stockholders' equity.

"We were pleased to drive revenue growth and improve our operating
performance during the quarter compared to the prior year, and at
the same time strengthen our balance sheet.  The quarter was also
marked by several product introductions, including our innovative
Back-of-Cab storage system that fully leverages our integration
expertise and continues to provide the foundation for growth,"
stated Brian Olson, president and CEO of Quantum.  Mr. Olson
continued, "our new OEM-level storage systems, which have
generated initial orders and received a lot of interest within the
industry since their roll out, demonstrate that we are well
positioned to leverage our core strengths of integrating our
advanced tank technologies with our innovative complete fuel
storage module systems to deliver value to the market."

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

                        http://is.gd/Ieai20

                        About Quantum Fuel

Lake Forest, Cal.-based Quantum Fuel Systems Technologies
Worldwide, Inc. (Nasdaq: QTWW) develops and produces advanced
vehicle propulsion systems, fuel storage technologies, and
alternative fuel vehicles.  Quantum's portfolio of technologies
includes electronic and software controls, hybrid electric drive
systems, natural gas and hydrogen storage and metering systems and
other alternative fuel technologies and solutions that enable fuel
efficient, low emission, natural gas, hybrid, plug-in hybrid
electric and fuel cell vehicles.

Quantum Fuel reported a net loss attributable to stockholders of
$23.04 million in 2013, a net loss attributable to stockholders of
$30.91 million in 2012 and a net loss attributable to common
stockholders of $38.49 million in 2011.  As of Dec. 31, 2013, the
Company had $66 million in total assets, $49.02 million in total
liabilities and $16.97 million in total stockholders' equity.


QUANTUM FUEL: Paul Grutzner Appointed as Director
-------------------------------------------------
Quantum Fuel Systems Technologies Worldwide, Inc., held its 2014
annual meeting of stockholders on May 15 at which the  Company's
stockholders:

   (i) appointed Paul E. Grutzner to serve as a Class I director;

  (ii) approved an amendment to the Company's Amended and Restated
       Certificate of Incorporation increasing the Company's
       authorized shares of common stock to 50,000,000;

(iii) approved the Company's issuance of shares of its common
       stock upon conversion of convertible notes and exercise of
       warrants;

  (iv) ratified the appointment of Haskell & White LLP as the
       Company's independent auditor for the year ending Dec. 31,
       2014;

   (v) did not approve by the requisite vote an amendment to the
       Company's Amended and Restated Certificate of Incorporation
       to eliminate the staggered board provisions;

  (vi) approved, on an advisory basis, the compensation of the
       Company's named executive officers; and

(vii) approved an adjournment of the Annual Meeting if more time
       was needed to solicit additional proxies in favor of
       Proposal 2.

                         About Quantum Fuel

Lake Forest, Cal.-based Quantum Fuel Systems Technologies
Worldwide, Inc. (Nasdaq: QTWW) develops and produces advanced
vehicle propulsion systems, fuel storage technologies, and
alternative fuel vehicles.  Quantum's portfolio of technologies
includes electronic and software controls, hybrid electric drive
systems, natural gas and hydrogen storage and metering systems and
other alternative fuel technologies and solutions that enable fuel
efficient, low emission, natural gas, hybrid, plug-in hybrid
electric and fuel cell vehicles.

Quantum Fuel reported a net loss attributable to stockholders of
$23.04 million in 2013, a net loss attributable to stockholders of
$30.91 million in 2012 and a net loss attributable to common
stockholders of $38.49 million in 2011.  As of March 31, 2014, the
Company had $75.07 million in total assets, $40.28 million in
total liabilities and $34.79 million in total stockholders'
equity.


QUICKSILVER RESOURCES: Three Directors Elected at Annual Meeting
----------------------------------------------------------------
The annual meeting of stockholders of Quicksilver Resources Inc.
was held on May 14, 2014, at which the stockholders:

   (1) elected Thomas F. Darden, W. Byron Dunn and Mark J. Warner
       as directors to serve terms expiring at Quicksilver's
       annual meeting to be held in 2017; and

   (2) approved, on an advisory basis, the compensation of the
       Company's executive officers.

                          About Quicksilver

Quicksilver Resources Inc. is an exploration and production
company engaged in the development and production of long-lived
natural gas and oil properties onshore North America.  Based in
Fort Worth, Texas, the company is widely recognized as a leader in
the development and production from unconventional reservoirs
including shale gas, and coal bed methane.  Following more than 30
years of operating as a private company, Quicksilver became public
in 1999 and is listed on the New York Stock Exchange under the
ticker symbol KWK.  The company has U.S. offices in Fort Worth,
Texas; Glen Rose, Texas; Steamboat Springs, Colorado; Craig,
Colorado and Cut Bank, Montana.  The Company's Canadian
subsidiary, Quicksilver Resources Canada Inc., is headquartered in
Calgary, Alberta.

Quicksilver Resources posted net income of $161.61 million in 2013
following a net loss of $2.35 billion in 2012.  The Company's
balance sheet at March 31, 2014, showed $1.25 billion in total
assets, $2.33 billion in total liabilities and a $1.07 billion
total stockholders' deficit.

                           *     *     *

As reported by the TCR on June 17, 2013, Moody's Investors Service
downgraded Quicksilver Resources Inc.'s Corporate Family Rating to
Caa1 from B3.  "This rating action is reflective of Quicksilver's
revised recapitalization plan," stated Michael Somogyi, Moody's
Vice President and Senior Analyst.  "Quicksilver's inability to
complete its recapitalization plan as proposed elevates near-term
refinancing risk given its weak operating profile and raises
concerns over the sustainability of the company's capital
structure."

In the June 27, 2013, edition of the TCR, Standard & Poor's
Ratings Services said it lowered its corporate credit rating on
Fort Worth, Texas-based Quicksilver Resources Inc. to 'CCC+' from
'B-'.  "We lowered our corporate credit rating on Quicksilver
Resources because we do not believe the company will be able to
remedy its unsustainable leverage," said Standard & Poor's credit
analyst Carin Dehne-Kiley.


RADIANT OIL: Reports $3.7-Mil. Net Loss in Year Ended Dec. 31
-------------------------------------------------------------
Radiant Oil & Gas, Inc., reported a net loss of $4.34 million on
$2.44 million of oil and gas revenues for the year ended Dec. 31
2013, compared with net income of $205,580 on $3.97 million of oil
and gas revenues for the year ended Dec. 31, 2012.

The Company has historically experienced losses and negative cash
flows from operations and these conditions raise substantial doubt
about its ability to continue as a going concern and management is
attempting to raise additional capital to address the Company's
liquidity.  The Company believes that its negative cash flow from
operations may continue at least through 2014.  There can be no
assurance that it will ever be able to raise sufficient capital to
generate positive cash flow from operations.

The Company reported a net loss of $4.34 million on $2.44 million
of oil and gas revenues for the year ended Dec. 31 2013, compared
with a net income of $205,580 on $3.97 million of oil and gas
revenues for the year ended Dec. 31, 2012.

The Company's balance sheet at Dec. 31, 2013, showed $30.57
million in total assets, $40.48 million in total liabilities,
commitments and contingencies of $50,000 and stockholders' deficit
of $9.96 million.

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

                       http://is.gd/GSG1kL

                     About Radiant Oil & Gas

Houston, Tex.-based Radiant Oil & Gas, Inc., seeks to develop,
produce, and acquire oil and natural gas properties along the Gulf
Coasts of Texas and Louisiana and on the Outer Continental Shelf
of the United States.


RANGE RESOURCES: S&P Revises Outlook to Pos. & Affirms BB Ratings
-----------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
Range Resources Corp. to positive from stable.  "We affirmed our
'BB' corporate credit rating on the company and our 'BB' issue
rating on the company's senior subordinated debt. The recovery
rating on the debt remains '3', reflecting our expectation of
meaningful (50% to 70%) recovery in the event of a default," said
S&P.

"The outlook revision reflects our expectation that Ft. Worth,
Texas-based independent oil and gas exploration and production
company Range Resources will continue to expand its production by
20%-25% in 2014 while increasing its reserves and improving its
financial profile. The company has expanded its production and
reserves steadily in recent periods, primarily by focusing on
its operations in the Marcellus shale, where the company has
significant scale," said S&P.

"The positive outlook reflects our expectation that Range
Resources will continue to improve its reserves and production
while controlling costs and maintaining a prudent capital
structure," said Standard & Poor's credit analyst Susan Ding.

"We could raise the rating by one notch to 'BB+' if the company is
able to improve its financial profile, most likely by maintaining
FFO to total debt above 45%," S&P said.

"We would revise the outlook to stable if credit measures do not
improve from current levels. We could lower the ratings if there
were deterioration in the company's credit measures, such that FFO
to total debt declined to less than 30% on a sustained basis,
and/or there were a material weakening in operating performance or
industry conditions. This could occur if natural gas prices
declined materially or operating costs escalate substantially,"
according to S&P.


REFCO PUBLIC: Disclosure Statement Hearing Set for June 25
----------------------------------------------------------
Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the
District of Delaware will convene a hearing on June 25, 2014, at
9:30 a.m., Eastern time, to consider the entry of an order
finding, among other things, that the disclosure statement
explaining the Plan of Liquidation of Refco Public Commodity Pool,
L.P., f/k/a S&P Managed Futures Index Fund, LP, contains "adequate
information" within the meaning of Section 1125 of the Bankruptcy
Code and approving the Disclosure Statement.

The Fund filed the Chapter 11 case to propose the Plan to promptly
reconcile its books and records and to set up a process for making
distributions to holders of interests in the Fund.

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 full-text copy of the Chapter 11 Plan is available for free
at http://bankrupt.com/misc/Refco_Public_Plan.pdf

Responses and objections, if any, to the approval of the
Disclosure Statement must be filed on or before June 18, and
served on the following parties:

   * Refco Public Commodity Pool, L.P.
     f/k/a S&P Managed Futures Index Fund, LP
     c/o MAA, LLC
     555 West Monroe Street, Suite 2500
     Chicago, IL
     Attn: Daniel F. Dooley


   * Counsel to the Fund:

     Dennis J. Connolly, Esq.
     William S. Sugden, Esq.
     Suzanne N. Boyd, Esq.
     ALSTON & BIRD LLP
     1201 West Peachtree Street
     Atlanta, GA 30309

        -- and --

     Russell C. Silberglied, Esq.
     Paul N. Heath, Esq.
     Amanda R. Steele, Esq.
     RICHARDS LAYTON & FINGER
     One Rodney Square
     920 North King Street
     Wilmington, Delaware 19801

   * Office of the United States Trustee
     District of Delaware
     844 King Street, Suite 2207
     Wilmington, Delaware 19801
     Attn: Jane M. Leamy
     Email: jane.m.leamy@usdoj.gov

                     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.
Daniel F. Dooley signed the petition as managing member of MAA,
LLC.  The Debtor estimated assets of $17 million and debt of $0.

