TCR_Public/140529.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Thursday, May 29, 2014, Vol. 18, No. 147

                            Headlines

21ST CENTURY ONCOLOGY: S&P Affirms 'B-' Corp. Credit Rating
818 GREEN STREET: Voluntary Chapter 11 Case Summary
ABERDEEN LAND: Plan Confirmation Hearing Continued to June 19
ACCREDITED HOME: Bid to Reject "Skibbe" Suit Granted in Part
ADVANCED CELL: Incurs $8.69-Mil. Net Loss in March 31 Quarter

ALIMERA SCIENCES: Has $20.76-Mil. Net Loss for Q1 Ended March 31
ALPHA NATURAL: Moody's Cuts CFR to B3 & Rates 2nd Lien Notes B2
AMERICAN BREWING: Incurs $656K Net Loss in First Quarter
AMERICAN RESIDENTIAL: Moody's Rates New $200MM First Lien Debt B2
AMERIGO ENERGY: Late-Filed Form 10-Q Shows $246,000 Q1 Net Income

AMINCOR INC: Files Form 10-Q, Incurs $2.8 Million Net Loss in Q1
ARISTA POWER: Incurs $752,000 Net Loss in First Quarter
ASTANA-FINANCE JSC: Wins Chapter 15 Relief
AUGUSTA APARTMENTS: Turner Compensation Application Withdrawn
BLITZ USA: Attys Mismanaging $163M Trust, Burn Victim Says

BODY CENTRAL: Has $9.25-Mil. Net Loss for March 29 Quarter
BURROUGHS-ROSS-COLVILLE: Case Summary & 19 Unsecured Creditors
CANCER GENETICS: Incurs $2.5 Million Net Loss in First Quarter
CARETRUST REIT: Moody's Assigns 'B2' Corp. Family Rating
CASPIAN SERVICES: Files Form 10-Q, Incurs $10.9MM Q2 Net Loss

CEETOP INC: Incurs $346,000 Net Loss in First Quarter
CENTRAL STATES MECHANICAL: 10th Cir. Rules on Agra Contract Rift
CLEAN DIESEL: Incurs $3.84-Mil. Loss in Q1 Ended March 31
COLDWATER CREEK: Trustee Blasts $2.6M Bonus Plan for Execs
COLOR STAR: Seeks to Extend Plan Exclusivity Until June 13

CONDOR DEVELOPMENT: Court to Convene June 13 Confirmation Hearing
CONDOR DEVELOPMENT: EastWest Bank Opposes Plan Outline Approval
CONDOR DEVELOPMENT: Court Fixes May 30 as Admin Claims Bar Date
CORNERSTONE HOMES: Chapter 11 Trustee Hires Realtor
CROZER CHESTER: Moody's Lowers Long-Term Rating to 'Ba2'

DAVID K. DRUMM: On Trial Over Bankruptcy Discharge
DETROIT, MI: Creditors Ask Judge to Delay Detroit Bankruptcy Trial
DEWEY & LEBOEUF: Looks to Judge for Solution to $1.2MM Tax Problem
DEWEY & LEBOEUF: Creditor Can Sue Officers After Claim Sold
E H MITCHELL: Balks at UST's Motion to Dismiss or Convert

E H MITCHELL: Creditor Laurent Wants Bankruptcy Case Dismissed
ENERGY FUTURE: Extends Early Participation Date for Tender Offer
ENERGY FUTURE: Postpones Hearing on Restructuring Agreement
ESP RESOURCES: Incurs $756,000 Net Loss in First Quarter
EVENT RENTALS: Seeks Sole Right to File Plan Until October

EXIDE TECHNOLOGIES: Faces Resistance to Opening Pennsylvania Plant
EXTENDED STAY: S&P Assigns 'B+' Corp. Credit Rating, Outlook Pos.
FIRST NATIONAL: William G. Bracey Elected as Director
FREE LANCE-STAR: Dist. Court Rejects DSP Bid to Expedite Appeal
FREEDOM INDUSTRIES: Sells Blending Plant for $575,000

FURNITURE BRANDS: Lassman Family Blocks Approval of Plan Outline
GARLOCK SEALING: To File Amended Plan of Reorganization Today
GENCO SHIPPING: Rights Offering Subscription Deadline Extended
GENCO SHIPPING: Hires Kramer Levin as Counsel
GENERAL MOTORS: Customer Loses Appeal of Bankruptcy Judge's Ruling

GENERAL MOTORS: Counsel Knew About Defect Before Ch. 11, Suit Says
GENERAL MOTORS: Lawyers Push to Corral Automaker's Recall Cases
GINGRICH GROUP: Judge OKs Trustee's Settlement With Newt
GLOBAL AVIATION: U.S. Trustee, et al., Object to Proposed Bonuses
GMF CANADA: S&P Rates C$400MM Sr. Unsecured Notes 'BB-'

HALSEY MINOR: Horse Farm Sells for $7.5 Million
HAYDEL PROPERTIES: Dismissal Hearing Set For June 19
HDG MANSUR INVESTMENT: Wants Schedules Deadline Moved to July 7
HDG MANSUR INVESTMENT: Mansur Proposes Katz & Korin as Counsel
HDG MANSUR INVESTMENT: Seeks to Stop Equity Co. Suit

INTERFAITH MEDICAL: Bankruptcy Hearing Postponed to May 30
IVANHOE RANCH: Court Grants Essel's Request to Lift Stay
JACOBY & MEYERS: Bankruptcy Belongs in New York, Creditors Say
JHK INVESTMENTS: June 3 Hearing on Cash Collateral Access
KISSNER MILLING: Moody's Assigns 'B3' Corporate Family Rating

LEHMAN BROTHERS: LBI Trustee Plans $4-Bil. Payout to Creditors
LEHMAN BROTHERS: Trustee to Set Aside Reserves for Secured Claims
LEHMAN BROTHERS: Bid Against Dismissal of Suit Unfair, Banks Claim
LEHMAN BROTHERS: Asks Court to Disallow Giants Stadium Claims
LEHMAN BROTHERS: $1.6-Bil. Claims vs. LBI Disallowed in Q1 of 2014

LEHMAN BROTHERS: Picbengro Deal Approved by Bankruptcy Court
LUPATECH SA: Terms of Restructuring Plan in Brazil
MEE APPAREL: U.S. Trustee Claims Otterbourg Has Conflict
MOMENTIVE PERFORMANCE: Gets Approval to Honor Insurance Agreements
NEW STREAM: Execs Cop to Conspiracy in Fraud Case

OPTIM ENERGY: Wants Deadline to Remove Suits Moved to Sept. 10
OPTIM ENERGY: Asks Court to Determine Value of Twin Oaks Plant
OPTIM ENERGY: Gets Court Approval to Implement Incentive Programs
OVERSEAS SHIPHOLDING: Files First Amended Disclosure Statement
PACIFIC STEEL: Court Okays Sheppard Mullin as Committee Counsel

PACIFIC STEEL: Hires Chang Ruthenberg as Special Counsel
PERMA-FIX ENVIRONMENTAL: Posts $3.97-Mil. Loss in March 31 Quarter
PICACHO HILLS: Taps Randy Travis as Accountant
PILGRIM'S PRIDE: Moody's Puts 'B1' CFR on Review for Downgrade
PONCE DE LEON: PRLP Urges Court to Reject Reorganization Plan

PONCE DE LEON: PRLP Wants Use of Sale Proceeds Restricted
RAM POWER: In Talks with Lenders to Obtain Loan Waivers
RHP HOTEL: Moody's Assigns Ba3 Rating on $400MM Sr. Secured Loan
ROSSCO HOLDINGS: Accuses Beard Kultgen, Kelly Hart Of Malpractice
ROSKAMP MANAGEMENT: Pa. Judge Can't Nix Deal OK'd In Bankruptcy

RUDERMAN CAPITAL: Ponzi Victims Can Be Paid Before $25M SEC Claim
SABINE PASS: Moody's Rates $1.5BB Senior Secured Notes 'Ba3'
SAN JUAN PROPERTIES: Case Summary & 2 Largest Unsecured Creditors
SCH-TRIDENT: Hiring Lindauer Firm as Bankruptcy Counsel
SCH-TRIDENT: Can Use Cash Collateral Thru May 30

SCH-TRIDENT: Schedules and Statements Due Today
SEGA BIOFUELS: Plan Disclosures Approved by Judge
SHILO INN: Taps Greene & Markley as Special Litigation Counsel
SHILO INN: California Bank Objects to Greene & Markley Hiring
SKYLINE MANOR: Hearing on Appointment of Ch 11 Trustee Today

SKYLINE MANOR: Penny Clark Named as Patient Care Ombudsman
SM ENERGY: Moody's Raises Corporate Family Rating to 'Ba1'
SPECIALTY HOSPITALS: Enters Ch. 11 With Sale Plan
STOCKTON, CA: T To Can, Greg Valentine Object to Plan Confirmation
TESLA MOTORS: S&P Assigns Unsolicited 'B-' CCR; Outlook Stable

TRADER CORPORATION: Moody's Affirms 'B3' Corporate Family Rating
TRONOX INC: Judge Approves Anadarko's $5.15 Billion Settlement
TRUE RELIGION: Moody's Lowers Corp. Family Rating to 'B3'
TUSCANY INTERNATIONAL: First Amended Plan Confirmed
TWEETER HOME: Chapter 7 Conversion Sought

USMART MOBILE: Files Form 10-Q, Incurs $291,000 Net Loss in Q1
VERITY CORP: Late-Filed Form 10-Q Shows $212,755 Net Loss
ZAYO GROUP: Moody's Affirms 'B2' CFR & Rates Add-on Debt 'B1'

* Chapter 11 Fees Up as Big Company Filings Down
* Court Declines to Cancel Woman's Debt 'Anywhere on Planet Earth'
* No Supreme Court Decision Yet on 'Stern Waiver' Case
* North Las Vegas Pursues Bill that Could Allow Muni Bankruptcies

* Wells Fargo Wrongly Charged Attorneys' Fees, $5M Suit Says

* Two Dorsey Bankruptcy Attorneys Recognized by Chambers USA

* Recent Small-Dollar & Individual Chapter 11 Filings


                             *********


21ST CENTURY ONCOLOGY: S&P Affirms 'B-' Corp. Credit Rating
-----------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
21st Century Oncology Holdings Inc. to stable from positive.  The
corporate credit rating remains 'B-'.  In addition, S&P withdrew
the ratings on the $640 million first-lien credit facility,
consisting of a $210 million revolving credit facility and a $430
million term loan, which the company planned to issue in
conjunction with the IPO.

S&P also revised its recovery ratings on the company's second-lien
notes to '4' from '3', indicating S&P's expectation of average
(30% to 50%) recovery in a default scenario.  S&P made this
revision because the company has incurred higher capital leases
and subsidiary debt, which S&P considers to be priority debt.  The
issue-level rating on these notes is 'B-', the same as the
corporate credit rating.

"We revised the outlook on 21st Century Oncology Holdings after
the company announced that it has postponed its IPO and a related
refinancing," said credit analyst Tulip Lim.  "We based the
revision on our expectation that the company will incur
discretionary cash flow deficits this year versus our expectation
that the company would generate minimal positive discretionary
cash flow if the IPO and refinancing had been completed."

The outlook is stable and reflects S&P's expectation that organic
revenue will grow at a mid-single-digit rate, margins will rise,
and liquidity will remain "adequate" over the near-term.

Upside scenario

S&P could raise the rating if the company lowers leverage and
improves interest coverage such that it become convinced that the
company would generate moderate positive discretionary cash flow.
This could occur if the company were to complete an IPO and
refinance high interest cost debt.  It would also likely entail
the reimbursement environment remaining relatively stable, the
company successfully integrating OnCure and SFRO, significant
margin expansion, and continued treatment volume increases.

Downside scenario

S&P could consider lowering the rating if the company's revolving
credit facility balance approaches $75 million.  This could occur
if treatment volumes begin declining or if expected margin
expansion does not materialize, leading to widening discretionary
cash flow deficits.


818 GREEN STREET: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: 818 Green Street LLC
        2004 West Lagoon Road
        Pleasanton, CA 94566

Case No.: 14-42286

Chapter 11 Petition Date: May 26, 2014

Court: United States Bankruptcy Court
       Northern District of California (Oakland)

Judge: Hon. William J. Lafferty

Debtor's Counsel: Mark W. Lapham, Esq.
                  LAW OFFICES OF MARK W. LAPHAM
                  751 Diablo Rd.
                  Danville, CA 94526
                  Tel: (925)837-9007
                  Email: marklapham@sbcglobal.net

Total Assets: $3.5 million

Total Liabilities: $3.2 million

The petition was signed by Harry Nguyen, managing member.

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


ABERDEEN LAND: Plan Confirmation Hearing Continued to June 19
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida will
continue on June 19 the hearing on the confirmation of the Chapter
11 plan proposed by Aberdeen Land II, LLC.

As reported in the Troubled Company Reporter, Aberdeen filed on
Oct. 11, 2013, its proposed plan which provides for the continued
operation of the property of its estate through a reorganized
company.

The plan provides for cash payments to holders of allowed claims
in certain instances and for the transfer of property to certain
holders of allowed secured claims as the indubitable equivalent of
such allowed secured claims.

The primary source of the funds necessary to implement the plan
initially will be the cash of the reorganized company, exit
financing and the sales of portions or all of Aberdeen's real
property.

On Oct. 17, the bankruptcy court approved the outline of the plan
or the so-called disclosure statement.

                      About Aberdeen Land II

Aberdeen Land II, LLC, doing business as Aberdeen, owns
a 1,316-acre master- planned community near Jacksonville, Florida.
The project is designed for 1,623 single-family homes and 395
multi-family units.  More than 1,000 units have been sold, leaving
Aberdeen with 856 undeveloped lots and 28.1 acres zoned for
commercial or residential use.

Aberdeen filed a Chapter 11 petition (Bankr. M.D. Fla. Case No.
13-04103) on July 1, 2013, in Jacksonville, Florida.  The Debtor
has tapped Genovese Joblove & Battista, P.A., as counsel, Kapila &
Company as accountant, Kellerhals Ferguson Fletcher Kroblin, PLLC,
as special counsel, and Fishkind & Associates as expert
consultants.

Aberdeen owes $24 million in bonds that financed the project and
more than $20 million to secured lenders with mortgages on the
property.

In its amended schedules, the Debtor disclosed $41,165,861 in
assets and $31,189,704 in liabilities as of the petition date.

No creditors' committee was appointed in the case.


ACCREDITED HOME: Bid to Reject "Skibbe" Suit Granted in Part
------------------------------------------------------------
In the lawsuit, WILLIAM C. SKIBBE, Plaintiff, v. ACCREDITED HOME
LENDERS, INC., et al., Defendants, Civil Action No. 2:08-CV-01393
(S.D. W.Va.), District Judge Joseph R. Goodwin ruled on
Residential Credit Solutions, Inc. and Deutsche Bank National
Trust's Renewed Motion to Dismiss, Motion to Strike Second Amended
Complaint, Count IV of Plaintiff's Amended Complaint, and
Reference to Defendant Real Estate Appraiser from Plaintiff's
Amended Complaint, and Motion to Dismiss Third Amended Complaint.
Specifically, the defendants' motion to strike and renewed motion
to dismiss are denied as moot.  The defendants' motion to dismiss
the Third Amended Complaint is granted, in part, and denied, in
part.

From May 2009 to April 2014, the case was stayed because of
Accredited's Chapter 11 bankruptcy, which ended in liquidation of
the company.  After the stay was lifted, the defendants renewed
their motion to dismiss the plaintiff's amended complaint.

Accredited is the successor to defendant Aames Funding Corp. as
Lender and Servicer of the mortgage obtained by the plaintiff, and
Dana Capital Group Inc. was the broker for the mortgage
transaction.  The mortgage is currently held by the defendant RCS
and upon foreclosure the property was purchased by the defendant
Deutsche.