The case is assigned to Judge Brendan Linehan Shannon.  Alston &
Bird LLP in Atlanta, Georgia, serves as the Debtor's counsel.
Richards, Layton & Finger, in Delaware, acts as local counsel.
Morris Anderson & Associates, Ltd., is the Debtor's financial
advisor, and Maples & Calder serves as the Debtor's Cayman Islands
counsel.


REFCO PUBLIC: U.S. Trustee Unable to Form Committee
---------------------------------------------------
Roberta A. DeAngelis, U.S. Trustee for Region 3, notified the U.S.
Bankruptcy Court for the District of Delaware as of May 16 a
committee of unsecured creditors has not been appointed in the
Chapter 11 case of Refco Public Commodity Pool, L.P., f/k/a S&P
Managed Futures Index Fund LP, because the Debtor's petition and
schedules of assets and liabilities reflect less than three
unsecured creditors.

The Debtor's schedules disclose $18,761,981 in assets composed of:

   -- $24,744 in a checking account in PNC Bank;
   -- $11,942,826 in a savings account with PNC Bank;
   -- est. $6,415,500 in SPhinX Managed Futures Fund, SPC - Scheme
      Claims; and
   -- $378,910 in reimbursement rights under Amended Scheme.

The Debtor discloses $0 in liabilities.

Full-text copies of the Schedules are available for free
at http://bankrupt.com/misc/REFCOsal0514.pdf

                     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.
Daniel F. Dooley signed the petition as managing member of MAA,
LLC.  The Debtor estimated assets of $17 million and debt of $0.

The case is assigned to Judge Brendan Linehan Shannon.  Alston &
Bird LLP in Atlanta, Georgia, serves as the Debtor's counsel.
Richards, Layton & Finger, in Delaware, acts as local counsel.
Morris Anderson & Associates, Ltd., is the Debtor's financial
advisor, and Maples & Calder serves as the Debtor's Cayman Islands
counsel.


ROSETTA RESOURCES: Moody's Hikes Corporate Family Rating to Ba3
---------------------------------------------------------------
Moody's Investors Service upgraded Rosetta Resources, Inc.'s
Corporate Family Rating (CFR) to Ba3 from B1. Moody's also
upgraded the company's existing senior notes to B1 from B2 and
assigned a B1 rating to its proposed senior notes offering of $400
million senior notes due 2024. The net proceeds from the senior
notes offering will be primarily used to repay revolver
borrowings. Moody's changed the Speculative Grade Liquidity Rating
to SGL-3 and the rating outlook to stable.

"The upgrade to Ba3 reflects Rosetta Resources' growing
production, good cash margins, and expectation of continued low
leverage," said Arvinder Saluja, Moody's Assistant Vice President-
Analyst. "We expect the production and reserves related debt
metrics to improve over the next 12-18 months, barring any
sizeable debt financed acquisition, as the company executes its
drilling program in both Eagle Ford and Permian."

Issuer: Rosetta Resources Inc.

Ratings assigned:

Proposed $400 million Senior Unsecured Regular Bond/Debenture due
2024, Assigned B1 ( LGD4, 63%)

Ratings upgraded:

Corporate Family Rating, Upgraded to Ba3 from B1

Probability of Default Rating, Upgraded to Ba3-PD from B1-PD

Senior Unsecured Regular Bond/Debenture, Upgraded to B1 (LGD4,
63%) from B2 (LGD4, 67%)

Ratings Rationale

The Ba3 CFR reflects Rosetta's expected step-up in production in
2014, its strong cash margins, a growing proportion of liquids
production, and its competitive finding and development (F&D)
costs. The rating also considers the company's high quality Eagle
Ford and Permian Basin asset base with its sizable potential and
visible drilling inventory. Rosetta continues to integrate the
acquired Permian assets. The rating also incorporates Moody's
expectation of improving leverage, measured by debt/average daily
production and debt/proved developed reserves, as production ramps
up along with more focus on horizontal drilling. Despite Rosetta's
unlevered cash margins of roughly $33/BOE, the company is expected
to outspend cash flow as it develops its two core areas and has
over $1.1 billion of annual capital spending. Moody's  expect an
increase of $300-350 million in absolute debt level compared to
2013 year-end level.

The B1 rating for the proposed senior notes reflects their
unsecured nature and therefore subordination to the senior secured
credit facility's potential priority claim to the company's
assets. The company has an $800 million senior secured revolving
credit facility due 2018. The size of the potential senior secured
claims relative to the unsecured notes outstanding results in the
senior notes being notched one rating below the Ba3 CFR under
Moody's Loss Given Default Methodology.

Rosetta's SGL-3 Speculative Grade Liquidity Rating reflects
adequate liquidity through at least mid 2015. As of May 16, 2014,
Rosetta had $450 million outstanding under its revolving credit
facility which will largely be paid down following the notes
issuance. However, with a projected 2014 capital spending budget
of $1.1 billion, Rosetta will be outspending cash flow and will
need availability under its revolver to fund the shortfall.
Revolver covenants include a maximum debt/EBITDAX ratio of 4.0x
and a minimum current ratio of 1.0x. As of March 31, 2014, Rosetta
was in compliance with these covenants.

The stable outlook reflects Moody's expectation of continued
growth in production and reserves with strong full cycle metrics.
Moody's expect leverage to decline over time through organic
production growth. Moody's could upgrade the ratings if Rosetta
continues to grow in size and scale (daily production over 80,000
BOE) mostly within cash flow with debt / average daily production
of $25,000/BOE and debt/proved developed reserves trending towards
$12/BOE. Moody's could downgrade the ratings if leverage
deteriorates such that RCF / debt degrades to below 30% or if debt
/ average daily production is sustained above $35,000 BOE, or if
profitability or capital productivity declines to the extent that
Rosetta's leveraged full-cycle ratio drops below 2x.


ROSETTA RESOURCES: S&P Lowers Sr. Unsecured Debt Rating to 'B+'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on Houston-
based exploration and production company Rosetta Resources Inc.'s
senior unsecured debt to 'B+' (one notch below the corporate
credit rating) from 'BB-' and revised its recovery rating
to '5', indicating S&P's expectation of modest recovery (10%-30%)
in the event of a payment default, from '4'.

"At the same time, we assigned our 'B+' senior unsecured issue
rating to Rosetta's proposed $400 million of senior notes due
2024. The recovery rating on the debt is '5', indicating our
expectation of modest recovery (10%-30%) in the event of a payment
default. The 'BB-' corporate credit rating and stable outlook are
unaffected by the transaction," said S&P.

"We expect proceeds from the offering will be used to repay
outstanding borrowings under the company's credit facility and for
general purposes," said S&P.

"The downgrade reflects our lower recovery expectations for
Rosetta's senior unsecured obligations following the issuance of
the proposed $400 million notes."

"The stable outlook reflects our view that Rosetta will continue
to benefit from its liquids-related production and that its
capital spending program will result in further development of its
proved reserves. Under our base case scenario, we expect that
Rosetta will maintain credit protection measures consistent with
current ratings, with FFO to debt over 40% over the next 12
months," said Standard & Poor's credit analyst Paul Harvey.

"We could lower the rating if Rosetta's credit measures weakened,
such that FFO to debt were sustained below the 30% level, which
could result from production well below our expectations or a
change in financial policy that results in accelerated capital
spending or debt-financed acquisitions," said S&P.

"An upgrade will depend on Rosetta's ability to increase reserves
and production, potentially through development of its Eagle Ford
and Permian acreage. Given Rosetta's high proportion of
undeveloped reserves and its small size and scale relative to 'BB'
rated peers, we consider an upgrade unlikely in the near term,
said S&P.


ROYAL CARIBBEAN: S&P Revises Outlook to Pos. & Affirms 'BB' CCR
---------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
Miami, Fla.-based cruise line operator Royal Caribbean Cruises
Ltd. to positive from stable.  All ratings on the company,
including the 'BB' corporate credit rating, are affirmed.

The revision of our outlook to positive reflects S&P's expectation
that Royal will improve total lease and port commitment adjusted
debt to EBITDA below 4.5x, funds from operations (FFO) to debt to
about 20%, and EBITDA coverage of interest to above 6x by the end
of 2015 as a result of meaningful revenue and EBITDA growth from
the addition of a new class of ships to Royal's fleet, and general
macroeconomic improvement.  S&P believes improvement in credit
measures to these levels could position Royal for a one-notch
higher rating, in S&P's view, given our assessment of its business
risk profile.

The 'BB' corporate credit rating on Royal reflects S&P's
assessment of the company's business risk profile as
"satisfactory" and its assessment of its financial risk profile as
"aggressive," according to S&P's criteria.

"Our assessment of Royal's business risk profile as "satisfactory"
is based on its position as the second largest cruise operator in
the world, its solid brands, a relatively young, high-quality
fleet of ships, high barriers to entry in the cruise industry, and
an experienced management team.  Key business risk factors include
significant capital requirements required to fund new ship
building, the lack of flexibility to pull back spending once a
ship order is committed, and the cruise industry's sensitivity to
the economic cycles," S&P said.

"Our assessment of Royal's financial risk profile as "aggressive"
reflects the company's high levels of debt and capital commitments
for future ship deliveries.  It also reflects our expectation that
total lease and port commitment adjusted debt to EBITDA will be
above 4.5x and FFO to debt below 20% at the end of 2014," S&P
noted.


SANMINA CORP: S&P Rates $350MM Sr. Secured Notes 'BB'
-----------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' issue-level
rating and '2' recovery rating to Sanmina Corp.'s $350 million
senior secured notes due 2019. The '2' recovery rating indicates
s&P's expectation of substantial (70%-90%) recovery in the event
of a payment default.

"At the same time, we raised our rating on Sanmina's $500 million
unsecured notes due 2019 to 'BB-' from 'B+', and revised the
recovery rating to '4' from '5'. The '4' recovery rating indicates
our expectation for average (30% to 50%) recovery in the event of
a payment default. We expect proceeds from the new senior secured
notes to be used to partially redeem the existing unsecured
notes," said S&P.

S&P's 'BB-' corporate credit rating and stable outlook on Sanmina
remain unchanged.