A copy of the Court's May 21, 2014 Memorandum Opinion and Order is
available at http://is.gd/t2L9YOfrom Leagle.com.

William C. Skibbe is represented by Bren J. Pomponio, Esq., Sara
Bird, Esq., and Sarah K. Brown, Esq., at Mountain State Justice,
Inc.

Accredited Home Lenders, Inc., is represented by Kathleen Shields
O'Beirne, Esq., at Bradley Arant Rose & White; and Peter G.
Markham, Esq., at Allen Guthrie Mchugh & Thomas.  Aames Funding is
also represented by Allen Guthrie.

Residential Credit Solutions, Inc., is represented by Albert C.
Dunn, Jr., Esq., Charles R. Bailey, Esq., H. F. Salsbery, Esq.
and Kristen Vickers Hammond, Esq., at Bailey & Wyant; and Angela
Watson, Esq., Scott Sina, Esq., and James E. Clarke, Esq., at
Draper & Goldberg.  Both firms also represent Deutsche Bank
National Trust.

                      About Accredited Home

San Diego, California-based Accredited Home Lenders Holding Co. --
http://www.accredhome.com/-- was a mortgage banker servicing U.S.
markets for conforming and non-prime residential mortgage loans
operating throughout the U.S. and in Canada.  Accredited sold its
mortgage-servicing business in July 2009 as part of its
bankruptcy.

Accredited Home Lenders and its affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 09-11516) on May 1, 2009.
Gregory G. Hesse, Esq., Lynnette R. Warman, Esq., and Jesse T.
Moore, Esq., at Hunton & William LLP, serve as the Debtors'
bankruptcy counsel.  Laura Davis Jones, Esq., James E. O'Neill,
Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl &
Jones LLP, serve as Delaware counsel.  Kurtzman Carson Consultants
is the Debtors' claims agent.  Andrew I Silfen, Esq., Schuyler G.
Carroll, Esq., Robert M. Hirsch, Esq., at Arent Fox LLP in New
York, and Jeffrey N. Rothleder, Esq., at Arent Fox LLP in
Washington, DC, represent the official committee of unsecured
creditors as co-counsel.  Neil R. Lapinski, Esq., and Shelley A.
Kinsella, Esq., at Elliott Greenleaf, represent the Committee as
Delaware and conflicts counsel.

Accredited Home Lenders estimated its assets at $10 million to
$50 million and its debts at $100 million to $500 million in
its Chapter 11 petition.


ADVANCED CELL: Incurs $8.69-Mil. Net Loss in March 31 Quarter
-------------------------------------------------------------
Advanced Cell Technology, Inc., filed its quarterly report on Form
10-Q, disclosing a net loss of $8.69 million on $39,468 of revenue
for the three months ended March 31, 2014, compared with a net
loss of $6.51 million on $87,781 of revenue for the same period in
2013.

The Company's balance sheet at March 31, 2014, showed $5.64
million in total assets, $26.31 million in total liabilities, and
a stockholders' deficit of $20.68 million.

According to the regulatory filing, as of March 31, 2014, the
Company has an accumulated deficit of $322.6 million.  This and
other factors, such as the Company's cash balance, raise
substantial doubt about the Company's ability to continue as a
going concern.  The ability to continue as a going concern is
dependent upon many factors, including the Company's ability to
raise additional capital in a timely manner.

A copy of the Form 10-Q is available:

                       http://is.gd/hdEcTa

Marlborough, Mass.-based Advanced Cell Technology, Inc. (OTC QB:
ACTC) is a biotechnology company applying cellular technology in
the field of regenerative medicine.


ALIMERA SCIENCES: Has $20.76-Mil. Net Loss for Q1 Ended March 31
----------------------------------------------------------------
Alimera Sciences, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $20.76 million on $2.08 million of net
revenue for the three months ended March 31, 2014, compared with a
net loss of $13.98 million on $nil of net revenue for the same
period in 2013.

The Company's balance sheet at March 31, 2014, showed $47.42
million in total assets, $36.77 million in total liabilities, and
stockholders' equity of $10.65 million.

The Company's recurring net losses, negative cash flow from
operations and accumulated deficit raise substantial doubt about
its ability to continue as a going concern, according to the
regulatory filing.

A copy of the Form 10-Q is available:

                       http://is.gd/AIMgwR

                     About Alimera Sciences

Alpharetta, Ga.-based Alimera Sciences, Inc., is a
biopharmaceutical company that specializes in the research,
development and commercialization of prescription ophthalmic
pharmaceuticals.  The Company is presently focused on diseases
affecting the back of the eye, or retina, because it believes
these diseases are not well treated with current therapies and
represent a significant market opportunity.


ALPHA NATURAL: Moody's Cuts CFR to B3 & Rates 2nd Lien Notes B2
---------------------------------------------------------------
Moody's Investors Services, in mid-May 2014, downgraded the
corporate family rating (CFR) of Alpha Natural Resources Inc.
(Alpha) to B3 from B2, its probability of default rating to B3-PD
from B2-PD, and the ratings on the first lien senior secured
credit facility to B1 from Ba2, and senior unsecured debt to Caa1
from B3. At the same time, Moody's assigned a B2 rating to the
proposed $400 million new second lien notes. The outlook is
stable.

Issuer: Alpha Natural Resources, Inc

Downgrades:

Corporate Family Rating, Downgraded to B3 from B2

Probability of Default Rating, Downgraded to B3-PD from B2-PD

Senior Secured Bank Credit Facility, Downgraded to B1 LGD2, 24%
from Ba2 LGD2, 12 %

Senior Unsecured Regular Bond/Debenture, Downgraded to Caa1
LGD5, 73% from B3 LGD4, 64 %

Assignments:

Senior Secured Regular Bond/Debenture, Assigned B2 LGD3, 35 %

Outlook Actions:

Outlook, Remains Stable

Affirmations:

Speculative Grade Liquidity Rating, Affirmed SGL-2

Ratings Rationale

Moody's expects the proceeds of the offering to be used to boost
liquidity and address maturities of roughly $160 million in
convertible senior unsecured notes in 2015. The B2 rating on the
second-lien notes, one notch above the CFR, reflects their
position in the company's capital structure with respect to claim
on collateral, behind the first-lien secured revolver and term
loan but ahead of the company's senior unsecured notes. The notes
and the guarantees will be secured by second priority liens on the
same collateral securing the first lien credit facility, and will
consist of substantially all of Alpha's assets and the assets of
Alpha's subsidiary guarantors.

The downgrade reflects the sharp contraction in metrics due to
weak metallurgical coal market conditions, marked by a second
quarter benchmark settlement for high quality coking coal of $120
per tonne. Although thermal markets have recently shown a positive
trend on the back of cold winter, higher natural gas prices, and
declining coal inventories, the company's metrics are particularly
sensitive to the metallurgical (met) coal markets. Moody's believe
that if met prices persist in $120 - $145 range, the company's
EBITDA will be insufficient to cover interest expenses and Alpha
will generate negative operating and free cash flows.

Moody's believes that recently announced industry supply cuts,
Australian dollar appreciation and completion of major
expansionary projects in Australia will provide support to
seaborne met coal pricing over the next 12 to 24 months. That
said, the sluggish recovery in global steel industry and slowing
GDP growth rates in China may prolong the pricing recovery.

Alpha's good liquidity continues to support the ratings, giving
the company capacity to weather the weak market conditions. The
Speculative Grade Liquidity rating of SGL-2 continues to reflect
Alpha's over $900 million in cash, cash equivalents and marketable
securities (not including proceeds of the offering) and over $900
million available under the revolver, which requires Alpha to
maintain minimum liquidity of $300 million. Moody's expect the
company to remain in compliance with the restrictive covenants
under the secured credit facility over the next twelve months,
although headroom under financial covenants could become tight
beyond that point, should weak met prices persist.

Alpha's B3 corporate family rating continues to reflect its
position as one of the top three US coal companies in terms of
production and reserves and the largest US met coal producer, as
well as its large debt burden. The rating also reflects the
company's operating diversity with 86 mines, 25 prep plants, and a
presence in Northern and Central Appalachia and the Powder River
Basin (PRB). The company's efficient longwall operations in NAPP
remain well positioned to generate healthy margins in the thermal
markets, and in high-volatile met markets once conditions improve.

A downgrade could result if liquidity deteriorates, negative free
cash flows persist beyond 2014, and/or Debt/ EBITDA is expected to
be above 7x beyond 2015.

While the potential for an upgrade is limited at this time, the
ratings or outlook could be favorably impacted should
metallurgical and/or thermal coal prices recover, such that the
company's leverage, as adjusted, is expected to approach 5x and
free cash flow is expected to turn positive.

Alpha Natural Resources is one of the largest coal companies in
the US, and the largest US producer and exporter of metallurgical
(met) coal. The company's operations are located in the Central
Appalachia (CAPP) and Northern Appalachia (NAPP) regions, as well
as the Powder River Basin (PRB). In 2013, the company generated $5
billion in revenues.


AMERICAN BREWING: Incurs $656K Net Loss in First Quarter
--------------------------------------------------------
American Brewing Company, Inc., filed its quarterly report on Form
10-Q, disclosing a net loss of $656,120 on $241,003 of revenue for
the three months ended March 31, 2014, compared with a net loss of
$58,336 on $225,973 of revenue for the same period in 2013.

The Company's balance sheet at March 31, 2014, showed
$1.26 million in total assets, $668,507 in total liabilities, and
stockholders' equity of $591,787.

The Company had an accumulated deficit of $1.53 million and
$875,000 at March 31, 2014, and year ended Dec. 31, 2013,
respectively, has a history of recurring net losses and negative
working capital.  These matters, among others, raise substantial
doubt about our ability to continue as a going concern.

A copy of the Form 10-Q is available:

                       http://is.gd/oC0VcV

American Brewing Company, Inc., was formed under the laws of the
State of Washington on April 26, 2010. The Company is a micro
brewing company based out of Edmonds, Washington, and currently
has four beers in its portfolio and continues to develop new
flavors for distribution to its customers.


AMERICAN RESIDENTIAL: Moody's Rates New $200MM First Lien Debt B2
-----------------------------------------------------------------
Moody's Investors Service has assigned B2 ratings to American
Residential Services, L.L.C.'s ("ARS") proposed $50 million senior
secured first lien revolving credit facility and $150 million
senior secured first lien term loan. On close of the refinancing
transactions, Moody's will withdraw the Caa1 Corporate Family
Rating (CFR) and Caa1-PD Probability of Default rating of ARS
Intermediate Holdings LLC, ("Holdings", the indirect holding
company parent of ARS), and will assign a B3 CFR and a B3-PD PDR
to ARS, as that entity will be the sole issuer of rated debt. The
rating outlook is stable.

The net proceeds of the new term loans, along with a $60 million
second lien credit facility (not rated by Moody's) and meaningful
new cash equity received as part of the April 2014 acquisition of
ARS by Charlesbank Equity Fund VII, Limited Partnership
("Charlesbank"), will be used to refinance existing indebtedness.

Assignments:

Issuer: American Residential Services, L.L.C. (New)

Probability of Default Rating, Assigned B3-PD

Corporate Family Rating, Assigned B3

Senior Secured Revolving Credit Facility, Assigned B2 (LGD3,
33%)

Senior Secured Term Loan Facility, Assigned B2 (LGD3, 33%)

Rating Outlook is Stable

LGD point estimates are subject to change and all ratings are
subject to the execution of the transaction as currently proposed
and Moody's review of final documentation. Moody's will withdraw
ratings on the existing debt instruments of Holdings and ARS if
they are redeemed in conjunction with the refinancing.

Ratings Rationale

ARS's B3 CFR, which was raised from the Caa1 CFR at Holdings prior
to this re-financing, reflects lower debt and leverage that will
result from the new capital structure that will ensue from the
purchase of the company by Charlesbank. With additional equity
contributed by Charlesbank, ARS' debt will be reduced by
approximately 12%. Moody's estimates pro forma Debt to EBITDA
(including Standard Adjustments) at approximately 5.6 times for
the LTM March 31, 2014 period, representing a material improvement
in leverage, which had been persistently in excess of 6 times
under the prior debt structure. Interest coverage also improves
materially with the elimination of costly interest associated with
the existing capital structure. Pro forma EBITA to Interest is
estimated at approximately 2 times. Such credit metrics compare
favorably to B3 rated companies in the consumer services sector.
Moody's estimates that the company will maintain these metrics
over the next year, on expectations of gradual growth in sales at
steady operating margins.

Although credit metrics improve with the refinancing, the ratings
are constrained by Moody's expectation that ARS' debt levels will
increase over the next few years to fund an active acquisition
growth strategy. This will limit the company in its ability to de-
lever over the near term. Other restricting factors include the
high level of competition in the fragmented HVAC and plumbing
services industries, the seasonal nature of its businesses, and
exposure to variations in weather in its operating regions.
However, ARS' ratings are supported by its good market positions,
moderate geographic diversity and good track record of acquiring
and integrating strategic businesses.

The stable rating outlook reflects Moody's expectation that
operating performance will improve as the company grows, resulting
in a modest amount of free cash flow that can be used for future
investments. However, Moody's believes that ARS will continue to
use debt to partially fund acquisitions, which will restrict the
company's ability to de-lever. Moody's expects that debt to EBITDA
will remain in the range of 5 to 6 times, and EBITA to Interest
will remain at approximately 2 times in the next 12 to 18 months.

Ratings could be downgraded if operating conditions deteriorate
materially, resulting in declining revenues and margins, negative
free cash flow, increased utilization of the company's revolving
facility or tightening of financial covenants. Ratings could also
be lowered if the company accelerates its debt funded acquisition
activities, or if ARS undertakes a significant shareholder return
initiative. Debt to EBITDA in excess of 6.5 times or EBITA to
Interest falling below 1.0 time could warrant a lower rating.

Ratings could be upgraded if the company can demonstrate steady
revenue growth at increasing margins, resulting in strong free
cash flow that is used to repay debt. Specifically, ARS would need
to sustain the following metrics to support a higher rating: Debt
to EBITDA below 5 times, EBITA to Interest above 2.5 times, and
retained cash flow sustained above 15% of debt.

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

ARS, headquartered in Memphis, Tennessee, is one of the largest
providers of HVAC, plumbing, sewer, drain cleaning, and energy
efficiency services in the United States. The company serves both
residential and commercial customers through a network of 60
service center locations in 21 states. Charlesbank bought a
majority of the equity interests in ARS in April 2014. ARS
reported revenues of approximately $626 million for the twelve
months ended March 31, 2014.


AMERIGO ENERGY: Late-Filed Form 10-Q Shows $246,000 Q1 Net Income
-----------------------------------------------------------------
Amerigo Energy, Inc., filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its quarterly report on Form 10-Q for the period ended
March 31, 2014.

"The registrant is in the process of preparing and reviewing the
financial information of the Company.  The process of compiling
and disseminating the information required to be included in the
Form 10-Q for the relevant fiscal quarter, as well as the
completion of the required review of the Company's financial
information, could not be completed without incurring undue
hardship and expense," the Company stated in the filing.

During January 2014 the company purchased 100 percent interest in
Quest Marketing, Inc, dba Quest Solution.

On May 20, 2014, the Company filed its Quarterly Report disclosing
net income of $246,419 on $9.62 million of total revenues for the
three months ended March 31, 2014, as compared with a net loss of
$38,458 on $261 of total revenues for the same period last year.

The Company's balance sheet at March 31, 2014, showed $21.10
million in total assets, $20.63 million in total liabilities and
$465,091 in total stockholders' equity.

                            About Amerigo

Henderson, Nevada-based Amerigo Energy, Inc., is aggressively
looking for potential oil leases to acquire as well as businesses
which will fit with the Company's strategy.  Its wholly-owned
subsidiary, Amerigo, Inc., incorporated in Nevada on Jan. 11,
2008, holds minimal assets, including oil lease interests.