RATINGS LIST

Ratings Unchanged

Sanmina Corp.
Corporate Credit Rating        BB-/Stable/--

New Rating

Sanmina Corp.
$350 mil. notes due 2019
Senior Secured                 BB
  Recovery Rating               2

Issue Rating Raised; Recovery Rating Revised

Sanmina Corp.                   To              From
Senior Unsecured               BB-             B+
  Recovery Rating               4               5


SCIENTIFIC GAMES: S&P Rates $375MM Sr. Subordinated Notes 'B'
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned New York-based
Scientific Games Corp.'s subsidiary, Scientific Games
International Inc.'s proposed new $375 million senior subordinated
notes due 2021 an issue-level rating of 'B' (two notches below the
corporate credit rating), with a recovery rating of '6',
indicating the ratings agency's expectation for negligible (0% to
10%) recovery for lenders in the event of a payment default.

The company will use proceeds from the notes to fully repay the
outstanding principal of the company's $350 million senior
subordinated notes due 2019, to pay for early redemption premiums,
to pay for fees and expenses, and for general corporate purposes.

S&P continues to assess Scientific Games' financial risk profile
as "highly leveraged" based on its forecast for adjusted leverage
to remain high, at 5x or above through 2015. The notes issuance
will increase debt balances modestly (by $25 million), and is
expected to reduce interest expense modestly.

RATINGS LIST

Scientific Games Corp.
Corporate Credit Rating        BB-/Negative/--

New Rating

Scientific Games International Inc.
Senior Subordinated
  $375M notes due 2021          B
   Recovery Rating              6


SOLAR POWER: Charlotte Xi Quits as Director and Interim CFO
-----------------------------------------------------------
Charlotte Xi resigned from the board of directors of Solar Power,
Inc., and as interim chief financial officer effective as of
May 16, 2014.  Ms. Xi will continue as the Company's president and
chief operating officer.

                         About Solar Power

Roseville, Cal.-based Solar Power, Inc., is a global solar
energy facility ("SEF") developer offering its own brand of high-
quality, low-cost distributed generation and utility-scale SEF
development services.  Primarily, the Company works directly with
and for developers around the world who hold large portfolios of
SEF projects for whom it serves as an engineering, procurement and
construction contractor.  The Company also performs as an
independent, turnkey SEF developer for one-off distributed
generation and utility-scale SEFs.

Solar Power reported a net loss of $32.24 million in 2013
following a net loss of $25.42 million in 2012.  As of Dec. 31,
2013, the Company had $70.96 million in total assets, $73.83
million in total liabilities and a $2.86 million total
stockholders' deficit.

Crowe Horwath LLP, 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 has incurred a current year net loss of $32.2
million, has an accumulated deficit of $56.1 million, has
experienced a significant reduction in working capital, has past
due related party accounts payable and a debt facility under which
a bank has declared amounts immediately due and payable.
Additionally, the Company's parent company LDK Solar Co., Ltd has
experienced significant financial difficulties including the
filing of a winding up petition on Feb. 24, 2014.  These matters
raise substantial doubt about the Company's ability to continue as
a going concern.


SOLAR POWER: Liquidator Appointed for Italian Unit SGT
------------------------------------------------------
Solar Power Inc., disclosed in a recent regulatory filing with the
U.S. Securities and Exchange Commission that the board of
directors of its wholly owned subsidiary Solar Green Technology
S.p.A., a SEF developer headquartered in Milan, Italy, appointed
on Dec. 30, 2013, a liquidator for SGT.

Under Italian regulations, the liquidation process is controlled
and carried out by the liquidator and the Company has no ability
to exercise influence over SGT.

According to Solar Power, as a result of these actions, the
Company deconsolidated SGT on December 30, 2013 when the Company
ceased to have a controlling financial interest in SGT.  The
Company recognized a gain on deconsolidation of $3.5 million which
was recognized in other income in the statement of operations as
the liquidation is a run-off of operations. Additionally, the
Company deconsolidated net liabilities owned by SGT to parent LDK
Solar of $2.0 million.  As LDK is Solar Power's parent company,
this portion of the deconsolidation was treated as debt
forgiveness and a capital transaction recorded as an increase to
additional paid in capital.

Solar Power also said that SGT currently has insufficient funds to
fund the SGT liquidation process. In the event SGT does not
receive additional funds needed to proceed with the liquidation,
SGT will likely be forced to file for bankruptcy protection.  Upon
filing for bankruptcy, the trustee for the SGT bankruptcy is
required under Italian law to review SGT's background and recent
history and may bring actions against SGT's officers, directors
and the Company if it can be shown that such persons harmed SGT.

Solar Power also disclosed that in February 2014, LDK, who owns
approximately 71% of Solar Power's outstanding Common Stock,
announced that LDK filed an application for provisional
liquidation in the Cayman Islands in connection with its plans to
resolve its offshore liquidity issues. It is unknown at this time
if LDK's joint provisional liquidation will require or result in
the Company disposing of assets in an orderly manner, in a
liquidation scenario or at all. If the Company is required to
dispose of assets to satisfy LDK's creditors, it could result in
the Company incurring losses.

Meanwhile, on March 25, 2014, Solar Power received notice from
Cathay Bank stating that the Company is in default under the
Business Loan Agreement dated December 26, 2011 and as amended on
Jan. 2, 2013, due to (i) the Company failing to make payments as
due pursuant to the Loan Agreement and pursuant to the forbearance
agreements entered into between the parties, and (ii) the
guarantor, LDK, filing an application for provisional liquidation
in the Cayman Islands.  Based on these events of default, Cathay
Bank has accelerated the entire principal balance due under the
Loan Agreement.  The Company owes approximately $4.25 million
under the Loan Agreement, plus accrued interest and fees. The
balance under the Loan Agreement will continue to incur interest
at 11% per year.  If the Company cannot remedy the default, the
Company does not have the ability to make the payments without
additional sources of financing or accelerating the collection of
outstanding receivables.  Since the loan balance is secured by the
Company's assets, Cathay Bank may foreclose on the collateral
securing the loan which could significantly impact the Company's
business and its financial results.


SPANISH BROADCASTING: Approved for Listing on NASDAQ Global
-----------------------------------------------------------
Spanish Broadcasting System, Inc., received approval from The
Nasdaq Stock Market to transfer the listing of the Company's
common stock from The NASDAQ Capital Market to The NASDAQ Global
Market.

The NASDAQ Global Market is one of the three markets for NASDAQ-
listed stocks and operates similarly to The NASDAQ Capital Market.
Companies listed on The NASDAQ Global Market must meet certain
financial requirements and adhere to NASDAQ's corporate governance
standards.  The Company's common stock began trading on The NASDAQ
Global Market at the opening of business on May 20, 2014.  The
Company's common stock will continue to trade under the symbol
"SBSA."

                     About Spanish Broadcasting

Headquartered in Coconut Grove, Florida, Spanish Broadcasting
System, Inc. -- http://www.spanishbroadcasting.com/-- owns and
operates 21 radio stations targeting the Hispanic audience.  The
Company also owns and operates Mega TV, a television operation
with over-the-air, cable and satellite distribution and affiliates
throughout the U.S. and Puerto Rico.  Its revenue for the twelve
months ended Sept. 30, 2010, was approximately $140 million.

The Company's balance sheet at March 31, 2014, showed $466.08
million in total assets, $526.56 million in total liabilities and
a $60.47 million total stockholders' deficit.  Spanish
Broadcasting reported a net loss of $88.56 million in 2013, as
compared with a net loss of $1.28 million in 2012.

                           *     *     *

In November 2010, Moody's Investors Service upgraded the corporate
family and probability of default ratings for Spanish Broadcasting
System, Inc., to 'Caa1' from 'Caa3' based on improved free cash
flow prospects due to better than anticipated cost cutting and the
expiration of an unprofitable interest rate swap agreement.
Moody's said Spanish Broadcasting's 'Caa1' corporate family rating
incorporates its weak capital structure, operational pressure in
the still cyclically weak economic climate, generally narrow
growth prospects (though Spanish language is the strongest growth
prospect) given the maturity and competitive pressures in the
radio industry, and the June 2012 maturity of its term loan
magnify this challenge.

In July 2010, Standard & Poor's Ratings Services raised its
corporate credit rating on Miami, Fla.-based Spanish Broadcasting
System Inc. to 'B-' from 'CCC+', based on continued improvement in
the company's liquidity position.  "The rating action reflects
S&P's expectation that, despite very high leverage, SBS will have
adequate liquidity over the intermediate term to meet debt
maturities, potential swap settlements, and operating needs until
its term loan matures on June 11, 2012," said Standard & Poor's
credit analyst Michael Altberg.

As reported by the TCR on Dec. 4, 2012, Standard & Poor's Ratings
Services revised its rating outlook on Miami, Fla.-based Spanish
Broadcasting System Inc. (SBS) to negative from stable.  "We also
affirmed our existing ratings on the company, including the 'B-'
corporate credit rating," S&P said.


SURVEYMONKEY INC: Proposed Amendment No Impact on Moody's B2 CFR
----------------------------------------------------------------
Moody's Investors Service said SurveyMonkey Inc.'s amendment
request and a contemplated transaction will not impact the B2
Corporate Family Rating, the existing debt ratings, or the stable
rating outlook. The amendment request to the financial covenants
which were scheduled to tighten over the next several years
provides the company with sufficient headroom with its
consolidated leverage ratio and removes the interest coverage
covenant. The company is also proposing to upsize the revolving
credit facility from $50 million to $75 million to provide an
additional source of liquidity.

SurveyMonkey Inc. is privately owned online survey company that
was founded in 1999.


TLC HEALTH: Court Approves Hodgson Russ as Labor Counsel
--------------------------------------------------------
The Hon. Carl L. Bucki of the U.S. Bankruptcy Court for the
Western District of New York authorized TLC Health Network to
employ Hodgson Russ LLP as its special counsel for certain labor
and health law matters.

As reported in the Troubled Company Reporter on March 13, 2014,
the Debtor said the firm will be required to render legal services
relating to the administration and prosecution of certain labor
and health care law issues that impact the Debtor during this
Chapter 11 case.

The firm's attorney charges between $140 and $625 per hour while
paralegals and law clerks bill from $80 to $215 per hour.

Garry M. Graber, Esq., attorney at the firm, assured the Court
that the firm is a "disinterested person" within the meaning of
Section 101(14) of the Bankruptcy Code.

                  About TLC Health Network

TLC Health Network filed a Chapter 11 petition (Bankr. W.D.N.Y.
Case No. 13-13294) on Dec. 16, 2013.  The petition was signed by
Timothy Cooper as Chairman of the Board.  The Debtor estimated
assets of at least $10 million and debts of at least $1 million.
Jeffrey A. Dove, Esq., at Menter, Rudin & Trivelpiece, P.C.,
serves as the Debtor's counsel.  Damon & Morey LLP is the Debtor's
Special Health Care Law and Corporate Counsel.  The Bonadio Group
is the Debtor's accountants.  Howard P. Schultz & Associates, LLC
is the Debtor's appraiser.

The case is assigned to the Hon. Carl L. Bucki.

A three-member panel composed of Cannon Design, Chautauqua
Opportunities, Inc., and Jamestown Rehab Services has been
appointed as the official unsecured creditors committee.  Bond,
Schoeneck & King, PLLC is the counsel to the Committee.  The
Committee has tapped NextPoint LLC as financial advisor.

Gleichenhaus, Marchese & Weishaar, PC is the general counsel for
Linda Scharf, the Patient Care Ombudsman of TLC Health.


TODD-SOUNDELUX: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Todd-Soundelux, LLC
        7080 Hollywood Blvd., 6th Floor
        Hollywood, CA 90028

Case No.: 14-19980

Chapter 11 Petition Date: May 21, 2014

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

Judge: Hon. Sandra R. Klein

Debtor's Counsel: Leslie A Cohen, Esq.
                  LESLIE COHEN LAW PC
                  506 Santa Monica Bl Ste 200
                  Santa Monica, CA 90401
                  Tel: 310-394-5900
                  Fax: 310-394-9280
                  Email: leslie@lesliecohenlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by David F. Alfonso, chairman.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/cacb14-19980.pdf


TOWER GROUP: Posts $961-Mil. Net Loss in FY Ended Dec. 31
---------------------------------------------------------
Tower Group International, Ltd., reported a net loss of $961.35
million on $1.74 billion of total revenues in 2013, compared with
a net loss of $31.92 million on $1.92 billion of total revenues in
2012.

There can be no guarantee that the Company will be able to remedy
current statutory capital deficiencies in certain of its insurance
subsidiaries, maintain adequate levels of statutory capital in the
future, or generate sufficient liquidity to repay the Notes due in
2014.  Consequently, there is substantial doubt about the
Company's ability to continue as a going concern, according to the
Company's regulatory filing.

The Company's balance sheet at Dec. 31, 2012, showed $3.95 billion
in total assets, $3.85 billion in total liabilities, and
stockholders' equity of $100.72 million.

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

                       http://is.gd/CHVt7V

Tower Group International, Ltd., operates as a holding company
with the interest in insurance services.  The company operates
through its insurance subsidiaries, which are focused on providing
commercial, personal and specialty insurance and reinsurance
products.  It provides personal insurance products to individuals
and commercial insurance products to small to medium-sized
businesses through a dedicated team of retail and wholesale
agents.  The company also offers specialty products on an admitted
and non-admitted basis, as well as through a network of program
underwriting agents. It involves in underwriting, claims and
reinsurance brokerage services to other insurance companies.  The
company was founded on Sept. 6, 2007, and is headquartered in
Hamilton, Bermuda.


TRANSCOASTAL CORP: Rothstein Kass Raises Going Concern Doubt
------------------------------------------------------------
TransCoastal Corporation disclosed in its Annual Report on Form
10-K filed with the Securities and Exchange Commission that "We
currently have long term liabilities in the form of bank debt in
the amount of $17,500,000 which requires a monthly debt service
payment of roughly $67,000 per month which uses a significant
amount of our non-payroll cash and is secured by our producing
well assets. Our monthly revenues, while currently sufficient to
meet our debt service, do not provide adequate cash to allow us to
grow our Company or provide a significant cushion in the event our
revenues should decrease. Any default of our indebtedness could
result in our creditors foreclosing on our producing well assets
which would result in the Company seeking protection under the
bankruptcy laws or ceasing as a going concern."

As of December 31, 2013, the Company had a working capital deficit
of $1,351,000, and an accumulated deficit of $42,201,000.  For the
year ended December 31, 2013, the Company had a net loss of
$3,921,000 and used cash in operations of $1,654,000.  The working
capital deficit at December 31, 2013 is primarily the result of
increased aged accounts payable and accrued liabilities due to a
reduction in available cash to pay third party vendors, and the
liability related to an arbitration settlement.

These conditions raise substantial doubt about the Company's
ability to continue as a going concern, according to the Company's
independent registered public accounting firm:

     ROTHSTEIN KASS
     2525 McKinnon Street, Suite 600
     Dallas, TX 75201
     Tel: 214-665-6000

During the year ended December 31, 2013, the Company entered into
an investment agreement with a third party which allows the
Company to put common shares to the third party for an aggregate
purchase price up to $5,000.

TransCoastal Corporation is an oil and gas exploration and
production company focused primarily in the development of oil and
gas reserves in the state of Texas.   As of Dec. 31, 2013, it had
total assets of $26,201,000 against total current liabilities of
$2,239,000 and total long-term liabilities of $20,547,000.


TRIUMPH GROUP: S&P Assigns 'BB-' Rating to $300MM Unsecured Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB-' issue-level
rating and '6' recovery rating to Triumph Group Inc.'s $300
million senior unsecured notes due 2022.  The '6' recovery rating
indicates S&P's expectation for negligible recovery (0%-10%) in a
payment default scenario.  The company plans to use the proceeds
from the new notes to redeem its existing 8.625% $350 million
senior unsecured notes due 2018 in order to take advantage of
favorable market conditions and lower coupon rates, and improve
liquidity by pushing out maturities.  S&P also assigned a 'BBB'
issue-level rating and '1' recovery rating to the company's first-
lien facility, which includes a $1 billion revolver due 2018 and a
$375 million term loan due 2019.  The '1' recovery rating
indicates S&P's expectation for very high recovery (90%-100%) in a
payment default scenario.

S&P's rating on Triumph reflects the company's strong competitive
position as a supplier of aircraft structures and
electromechanical controls and related maintenance and repair
services and relatively stable operating efficiency, but also the
cyclical and competitive nature of the commercial aviation market.
S&P views the company's business risk profile as "satisfactory",
its financial risk profile as "intermediate", and its liquidity
"strong", based on its criteria.

Recovery Analysis

Key analytical factors

   -- S&P has completed a recovery analysis and it is assigning
      recovery and issue-level ratings on the company's senior
      secured revolver and term loan as well as the new senior
      unsecured notes due 2022.  The company's capital structure
      comprises a $1 billion senior secured revolver, a $375
      million senior secured term loan, a $175 million accounts
      receivable securitization facility, $375 million in 4.875%
      senior notes due 2021, $13 million in 2.625% convertible
      subordinated notes due 2022, and $300 million in new senior
      unsecured notes due 2022.

   -- The company also has a modest amount of capital leases and
      operating leases as well as pension obligations.

   -- S&P's simulated default scenario contemplates a default in
      2019 because of a prolonged decline in military sales and a
      significant slowdown in commercial and business aircraft
      orders and deliveries, which in turn would cause a decline
      in EBITDA and lead to a payment default.

   -- S&P believes if Triumph were to default, a viable business
      model would remain because of the company's long-term and
      often sole-source military and commercial aviation
      contracts.  As a result, S&P believes debt holders would
      achieve the greatest recovery value through reorganization
      rather than through liquidation.

   -- Other key default assumptions include:  LIBOR of 375 basis
      point (bps); the revolver is fully drawn at default with
      total borrowings limited by letters of credit which are
      assumed to remain outstanding but undrawn; a 125-bp increase
      in the costs of borrowing on the revolver and term loan
      due to credit deterioration; and all debt has six months of
      interest outstanding at the point of default.

   -- In S&P's analysis, it assumes EBITDA partially recovers to
      approximately $250 million at emergence.  S&P applied a 6x
      multiple to its estimate of EBITDA at emergence, bringing
      the unadjusted gross enterprise value to $1.5 billion.  The
      6x multiple is consistent with multiples S&P has used for
      comparable companies with similar profitability.  S&P also
      assumed administrative claim expenses associated with the
      reorganization process at 7% of enterprise value given the
      relative complexity of the capital structure, resulting in a
      net enterprise value of $1.4 billion.

   -- After taking into account priority claims, there is about
      $1.1 billion to satisfy the senior secured claims resulting
      in a recovery rating of '1' on the low end of the range.
      This results in a corresponding recovery rating of '6' on
      the senior unsecured notes.

Simulated default and valuation assumptions

   -- Simulated year of default: 2019
   -- EBITDA at emergence: $250 million
   -- EBITDA multiple: 6.0x

Simplified waterfall
   -- Net enterprise value (after administrative costs): $1,395
      million
   -- Valuation split (obligors/nonobligors): 100%/0%
   -- Priority claims:  $254 million
   -- Collateral value available to secured creditors: $1,141
      million
   -- Secured first-lien debt: $1,263 million
   -- Recovery expectations: 90%-100%
   -- Senior unsecured debt:  $692 million
   -- Other pari-passu unsecured claims:  $308 million
   -- Recovery expectations: 0%-10%

Note: All debt amounts include six months of prepetition interest.

RATINGS LIST

Triumph Group Inc.
Corporate Credit Rating           BB+/Stable/--

New Ratings
Triumph Group Inc.
$300M snr unsecured notes         BB-
due 2022
   Recovery Rating                 6
$1 billion revolver due 2018      BBB
   Recovery Rating                 1
$375 million term loan due 2019   BBB
   Recovery Rating                 1


TROJAN BATTERY: Moody's Assigns B2 CFR & Rates $235MM Debt B2
-------------------------------------------------------------
Moody's Investors Service assigned a B2 CFR and B3-PD, to Trojan
Battery Company, Delaware LLC ("Trojan"). Concurrently, Moody's
assigned a B2 rating to the company's proposed $235 million first
lien term loan and $40 million revolving loan facilities. The new
term loan will fund the redemption of the current term loan and
revolver, as well as fund a dividend approximating $95 million to
shareholders and pay related fees and expenses. The rating outlook
is stable.

Assignments:

Issuer: Trojan Battery Company, Delaware LLC

Probability of Default Rating, Assigned B3-PD

Corporate Family Rating, Assigned B2

Senior Secured Revolver, Assigned B2, LGD3, 35%

Senior Secured Bank Credit Facility, Assigned B2, LGD3, 35%

Ratings Rationale

The B2 CFR reflects the company's long established track record
manufacturing and distributing deep-cycle lead-acid batteries and
strong market position selling into the golf car, utility electric
vehicle, floor cleaning, and aerial work platform markets, among
others. Although it is a small company, it benefits from a strong
market position with original equipment manufacturers. The
company's revenue stream benefits from the consumable nature of
batteries. Moody's anticipates the company's 2015 debt to EBITDA
(Moody's adjusted) to be under 5 times and interest coverage to be
over 3 times.

Trojan's dividend of almost $95 million, while significant, is
anticipated to leave the company with an adequate balance sheet to
manage the current economic environment given Moody's
expectations for growth in demand and the competitive climate. The
company's liquidity is considered adequate based on the
expectation that it will generate positive free cash flow and that
its $40 million revolver will initially be unused.