Amerigo Energy reported a net loss of $1.12 million in 2013
following a net loss of $191,364 in 2012.

L.L. Bradford & Company, LLC, Las Vegas, NV, 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 an accumulated deficit that raises substantial doubt about its
ability to continue as a going concern.


AMINCOR INC: Files Form 10-Q, Incurs $2.8 Million Net Loss in Q1
----------------------------------------------------------------
Amincor, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $2.85 million on $6.34 million of net revenues for the three
months ended March 31, 2014, as compared with a net loss of $2.48
million on $6.96 million of net revenues for the same period
during the prior year.  As of March 31, 2014, the Company had
$27.09 million in total assets, $43.81 million in total
liabilities and a $16.71 million total deficit.

The Company was unable to file the Quarter Report within the
prescribed time without unreasonable effort or expense because the
Company and its accounting staff required additional time to
complete the financial statements and the notes thereto.

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

                       http://is.gd/pKaEdG

                         About Amincor Inc.

New York, N.Y.-based Amincor, Inc., is a holding company
operating through its operating subsidiaries Baker's Pride, Inc.,
Environmental Holdings Corp. and Tyree Holdings Corp., and Amincor
Other Assets, Inc.

BPI is a producer of bakery goods.  Tyree performs maintenance,
repair and construction services to customers with underground
petroleum storage tanks and petroleum product dispensing
equipment.

Through its wholly owned subsidiaries, Environmental Quality
Services, Inc., and Advanced Waste & Water Technology, Inc., EHC
provides environmental and hazardous waste testing and water
remediation services in the Northeastern United States.

Other Assets, Inc., was incorporated to hold real estate,
equipment and loan receivables.  As of March 31, 2013, all of
Other Assets' real estate and equipment are classified as held for
sale.

Amincor reported a net loss of $16.61 million in 2013 following a
net loss of $33.16 million in 2012.

Rosen Seymour Shapss Martin & Company LLP, in New York, 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 net losses
from operations and has a working capital deficit of $34,430,921
and a (deficit) equity of $14,124,422 as of Dec. 31, 2013.  The
future of the Company is dependent upon its ability to raise debt
and equity financing, and to achieve profitable operations.  These
conditions raise substantial doubt about its ability to continue
as a going concern.


ARISTA POWER: Incurs $752,000 Net Loss in First Quarter
-------------------------------------------------------
Arista Power, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $752,288 on $129,870 of sales for the three months ended
March 31, 2014, as compared with a net loss of $1.10 million on
$108,644 of sales for the same period last year.

The Company's balance sheet at March 31, 2014, showed $3.02
million in total assets, $6.99 million in total liabilities and a
$3.97 million total stockholders' deficit.

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

                         http://is.gd/8oXNEF

                          About Arista Power

Rochester, N.Y.-based Arista Power, Inc., is a developer,
manufacturer, and supplier of custom-designed power management
systems, renewable energy storage systems, and a supplier and
designer of solar energy systems.

Arista Power reported a net loss of $3.27 million on $2.19 million
of sales for the year ended Dec. 31, 2013, as compared with a net
loss of $3.48 million on $1.99 million of sales for the year ended
Dec. 31, 2012.

EFP Rotenberg, LLP, in Rochester, New York, 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 have resulted in an
accumulated deficit and ongoing operation is dependent upon
improved results from operation and additional financing.  These
conditions raise substantial doubt about its ability to continue
as a going concern.

                         Bankruptcy Warning

"We may also seek additional financing to accelerate our growth.
If we raise additional funds through the issuance of equity or
convertible debt securities, the percentage ownership of the
Company held by existing shareholders will be reduced and our
shareholders may experience significant dilution.  In addition,
new securities may contain rights, preferences or privileges that
are senior to those of our common stock.  If we raise additional
capital by incurring debt, this will result in increased interest
expense.  There can be no assurance that acceptable financing
necessary to further implement our plan of operation can be
obtained on suitable terms, if at all.  Our ability to develop our
business could suffer if we are unable to raise additional funds
on acceptable terms, which would have the effect of limiting our
ability to increase our revenues, develop our products, attain
profitable operations, or even may result in our business filing
for bankruptcy protection or otherwise ending our operations which
could result in a significant or complete loss of your
investment," the Company said in the Annual Report for the year
ended Dec. 31, 2013.


ASTANA-FINANCE JSC: Wins Chapter 15 Relief
------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Astana-Finance JSC, the parent of a bank and
financial services companies in Kazakhstan, succeeded on its
second attempt at having courts in the U.S. enforce a
restructuring plan from its home country.

According to the report, as there were no objections, U.S.
Bankruptcy Judge Allan L. Gropper signed an order on May 20
finding that Kazakhstan is home to the primary bankruptcy.  His
ruling automatically halts creditor actions in the U.S., the
report related.

                       About Astana-Finance

JSC "Astana-Finance" was established as a state funded body on
December 18, 1997, as the State Enterprise Fund of Economic and
Social Development of Akmola Special Economic Zone, which was
created in Astana by presidential decree following the transfer of
the capital city of Kazakhstan from Almaty to Astana (formerly
known as Akmola).  In April 1998, AF was reorganized as a closed
joint stock company under Kazakhstan law and then subsequently in
1999 AF became a public, open joint stock company with its shares
listed on the Kazakhstan Stock Exchange in January 2000.  AF
maintains is registered office at 12 Bigeldinov Street, Astana
010000, Republic of Kazakhstan.

JSC "Astana-Finance", which is undergoing a restructuring in
Kazakhstan, has filed a Chapter 15 petition in New York to seek
U.S. recognition of its amended restructuring plan.

Astana-Finance filed with the U.S. Bankruptcy Court on April 25,
2014, in Manhattan, New York, a petition for recognition of its
restructuring proceedings in Kazakhstan.  Marat Duysenbekovich
Aitenov, as foreign representative, signed the Chapter 15 petition
(Bankr. S.D.N.Y. Case No. 14-11217).

Judge Allan L. Gropper is assigned to the Chapter 15 case.

The Debtor is estimated to have US$500 million to US$1 billion in
assets and at least US$1 billion in liabilities.

Astana-Finance is represented by Sidley Austin LLP, in New York.

A Chapter 15 petition was originally filed for AF (Bankr. S.D.N.Y.
Case No. 12-4113) on Oct. 1, 2012, after the company obtained
approval of its restructuring plan from a Kazakhstan court in July
2012.  However, the company filed another Chapter 15 petition in
New York after the specialized financial court of Almaty,
Kazakhstan approved its amended restructuring plan on April 8,
2014.


AUGUSTA APARTMENTS: Turner Compensation Application Withdrawn
-------------------------------------------------------------
Robert L. Johns, Chapter 7 Trustee of the bankruptcy estate of
McCoy 6, LLC, notified the Clerk of the United States Bankruptcy
Court that it is withdrawing the interim application for
compensation (first and final) for Turner & Johns, PLLC, as legal
counsel, filed on May 9, 2014, as it was inadvertently filed in
the wrong case.  The application was for the Chapter 7 bankruptcy
case of The Square at Falling Run, LLC, wherein Mr. Johns is also
the trustee.

In March 2013, the U.S. Trustee objected to the application to
employ Edward R. Kohout as counsel for Augusta Apartments, LLC.
On Feb. 19, 2010, counsel for the Debtor, Robert O. Lampl, John P.
Lacher, and Elsie R. Lampl filed a motion for admission
to appear pro hac vice, saying that they ?intend to associate with
Edward R. Kohout as local counsel, a member in good standing of
this Honorable Court.?  On Feb. 22, 2010, a second application for
admission pro hac vice was filed and signed by Mr. Kohout.  The
Court granted the motion for admission to appear pro hac vice on
Feb. 23, 2010.

The U.S. Trustee objected to Mr. Kohout retaining the $24,000
retainer he received from the the Debtor in payment of his
requested attorney fees and expenses, and requested that: (i) Mr.
Kohout be ordered to return the unearned retainer in the amount of
$24,000 to the trustee as property of the estate; (ii) the Court
to determine whether the transfer of the second parcel of real
estate from Grand Central Apartments, LLC, and George Warner, Sr.,
to Mr. Kohout was an appropriate transfer; and
(iii) the Court deny and fees and expenses requested in Mr.
Kohout's application.

On July 17, 2012, Augusta Apartments' bankruptcy case joined those
of McCoy 6 and Grand Central Building LLC in Chapter 7, after
equity holders Andrew M. Warner, Monroe P. Warner, and Kristian E.
Warner filed a motion in May 2012 to convert the case to Chapter
7.  According to the Augusta Apartments Monthly Operating Report
dated May 14, 2012, the the business is no longer operating.  The
business has no assets, the Augusta apartment building having been
sold to West Virginia University.  The Warners have a great
interest in having all their business bankruptcy cases closed and
to bring an end to the constant and vexing litigation in which
they are involved.  Robert L. Johns, who served as the Chapter 11
trustee and now serves as the Chapter 7 trustee, supported the
conversion motion.

Morgantown, West Virginia-based Augusta Apartments, LLC, filed for
Chapter 11 bankruptcy protection on Feb. 19, 2010 (Bankr. N.D.
W.Va. Case No. 10-00303).  Kristian E. Warner, the Company's
managing member, signed the petition.  The Company estimated its
assets and debts at $10 million to $50 million as of the Petition
Date.  After filing its Chapter 11 bankruptcy petition, the Debtor
filed an application to employ the Lampl Law Firm.

                           *     *     *

This concludes the Troubled Company Reporter's coverage of Augusta
Apartments, until facts and circumstances, if any, emerge that
demonstrate financial or operational strain or difficulty at a
level sufficient to warrant renewed coverage.


BLITZ USA: Attys Mismanaging $163M Trust, Burn Victim Says
----------------------------------------------------------
Law360 reported that the $163 million trust set up for victims who
were severely burned by bankrupt Blitz USA Inc.'s gas cans is
being mismanaged by fee-hungry lawyers, according to one victim,
who asked a Delaware bankruptcy judge to freeze distributions from
the trust and replace its administrators.

According to the report, attorneys for Michael Bauman -- who was
12 years old when he suffered second- and third-degree burns on
more than half his body from a gas can explosion -- said in a
brief that lawyers overseeing the trust have been diverting a
disproportionate share of the funds to their own clients.

Claims "have been evaluated in an uneven, unfair, and indeed
suspect manner, enriching those who control the trust, resulting
in many millions of dollars of additional attorney fees for
members of the trust advisory committee -- at the expense of the
injured victims like Michael Bauman who need the money to pay for
ongoing medical and surgical expenses," the brief said, the report
related.

                      About Blitz U.S.A.

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

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

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

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

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

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

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

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

Blitz U.S.A., Inc., et al., notified the U.S. Bankruptcy Court for
the District of Delaware that the Effective Date of the First
Amended Joint Plan of Liquidation, which was co-proposed with the
Official Committee of Unsecured Creditors, occurred on March 20,
2014.  On Jan. 30, the Plan Proponents confirmed their Plan dated
Dec. 18, 2013.


BODY CENTRAL: Has $9.25-Mil. Net Loss for March 29 Quarter
----------------------------------------------------------
Body Central Corp. filed its quarterly report on Form 10-Q,
disclosing a net loss of $9.25 million on $59.75 million of net
revenues for the thirteen weeks ended March 29, 2014, compared
with net income of $2.7 million on $81.4 million of net revenues
for the thirteen weeks ended March 30, 2014.

The Company's balance sheet at March 29, 2014, showed $118.12
million in total assets, $65.75 million in total liabilities, and
stockholders' equity of $52.37 million.

The Company's results of operations, including operating revenues
and operating cash flows, have been negatively impacted by a
number of factors including material merchandise markdowns taken
during the second half of fiscal 2013 to clear slow moving
inventory resulting from its failure to anticipate its target
customers' preferences and demand level, competitive industry
conditions, and the state of the macro economy and more
specifically, the fashion retail sector.  During the first quarter
of 2014, the Company continued to experience decreased demand in
both its stores and direct business operating segments.  These
factors had a significant negative impact on the Company's results
in the second half of 2013 and during the first quarter of 2014,
and the Company believes that these factors may continue to have a
negative impact on its business.  These conditions raise
substantial doubt about the Company's ability to continue as a
going concern under applicable authoritative literature, according
to the regulatory filing.

A copy of the Form 10-Q is available:

                       http://is.gd/vtgYNX

Founded in 1972, Body Central Corp., a Delaware corporation, is a
multi-channel specialty retailer offering on-trend, quality
apparel and accessories at value prices.  The Company operates
specialty apparel stores under the Body Central and Body Shop
banners, as well as a direct business comprised of the Company's
Body Central catalog and its e-commerce Web sites at
http://www.bodycentral.com/and http://www.bodyc.com/


BURROUGHS-ROSS-COLVILLE: Case Summary & 19 Unsecured Creditors
--------------------------------------------------------------
Debtor: The Burroughs-Ross-Colville Company, LLC
        P.O. Box 610
        McMinnville, TN 37111

Case No.: 14-12256

Chapter 11 Petition Date: May 27, 2014

Court: United States Bankruptcy Court
       Eastern District of Tennessee (Winchester)

Debtor's Counsel: Steven L. Lefkovitz, Esq.
                  LEFKOVITZ & LEFKOVITZ
                  Suite 410, 618 Church Street
                  Nashville, TN 37219
                  Tel: (615) 256-8300
                  Fax: (615) 255-4516
                  Email: sllbkecf@gmail.com

Total Assets: $7.10 million

Total Liabilities: $1.35 million

The petition was signed by Mark Harris Jacobs, managing partner.

A list of the Debtor's 19 largest unsecured creditors is available
for free at http://bankrupt.com/misc/tneb14-12256.pdf


CANCER GENETICS: Incurs $2.5 Million Net Loss in First Quarter
--------------------------------------------------------------
Cancer Genetics, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $2.48 million on $1.43 million of revenue for the three months
ended March 31, 2014, as compared with net income of $2.36 million
on $1.21 million of revenue for the same period last year.

As of March 31, 2014, the Company had $53.08 million in total
assets, $9.44 million in total liabilities and $43.63 million in
total stockholders' equity.  Total cash and cash equivalents were
$47.6 million at March 31, 2014.

"The opportunity to access and serve the high growth diagnostics
and personalized medicine market in India through the acquisition
of BioServe India is an ideal launching point for our continued
growth strategy which will include selective acquisitions," said
Panna Sharma, CEO of Cancer Genetics, Inc.  "We expect the
acquisition to be accretive in 2015.  It has the potential to
accelerate our next generation sequencing development, improve our
gross profit margins, and diversify our revenue growth outside the
U.S."

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

                        http://is.gd/78x9sa

                         Acquires BioServe

Cancer Genetics acquired BioServe Biotechnologies (India) Pvt.
Ltd. for approximately $1.9 million, primarily in CGIX stock and
other deferred consideration.

Under the terms of the agreement, BioServe Biotechnologies (India)
Pvt. Ltd., headquartered in Hyderabad, India, will become a wholly
owned subsidiary of CGI, and will be renamed Cancer Genetics India
Pvt. Ltd.  CGI plans on retaining all 26 current employees of
BioServe India, and further expanding and strengthening the sales
and clinical teams in India.  BioServe India currently operates
out of a state-of-the-art 14,000-square-foot genomics facility in
Hyderabad.  BioServe India is backed by VenturEast, a pioneering
healthcare-focused venture capital fund manager based in India,
with close to $300 million under management.

BioServe India is a state-of-the-art genomics services provider
and molecular kit manufacturer serving both the research and
clinical markets.  By utilizing BioServe India's molecular
services, researchers can identify genetic markers, validate drug
targets and correlate clinical and molecular data to accelerate
the development of new and effective drugs.  Additionally,
BioServe India's growing clinical diagnostics capabilities in
oncology and next-generation sequencing are well-positioned to
serve the needs of improving oncology diagnostics care and
management throughout India.