Capital expenditure requirements are not anticipated to be a
significant drag on the company as annual growth in demand is
likely in the low to mid single digits. The company is anticipated
to have adequate room under its covenants. As to alternative forms
of liquidity, most of its assets are pledged to its credit
facility and while its foreign assets only provide a stock pledge,
Moody's  believe there are minimal overseas assets available to be
sold to support liquidity in a distressed liquidity scenario.

The new B2 rated first lien term loan is being issued by Trojan
Battery Company, Delaware LLC and is guaranteed by its parent
company Trojan Battery Holdings LLC. The first lien loans benefit
from guarantees from the domestic operations which represent just
over 60% of sales but essentially all of the company's
manufacturing assets. The first lien is rated in line with the
CFR, while the probability of default rating is one notch lower at
B3-PD. In both cases the ratings reflect the lack of meaningful
liabilities in a first loss position in a default scenario.

The stable outlook considers the increased leverage resulting from
the transaction with debt to EBITDA initially increasing to over
5x (including Moody's standard adjustments) but improving to under
5 times in 2015 based on Moody's expectations.

The ratings could come under pressure if the company's leverage
was believed to be above 5.5 times and was expected to remain
elevated. A deterioration in the competitive climate or in demand
for one of the company's core end markets, could pressure the
outlook. The ratings are unlikely to be upgraded over the next 18
months given Moody's expectations for leverage, as well as the
company's small size and the cyclical nature of the market.

Trojan Battery Company, Delaware LLC is a subsidiary of Trojan
Battery Holdings LLC., and is a leading lead battery manufacturer
headquartered in Santa Fe Springs, California. Total revenues for
2013 approximated $400 million.

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.


TROJAN BATTERY: S&P Assigns 'B+' CR; Outlook Stable
---------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'B+'
corporate credit rating to California-based battery manufacturer
and distributor Trojan Battery Co. LLC (Trojan Battery).  The
outlook is stable.

At the same time, S&P assigned its 'B+' issue-level rating to the
company's proposed $275 million senior secured credit facility,
which consists of a $40 million revolving credit facility due 2020
and a $235 million term loan due 2021.  The recovery rating is
'3', indicating S&P's expectation for meaningful recovery (50%-
70%) in a payment default scenario. Trojan will use the proceeds
of its debt issuance to refinance existing debt, pay a dividend to
shareholders, and for general corporate purposes.

Trojan Battery manufactures and distributes batteries for use
primarily in commercial applications in the industrial,
transportation, and stationary markets (telecommunications, backup
power, and renewable energy).  The company operates in the
cyclical and competitive energy storage industry.  Its operational
scope is limited to the manufacture and sale of deep-cycle lead
acid batteries.  The company is also exposed to volatile lead cost
and cyclical end-markets, and it has limited product diversity.
These factors are partly offset by Trojan Battery's global
distribution network, good end-market diversity, domestic market
position, and brand name recognition.

"The stable outlook reflects our expectation for modest revenue
growth in the fiscal year ending August 2015," said Standard &
Poor's credit analyst Carol Hom.  Although leverage exceeds 5x,
S&P forecasts that it will drop below that level over the next
12-18 months.  This reflects S&P's expectation for modest debt
reduction and EBITDA improvement.

S&P could consider a downgrade if subpar operating performance
pressures liquidity or if it results in higher-than-expected cash
use or additional debt, causing total debt to EBITDA to remain
above 5x for an extended period with limited prospects for
improvement.  S&P could also lower the rating if the company draws
on its revolver such that covenant headroom is less than 15% and
S&P considered liquidity to be "less than adequate."

An upgrade is unlikely during the next two years considering the
company's private equity ownership and its relatively limited
operational scale and scope.  An upgrade would likely require
significant growth in sales and increased diversity of product
offerings.


TUBE CITY: S&P Assigns 'B+' CCR on Restructuring; Outlook Stable
----------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B+'
corporate credit rating to Glassport, Pa.-based Tube City IMS
Corp., the surviving entity and successor issuer of  all rated
debt initially issued by TMS International Corp.  The outlook is
stable.

At the same time, S&P withdrew its 'B+' corporate rating on TMS
International Corp., which has ceased to exist after merging with
and into its subsidiary, Tube City IMS Corp.

S&P is affirming the 'B+' issue-level rating on the $400 million
senior secured term loan and 'B-' issue-level rating on the $300
million senior unsecured notes to which Tube City IMS has become
the successor issuer.  The '3' recovery rating on the term loan
remains unchanged, indicating S&P's expectation for a meaningful
(50% to 70%) recovery in the event of a payment default.  The '6'
recovery rating on the senior notes also remains unchanged,
indicating S&P's expectation for a negligible (0% to 10%) recovery
in the event of a payment default.

This rating action is the result of Tube City's restructuring,
which has moved the rated debt from TMS International Corp. to
Tube City IMS Corp.  In S&P's view, this change does not
constitute a material change in operations or credit quality.

"The stable outlook reflects our belief that Tube City IMS Corp.
will begin to see some improvement as domestic steel production
ramps back up and new customers are added abroad.  We also expect
that the company will maintain adequate liquidity," said Standard
& Poor's credit analyst Chiza Vitta.

S&P could lower the rating if Tube City's leverage climbs above
5x, or if its ratio of funds from operations to debt drops below
12%.  This could occur if steel industry conditions were to
deteriorate and stay depressed for a prolonged period of time.

S&P would consider an upgrade if Tube City meaningfully increases
its scale and reduces its cash flow volatility while maintaining
its current credit measures.  This is partially dependent on a
strengthening and stable steel industry, as well as the company's
ability to expand its geographic and product diversity.


UNITEK GLOBAL: Delays Form 10-Q for March 29 Quarter for Analysis
-----------------------------------------------------------------
UniTek Global Services, 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 29, 2014.  UniTek Global said it is completing the
impairment analysis of its broadband cable reporting unit's
goodwill and due to the complexity involved in assessing the fair
value of the unit, the Form 10-Q could not be completed by its
original due date without unreasonable effort and expense to the
Company.  The Company expects to file within the five-day period
permitted under this rule.

                    About UniTek Global Services

UniTek Global Services, Inc., based in Blue Bell, Pennsylvania,
provides fulfillment and infrastructure services to media and
telecommunication companies in the United States and Canada.

UniTek Global reported a net loss of $52.07 million on $471.93
million of revenues for the year ended Dec. 31, 2013, as compared
with a net loss of $77.73 million on $437.59 million of revenues
in 2012.  The Company's balance sheet at Dec. 31, 2013, showed
$270.54 million in total assets, $259.08 million in total
liabilities and $11.45 million in total stockholders' equity.

                        Bankruptcy Warning

"An event of default under either of our credit facilities could
result in, among other things, the acceleration and demand for
payment of all the principal and interest due and the foreclosure
on the collateral.  As a result of such a default or action
against collateral, we could be forced to enter into bankruptcy
proceedings, which may result in a partial or complete loss of
your investment," the Company said in the Annual Report for the
year ended Dec. 31, 2013.

                           *     *     *

In the Oct. 17, 2013, edition of the TCR, Moody's Investors
Service assigned a Caa2 Corporate Family Rating to UniTek Global
Services, Inc.  UniTek's Caa2 CFR reflects the company's high
interest burden, delay in filing 2013 quarterly reports with the
SEC, lower than anticipated future revenues from one of its main
customers, and need to address internal control weaknesses over
financial reporting as of December 31, 2012 as cited in the
company's Form 10-K for the year ended Dec. 31, 2012.


As reported by the TCR on Oct. 17, 2013, Standard & Poor's Ratings
Services said it raised its corporate credit rating on Blue Bell,
Pa.-based UniTek Global Services Inc. to 'B-' from 'CCC'.  "The
ratings upgrade to 'B-' reflects our belief that the company
is no longer vulnerable and dependent on favorable developments to
meet its financial commitments over the next few years," said
Standard & Poor's credit analyst Michael Weinstein.


UNIVERSITY GENERAL: Delays Form 10-K for 2013
---------------------------------------------
University General Health System, Inc., filed with the U.S.
Securities and Exchange Commission a Notification of Late Filing
on Form 12b-25 with respect to its annual report on Form 10-K for
the year ended Dec. 31, 2013.

"The Company has been unable to complete its financial statements
for the year ended December 31, 2013, because, among other things,
the Company was unable to begin the audit process until February
2014 following the filing of the Company's Form 10-Q for the third
quarter of 2013.  The Company expects to complete the work
necessary for it to file its Form 10-K for the year ended Dec. 31,
2013 within the fifteen-day extension provided by Rule 12b-25,"
the filing stated.

                     About University General

University General Health System, Inc., located in Houston, Texas,
is a diversified, integrated multi-specialty health care provider
that delivers concierge physician- and patient-oriented services.
UGHS currently operates one hospital and two ambulatory surgical
centers in the Houston area.  It also owns a revenue management
company, a hospitality service provider and facility management
company, three senior living facilities and manages six senior
living facilities.

University General incurred a net loss attributable to common
shareholders of $3.97 million on $113.22 million of total revenues
for the year ended Dec. 31, 2012, as compared with a net loss
attributable to common shareholders of $2.57 million on $71.17
million of total revenues during the prior year.

Moss, Krusick & Associates, LLC, in Winter Park, Florida, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2012.  The independent
auditors noted that the Company has negative working capital and
relative low levels of cash and cash equivalents.  These
conditions raise substantial doubt about its ability to continue
as a going concern.


VYCOR MEDICAL: Incurs $787,000 Net Loss in Fiscal 2014
------------------------------------------------------
Vycor Medical, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $787,378 on $358,122 of revenue for the three months ended
March 31, 2014, as compared with a net loss of $642,514 on
$231,674 of revenue for the same period in 2013.

The Company's balance sheet at March 31, 2014, showed $4.86
million in total assets, $5.10 million in total liabilities and a
$247,332 total stockholders' deficiency.

Peter Zachariou, chief executive officer of Vycor, commented:
"Vycor continues to grow its base of hospitals and surgeons using
our VBAS system, and we made solid progress in expanding our sales
channels, positioning us to deliver our articulated growth and
marketing strategy.  Vycor Medical's plan is focused on: further
penetration of the U.S. market; securing additional clinical and
scientific data to support our technology; growing our
international footprint; and new product development, in
particular two smaller VBAS models and a suite of image-guided
system fully compatible devices.  NovaVision's is centered around
enabling penetration of its very significant target market by:
finalising development to allow the provision of the therapy at a
greatly reduced cost and allow for much greater scalability; and
the introduction of a new therapy module, NeuroEyeCoach, into the
patient's overall visual therapy rehabilitation regime, thereby
broadening the overall benefits to them.  We are also focused on
rolling out our VRT diagnostic licensing model with rehabilitation
centers."