Global cancer costs are expected to reach $458 billion in 2030
according to the American Cancer Society.  By allowing the Company
to scale up operations for genetic analysis, bioinformatics, and
manufacturing, this acquisition will provide opportunities to
create greater cost efficiencies and increase productivity while
bringing clinically validated and actionable genomic content into
community hospitals and cancer care centers globally.

"With this acquisition, CGI is now better positioned to increase
our global presence in personalized cancer care and further
improve outcomes and lower costs for cancer patients," said Panna
Sharma, CEO of Cancer Genetics, Inc.  "The BioServe India team
adds immediate, high-quality revenue, and provides a clear path to
an accretive deal for shareholders.  The infrastructure and
enhanced capacities in next generation sequencing for oncology
accelerate our development plans while positioning us to make more
effective use of our capital."

BioServe India has the infrastructure and scientific expertise
required to integrate CGI's DNA probe manufacturing and
proprietary FHACTTM test into a market that accounts for more than
25 percent of the global deaths attributed to cervical cancer.
FHACT is a non-invasive genomic test that can be work as a reflex
test from a Pap smear and that can identify cancer and pre-cancer
lesions caused by persistent HPV infection.  The test can provide
physicians with crucial information in making treatment decisions
in cervical and HPV-related cancers.

BioServe India is known for providing its nearly 200 clients with
cutting-edge genomic services, including next-generation
sequencing genotyping and DNA synthesis.  Some of their notable
customers include Dr. Reddy's Laboratory, Indian Institute of
Science Education & Research and the Centre for Cellular and
Molecular Biology.  BioServe India is certified by ISO-9001:2008,
the National Accreditation Board for Testing and Calibration
Laboratories (NABL), which is the Indian equivalent to CLIA, and
the Department of Science and Industrial Research (DSIR). CGI
plans to make the Hyderabad based lab CLIA certified in the coming
quarters.

Mr. Sharma noted: "Another important driver for the acquisition of
BioServe India was the world-class management and R&D team that's
currently in place, as well as a company culture that fits in well
with CGI.  We believe that this type of transaction can serve as a
blueprint for future acquisitions and accelerate the delivery of
shareholder value."

Strategic and Financial Benefits

   * BioServe India's revenue has grown an average of 30 percent
     over the last three years.

   * The transaction is expected to be financially neutral in 2014
     and accretive in 2015.

  * Cancer Genetics will have the ability to help global clinical
    trial clients with trials in India or Asia, a market that has
    experienced 30-40 percent CAGR over the past several years.

  * Cancer Genetics will be well-positioned to provide oncology-
    focused next-generation sequencing and CGI's proprietary
    cancer portfolio as a strategic driver of growth in the high-
    growth Indian market.

  * For additional information the Company has developed a FAQ (
    ("Frequently Asked Questions") which can be accessed at "CGI
    Acquires BioServe FAQ"

                        About Cancer Genetics

Rutherford, N.J.-based Cancer Genetics, Inc., is an early-stage
diagnostics company focused on developing and commercializing
proprietary genomic tests and services to improve and personalize
the diagnosis, prognosis and response to treatment (theranosis) of
cancer.

Cancer Genetics reported a net loss of $12.37 million in 2013
following a net loss of $6.66 million in 2012.


CARETRUST REIT: Moody's Assigns 'B2' Corp. Family Rating
--------------------------------------------------------
Moody's Investors Service, in mid-May 2014, assigned a B2 rating
to the prospective $260 million senior unsecured notes jointly
offered by CTR Partnership, L.P. and its wholly owned subsidiary,
CareTrust Capital Corp. In addition, Moody's assigned a B2
corporate family rating to CareTrust REIT, Inc. The rating outlook
is stable. This is the first time Moody's has assigned a rating to
CareTrust.

Ratings Rationale

CareTrust's B2 corporate family and senior unsecured ratings
reflect stable cash flows from long-term triple net leases,
minimal near-term maturities, solid liquidity position and large
unencumbered asset pool. The company is a spin-off of The Ensign
Group, which will separate its healthcare operating and real
estate businesses into two separate entities by June 2014. Ensign
will enter into several long-term master leases for the properties
being transferred to CareTrust, which will have solid EBITDAR
lease coverage of approximately 1.85x. All master leases are
cross-defaulted and guaranteed by The Ensign Group. Proceeds from
the notes issuance will be partially used to repay debt and
certain liabilities of Ensign. The proforma debt maturity profile
of the company is very manageable, with the largest single
maturity occurring in 2017 when the GE Capital Corp. mortgage debt
comes due (approximately 26.2% of total debt).

Offsetting these credit strengths is the company's 100% tenant
concentration with The Ensign Group. CareTrust's heavy
concentration in skilled nursing facilities (SNFs) is also a key
credit concern as this sector is heavily dependent on government
reimbursements (Medicaid and Medicare). Proforma for the unsecured
debt issuance CareTrust will have high leverage, as defined by
Debt/EBITDA, in the 7.0x range.

Moody's notes that CareTrust has a small, but highly experienced
management team with public company, healthcare and real estate
experience. This experience should help support the company's
efforts to grow and diversify.

The stable outlook reflects CareTrust's staggered long-term
triple-net leases and strong property-level coverage ratios, which
helps somewhat mitigate the company's tenant, property-type and
geographic concentrations.

Moody's indicated that a rating upgrade would be difficult in the
short-term, but would likely reflect increased size (gross assets
above $800 million), Net Debt/EBITDA below 5.5x on a consistent
basis, reduced tenant concentration such that no tenant represents
>80% of revenues, fixed charge coverage above 2.5x and effective
leverage below 50% of gross assets.

Negative rating pressure would likely result from substantial
deterioration in EBITDAR coverage ratios on a sustained basis,
fixed charge coverage below 2.0x on a sustained basis. In
addition, material increases in secured debt could create
subordination and pressure on the senior unsecured debt rating.

The following ratings were assigned with a stable outlook:

CareTrust REIT, Inc. -- corporate family rating at B2.

CTR Partnership, L.P. and CareTrust Capital Corp. -- prospective
senior unsecured debt rating at B2.

CareTrust REIT, Inc specializes in the ownership and management of
triple-net leased senior housing facilities in the western U.S.
The company is a spin-off of The Ensign Group, which is seeking to
separate its healthcare operating and real estate businesses into
two separate entities. CareTrust is expected to elect REIT status
in early 2015 and has applied to list its common stock on the
NASDAQ under the symbol "CTRE".


CASPIAN SERVICES: Files Form 10-Q, Incurs $10.9MM Q2 Net Loss
-------------------------------------------------------------
Caspian Services, Inc., on May 20, 2014, filed with the U.S.
Securities and Exchange Commission its quarterly report for the
period ended March 31, 2014.  The filing of the Quarterly Report
was delayed because management required additional time to compile
and verify the data needed to be included in the Report.

The Company reported a net loss of $10.95 million on $4.56 million
of total revenues for the three months ended March 31, 2014, as
compared with a net loss of $2.72 million on $8.98 million of
total revenues for the same period during the prior year.

For the six months ended March 31, 2014, the Company incurred a
net loss of $11.65 million on $14.32 million of total revenues as
compared with a net loss of $5.73 million on $14.03 million of
total revenues for the same period last year.

As of March 31, 2014, the Company had $64.67 million in total
assets, $90.60 million in total liabilities and a $25.93 million
total deficit.

At March 31, 2014, the Company had cash on hand of $3,023,000
compared to cash on hand of $3,973,000 at Sept. 30, 2013

                        About Caspian Services

Headquartered in Salt Lake City, Caspian Services, Inc., was
incorporated under the laws of the state of Nevada on July 14,
1998.  Since February 2002 the Company has concentrated its
business efforts to provide diversified oilfield services to the
oil and gas industry in western Kazakhstan and the Caspian Sea,
including providing a fleet of vessels, onshore, transition zone
and marine seismic data acquisition and processing services and a
marine supply and support base in the port of Bautino, in Bautino
Bay, Kazakhstan.

Caspian Services incurred a net loss of $11.82 million on $33.08
million of total revenues for the year ended Sept. 30, 2013, as
compared with a net loss of $15.95 million on $24.74 million of
total revenues during the prior fiscal year.

Haynie & Company, P.C., 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 a Company creditor has indicated that it believes the Company
may be in violation of certain covenants of certain substantial
financing agreements.  The financing agreements have acceleration
right features that, in the event of default, allow for the loan
and accrued interest to become immediately due and payable.  As a
result of this uncertainty, the Company has included the note
payable and all accrued interest as current liabilities at
Sept. 30, 2013.  At Sept. 30, 2013, the Company had negative
working capital of approximately $66,631,000.  Uncertainty as to
the outcome of these factors raises substantial doubt about the
Company's ability to continue as a going concern.

                        Bankruptcy Warning

To help the Company meet its additional funding obligations to
construct the marine base, in 2008 the Company entered into two
facility agreements pursuant to which the Company received debt
funding of $30,000.  In June and July 2011, Mr. Bakhytbek
Baiseitov (the "Investor") acquired the two facility agreements.
In September 2011 the Company issued the Investor two secured
promissory notes, a Secured Non-Negotiable Promissory Note in the
principal amount of $10,800 and a Secured Convertible Consolidated
Promissory Note in the principal amount of $24,446 in connection
with restructuring the facility agreements.

During December 2012 the Company, the European Bank for
Reconstruction and Development and the Investor outlined the terms
of a potential restructuring of the Company's financial
obligations to EBRD and the Investor in a non-binding term sheet.
Throughout the fiscal year the parties have worked to negotiate
definitive agreements pursuant to the terms set out in the Term
Sheet.  Subsequent to the fiscal year end, negotiations between
EBRD, the Investor and the Company to restructure the Company's
financial obligations pursuant to the terms of the Term Sheet
stalled and have been discontinued.  However, the Company has
engaged in new discussions with EBRD regarding a possible
restructuring of its financial obligations to EBRD.

"Should EBRD or the Investor determine to accelerate the Company's
repayment obligations to them, the Company currently has
insufficient funds to repay its obligations to EBRD or the
Investor, individually or collectively, and would be forced to
seek other sources of funds to satisfy these obligations.  Given
the Company's current and near-term anticipated operating results,
the difficult credit and equity markets and the Company's current
financial condition, the Company believes it would be very
difficult to obtain new funding to satisfy these obligations.  If
the Company is unable to obtain funding to meet these obligations
EBRD or the Investor could seek any legal remedies available to
them to obtain repayment, including forcing the Company into
bankruptcy, or in the case of the EBRD loan, which is
collateralized by the assets, including the marine base, and bank
accounts of Balykshi and CRE, foreclosure by EBRD on such assets
and bank accounts.  The Company has also agreed to collateralize
the Investor's Notes with non-marine base related assets,"
according to the Company's 2013 Annual Report.


CEETOP INC: Incurs $346,000 Net Loss in First Quarter
-----------------------------------------------------
Ceetop Inc. filed with the U.S. Securities and Exchange Commission
its quarterly report disclosing a net loss of $346,196 for the
three months ended March 31, 2014, as compared with a net loss of
$209,769 for the same period last year.

As of March 31, 2014, the Company had $2.54 million in total
assets, $401,585 in total liabilities, all current, and $2.14
million in total stockholders' equity.

For the three months ended March 31, 2014, and 2013, sales were
$nil.  The lack of revenues is due to the Company transitioning
from online retail sales to B to B supply chain service.

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

                        http://is.gd/vCeGxw

                          About Ceetop Inc.

Oregon-based Ceetop Inc., formerly known as China Ceetop.com,
Inc., owned and operated the online retail platform before 2013.
Due to excessive competition in online retail, the Company has
transformed itself into an integrated supply chain services
provider, and focuses on B to B supply chain management and
related value-added services among enterprises.

Ceetop reported a net loss of $2.88 million in 2013 following a
net loss of $1.39 million in 2012.

Clement C. W. Chan & Co., in Hong Kong, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company incurred a net loss of $2,886,599 for the year ended
December 31, 2013, has accumulated deficit of $8,605,635 at
December 31, 2013.  These matters are discussed in Note 2 to the
consolidated financial statements that raises substantial doubt
about the Company's ability to continue as a going concern.


CENTRAL STATES MECHANICAL: 10th Cir. Rules on Agra Contract Rift
----------------------------------------------------------------
Central States Mechanical Inc. is a Kansas company that
subcontracted with Agra Industries to install mechanical systems
in two biofuel plants in Iowa.  Central States completed work at
the Superior plant but discontinued work at the Plymouth plant
before the job was finished.  After declaring Chapter 11
bankruptcy in August 2009, Central States sued Agra for damages
arising from both projects.

Central States claimed damages arising from its work at Superior
for (1) $301,914 for the unpaid balance of the cost of work; (2)
$1,136,608 in impact damages for extra time and expenses due to
delays and late deliveries; (3) $242,535 in additional labor for a
water treatment facility that was not within the original scope of
the work; and (4) $149,063 related to nine disputed change orders.

Central States also sought damages under the Plymouth contract for
$3,124,056 arising from the value of the work it performed, costs
of demobilization, and costs it incurred based on delays in
construction.

Agra counterclaimed for $3,088,259 in damages against Central
States based on expenses Agra incurred in hiring another
subcontractor to complete the Plymouth project.

The bankruptcy court awarded Central States approximately $550,000
for breaches of the Superior contract based on the unpaid balance
for the cost of the work, interest on late progress payments, and
the cost of constructing a water treatment plant that was not
included in the initial contract. The court also found that
Central States breached the Plymouth contract when it walked off
the job, and awarded Agra damages for the cost of completing
Central States's work, as well as liquidated damages.

The court awarded Central States a small amount for one of Central
States's Plymouth pay applications that Agra approved but never
paid.  The bankruptcy court denied Central States attorneys' fees
under the Superior contract.

The district court affirmed.

A three-judge panel of the U.S. Court of Appeals for the Tenth
Circuit last week affirmed the district court's decision.

"The bankruptcy court did not err in concluding that Central
States was required to comply with the notice and claim provisions
in both the Superior and Plymouth contracts. The bankruptcy court
therefore did not err in refusing to award Central States damages
for out-of-scope work it performed without complying with these
contractual provisions.  Further, the bankruptcy court's decision
that Central States breached the Plymouth contract by suspending
work and that Agra was entitled to damages was not clearly
erroneous.  And because any damages Central States did receive
under the Superior contract were not substantial in light of its
overall claims, the bankruptcy court did not err in refusing to
award Central States attorneys' fees," said Circuit Judge Timothy
M. Tymkovich, who wrote the opinion.

The appellate case is, CENTRAL STATES MECHANICAL, INC., Plaintiff-
Appellant, v. AGRA INDUSTRIES, INC., Defendant-Appellee, NO. 12-
3263 (10th Cir.).  A copy of the Tenth Circuit's May 21, 2014
Order and Judgment is available at http://is.gd/1xzo6nfrom
Leagle.com.


CLEAN DIESEL: Incurs $3.84-Mil. Loss in Q1 Ended March 31
---------------------------------------------------------
Clean Diesel Technologies, Inc., filed its quarterly report on
Form 10-Q, disclosing a net loss of $3.84 million on $12.46
million of revenues for the three months ended March 31, 2014,
compared with a net loss of $2.14 million on $13.31 million of
revenues for the same period in 2013.

The Company's balance sheet at March 31, 2014, showed $28.57
million in total assets, $23.8 million in total liabilities, and
stockholders' equity of $4.77 million.

According to the regulatory filing, the Company has incurred
losses, has not experienced positive cash flows from operations in
the past and its independent registered public accounting firm
expressed substantial doubt about its ability to continue as a
going concern in their report on the Company's financial
statements for the period ended Dec. 31, 2013.  The Company's
ability to achieve profitability and positive cash flows from
operations, or finance negative cash flow from operations, could
depend on reductions in its operating costs, which may not be
achievable, or from increased sales, which may not occur.