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

                        http://goo.gl/tmgKo3

During April and May 2014, the Company requested waivers of
certain anti-dilution provisions of the Stock Purchase Agreement
and Series A Warrant Agreements which were executed with investors
in the Company's $5,000,000 private placement offering which was
completed on April 25, 2014.  Under the terms of the Waivers, the
investors agreed to waive their anti-dilution rights (which arose
in the event the Company sold securities at a price below $2.05
within one year of the date that the initial Registration
Statement has been declared effective by the SEC) in consideration
of the Company's agreement not to sell any securities for cash at
a price below $2.05 within such one-year period.  The Waivers
become effective as to all the Common Stock issued in the offering
once the Company receives the agreement of the holders of eighty
percent (80%) of the Common Stock issued in the offering and the
holders of eighty percent (80%) of the Common Stock issued in each
closing.  As of May 15, 2014, the Company had received waivers
from the holders of 93.9 percent of the shares issued in the
offering and over 80 percent for each closing, and so the Waivers
have been declared effective on 100 percent of the Common Stock
issued in the Offering.  The Company is continuing to seek Waivers
from the remaining investors for their Common Stock and Series A
Warrants.  Waivers have also been received in respect of the
Placement Agent Warrants and Series A Warrants held by
Fountainhead Capital Management Limited.

                        About Vycor Medical

Boca Raton, Fla.-based Vycor Medical, Inc. (OTC BB: VYCO)
-- http://www.VycorMedical.com/-- is a medical device company
committed to making neurological brain, spinal and other surgical
procedures safer and more effective.  The Company's flagship,
Patent Pending ViewSite(TM) Surgical Access Systems represent an
exciting new minimally invasive access and retraction system that
holds the potential for speedier, safer and more economical brain,
spinal and other surgeries and a quicker patient discharge.
Vycor's innovative medical instruments are designed to optimize
neurosurgical site access, reduce patient risk, accelerate
recovery, and add tangible value to the professional medical
community.

Vycor Medical reported a net loss of $2.47 million on $1.08
million of revenue for the year ended Dec. 31, 2013, as compared
with a net loss of $2.93 million on $1.20 million of revenue for
the year ended Dec. 31, 2012.  The Company's balance sheet at
Dec. 31, 2013, shows $2.11 million in total assets, $5.43 million
in total liabilities, all current, and a $3.31 million total
stockholders' deficiency.

Paritz & Company, P.A., did not issue a "going concern"
qualification in their report on the consolidated financial
statements for the year ended Dec. 31, 2013.  Paritz & Company
previously expressed substantial doubt about the Company's ability
to continue as a going concern following the 2012 financial
results.  The independent auditors noted that the Company has
incurred a loss since inception, has a net accumulated deficit and
may be unable to raise further equity which factors raise
substantial doubt about its ability to continue as a going
concern.


WAVE SYSTEMS: Luminus Devices' Walter Shephard Is New CEO
---------------------------------------------------------
Wave Systems Corp. announced several changes to its executive team
including the appointment of Walter A. Shephard as chief financial
officer, succeeding Gerard Feeney.  Mr. Shephard brings a wealth
of experience to Wave, most recently as chief financial officer of
Luminus Devices, where he was instrumental in the Company's merger
with Lightera.

In connection with Mr. Shephard's appointment as chief financial
officer, the Company entered into a letter agreement with Mr.
Shephard pursuant to which Mr. Shephard will receive an annual
base salary of $190,000 and be eligible to receive an annual bonus
of up to $135,000 pending business performance.  In addition, Mr.
Shephard will be granted 250,000 stock options of the Company,
which vest over three years and expire ten years after the date of
the grant, and certain other customary benefits as described in
the Letter Agreement.

"I would like to thank Jerry Feeney for his long years of service
to Wave as the CFO and for his advice and counsel to me as I
transitioned into my leadership role at Wave.  I wish him the best
in his future endeavors," said Wave CEO Bill Solms.  "I am pleased
to announce the appointment of Walter Shephard as the new CFO.
Wave stands to benefit from Walter's keen business acumen and
years of experience providing financial management and oversight
to companies within the technology sector.  His appointment is a
critical step in completing my leadership team and in the overall
restructuring of the company."

Prior to Luminus Devices, Mr. Shephard served as CFO, vice
president of finance and treasurer of Zygo Corporation, a publicly
traded developer of ultra high-end precision optical systems.
Previously, he was vice president and CFO for GenRad Inc. a global
hardware manufacturer and software developer.  He holds an MBA
from Babson College and a BS degree in Finance from Boston
College.

The Company's Board of Directors also voted to confirm Mr. Solms
as president of Wave.  He was named CEO and director in November.

Andrew Avery assumes the newly created posts of senior vice
president, Global Business Development and vice president, APAC
Sales.  As SVP of Global Business Development, Andy will be
directly responsible for driving new business both with current
partners and customers but also developing new markets for Wave's
products and services.  He will also be primarily responsible for
sales revenue within the Asia Pacific region.  Mr. Avery's
previous positions include vice president, Strategic Business
Development and vice president of OEM and Channel Sales.

Additionally, Simon Tidnam was promoted to vice president
Corporate Development, reporting to the CEO.  Mr. Tidnam was
previously the head of Marketing and Business development for
Wave's Scrambls product team.  Among his responsibilities will be
the further development and commercialization strategy for Wave's
Scrambls and Knowd products.

The changes within the executive team follow the additions of
Lorraine Hariton and David Cote to the Board of Directors earlier
this month.

                         About Wave Systems

Lee, Massachusetts-based Wave Systems Corp. (NASDAQ: WAVX) --
http://www.wave.com/-- develops, produces and markets products
for hardware-based digital security, including security
applications and services that are complementary to and work with
the specifications of the Trusted Computing Group, an industry
standards organization comprised of computer and device
manufacturers, software vendors and other computing products
manufacturers.

For the 12 months ended Dec. 31, 2012, the Company incurred a net
loss of $33.96 million, as compared with a net loss of $10.79
million in 2011.  The Company's balance sheet at Sept. 30, 2013,
showed $12.03 million in total assets, $19.82 million in total
liabilities and a $7.79 million total stockholders' deficit.

KPMG LLP, in Boston Massachusetts, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2012.  The independent auditors noted that
Wave Systems Corp. has suffered recurring losses from operations
and has an accumulated deficit that raise substantial doubt about
its ability to continue as a going concern.


XELLA INTERNATIONAL: S&P Affirms 'B+' CCR; Outlook Stable
---------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B+' long-term
corporate credit rating on Germany-based building products
manufacturer Xella International S.A. (Xella).  The outlook is
stable.

At the same time, S&P assigned its 'BB-' issue rating to the
proposed EUR325 million senior secured notes to be issued by Xefin
Lux S.C.A., a subsidiary of Xella.  S&P assigned a recovery rating
of '2' to the notes, indicating its expectation of substantial
(70%-90%) recovery for the proposed senior secured noteholders in
the event of a payment default.

At the same time, S&P raised its issue rating on the existing
EUR300 million senior secured notes to 'BB-' from 'B+'.  However,
S&P expects to withdraw the issue rating on this instrument at the
close of the proposed transaction.  Finally, S&P revised its
recovery rating on these notes upward to '2' from '3'.

The affirmation follows Xella's announcement that it will
refinance its EUR300 million senior secured fixed-rate notes with
new EUR325 million senior secured floating-rates notes.  The
affirmation reflects that this transaction will not have any
material impact on the company's leverage ratio, but will lower
its cash interest expenses by about GBP5 million-GBP10 million and
improve its funds from operations (FFO) interest coverage to more
than 3.5x.

"The rating on Xella reflects our assessment of Xella's business
risk profile as "satisfactory" and its financial risk profile as
"highly leveraged."  Xella's "satisfactory" business risk profile
is based on the company's leading positions as Europe's producer
of autoclaved aerated concrete and calcium silicate units.  The
company has good diversification across a variety of product lines
and, to a lesser extent, end markets.  We also consider the low
volatility in the group's profitability over past seven years as a
key rating factor.  That said, Xella operates in a highly cyclical
industry owing to its high exposure to new construction markets
that can exhibit volatile demand.  Xella also has sizable exposure
to energy prices and commodity price fluctuations, which put
pressure on the company's profitability," S&P said.

RECOVERY ANALYSIS

Key Analytical Factors

   -- The issue rating on the proposed EUR325 million senior
      secured notes to be issued by special-purpose vehicle Xefin
      Lux is 'BB-'.

   -- S&P understands that Xefin Lux will pass the proceeds of the
      proposed notes to Xella through Facility D2, whose terms are
      back-to-back with those of the notes.  The issue rating on
      Facility D2 is 'BB-' and the recovery rating is '2',
      reflecting that Facility D2 forms part of the existing
      senior secured facility agreements and ranks pari passu with
      Xella's other secured facilities.

   -- The recovery rating on Facility D2 is supported by S&P's
      valuation of Xella as a going concern and S&P's view of the
      fair security package provided to senior secured lenders.
      However, it is constrained by the significant amount of debt
      that ranks pari passu with the notes (including the existing
      term loans and the revolving credit and capex facilities),
      and the existence of material debt baskets under the notes'
      documentation.

   -- S&P has revised its view of the collateral package provided
      to senior secured lenders, which includes around 40% of the
      group's tangible asset base and importantly, around EUR260
      million of assets in Germany.  The upward revision of the
      recovery rating on the existing and proposed senior secured
      notes to '2' reflects S&P's indicative recovery prospects
      for the senior secured debt of above 70%, and its revised
      valuation multiple of 5.5x.

   -- S&P's raising of the issue rating on the existing senior
      secured notes to 'BB-' reflects the improvement in the
      recovery rating to '2'.

   -- The issue rating on Xella Holdco Finance's EUR200 million
      payment-in-kind toggle notes is 'B-', with a recovery rating
      of '6'.  These ratings are constrained by the notes'
      subordination to a significant amount of senior secured
      debt.

   -- S&P's hypothetical default scenario contemplates a default
      in 2017, likely triggered by a downturn in residential and
      non-residential construction reducing demand and
      exacerbating pricing pressures, which would substantially
      squeeze Xella's margins and cash flow.  S&P assumes that the
      RCF would be fully drawn at the point of default.

   -- S&P values Xella as a going concern, reflecting its leading
      market positions in Europe, its well-invested asset base,
      and favorable growth prospects in the industry.

Simulated Default Assumptions

   -- Year of default: 2017
   -- EBITDA at emergence: EUR127 million
   -- EBITDA multiple: 5.5x
   -- Jurisdiction: Germany

Simplified Waterfall

   -- Gross enterprise value at default: about EUR698 million
   -- Administrative costs: EUR41 million
   -- Net value available to creditors: EUR657 million
   -- Priority claims: about EUR89 million
   -- Senior secured debt claims: EUR734 million*
   -- Recovery expectation: 70%-90%
   -- Subordinated debt claims: EUR280 million*
   -- Recovery expectation: 0%-10%

*All debt amounts include six months of prepetition interest.