A copy of the Form 10-Q is available:

                       http://is.gd/1F4xMi

Ventura, Calif.-based Clean Diesel Technologies, Inc. (NASDAQ:
CDTI) -- http://www.cdti.com/-- is a global manufacturer and
distributor of heavy duty diesels and light duty vehicle emissions
control systems and products to automakers and retrofitters.  The
Company operates in two segments: Heavy Duty Diesel Systems
division and Catalyst division.  The Company's Heavy Duty Diesel
Systems division specializes in the design and manufacture of
verified exhaust emissions control solutions.  Its Catalyst
division produces catalyst formulations to reduce emissions from
gasoline, diesel and natural gas combustion engines.


COLDWATER CREEK: Trustee Blasts $2.6M Bonus Plan for Execs
----------------------------------------------------------
Law360 reported that a U.S. Trustee objected to defunct clothier
Coldwater Creek Inc.'s motion to approve $2.56 million of bonuses
to several executives in Delaware bankruptcy court, saying the
plan is a retention and severance package in disguise.

According to the report, Roberta A. DeAngelis argued that the
plan, which would allocate up to $2.56 million in performance-
based bonuses for Coldwater senior management employees, would
steer funds away from its estate, which could then be used to pay
creditors.

                      About Coldwater Creek

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

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

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

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

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

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


COLOR STAR: Seeks to Extend Plan Exclusivity Until June 13
----------------------------------------------------------
Color Star Growers of Colorado, Inc., et al. filed a motion with
the U.S. Bankruptcy Court, seeking an extension of the period
within which they have the exclusive right to file a Chapter 11
plan of reorganization to June 13, 2014, and the period within
which they have the exclusive right to solicit acceptances on te
Plan to August 12, 2014.

Hearing on the motion is set for June 9, 2014, at 3:30 p.m. before
the Honorable Brenda T. Rhoades, Chief United States Bankruptcy
Judge for the Eastern District of Texas, at 660 North Central
Expressway, Plano, Texas.

Objections to the Motion must be filed with the Bankruptcy Court
clerk by June 5, 2014.

                         About Color Star

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

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

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

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


CONDOR DEVELOPMENT: Court to Convene June 13 Confirmation Hearing
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Washington
will convene an initial hearing on the confirmation of the plan
proposed by Seattle Group Ltd and Condor Development, LLC, on
June 13, 2013 at 9:30 a.m.

If necessary, an evidentiary hearing on the confirmation of the
Debtors' plan will be held on July 9 at 9:30 a.m.

The Court scheduled an adequacy hearing on the Debtors' Disclosure
Statement for May 2, 2014.  No order on the matter, however, has
been issued as of May 15.

With the Court's consent, the Debtors filed a Second Amended
Disclosure Statement for use in solicitation of votes on their
Third Amended Plan filed with the Bankruptcy Court on April 11,
2014.

The Plan provides for full payment of all secured and priority
unsecured creditors and a distribution to unsecured creditors out
of quarterly payments of Net Cash Flow.  It also contemplates the
potential of a sale of substantially all of the Debtors' property
used in operating the Comfort Inns and Suites Hotel and relate
property after a sustained 12-36 month period of improved
operations and a period of removal of the Property from the
market.

The Owners have also agreed to make available to the Hotel a
$500,000 line of credit and a $100,000 equity contribution for
capital improvements during the period of operations subject to
approval of the Conservatorship Court.

Under the Second Amended Disclosure Statement, the Debtors
revealed that as of April 11, 2014, they had made payments to East
West Bank of over $691,000 since the Petition Date -- most of
which was paid by the Conservator who has made monthly payments of
$34,500 to secured lender East West Bank every month since
February 2013.  Despite these payments, East West Bank filed a
motion for relief from stay and an order was entered granting
relief from stay, but prohibiting East West bank from selling the
property located in SeaTac, Washington, until after July 31, 2014
-- the Conditional Stay Order -- in order to provide the Debtors
with the opportunity to obtain confirmation of the Plan.

A copy of the Debtors' April 11, 2014 Second Amended Disclosure
Statement is available for free at:

         http://bankrupt.com/misc/Condor_2ndAmdDS.PDF

           East West's Class 5 Claim & Valuation Motion

The Debtors also revealed in the Second Amended Disclosure
Statement that they will file a motion to determine the value of
the Hotel and for a determination of East West Bank's Allowed
Class 5 Secured Claim, which will also determine the proper
allocation of the East West payments.

The Debtors believe the Court will value the Hotel and Property at
between $8.5 and $8.7 million and will determine that the Allowed
Class 5 Claim is less than the $8.1 million used in the Debtors'
projections for payment of the Allowed Class 5 Claim.

                    About Condor Development

Condor Development LLC, aka Ciara Inn and Condor Management Group,
operates the Comfort Inn Suites, a hotel located at SeaTac,
Washington.

Condor Development filed a Chapter 11 petition (Bankr. W.D. Wash.
Case No. 12-13287) on March 30, 2012, in Seattle.  In its
schedules, the Debtor disclosed $16.4 million in total assets and
$9.11 million in total liabilities.

Affiliate Seattle Group also filed for Chapter 11 protection
(Bankr. Case No. 12-13263) on March 30, 2012.  The Debtor
disclosed $15,501,088 in assets and $10,409,935 in liabilities as
of the Chapter 11 filing.

Vortman & Feinstein and Larry B. Feinstein initially represented
the Debtors as counsel.  They later withdrew from the case and
were replaced by Lane Powell PC.  Mary Jo Heston, Esq., of Lane
Powell PC now serves as counsel to the Debtors.

Seattle Group, Ltd., and Condor Development LLC filed a plan of
liquidation that proposes the sale of substantially all of their
real and personal property used in operating the Comfort Inns and
Suites Hotel and related personal property.

In January 2013, the case was reassigned to Judge Timothy W. Dore.


CONDOR DEVELOPMENT: EastWest Bank Opposes Plan Outline Approval
---------------------------------------------------------------
Secured lender EastWest Bank filed a formal objection to the
approval of the Second Amended Disclosure Statement proposed by
Condor Development, LLC, et al.

EastWest complained that the Plan's treatment of its secured claim
is unclear.  Class 5 consists of the Bank's allowed secured claim,
which will be paid interest at the rate of 5.25% per annum.   The
Bank is concerned that it is unclear whether, if the Property is
not sold, monthly payments continue for a time, or whether there
be a balloon payment of the remainder of the Bank's secured claim.

The Disclosure Statement and Plan, the Bank continued, also failed
to adequate describe Class 6 General Unsecured Claims totaling
$183,000.

EastWest Bank is represented by:

          David C. Neu, Esq.
          Brian T. Peterson, Esq.
          K&L Gates LLP
          925 Fourth Avenue, Suite 2900
          Seattle, WA 98104-1158
          Tel No: (206)623-7580

                    About Condor Development

Condor Development LLC, aka Ciara Inn and Condor Management Group,
operates the Comfort Inn Suites, a hotel located at SeaTac,
Washington.

Condor Development filed a Chapter 11 petition (Bankr. W.D. Wash.
Case No. 12-13287) on March 30, 2012, in Seattle.  In its
schedules, the Debtor disclosed $16.4 million in total assets and
$9.11 million in total liabilities.

Affiliate Seattle Group also filed for Chapter 11 protection
(Bankr. Case No. 12-13263) on March 30, 2012.  The Debtor
disclosed $15,501,088 in assets and $10,409,935 in liabilities as
of the Chapter 11 filing.

Vortman & Feinstein and Larry B. Feinstein initially represented
the Debtors as counsel.  They later withdrew from the case and
were replaced by Lane Powell PC.  Mary Jo Heston, Esq., of Lane
Powell PC now serves as counsel to the Debtors.

Seattle Group, Ltd., and Condor Development LLC filed a plan of
liquidation that proposes the sale of substantially all of their
real and personal property used in operating the Comfort Inns and
Suites Hotel and related personal property.

In January 2013, the case was reassigned to Judge Timothy W. Dore.


CONDOR DEVELOPMENT: Court Fixes May 30 as Admin Claims Bar Date
---------------------------------------------------------------
At the behest of Condor Development, LLC, et al., Judge Timothy W.
Dore established May 30 as the deadline for the timely filing of
administrative claims in the Debtors' cases, except those of
professionals employed by the Debtors pursuant to 11 U.S.C. Sec.
327.

                    About Condor Development

Condor Development LLC, aka Ciara Inn and Condor Management Group,
operates the Comfort Inn Suites, a hotel located at SeaTac,
Washington.

Condor Development filed a Chapter 11 petition (Bankr. W.D. Wash.
Case No. 12-13287) on March 30, 2012, in Seattle.  In its
schedules, the Debtor disclosed $16.4 million in total assets and
$9.11 million in total liabilities.

Affiliate Seattle Group also filed for Chapter 11 protection
(Bankr. Case No. 12-13263) on March 30, 2012.  The Debtor
disclosed $15,501,088 in assets and $10,409,935 in liabilities as
of the Chapter 11 filing.

Vortman & Feinstein and Larry B. Feinstein initially represented
the Debtors as counsel.  They later withdrew from the case and
were replaced by Lane Powell PC.  Mary Jo Heston, Esq., of Lane
Powell PC now serves as counsel to the Debtors.

Seattle Group, Ltd., and Condor Development LLC filed a plan of
liquidation that proposes the sale of substantially all of their
real and personal property used in operating the Comfort Inns and
Suites Hotel and related personal property.

In January 2013, the case was reassigned to Judge Timothy W. Dore.


CORNERSTONE HOMES: Chapter 11 Trustee Hires Realtor
---------------------------------------------------
Michael H. Arnold, the chapter 11 trustee in the bankruptcy case
of Cornerstone Homes Inc., filed a motion with the U.S. Bankrutpcy
Court seeking to employ Lisa Uschold of Nothnagle Realtors
Property Centre as realtor for this case.

The Chapter 11 Trustee said that the business of the debtor
involves renting, or selling by land contract, in excess of 700
single family residences located from Rochester to Corning and
throughout Central New York State.  The Chapter 11 Trustee has
determined that, as a part of the administration of this case, a
number of those parcels of real property will need to be sold.
The trustee will require the services of a realtor to list the
parcels for sale and locate a buyer.

The Chapter 11 Trustee has determined that one of those properties
is located at 240 West Valley, Town of Ashford, NY.  Ms. Uschold
will list that property for sale.  She is also willing to act as
realtor to list and sell any other properties that are located
within the geographical area that she services, which
area includes: Cattaraugus County, Wyoming County, Wayne County,
Eastern Monroe County and Northern Ontario County.

Ms. Uschold has examined the property at 240 West Valley.  It has
been determined to be of relatively little value and may be
difficult to sell.  As a result, Ms. Uschold has agreed to
represent the estate, but will be seeking a flat rate realtor's
commission.

The requested commission will be $2,500.00 if a contract is
entered into within 90 days of listing, and $3,000.00 if the
listing period exceeds 90 days.  The proposed commission is
customary for the sale of similarly situated residential real
property in this jurisdiction.

In the future, if Ms. Uschold is requested to list any other
properties that are in better condition or could sell for a
reasonable sum (ie.: $50,000 or more), she would be seeking a
commission in the amount of 6% of the sale price. In any event, it
is expressly understood that all commissions are subject to
application and approval by the Bankruptcy Court.

The Chapter 11 Trustee attests that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the
Bankruptcy Code.

                    About Cornerstone Homes

Cornerstone Homes Inc. is based in Corning, New York and is
engaged in the business of buying, selling and leasing single
family homes in the State of New York, with such properties
primarily located in the South Central and South Western portions
of the State.

Cornerstone Homes Inc., filed a Chapter 11 petition (Bankr.
W.D.N.Y. Case No. 13-21103) on July 15, 2013, in Rochester
alongside a reorganization plan already accepted by 96 percent of
unsecured creditors' claims.

The Debtor disclosed assets of $18,561,028 and liabilities of
$36,248,526.  Four secured lenders with $21.8 million in claims
are to be paid in full under the plan.  Unsecured creditors --
chiefly noteholders with $14.5 million in claims -- will have a 7
percent recovery.

Judge Paul R. Warren presides over the case.  Curtiss Alan
Johnson, Esq., and David L. Rasmussen, Esq., at Davidson Fink,
LLP, in Rochester, N.Y., serve as the Debtor's counsel.  The
Debtor has tapped GAR Associates to appraise a selection of its
properties to support the Debtor's liquidation analysis.

The Official Committee of Unsecured Creditors is represented by
Gregory J. Mascitti, Esq., at LeClairRyan PC.  The Committee
retained Getzler Henrich & Associates LLC as financial advisor.

Cornerstone Homes Inc. delivered to the Bankruptcy Court a First
Amended Plan of Reorganization and explanatory Disclosure
Statement on Jan. 3, 2014.  The Amended Plan supersedes the Plan
Cornerstone prepared prior to filing for bankruptcy.  The Debtor
intends to liquidate properties over a period of time, so as to
achieve maximum recovery for the creditors while avoiding a
deleterious affect on the housing market.  The Plan provides for a
distribution of $1 million as an Unsecured Distribution Amount.
Owner David Fleet will pledge up to $1 million to fund
distributions under the Plan.  It also provides for the
distribution of the stock in the Reorganized Debtor to holders of
Allowed Unsecured Noteholder Claims under Class 5.  The Class 5
Claimants are expected to receive 7% plus distribution of stock on
the Distribution Date.  The Claimants are impaired and entitled to
vote on the Plan.

No hearing was slated to consider the Amended Plan documents.
Instead, the Court accepted the request of the Committee to
appoint a Chapter 11 trustee to replace management.  The Court
approved the appointment of Michael H. Arnold, Esq., as Chapter 11
trustee.  He is represented by his law firm, Place and Arnold as
his counsel.


CROZER CHESTER: Moody's Lowers Long-Term Rating to 'Ba2'
--------------------------------------------------------
Moody's Investors Service, in mid-May 2014, downgraded to Ba2 from
Baa3 the long-term and underlying ratings assigned to Crozer
Chester Medical Center's (CCMC) and Crozer-Keystone Health
System's (CKHS) bonds issued by the Delaware County Authority. The
rating outlook remains negative at the lower rating level. Crozer
Chester Medical Center and Delaware County Memorial Hospital are
wholly owned subsidiaries of Crozer-Keystone Health System.
Moody's analysis includes CKHS consolidated financials which
Moody's sometimes reference as "System" or "Crozer".

Summary Rating Rationale: The downgrade to the Ba2 rating and
negative rating outlook reflect the sharp and unexpected decline
in operating performance experienced through nine months of FY
2014 (period ended March 31, 2014) and the expectation of a
sizable operating deficit and extremely thin operating cash flow
in FY 2014 that may lead to violations of certain covenants in
bond and bank documents and provide very thin headroom to other
covenants. Longer term fundamental challenges facing the system
and impeding a return to positive performance include a large
unionized work force, ongoing declines in total admissions, high
Medicaid exposure, and need for increased capital spending as the
average age of the facilities has risen to nearly 20 years. Senior
management team is implementing strategies to improve performance.
The Ba2 rating benefits from the system's role as leading and
sizable health system and still adequate unrestricted cash
position.

Strengths

-- Still commanding market position of Delaware County (64%)
    fortified by limited local competition that has historically
    been fragmented, a broad array of services, good geographic
    coverage and successful strategic alliances with physicians

-- Unrestricted liquidity provides adequate coverage of direct
    debt (122% cash-to-debt) and some flexibility to support
    operations while management implements initiatives; largely
    liquid assets with relatively conservative allocation

-- Leverage with respect to negotiating with managed care payers
    as CKHS maintains the most comprehensive acute care
    facilities in the County, though the better paying commercial
    contracts are only a modest portion of the total revenue

-- Management is implementing sizable cost reductions and
    revenue enhancements that should support some margin
    improvement in FY 2015 though significant challenges pose
    headwinds including volume declines and union negotiations

Challenges

-- Unexpectedly weak operations and marked revenue decline
    through nine months of FY 2014 (March 31) with the system
    incurring a sizable loss of $25.6 million loss (excluding $6
    million of severance costs), equating to a very weak -4.4%
    operating margin and an operating cash-flow deficit of $1.8
    million (-0.3% margin). Weakened performance follows a
    history of variable and very thin operations with a long
    trend of Crozer's operating margin fluctuating between a
    modest loss and a modest gain; losses in FY 2014 have
    accelerated on a quarterly basis suggesting that certain
    covenants contained in bond and bank documents may be
    violated as they are tested on a rolling four quarters.