YRC WORLWIDE: Counsel Says 20MM Shares Issuance Legal
-----------------------------------------------------
In connection with the offering and sale of shares of YRC
Worldwide Inc.'s common stock, par value $0.01 per share, by
certain selling stockholders, YRC Worldwide filed with the U.S.
Securities and Exchange Commission exhibits containing: (i) the
opinion of Kirkland & Ellis LLP as to the legality of those shares
of common stock and (ii) the consent of Kirkland & Ellis LLP.

Kirkland & Ellis is acting as special counsel to YRC Worldwide  in
connection with the sale by selling stockholders of up to
20,061,171 shares of the Company's common stock, par value $0.01
per share, registered pursuant to a Registration Statement on Form
S-3, originally filed with the Securities and Exchange Commission,
under the Securities Act of 1933, as amended, on Feb. 4, 2014.

"Based upon and subject to the foregoing qualifications,
assumptions and limitations and the further limitations set forth
below, we are of the opinion that the Shares have been duly
authorized and validly issued and are fully paid and
nonassessable," the report stated.

A copy of the Exhibit is available for free at:

                        http://is.gd/SzlPbJ

                        About YRC Worldwide

Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ:
YRCW) -- http://www.yrcw.com/-- is a holding company that offers
its customers a wide range of transportation services.  These
services include global, national and regional transportation as
well as logistics.

The Company incurred a net loss of $83.6 million in 2013 following
a net loss of $136.5 million in 2012.  As of Dec. 31, 2013, the
Company had $2.06 billion in total assets, $2.66 billion in total
liabilities and a $597.4 million total shareholders' deficit.

                            *    *    *

As reported by the TCR on Feb. 18, 2014, Moody's Investors Service
has upgraded the Corporate Family Rating for YRC Worldwide Inc.
("YRCW") from Caa3 to B3, following the successful closing of its
refinancing transactions.

In the Jan. 31, 2014, edition of the TCR, Standard & Poor's
Ratings Services said that it raised its ratings on Overland Park,
Kansas-based less-than-truckload (LTL) trucker YRC Worldwide Inc.
(YRCW), including the corporate credit rating to 'CCC+' from
'CCC', and removed them from CreditWatch negative, where they were
placed on Jan. 10, 2014.  "The upgrades reflect YRCW's improved
liquidity position and minimal debt maturities as a result of its
proposed refinancing," said Standard & Poor's credit analyst Anita
Ogbara.


ZALE CORP: Posts $9 Million Net Income in Third Quarter
-------------------------------------------------------
Zale Corporation reported net earnings of $8.82 million on $431.02
million of revenues for the three months ended April 30, 2014, as
compared with net earnings of $5.05 million on $442.70 million of
revenues for the same period in 2013.

For the nine months ended April 30, 2014, the Company reported net
earnings of $32.30 million on $1.45 billion of revenues as
compared with net earnings of $17.99 million on $1.47 billion of
revenues for the same period last year.

As of April 30, 2014, Zale Corp had $1.26 billion in total assets,
$1.05 billion in total liabilities and $205.73 million in total
stockholders' investment.

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

                         http://goo.gl/HafD8y

Zale Corporation sent a letter to TIG Advisors, LLC, responding to
the numerous "inaccuracies" and "misrepresentations" put forth by
TIG with respect to the proposed transaction with Signet Jewelers
Limited, under which Zale stockholders will receive $21.00 cash
per share consideration.  A full text of the letter from Terry
Burman, Chairman of the Zale Board of Directors, on behalf of the
Zale Board of Directors, to Drew Figdor, Portfolio Manager at TIG,
is available for free at http://goo.gl/FYEg9s

                        About Zale Corporation

Based in Dallas, Texas, Zale Corporation (NYSE: ZLC) --
http://www.zalecorp.com/-- is a specialty retailer of diamonds
and other jewelry products in North America, operating
approximately 1,695 retail locations throughout the United States,
Canada and Puerto Rico, as well as online.  Zale Corporation's
brands include Zales Jewelers, Zales Outlet, Gordon's Jewelers,
Peoples Jewellers, Mappins Jewellers and Piercing Pagoda.  Zale
also operates online at http://www.zales.com/,
http://www.zalesoutlet.com/,
http://www.gordonsjewelers.com/and http://www.pagoda.com/

Zale Corp disclosed net earnings of $10.01 million for the year
ended July 31, 2013, as compared with a net loss of $27.31 million
for the year ended July 31, 2012.  The Company incurred a net loss
of $112.30 million for the year ended July 31, 2011 and a net loss
of $93.67 million for the year ended July 31, 2010.


ZOGENIX INC: Closes Sale of Product Line to Endo Ventures
---------------------------------------------------------
Zogenix, Inc., on May 16, 2014, closed the previously announced
sale of its SUMAVEL(R) DosePro(R) Needle-free Delivery System
(sumatriptan injection) product line to Endo Ventures Bermuda
Limited and Endo Ventures Limited, pursuant to an Asset Purchase
Agreement, dated as of April 23, 2014, between the Company and the
Buyers.

License Agreement

At the Closing, the Company and Endo Ventures Bermuda entered into
a license agreement, pursuant to which the Company granted Endo
Ventures Bermuda an exclusive, perpetual, irrevocable (unless
terminated as set forth in the License Agreement), fully paid-up,
royalty-free license to make and have made (subject to the
limitations in the License Agreement), use and research, develop
and commercialize SUMAVEL DosePro throughout the world under a
specified subset of Zogenix's DosePro technology patents and know-
how.  Zogenix retained all rights to the DosePro technology
patents and know-how for use with other products.

Under the License Agreement, Zogenix has the right to review and
comment on pre-clinical, non-clinical and clinical trial protocols
for the Product to the extent they implicate the DosePro
technology more broadly.  In addition, Zogenix has the right to
review and comment on drafts of regulatory filings and
correspondence regarding major or material issues proposed to be
made or sent with respect to the Product to the extent they
implicate the DosePro technology more broadly, prior to their
submission to regulatory authorities.

Zogenix agreed that, during the term of the License Agreement,
neither it nor its affiliates will, directly or indirectly,
research, develop and commercialize any needle-free, injection,
drug delivery device administering sumatriptan as the sole active
ingredient for use in humans anywhere in the world, subject to
certain exceptions described in the License Agreement.

Either party may terminate the License Agreement in the event of
the other party's uncured material breach.

Supply Agreement

At the Closing, the Company and Endo Ventures also entered into a
supply agreement, pursuant to which the Company will retain the
sole and exclusive right and the obligation to manufacture, have
manufactured, supply or have supplied the Product to Endo
Ventures, subject to Endo Venture's right to qualify and maintain
a back-up manufacturer.  Endo Ventures will exclusively purchase
the Product supplied by the Company at the cost of goods sold plus
two and one-half percent.

Under the Supply Agreement, Endo Ventures will support the
Company's Product manufacturing operations with a working capital
advance equivalent to the book value of the inventory of materials
and unreleased finished goods held by the Company in connection
with the manufacture of the Product minus the accounts payable
associated with such materials and unreleased finished goods,
capped initially at $7 million and subject to adjustment.  The
working capital advance will be evidenced by a promissory note and
will be secured by liens on materials and unreleased finished
Product.

If the Product is the only product manufactured with the Company
equipment and processes, all capital investment and improvement
projects will be paid by Endo Ventures.

The Supply Agreement may be terminated by either party upon three
years prior written notice, provided that the notice cannot be
given prior to the fifth anniversary of the Closing Date.  Either
party may also terminate the Supply Agreement in the following
circumstances: (i) if the other party breaches any material term
of the agreement and fails to cure such breach within a specified
time period following written notice; or (ii) upon the occurrence
of certain financial difficulties. Endo Ventures also may
terminate the Supply Agreement in the following circumstances: (i)
if the Product has been deemed ineffective or unsafe by the
applicable governmental authorities; or (ii) if the Company fails
to supply to Endo Ventures a minimum quantity of Product over the
course of a six month period which results in Endo Ventures being
unable to supply the Product to its trade customers.

On May 16, 2014, in connection with the sale of the SUMAVEL(R)
DosePro(R) Needle-free Delivery System (sumatriptan injection)
product line to the Buyers, Cowen Healthcare Royalty Partners II,
L.P., exercised its right to terminate the Financing Agreement,
dated June 30, 2011, between the Company and HRP.  Pursuant to the
Financing Agreement, the Company was required to make a final
payment of $40 million to HRP.  The Company no longer has any
payment obligations under the Financing Agreement, and all
encumbrances on the Company's intellectual property and personal
property under the Financing Agreement were terminated.

                        About Zogenix Inc.

Zogenix, Inc. (NASDAQ: ZGNX), with offices in San Diego and
Emeryville, California, is a pharmaceutical company
commercializing and developing products for the treatment of
central nervous system disorders and pain.

Zogenix reported a net loss of $80.85 million in 2013, as compared
with a net loss of $47.38 million in 2012.  The Company's balance
sheet at March 31, 2014, showed $99.98 million in total assets,
$97.56 million in total assets, $2.41 million in total
stockholders' equity.

Ernst & Young LLP, in San Diego, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company's recurring losses from operations and lack of
sufficient working capital raise substantial doubt about its
ability to continue as a going concern.


* FTI Consulting's Senior Managing Directors Bags M&A Awards
------------------------------------------------------------
FTI Consulting, Inc., the global business advisory firm dedicated
to helping organizations protect and enhance their enterprise
value, on May 21 disclosed that two of its professionals were
among the list of industry leaders honored by The M&A Advisor's
5th Annual 40 Under 40 Awards.  Matthew Diaz and David Rush, both
Senior Managing Directors in the Company's Corporate
Finance/Restructuring segment, were recognized in the Service
Provider category for their accomplishments.

This annual awards program was created to recognize leading
professionals in the mergers and acquisitions ("M&A"), financing
and turnaround industries, as well as to promote mentorship and
professional development among emerging business leaders.  The
winners and finalists were selected by an independent panel of
distinguished business leaders.

"FTI Consulting's long-standing leadership in the restructuring
and corporate recovery markets is the result of attracting and
supporting talented emerging leaders like Matthew and David," said
Steven Gunby, President and Chief Executive Officer at FTI
Consulting.  "Beyond delivering terrific client results, the
contributions, commitment and energy Matthew and David demonstrate
attract junior people who are enthusiastic to collaborate and
learn from talented professionals and, in turn, make their own
major contributions."

Mr. Diaz has nearly 15 years of experience providing restructuring
services to companies and creditors in the Chapter 11 environment.
Mr. Diaz has deep expertise in the preparation and critical
evaluation of plans of reorganization, financial projections,
models and liquidation analyses, the assessment and review of
asset sale proposals, key employee incentive plans, financing
facilities, critical vendor programs, intercompany analysis and
causes of action, and the analysis of creditor recoveries under
various restructuring and financial scenarios.

Mr. Rush has more than 16 years of corporate recovery and
financial advisory experience.  His industry knowledge includes
oil and gas, consumer products/packaged goods, oilfield services,
energy, financial services, retail, manufacturing and insurance
and has served as a trusted advisor and in interim management
positions on numerous engagements with varying challenges and
complexities.  He has represented private and public companies,
lenders, creditor committees and other parties in interest and has
advised them with asset sales, debtor-in-possession financing,
covenant negotiations, avoidance actions, bankruptcy preparation
and litigation support matters.

On Tuesday, June 24, 2014, The M&A Advisor will host a black tie
Awards Gala at The Roosevelt Hotel in Manhattan in conjunction
with the 2014 Emerging Leaders Summit, which is an exclusive event
pairing 40 Under 40 winners with their mentors and other
stalwarts, to introduce the 40 Under 40 Award winners to the
business community and celebrate their achievements.  The complete
list of the 2014 M&A Advisor 40 Under 40 Award winners can be
accessed here: http://is.gd/hf0s2F

                       The M&A Advisor

The M&A Advisor -- http://www.maadvisor.com-- was founded in 1998
to offer insights and intelligence on M&A activities.  Over the
past 16 years, it has established the premier global network of
M&A, turnaround and finance professionals.  Today, The M&A Advisor
has the privilege of presenting, recognizing the achievements of
and facilitating connections between the industry's top performers
throughout the world with a comprehensive range of services.

                       About FTI Consulting

FTI Consulting, Inc. -- http://www.fticonsulting.com-- is a
global business advisory firm dedicated to helping organizations
protect and enhance enterprise value in an increasingly complex
legal, regulatory and economic environment.  With more than 4,200
employees located in 26 countries, FTI Consulting professionals
work closely with clients to anticipate, illuminate and overcome
complex business challenges in areas such as investigations,
litigation, mergers and acquisitions, regulatory issues,
reputation management, strategic communications and restructuring.
The Company generated $1.65 billion in revenues during fiscal year
2013.


* Kramer Levin's Jeffrey Trachtman to Receive Arthur Leonard Award
------------------------------------------------------------------
Kramer Levin Naftalis & Frankel LLP on May 21 disclosed that
Jeffrey S. Trachtman will be presented with the Arthur S. Leonard
Award for distinguished service on behalf of the LGBT Community at
the City Bar Association's annual reception celebrating LGBT Pride
Month on June 24.  The Award, named for the distinguished law
professor and scholar of LGBT rights, is given annually to two
members of the bar selected by the Committee on Lesbian, Gay,
Bisexual, and Transgender Rights.

Mr. Trachtman, a Partner in the Litigation Department who
specializes in bankruptcy and mass tort cases, served for 17 years
as Chair of Kramer Levin's Pro Bono Committee and has maintained
an active pro bono practice since joining the firm in 1986.  The
City Bar award recognizes his work in the area of LGBT rights
dating back nearly 20 years.

Most notably, Mr. Trachtman served as lead co-counsel with Lambda
Legal Defense in Hernandez v. Robles, the historic 2006 case
seeking equal marriage rights under the New York constitution.
The case resulted in one of the first decisions upholding marriage
equality, and while that decision did not survive appeal, the
public education impact of the case encouraged the New York
Assembly to pass a marriage equality bill within a year, an
important step towards full passage in 2011.  In related work,
Mr. Trachtman led a Kramer Levin team that co-counseled with
Lambda Legal in a series of cases establishing recognition under
New York law for the valid out-of-state marriages of same-sex
couples -- precedent that established standing as a surviving
spouse for Edie Windsor, plaintiff in the case striking down a key
portion of the Defense of Marriage Act last year.

Mr. Trachtman also led Kramer Levin teams that submitted important
amicus briefs in a series of historic Supreme Court cases,
including Dale v. Boy Scouts of America, Lawrence v. Texas,
Windsor v. United States, and Perry v. Hollingsworth. Kramer Levin
has submitted an updated version of the Perry and Windsor briefs
-- addressing the growing support for marriage equality among
mainstream religions -- in several of the marriage cases now
pending in federal appellate courts across the country. Earlier,
Mr. Trachtman represented the lesbian survivor of a 9/11 victim in
establishing her right to share in her partner's Victims'
Compensation Fund award.  Mr. Trachtman also serves as point
person for Kramer Levin's pro bono general counsel relationships
with the LGBT Community Center and Freedom to Marry.

"Kramer Levin is proud of Jeff's accomplishments as a leader in
pro bono work on behalf of the LGBT community," said Kramer
Levin's Managing Partner, Paul Pearlman.  "It reflects a
commitment to diversity and equality that is a bedrock value of
our firm, and indeed our involvement in service to the community
dates back to the founding of GMHC in 1981.  Jeff has helped us
build on that commitment and to recruit and mentor a generation of
outstanding Kramer Levin attorneys who share our values."

Mr. Trachtman has previously received pro bono awards from both
the American Bar Association and the New York State Bar
Association for his leadership of Kramer Levin's pro bono program
and involvement in a wide range of civil rights and poverty pro
bono work, including his LGBT rights work.  The firm has also been
recognized for its commitment to LGBT equality by the Empire State
Pride Agenda Foundation, which is currently co-chaired by Kramer
Levin Partner Norman C. Simon, another active participant in the
firm's LGBT rights litigation work.

"I am humbled to receive this award for doing work that has been
incredibly fun and rewarding," said Mr. Trachtman.  "Kramer Levin
was one of the first large firms to enthusiastically embrace LGBT
civil rights work and has steadfastly supported me and my
colleagues in doing this work over the years.  Playing a small
part in the tremendous change of the last decade has been a
highlight of my career."

The City Bar Pride reception will be held on Tuesday, June 24 from
6 to 8 PM at the House of the City Bar at 42 W. 44th Street.  The
event is co-sponsored by the City Bar Justice Center, The LGBT Bar
Association of Greater New York, The Lesbian, Gay, Bisexual &
Transgender Community Center, and the National Association of
Women Lawyers.


* Proposed Merger Of Squire Sanders, Patton Boggs Hits Snag
-----------------------------------------------------------
Casey Sullivan, writing for Reuters, reported that the fate of the
proposed merger of law firms Patton Boggs and Squire Sanders
appeared uncertain after Squire Sanders halted voting on approving
the tie-up.

According to the report, the deal was held up because of concerns
over the role of Patton Boggs in a legal battle between Chevron
Corp and a group of Ecuadorean villagers, a source close to the
deal told Reuters.  Partners from the 300-lawyer Patton Boggs
voted on the proposed merger with the 1,300-lawyer Squire Sanders,
the report said.  The source said that Patton Boggs partners had
voted to approve it, the report related.


* BOOK REVIEW: American Economic History
----------------------------------------
Author:     Seymour E. Harris, editor
Publisher:  Beard Books
Softcover:  560 pages
List Price: $34.95
Review by Gail Owens Hoelscher

Order your personal copy today and one for a colleague at
http://www.beardbooks.com/beardbooks/american_economic_history.html

A classic text on a fascinating topic by a host of notable
authors is again in print. American Economic History is a
collection of 15 studies of the economic development of the
United States from about 1800 to the late 1950s, written by 20
prominent and diverse 20th century thinkers. The authors show
America to be, in the words of contributor Arthur Schlesinger,
Jr., ". . . a compact example of the growth of an underdeveloped
country into a great and rich industrial state."

The chapters are divided into four topics: major issues, policy
issues, determinants of income, and regional growth. The section
on major issues includes an compelling discussion by Mr.
Schlesinger called "Ideas and the Economic Process." In it, he
claims that the contribution to our unprecedented growth by the
"unfettered individual," the "genius" personage of the American
businessman, has been exaggerated, while the roles of public
policy and the influx of ideas and capital from abroad have been
diminished. Mr. Schlesinger concludes that "(t)he ability to
change one's mind (which is easier in a society in which people
have the freedom to think, inquire and speculate) turns out, in
the last analysis, to be the secret of American economic growth,
without which resources, population, climate and the other
favoring factors would have been of no avail." To complete this
section, Alfred H. Conrad discusses income growth and structural
change over time, and Peter B. Kenan undertook a statistical
survey of growth in population, transportation, output, wealth,
and industry.

The second part deals with policy. J. G. Gurley and E. S. Shaw
discuss the history of U.S. monetary policy, concluding that
"the failure to manufacture enough money may bring on recession
and stultify economic growth, (but) it is also clear . that
merely manufacturing money is not enough." Mr. Harris devotes a
chapter to fiscal policy, defined as an attempt "to adapt tax,
spending, and debt policies to the needs of the economy." He
agrees with Herbert Hoover, in that "when the private economy
was foundering, it was the task of the government to increase
the total amount of purchasing power at the disposal of the
people," and the "medicine for recession was to cut taxes and
increase the total amount of spending." Asher Achinstein
chronicles economic fluctuations in the U.S., and Douglass C.
North the role of the U.S. in the international economy. G. A.
Lincoln, W. Y. Smith, and J. B. Durst recount the effects of war
and defense on the economy.

Part Three deals with determinants of income. In it are thorough
discussions of population and immigration (Elizabeth W. Gilboy
and Edgar M. Hoover); patterns of employment (Stanley
Lebergott); natural resource policies ( Joseph L. Fisher and
Donald J. Patton); transportation (Merton J. Peck); trade
unionism and collective bargaining (Lloyd Ulman); and
agriculture (John D. Black).  The writers discuss the historic
linkages between and among population growth, construction, and
transportation growth. Messrs. Fisher and Patton lament the lack
of serious effort to conserve resources until the first quarter
of the 20th century. Professor Ulman concludes that collective
bargaining contributed much to the growth of fringe benefits.
Professor Black charts the decline in relative importance of the
agricultural sector. The book ends with a chapter on regional
income trends, 1840-1950, by Richard A. Easterlin.

Seymour E. Harris (1897-1974), earned undergraduate and doctoral
degrees from Harvard University. He was chairman of the
Department of Economics at Harvard and the University of
California, San Diego. Advisor to numerous government officials,
he was editor of the Review of Economics and Statistics from
1943 to 1964 and associate editor of the Quarterly Journal of
Economics from 1947 to 1974.


                             *********

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.

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S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Ivy B. Magdadaro, Carlo Fernandez,
Christopher G. Patalinghug, and Peter A. Chapman, Editors.

Copyright 2014.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-241-8200.


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