-- Net assets are depressed and liquidity and cash-flow remain
    highly pressured from an underfunded defined benefit pension
    plan. Though closed to new entrants, funding obligation of
    over $219 million relative to the projected benefit
    obligation of $549 million at FYE 2013; adoption of MAP 21
    smoothes the payments over the next few years but the
    liability remains outsized relative to System resources

-- Average age of plant that has risen steadily over the last
    several years to a high (unfavorable) 19.7 years, a level
    that is markedly higher than similarly rated peers (below Baa
    median is 13.1 years) suggesting need to address deferred
    capital maintenance

-- Variable rate demand bonds (VRDBs) supported by bank letters
    of credit (LOC) and other bank debt add credit risk of
    unexpected claims on liquidity should an event of default
    occur and any outstanding bank bonds be accelerated; while
    Moody's do note that the LOCs cover less than $22 million of
    VRDBs, the current financial trajectory of the System
    suggests potential for violation of certain covenants across
    all bank related obligations.

-- Unfavorable payer mix with a high dependency on a combination
    of traditional and managed Medicaid (aggregate of 19% of
    business)

-- Marked shift in utilization form inpatient to outpatient
    continues. Aggregating inpatient admissions and observations
    visits, volumes are materially down through March 31, 2014,
    declining 4.4% over the comparable period of FY 2013.
    Aggregate inpatient and observation volumes declined 2.8% in
    FY 2013.

-- Labor contract with the largest union covering CCMC nurses
    expires in June 2014; inability to achieve concessions could
    impede initiatives to reduce losses

-- Competitive pressures in more affluent parts of Crozer's
    catchment area

Outlook:

The negative rating outlook reflects the very thin operating cash
flow expected in FY 2014 and ongoing significant negative pressure
on volumes during FY 2014. The negative rating outlook also
reflects the financial covenants which must be met over the next
year under bank and bond documents.

What could change the rating -- UP

The outlook could return to stable over the medium term if the
System builds headroom under financial covenants and is able to
achieve steady improvement in operating cash flow. The rating
could be upgraded longer term as a result of stabilization of
patient volumes, significantly improved margins which are
sustained for a multi-year period, leading to materially improved
debt metrics and coupled with maintenance of balance sheet
resources.

What could change the rating -- DOWN

The outlook is negative, and the rating could be downgraded as a
result of an inability to return the System to positive operations
and much stronger operating cash flow. Other factors which could
contribute to a downgrade include contraction of liquidity,
addition of debt, or breach of debt covenants.


DAVID K. DRUMM: On Trial Over Bankruptcy Discharge
--------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that David K. Drumm, former chief executive officer of
Anglo Irish Bank Corp., is on trial in U.S. Bankruptcy Court in
Boston, where the judge will decide whether he hid assets and made
false filings, denying him the right to erase his debts.

According to the report, Drumm's bankruptcy trustee and Irish Bank
Resolution Corp. joined together in filing a lawsuit in bankruptcy
court intent on proving that he isn't entitled to a discharge, or
eradication of his debts through bankruptcy.

Just before trial began last week, the trustee and IBRC filed a
13-page list of fraudulent transfers and assets Drumm didn't
disclose in his bankruptcy papers, the report related.  Examined
for hours at trial on May 21, Drumm said he made "honest mistakes"
or forgot about other transactions, the report further related.

The lawsuit on Drumm's discharge is Irish Bank Resolution Corp.
Ltd. v. Drumm (In re Drumm), 11-01267, U.S. Bankruptcy Court,
District of Massachusetts (Boston).  The Chapter 7 case is
David K. Drumm, 10-21198, in the same court.


DETROIT, MI: Creditors Ask Judge to Delay Detroit Bankruptcy Trial
------------------------------------------------------------------
Matt Helms, writing for Detroit Free Press, reported that lawyers
for the City of Detroit's financial creditors and for Oakland and
Macomb counties asked U.S. Bankruptcy Judge Steven Rhodes to delay
the Chapter 9 case by a month because the lawyers representing the
City are not releasing critical documents quickly enough to meet
the timetable for this summer's confirmation trial.

According to the report Mayor Mike Duggan's office said he won't
support extending Kevyn Orr's time as the City's emergency manager
or keeping his former law firm, Jones Day, if Detroit's bankruptcy
extends beyond Orr's expected Sept. 25 exit date.

Attorneys for Martha Kopacz, who was tasked with evaluating
Detroit's bankruptcy exit plan before it is considered by a judge,
also told Judge Rhodes that she may not be able to complete the
job if the city doesn't provide her with necessary financial
information that they say is being withheld, Law360 reported.

                  About City of Detroit, Michigan

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

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

Michigan Governor Rick Snyder authorized the bankruptcy filing.

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

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

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

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

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

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


DEWEY & LEBOEUF: Looks to Judge for Solution to $1.2MM Tax Problem
------------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Dewey & LeBoeuf LLP, the defunct law firm, has asked
the U.S. Bankruptcy Court for the Southern District of New York to
rule that there's no tax liability for the trust.

According to Mr. Rochelle, after the firm's liquidating Chapter 11
plan was implemented last year, the trust created by the plan
filed income tax returns for 2012.  The trustee later discovered
that the firm had misclassified payments to partners abroad, the
report related.  When the mistakes were corrected, the amended
returns showed potential state and federal tax liabilities
totaling $1.2 million, the report further related.

If there's liability, the taxes in effect would be paid by
creditors since their recoveries would be reduced, the report
said.

                      About Dewey & LeBoeuf

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

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

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

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

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

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

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

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

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

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


DEWEY & LEBOEUF: Creditor Can Sue Officers After Claim Sold
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that U.S. District Judge James E. Gritzner in Des
Moines, in a May 19 opinion, denied a bid by three former top
executives at Dewey & LeBoeuf LLP to dismiss a case filed by Aviva
Life & Annuity Co.

According to Bloomberg, Aviva alleged in the complaint that the
trio induced it to buy $35 million in secured notes in April 2010.
Aviva took its losses and sold the notes in 2012 for $19.3 million
to a claim buyer, who in turn sold the notes to another purchaser,
Bloomberg related.  Aviva gave the initial buyer the right to sue,
but the current owner later waived the right to sue Dewey
officers, Bloomberg further related.  Even though Aviva tried to
sell the ability to sue, Judge Gritzner wouldn't recognize "the
express assignment as having assigned plaintiff's right to bring
securities law claims against the defendants," the Bloomberg
report said.

In other news, nine of Dewey's former international partners are
being sued for the return of $22 million paid to them while the
defunct firm was insolvent, Sara Randazzo, writing for The Wall
Street Journal, reported.  According to the Journal, the suits,
against lawyers based in China, Germany, Russia, South Africa and
Saudi Arabia, follow a few dozen similar actions filed in recent
months.

The Iowa case is Aviva Life & Annuity Co. v. Davis, 12-cv-00603,
U.S. District Court, Southern District of Iowa (Des Moines).

                      About Dewey & LeBoeuf

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

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

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

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

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

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

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

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

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

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


E H MITCHELL: Balks at UST's Motion to Dismiss or Convert
---------------------------------------------------------
E.H. Mitchell & Company LLC responds to the Motion to Dismiss or
Convert to Chapter 7 case filed by the United States Trustee, by
urging the Court to deny the Trustee's Motion.  The Debtor points
out that other than its Disclosure Statement and Plan, all other
required documents and reports have been filed and/or provided to
the Trustee.  The Debtor assures the Court that its Plan and
Disclosure Statement will be filed in short order, and that those
filings will satisfy any deficiencies.

However, creditor Reginald J. Laurent filed a Memorandum in
Support of the U.S. Trustee's Motion, urging the Court to grant
the Trustee's Motion.  Mr. Laurent said the Debtor offers no
explanation for its tardy filings.  Mr. Laurent points out that
per 11 U.S.C. Sec. 1112(b)(4)(F), unexcused failure to timely
satisfy any filing or reporting requirement constitutes grounds
for dismissal or conversion.  Further, Mr. Laurent notes that in
its response to the U.S. Trustee's Motion, the Debtor failed to
address the Trustee's argument that the case was filed in bad
faith.  Mr. Laurent argues that Fifth Circuit law mandates
dismissal against a single asset real estate (SARE) debtor -- such
as E.H. Mitchell -- who has acted in bad faith.  Mr. Laurent cited
In re Little Creek Development Co., 779 F.2d 1068 (5th Cir. 1986)
which lays out the factors to be considered when contemplating
dismissal for a SARE debtor:

     1) debtor's only asset is a tract of property,
     2) the tract is encumbered secured creditor lien(s),
     3) debtor has no employees,
     4) debtor has no active business operations, little cash
        flow, and passive income,
     5) claims of any unsecured creditors are small,
     6) the property has been posted for lien status, and
     7) allegation of wrongdoing by principals of debtor (such as
        pre-petition payments to insiders or post-petition
        payments made without Court approval).

Unsecured creditor Ezkovich & Company also filed an objection to
the Trustee's Motion to Dismiss or Convert.  In urging the Court
to deny the Motion, Ezkovich argues that any defaults by the
Debtor are minor and do not warrant dismissal or conversion to
Chapter 7.  Ezkovich goes on to note that dismissal or conversion
would put the revenue source for the estate at risk for unsecured
creditors and would delay resolution which is in no one's best
interest.

               About E. H. Mitchell & Company LLC

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

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

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

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


E H MITCHELL: Creditor Laurent Wants Bankruptcy Case Dismissed
--------------------------------------------------------------
Reginald J. Laurent, a creditor of E. H. Mitchell & Company LLC,
filed his Motion for Determination that Debtor is Subject to
Sec.362(d)(3), Debtor is a single asset real estate (SARE) entity,
and that the Petition was filed in Bad Faith.  Mr. Laurent is
asking the Court to dismiss the bankruptcy case for cause because:

     a. the debtor has only one asset,
     b. there are few unsecured creditors, and their claims
        are small in comparison to those of secured creditor,
     c. the debtor has no employees,
     d. the asset (property) is the subject of pending litigation
        between debtor and secured creditor, and
     e. the debtor's bankruptcy filing was meant to frustrate
        the rights and remedies of the secured creditor.

Mr. Laurent contends that the Debtor's bankruptcy filing was
merely a litigation strategy, and that the case is a two-party
dispute that should be resolved outside of bankruptcy.

The Law Office of Reginald J. Laurent of Slidell, LA and who is
pro se in this matter, has set his motion for hearing on June 18,
at 9:00 a.m. before Honorable Jerry A. Brown, U.S. Bankruptcy
Judge for the Eastern District of Louisiana.

               About E. H. Mitchell & Company LLC

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

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

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

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


ENERGY FUTURE: Extends Early Participation Date for Tender Offer
----------------------------------------------------------------
Energy Future Intermediate Holding Company LLC ("EFIH"), a wholly-
owned subsidiary of Energy Future Holdings Corp. ("EFH Corp."),
and EFIH Finance Inc. ("EFIH Finance" and together with EFIH, the
"Issuer") on May 27 disclosed that the early participation date
for its previously announced offer to purchase EFIH Second Lien
Notes for cash as a voluntary settlement with respect to the
Issuer's obligations under the EFIH Second Lien Notes (such offer
and settlement, the "EFIH Second Lien Settlement") has been
extended from 5:00 p.m., New York City time, on May 30, 2014 to
5:00 p.m., New York City time, on June 11, 2014 (the "Early
Participation Date").  The Issuer also announced that the
expiration date for the EFIH Second Lien Settlement has been
extended from 11:59 p.m., New York City time, on June 6, 2014 to
5:00 p.m., New York City time, on July 3, 2014 (the "Expiration
Date").  The Issuer has also determined to offer withdrawal rights
in the EFIH Second Lien Settlement up to the Early Participation
Date.  Tenders of EFIH Second Lien Notes may be withdrawn at any
time prior to the Early Participation Date but not thereafter.

The EFIH Second Lien Settlement is open to all holders of the
Issuer's 11% Senior Secured Second Lien Notes due 2021 (the "EFIH
11% Second Lien Notes") and 11.750% Senior Secured Second Lien
Notes due 2022 (the "EFIH 11.750% Second Lien Notes" and together
with the EFIH 11% Second Lien Notes, the "EFIH Second Lien
Notes").  Except for the adjustment to the consideration, the
change to the Early Participation Date and the Expiration Date and
the availability of the withdrawal rights, the terms of the EFIH
Second Lien Settlement are unchanged.

Upon the terms and subject to the conditions of the offer to
purchase with respect to the EFIH Second Lien Settlement, each
holder of EFIH Second Lien Notes that validly tenders its EFIH
Second Lien Notes on or prior to 5:00 p.m., New York City time, on
the Early Participation Date, which may be further extended by
EFIH at its sole discretion, will be eligible to receive on the
closing date of the offer (the "Settlement Date") as payment in
full of any claims arising out of such holder's interest in the
EFIH Second Lien Notes an amount, paid in cash, equal to (i)
$1,119.30 for each $1,000 principal amount of EFIH 11% Second Lien
Notes and (ii) $1,162.30 for each $1,000 principal amount of EFIH
11.750% Second Lien Notes tendered based on an assumed Settlement
Date of July 9, 2014, which amounts will be decreased in each case
by $0.14 for each day after July 9, 2014 that the Settlement Date
occurs (such amount as may be reduced, the "Total Consideration").
The adjustment in such consideration from the previously announced
consideration results solely from a $0.14 decrease for each day
the assumed Settlement Date has been delayed from June 11, 2014 to
July 9, 2014.  The Total Consideration includes an early
participation payment (the "Early Participation Consideration") of
$50.00 per $1,000 principal amount of EFIH Second Lien Notes
validly tendered on or prior to the Early Participation Date.
Each holder that validly tenders its EFIH Second Lien Notes after
the Early Participation Date and on or prior to the Expiration
Date will be eligible to receive on the Settlement Date an amount,
paid in cash, equal to the Total Consideration less the Early
Participation Consideration (the "Tender Consideration").

                              Aggregate
                  CUSIP       Principal            Tender
Securities        Numbers     Amount Outstanding   Consideration
                                                   (1)

EFIH 11% Second   29269QAB3    $406,392,000        $1,069.30
Lien Notes

EFIH 11.750%      U29197AB3    $1,750,000,000      $1,112.30
Second Lien Notes


Early                   Total
Participation           Consideration (1)
Consideration (2)

$50.00                  $1,119.30

$50.00                  $1,162.30

(1) Does not include accrued and unpaid interest up to, but not
including, the Settlement Date, which will be paid on all of the
EFIH Second Lien Notes accepted for purchase in the offer.

(2) The Total Consideration (and therefore also the Tender
Consideration) will be decreased by $0.14 for each day after
July 9, 2014 that the Settlement Date occurs.

The Issuer does not intend to permit the offer period for the EFIH
Second Lien Settlement to expire prior to the date the EFIH Second
Lien Settlement is heard, and approved, by the bankruptcy court.
The consummation of the EFIH Second Lien Settlement is subject to
several conditions, including, among others, the closing of new
debt financing through the issuance of approximately $1.9 billion
of 8% Convertible Second Lien Subordinated Secured DIP Financing
Notes due 2016 (the "EFIH Second Lien DIP Notes Financing"), which
is also subject to several conditions.  The EFIH Second Lien
Settlement will not be consummated unless, among other things, the
bankruptcy court approves the EFIH Second Lien DIP Notes Financing
and the EFIH Second Lien Settlement.

Epiq Systems is serving as the Offer Agent and Depositary Agent,
and may be contacted by telephone at (646) 282-2500 or toll free
at (866) 734-9393 or by email at tabulation@epiqsystems.com
(please reference "EFIH Second Lien Offer" in the subject line),
including with respect to procedures for the withdrawal rights
under the EFIH Second Lien Settlement.

            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.


ENERGY FUTURE: Postpones Hearing on Restructuring Agreement
-----------------------------------------------------------
Edward Sassower, Esq., at Kirkland & Ellis LLP, in New York,
counsel for Energy Future Holdings Corp., et al., notified the
U.S. Bankruptcy Court for the District of Delaware that the
Debtors are seeking a delay of the hearing on the approval of
their restructuring support agreement, Tom Hals, writing for
Reuters, reported.

The Debtors want the hearing originally scheduled for June 6 to be
delayed until June 30, Reuters related.

After negotiating with creditors opposed to the accord, Energy
Future agreed to move the scheduled June 5 hearing on the deal and
may postpone other deadlines as well, Edward Sassower, a lawyer
for the company, said at a hearing on May 22 in Wilmington,
Delaware, Bloomberg News reported.

The Debtors also notified the Bankruptcy Court that the primary
opt-in period to the proposed EFIH Second Lien Settlement is
extended to May 30 to facilitate the motion to compel filed by the
indenture trustee for the EFIH Second Lien Notes.  The Debtors
clarified that the Opt-In Extension does not extend the ultimate
expiration date of the Second Lien Opt-in Period, which remains to
be June 6.

The offering, according to Bill Rochelle, the bankruptcy columnist
for Bloomberg News, is part of a strategy by the company to take
advantage of lower interest rates and refinance $3.99 billion of
first-lien and $2.16 billion of second-lien debt of Energy Future
Intermediate Holding Company, the side of the business that owns
the regulated power distribution facilities.

The Bankruptcy Court has issued an order retaining jurisdiction
over Energy Future's bankruptcy case.  The second-lien creditors
represented by Wilmington Savings Fund, minutes after the power
company filed for bankruptcy protection on May 22, filed the
motion to transfer the venue of the Chapter 11 case to Texas where
the power company's headquarters are located.

Multiple parties -- including Citibank, the ad hoc committees of
TCEH first lien creditors and EFIH unsecured noteholders, Fidelity
Management & Research Company, Wilmington Trust and the
International Brotherhood of Electrical Workers -- objected to the
venue transfer motion and supported the Debtors' bid to retain the
case in Delaware, BankruptcyData reported.

According to Mr. Rochelle, the bankruptcy of Energy Future was
significant or insignificant, depending on whether the failure
of the largest leveraged buyout is measured in dollar amount of
debt.  Measured in amount of debt, Energy Future was the second-
largest default in history, with $40 billion in debt rated by
Moody's Investors Service, while largest was General Motors Corp.,
with $50 billion in rated debt, Mr. Rochelle noted.

Judged by dollar amount, the world-wide junk-bond default rate
rose in April to 2.2 percent from 0.9 percent the month before,
Mr. Rochelle said citing a Moody's report.  In the U.S., the
Energy Future bankruptcy raised the junk default rate to 2.1
percent from 0.4 percent, Mr. Rochelle added.

            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.


ESP RESOURCES: Incurs $756,000 Net Loss in First Quarter
--------------------------------------------------------
ESP Resources, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $756,309 on $3.15 million of net sales for the three months
ended March 31, 2014, as compared with a net loss of $1.28 million
on $3.45 million of net sales for the same period last year.

The Company's balance sheet at March 31, 2014, showed $6.33
million in total assets, $11.17 million in total liabilities and a
$4.83 million total stockholders' deficit.

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

                        http://is.gd/gLnZfZ

                         About ESP Resources

The Woodlands, Texas-based ESP Resources, Inc., through its
subsidiaries, manufactures, blends, distributes and markets
specialty chemicals and analytical services to the oil and gas
industry and also provides services for the upstream, midstream
and downstream sectors of the energy industry, including new
construction, major modifications to operational support for
onshore and offshore production, gathering, refining facilities
and pipelines designed to optimize performance and increase
operators' return on investment.

ESP Resources reported a net loss of $5.23 million on $10.59
million of net sales for the year ended Dec. 31, 2013, as compared
with a net loss of $5.08 million on $16.98 million of net sales in
2012.

MaloneBailey, 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 incurred net losses through Dec. 31, 2013, and has
a working capital deficit as of Dec. 31, 2013.  These conditions
raise substantial doubt about the Company's ability to continue as
a going concern.


EVENT RENTALS: Seeks Sole Right to File Plan Until October
----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Event Rentals Inc., the largest event-rental provider
in the U.S., asked for a first extension of its exclusive right to
propose a Chapter 11 plan, on the heels of a sale of its business
to Apollo Global Management LLC for $125.2 million in cash.

According to the report, Event Rentals is seeking four more months
to complete the sale, assess creditor claims and negotiate a
consensual liquidating plan.  Event Rentals said a liquidating
plan can be proposed, approved and implemented by the end of
September, the report related.

U.S. Bankruptcy Judge Peter Walsh is to review the exclusivity
motion at a hearing on June 19, the report further related.  If
approved, the new plan-filing deadline will be Oct. 13, the report
said.

                       About Event Rentals

Event Rentals Inc., the largest event-rental provider in the U.S.,
filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case
No. 14-bk-10282) on Feb. 13, 2014.

Event Rentals, which sought bankruptcy protection with affiliates,
including Classic Midwest, Inc., has 39 locations across 22
markets.  The company has the largest offering of event equipment,
value-added event services, and temporary structure assets, and
provide services for over 145,000 events for approximately 55,000
customers annually.  The company taps 2,500 employees throughout
the year and has total annual revenues of $235 million.

Assets were listed for $148 million, with debt of $246 million.
The Debtors owe $175 million in outstanding principal under a
senior secured credit agreement; $36 million in outstanding
principal under certain unsecured and subordinated liquidity
notes; $5.5 million in outstanding principal under certain
unsecured and subordinated seller financing relating to business
acquisitions; and trade debt, as of Dec. 26, 2013, totaling $16.6
million.

The Debtors have tapped Jeffrey M. Schlerf, Esq., and John H.
Strock, Esq., at Fox Rothschild LLP as local counsel; John K.
Cunningham, Esq., and Craig H. Averch, Esq., at White & Case LLP
as bankruptcy counsel; Jefferies LLC as financial advisor; and
Kurtzman Carson Consultants LLC as claims and noticing agent.

The Debtors sought bankruptcy protection as they seek a new owner
to take over the business.

Existing lenders led by Ableco Finance LLC, as administrative
agent, have agreed to finance the bankruptcy with a DIP financing
facility of up to $20 million.

Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven
creditors to serve on the Official Committee of Unsecured
Creditors for the Debtors' Chapter 11 cases.

The Debtors disclosed that funds managed by Apollo Global
Management, LLC submitted the winning offer to acquire
substantially all of the Debtors' business at the April 21, 2014
auction.


EXIDE TECHNOLOGIES: Faces Resistance to Opening Pennsylvania Plant
------------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that battery maker Exide Technologies will face local
opposition if it moves ahead with construction of improvements at
a non-operating lead smelter in Berks County, Pennsylvania,
designed for recycling used batteries.

According to the report, the county filed papers on May 19 asking
the bankruptcy judge in Delaware for permission to proceed with an
appeal of a construction permit granted by Pennsylvania
environmental regulators.  Exide has the right to resume
operations, the county said in court papers, the report related.
The county therefore wants the ability to appeal and block
construction of improvements at the plant, the report further
related.

The $674 million of 8.625 percent first-lien notes due in 2018
last traded on May 19 for 61 cents on the dollar, the Bloomberg
report said, citing to Trace, the bond-price reporting system of
the Financial Industry Regulatory Authority.  They last trade
before bankruptcy was 56.672 cents. The notes traded as high as
82.875 cents on March 7.  The convertible subordinated notes that
matured in September last traded on May 6 for 14.43 cents on the
dollar, compared with 10.5 cents in the last trade before
bankruptcy, the Bloomberg report added.

                  About Exide Technologies

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

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

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

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

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

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

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


EXTENDED STAY: S&P Assigns 'B+' Corp. Credit Rating, Outlook Pos.
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned Charlotte, N.C.-based
hotel company Extended Stay America Inc. its 'B+' corporate credit
rating.  The rating outlook is positive.

At the same time, S&P assigned ESH Hospitality Inc.'s proposed
$375 million senior secured term loan due 2019 its 'B+' issue-
level rating (same as the corporate credit rating), with a
recovery rating of '3', indicating S&P's expectation for
meaningful (50% to 70%) recovery in the event of a payment
default.  The company plans to use the proceeds, together with
cash on hand, to repay about $365 million of high coupon mezzanine
loans and pay fees and expenses.

ESH Hospitality Inc. (ESH REIT) is a real-estate investment trust
that owns the hotel assets of Extended Stay America.  Extended
Stay America has a 55% ownership interest in the REIT.  Extended
Stay America is 100% owned by financial sponsors and public
shareholders.  Therefore, because of Extended Stay's controlling
financial interest in, and the strategic importance of, ESH REIT,
S&P consolidates all operations and debt for its analysis.

"The ratings reflect the company's operations in the highly
competitive economy segment of the lodging industry, an area of
the lodging market with relatively low barriers to entry and
price-sensitive consumers," said Standard & Poor's credit analyst
Carissa Schreck.  "The ratings also reflect our expectation for
operating lease-adjusted debt to EBITDA of about 5x at the end of
2014, improving to the mid-4x area at the end of 2015, and for
funds from operations to total debt of 12% and in the mid-teens
percentage area in 2014 and 2015, respectively.  We expect the
company to continue to invest in its hotel renovation program and
incur significant capital expenditures through 2015."


FIRST NATIONAL: William G. Bracey Elected as Director
-----------------------------------------------------
The Board of Directors of First National Community Bancorp, Inc.,
elected William G. Bracey to serve as a Class B director of the
Company until the 2015 annual meeting of shareholders.  Mr. Bracey
was named to the Company Board's Audit, Corporate Governance and
Risk Management Committees.

Also, on May 12, 2014, the Board of Directors of First National
Community Bank, a wholly-owned subsidiary of the Company, elected
Mr. Bracey to serve as director of the Bank.  Mr. Bracey was named
to the Bank Board's Compliance Committee.

Any loans with the Bank in which Mr. Bracey or his immediate
family members has a direct or indirect material interest were
made in the ordinary course of business, on substantially the same
terms, including interest rates and collateral, as those
prevailing at the time for comparable loans with persons not
related to the Company or the Bank and did not involve more than
the normal risk of collectability or present other unfavorable
features.

                       About First National

Headquartered in Dunmore, Pa., First National Community Bancorp,
Inc., is a Pennsylvania corporation, incorporated in 1997 and is
registered as a bank holding company under the Bank Holding
Company Act ("BHCA") of 1956, as amended.  The Company became an
active bank holding company on July 1, 1998, when it acquired
ownership of First National Community Bank (the "Bank").  The Bank
is a wholly-owned subsidiary of the Company.

The Company's primary activity consists of owning and operating
the Bank, which provides customary retail and commercial banking
services to individuals and businesses.  The Bank provides
practically all of the Company's earnings as a result of its
banking services.

First National reported net income of $6.38 million on $32.95
million of total interest income for the year ended Dec. 31, 2013,
as compared with a net loss of $13.71 million on $37.02 million of
total interest income for the year ended Dec. 31, 2012.  As of
Dec. 31, 2013, the Company had $1 billion in total assets,
$970.23 million in total liabilities and $33.57 million in total
shareholders' equity.

                         Regulatory Matters

The Bank is under a Consent Order from the Office of the
Comptroller of the Currency dated Sept. 1, 2010.  The Company is
also subject to a Written Agreement with the Federal Reserve Bank
of Philadelphia dated Nov. 24, 2010.

The Bank, pursuant to a Stipulation and Consent to the Issuance of
a Consent Order dated Sept. 1, 2010, without admitting or denying
any wrongdoing, consented and agreed to the issuance of the Order
by the OCC, the Bank's primary regulator.  The Order requires the
Bank to undertake certain actions within designated timeframes,
and to operate in compliance with the provisions thereof during
its term.  The Order is based on the results of an examination of
the Bank as of March 31, 2009.  Since the examination, management
has engaged in ongoing discussions with the OCC and has taken
steps to improve the condition, policies and procedures of the
Bank.  Compliance with the Order is monitored by a committee of at
least three directors, none of whom is an employee or controlling
shareholder of the Bank or its affiliates or a family member of
any such person.  The Committee is required to submit written
progress reports to the OCC on a monthly basis.  The Committee has
submitted each of the required monthly progress reports with the
OCC.  The members of the Committee are John P. Moses, Joseph
Coccia, Joseph J. Gentile and Thomas J. Melone.


FREE LANCE-STAR: Dist. Court Rejects DSP Bid to Expedite Appeal
---------------------------------------------------------------
The U.S. District Court for the Eastern District of Virginia has
denied an amended emergency motion filed by DSP Acquisition LLC --
secured creditor of debtors Free Lance-Star Publishing Company of
Fredericksburg, VA and Williams Douglas Properties, L.L.C. --
seeking expedited consideration of its motion for certification
and for leave to appeal.  DSP is taking an appeal from recent
bankruptcy court orders related to the proposed sale of the
Debtors' assets as well as an adversary proceeding commenced by
DSP against the Debtors.

The District Court also denied a Joint Motion of the Debtors and
the Official Committee of Unsecured Creditors appointed in the
Debtors' cases, seeking to Strike Verified Reply of DSP.

The Debtors and the Committee had filed papers seeking to toss out
DSP's appeal.

The Debtors said DSP is seeking "another bite at the apple" to
which it is not entitled at this juncture in the bankruptcy cases.
The Committee agrees with the Debtor, saying the subject Orders
are not final and the standard for leave to pursue an
interlocutory appeal is not met.

Shortly after filing their Chapter 11 bankruptcy petitions in
January 2014, Free Lance-Star and Williams Douglas Properties
filed twin sale motions:

     1. Auction and sale of the Debtors' radio broadcasting
        equipment and certain related real property and
        improvements -- Tower Assets; and

     2. Auction and sale of the remaining assets.

Pursuant to Debtor William Douglas' Schedules and Statement of
Financial Affairs filed with the Bankruptcy Court, it owns the
following real property:

     (i) 1381 Belman Road, Fredericksburg, Virginia; and
    (ii) 1379 Belman Road, Fredericksburg, Virginia.

Pursuant to Debtor Free Lance-Star's Schedules and Statement of
Financial Affairs filed with the Bankruptcy Court, it owns the
following real property:

     (i) 616 Amelia Street, Fredericksburg, Virginia;
    (ii) 700 William Street, Fredericksburg, Virginia;
   (iii) 710 William Street, Fredericksburg, Virginia;
    (iv) Corner of Amelia and Douglas Streets, Fredericksburg,
         Virginia; and
     (v) 620 Amelia Street, Fredericksburg, Virginia.

On March 10, 2014, the Bankruptcy Court entered orders approving
bid procedures, including a process for the Debtors' secured
creditor to credit bid its claims in an amount and against assets
of the Debtors on which it has valid liens or security interests,
as either (i) agreed to by the Debtors, the Debtors' secured
creditor and the Committee or (ii) as determined by the Court at a
hearing to be held on March 24, 2014.

Also on March 10, 2014, DSP filed a four-count Complaint
initiating Adversary Proceeding No. 14-03038, seeking this relief:

     -- Count I. A declaration of the amount of DSP's secured
        claim against the Debtors.

     -- Count II. A declaration that DSP has a first-priority,
        valid and properly perfected security interest in
        substantially all of the Debtors' assets and their
        proceeds.

     -- Count III. A declaration that DSP is entitled to credit-
        bid the full amount of its claim under Bankruptcy Code
        Sec. 363(k) at the sale of the Debtors' assets.

     -- Count IV. A declaration that "DSP has first-in-priority,
        valid and properly perfected security interests in the
        Collateral, including the Receivables, Other Intangibles
        and General Intangibles (each within the meaning of the
        Security Agreement and Virginia's UCC) generated by the
        sale of the Masts and any of the Debtors' other
        property."

According to DSP, as of the Petition Date, and without prejudice
to any additional amounts DSP is entitled to, the aggregate amount
of the secured obligations is $38,028,407.12.

DSP filed a motion for summary judgment on each count of the
Complaint, which was scheduled to be heard March 24, the same day
the Court was to consider DSP's right to credit bid in connection
with the Sale Motions.

The Debtors, in turn, filed a cross-motion for summary judgment
and a memorandum in support of the request to determine DSP's
credit bid rights under Bankruptcy Code Sec. 363(k) in connection
with the Sale Motions.  The Committee joined the Debtors in
opposing DSP's motion for summary judgment and supported the
relief sought in the Debtors' Sale Motions and accompanying
memorandum in support.

Following hearings conducted on March 24, 25, and 31, the
Bankruptcy Court entered an Order and supporting Memorandum
Opinion addressing the Adversary Proceeding and an Order
addressing the Sale Motions.  Although not appealed, the
Bankruptcy Court also entered an Order and supporting Memorandum
Opinion denying DSP's motion to reconsider the ruling made during
the March 24 hearing that a number of DSP's exhibits were
inadmissible.

In the Lien Decision, the Bankruptcy Court assumed for the purpose
of its analysis that DSP was the noteholder.  The Bankruptcy Court
found that DSP did not have a perfected lien on, or security
interest in, the Debtors' (1) real property located in Stafford,
Spotsylvania, and Carolina counties -- Tower Parcels, (2) radio
broadcasting masts constructed on the Tower Parcels and related
improvements, (3) leases of space on the Towers; (4) motor
vehicles, (5) life insurance policies, (6) bank accounts, and (7)
FCC licenses.  The Bankruptcy Court concluded that DSP could not
credit bid on the Unencumbered Assets.  In so ruling, the
Bankruptcy Court denied summary judgment to DSP and granted
summary judgment, in part, to the Debtors.

In the Credit Bid Decision, the Bankruptcy Court found "cause" to
limit DSP's ability to credit bid pursuant to Bankruptcy Code Sec.
363(k).  The Bankruptcy Court concluded that it was appropriate to
cap DSP's credit bid at $12.7 million on the Debtors' newspaper
and printing assets and $1.2 million on the Debtors' radio assets,
provided that, to credit bid the amount, DSP would need to prove
that it is the noteholder to the satisfaction of the Debtors and
the Committee, or failing that, in the Bankruptcy Court.

DSP disclosed in Court papers that BB&T assigned the note directly
to DSP.  DSP also disclosed in a footnote that there may have been
several intervening transfers to other entities owned or
controlled by Sandton Capital Partners.  The footnote identifies
some of the potential intermediate transferees, including Sandton
Credit Opportunities Master Fund II, LP and Sandton Co-Invest Fund
I, LP.

DSP said in a separte court filing that its documentation
establishes it is the holder of the documents, agreements, and
instruments giving rise to its claim and security interests
against the Debtors.

The Committee said in court papers there's no evidence of record
that provide any chain of title to DSP.

In the Credit Bid Decision, while the Bankruptcy Court assumed DSP
was the noteholder for the purpose of its analysis, the Court has
not determined that DSP is the noteholder.  In fact, the Court
ordered DSP to submit proof that it is the noteholder as a
condition to submitting a credit bid.

DSP had submitted with its summary judgment motion a declaration
with exhibits that DSP sought to rely upon to establish it held a
secured claim.  The Bankruptcy Court determined, however, that the
declaration was false and misleading.

On March 24, the declarant testified on behalf of DSP, but the
testimony was found by the Bankruptcy Court to be implausible.
Thus, DSP did not prove it was the holder of any claim with a lien
on the Debtors' assets.

At the conclusion of the March 25 hearing, after the record was
closed, the Bankruptcy Court even invited DSP to submit proof that
it was the noteholder in advance of the hearing on March 31, but
DSP declined to do so.  Thus, the Bankruptcy Court has yet to
determine, and DSP has yet to prove, that DSP is the noteholder.

The Bankruptcy Court has not finally resolved any of the four
counts in the Adversary Proceeding.  At a minimum, these issues
remain outstanding:

     -- Under Count I, the Bankruptcy Court has not yet
        determined the amount of the alleged secured claim or
        if DSP is the holder of the claim;

     -- Under Count II, while the Bankruptcy Court determined
        that DSP does not have a lien on the Unencumbered Assets,
        the Court did not rule on the validity, priority or
        perfection of DSP's purported lien on the Debtors'
        remaining assets;

     -- Under Count III, the Bankruptcy Court has not determined
        that DSP is the noteholder and therefore has not
        determined that DSP may credit bid in any amount; and

     -- Under Count IV, while the Bankruptcy Court determined
        that any lien DSP may have on "general intangibles" does
        not give DSP a lien on the proceeds of the sale of the
        Unencumbered Assets, the Bankruptcy Court has not yet
        ruled that DSP is the holder of any secured claim and on
        what sale proceeds, if any, DSP may hold a valid lien.

The auction was scheduled to be held May 15 and the Bankruptcy
Court scheduled a final hearing on the Sale Motions for May 22.

District Judge Henry E. Hudson in Richmond, Virginia, is presiding
over DSP's appeals.

Counsel for the Official Committee of Unsecured Creditors are:

     Tyler P. Brown, Esq.
     Jason W. Harbour, Esq.
     Justin F. Paget, Esq.
     HUNTON & WILLIAMS LLP
     Riverfront Plaza, East Tower
     951 East Byrd Street
     Richmond, VA 23219
     Tel: (804) 788-8674
     Fax: (804) 788-8218

Counsel to DSP are:

     William A. Gray, Esq.
     Elizabeth L Gunn, Esq.
     SANDS ANDERSON PC
     1111 East Main Street
     P.O. Box 1998
     Richmond, VA 23218-1998
     Telephone: (804) 648-1636

          - and -

     Sharon L. Levine, Esq.
     S. Jason Teele, Esq.
     Richard Bernstein, Esq.
     Wojciech F. Jung, Esq.
     LOWENSTEIN SANDLER LLP
     65 Livingston Avenue
     Roseland, NJ 07068

                About The Free Lance-Star Publishing

The Free Lance-Star Publishing Co. of Fredericksburg, Va., is a
publishing, newspaper, radio and communications company based in
Fredericksburg, Virginia and owned by the family of Josiah P. Rowe
III.  FLS's single, seven-day a week newspaper, The Free Lance-
Star was first published in 1885 when a group of local
Fredericksburg merchants and businessmen created the paper to
serve the news and advertising needs of the community.  FLS also
owns radio stations WFLS-AM, FLS-FM, and WVBX.  FLS owns the
community and news portal http://www.fredericksburg.com/

FLS filed a Chapter 11 bankruptcy petition (Bankr. E.D. Va. Case
No. 14-30315) in Richmond, Virginia, on Jan. 23, 2014.  William
Douglas Properties, L.L.C., a related entity that owns a portion
of the land pursuant to which FLS operates certain aspects of its
business, also sought bankruptcy protection.

Judge Keith L. Phillips was initially assigned to the cases, but
the cases were reassigned to Judge Kevin R. Huennekens on the
Petition Date.

The Debtors have tapped Lynn L. Tavenner, Esq., and Paula S.
Beran, Esq., at Tavenner & Beran, PLC, as counsel; and Protiviti,
Inc., as financial advisor.

Judge A. Robbins, U.S. Trustee for Region 4, appointed three
members to the official committee of unsecured creditors.


FREEDOM INDUSTRIES: Sells Blending Plant for $575,000
-----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Freedom Industries Inc., whose leaking chemical tank
polluted drinking water in West Virginia, was authorized on May 16
to sell a 79-tank blending plant to Lexycon LLC for $575,000 after
no competing bids surfaced.

According to the report, in approving the sale to Lexycon, the
bankruptcy judge considered the "difficult circumstances" facing
Freedom Industries, including problems in obtaining insurance
coverage, a lack of public confidence if the company continued
operations, and its cleanup responsibilities if the plant wasn't
sold.

Lexycon will probably employ about 20 of the company's former
employees, the report related, citing the judge.

                      About Freedom Industries

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

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

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

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

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

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

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


FURNITURE BRANDS: Lassman Family Blocks Approval of Plan Outline
----------------------------------------------------------------
Matt N. Lassman SEP IRA, Matt N. Lassman Traditional IRA, Matt N.
Lassman Roth IRA, Matt N. Lassman, jointly with Megan B. Lassman
with rights of survivorship, and Matt N. Lassman, as a partner of
the Lassman Family Ltd Partnership, the court-appointed lead
plaintiff in the consolidated securities class action styled
as Keith Carter, Individually and on Behalf of All Others
Similarly Situated v. Furniture Brands International, Inc.,
pending in the U.S. District Court for the Eastern District of
Missouri, filed an objection to approval of the disclosure
statement for the Joint Plan of Liquidation of FBI Wind Down,
Inc., fka Furniture Brands International, Inc., et al.

The Lead Plaintiff claims that the disclosure statement fails to
provide sufficient information to enable a reasonable investor to
consider and understand certain aspects of the Plan.  The Lead
Plaintiff objects to the adequacy of the Disclosure Statement on
these grounds:

      (a) the Disclosure Statement fails to provide a description
          of the Securities Litigation and its potential impact
          on the estates;

      (b) the Plan Injunction needs to be clarified because it is
          broad and ambiguous;

      (c) the Disclosure Statement fails to provide an
          explanation for the requested permanent extension of
          the automatic stay under 11 U.S.C. Section 362(a);

      (d) the Disclosure Statement fails to describe available
          insurance as it relates to the Securities Claims
          asserted or to be asserted in the Chapter 11 Cases and
          in the Securities Litigation or disclose whether the
          Plan intends to deny Lead Plaintiff and the Putative
          Class the right to proceed with their claims against
          the Debtors to the extent of available insurance,
          irrespective of any injunctions or distributions under
          the Plan; and

      (e) the Disclosure Statement fails to provide the basis for
          the postconfirmation disposition of books and records
          (and Lead Plaintiff believes it is inadequate and
          improper).

The Lead Plaintiff and the Putative Class are represented by:

      Christopher P. Simon, Esq.
      Cross & Simon, LLC
      913 N. Market Street, 11th Floor
      P.O. Box 1380
      Wilmington, DE 19899-1380
      Tel: (302) 777-4200
      Fax: (302) 777-4224

              and

      Michael S. Etkin, Esq.
      Ira M. Levee, Esq.
      Lowenstein Sandler LLP
      65 Livingston Avenue
      Roseland, NJ 07068
      Tel: (973) 597-2500
      Fax: (973) 597-2400

              and

      Samuel H. Rudman, Esq.
      David A. Rosenfeld, Esq.
      Alan I. Ellman, Esq.
      Robbins Geller Rudman & Dowd LLP
      58 South Service Road, Suite 200
      Melville, NY 11747
      Tel: (631) 367-7100
      Fax: (631) 367-1173

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

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

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

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

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

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

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

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


GARLOCK SEALING: To File Amended Plan of Reorganization Today
-------------------------------------------------------------
EnPro Industries Inc. on May 27 disclosed that its subsidiary
Garlock Sealing Technologies LLC (GST) intends to file an Amended
Plan of Reorganization with the United States Bankruptcy Court for
the Western District of North Carolina on Thursday, May 29 after
4:00 p.m. Eastern Time.

EnPro will host a conference call on Friday, May 30, at 9:00 a.m.
Eastern Time to discuss the plan with investors.  Investors may
access the call by dialing (800) 851-4704 and the access code
52058732.  The call will also be webcast on the company's website,
www.enproindustries.com

                      About EnPro Industries

EnPro Industries, Inc. -- http://www.enproindustries.com-- is a
provider of sealing products, metal polymer and filament wound
bearings, components and service for reciprocating compressors,
diesel and dual-fuel engines and other engineered products for use
in critical applications by industries worldwide.

                      About Garlock Sealing

Headquartered in Palmyra, New York, Garlock Sealing Technologies
LLC is a unit of EnPro Industries, Inc. (NYSE: NPO).  For more
than a century, Garlock has been helping customers efficiently
seal the toughest process fluids in the most demanding
applications.

On June 5, 2010, Garlock filed a voluntary Chapter 11 petition
(Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina,
to establish a trust to resolve all current and future asbestos
claims against Garlock under Section 524(g) of the U.S. Bankruptcy
Code.  The Debtor estimated $500 million to $1 billion in assets
and up to $500 million in debts as of the Petition Date.

Affiliates The Anchor Packing Company and Garrison Litigation
Management Group, Ltd., also filed for bankruptcy.

Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A.,
represents the Debtor in their Chapter 11 effort.  Garland S.
Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel
for asbestos matters.

The Official Committee of Asbestos Personal Injury Claimants in
the Chapter 11 cases is represented by Travis W. Moon, Esq., at
Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC,
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New
York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and
Jeanna Rickards Koski, Esq., in Washington, D.C. 20005.

Joseph W. Grier, III, the Court-appointed legal representative for
future asbestos claimants, has retained A. Cotten Wright, Esq., at
Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan
P. Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his co-
counsel.

Judge George Hodges of the United States Bankruptcy Court for the
Western District of North Carolina on Jan. 10, 2014, entered an
order estimating the liability for present and future mesothelioma
claims against EnPro Industries' Garlock Sealing Technologies LLC
subsidiary at $125 million, consistent with the positions GST put
forth at trial.


GENCO SHIPPING: Rights Offering Subscription Deadline Extended
--------------------------------------------------------------
Genco Shipping & Trading Limited on May 27 announced the
subscription deadline for the rights offering to acquire common
stock being conducted pursuant to the terms of its Prepackaged
Plan of Reorganization under Chapter 11 of the Bankruptcy Code has
been extended to 5:00 p.m. Eastern Time on June 18, 2014.  The
subscription deadline was previously set to expire at 5:00 p.m.
Eastern Time on May 29, 2014.

Holders of Genco's 5% Convertible Senior Notes due August 15, 2015
seeking to participate in the rights offering must cause their
broker or other securities nominee to take action no later than
5:00 p.m. Eastern Time on June 17, 2014.

On April 21, 2014, Genco and certain of its direct and indirect
debtor subsidiaries commenced cases under Chapter 11 of the United
States Bankruptcy Code in the United States Bankruptcy Court for
the Southern District of New York.  Contemporaneously with the
commencement of their cases, Genco and the other debtors filed a
Prepackaged Plan of Reorganization pursuant to Chapter 11 of the
Bankruptcy Code.  The rights offering is being conducted pursuant
to the terms of the plan, and is subject to confirmation of the
plan by the bankruptcy court.

The offering gives holders of claims under Genco's prepetition
2007 credit facility the right to subscribe for a number of shares
equal to the principal amount of the claims beneficially owned
multiplied by 0.0040677811524029, at a subscription price of
$18.62537 per share of common stock.  The offering gives
convertible noteholders the right to subscribe for a number of
shares equal to the principal amount of the notes beneficially
owned multiplied by 0.008590432, at a subscription price of
$18.62537 per share of common stock.  Only holders of 2007 credit
facility claims and convertible notes that are qualified
institutional buyers or accredited investors are eligible to
participate in the rights offering.

While the rights offering expires on June 18, 2014 at 5:00 PM
Eastern Time, the procedures for exercising the rights through the
facilities of the Depository Trust Company by convertible
noteholders require that action be taken by brokers and other
securities nominees on behalf of their clients no later than
June 17, 2014 at 5:00 p.m. Eastern Time in order to exercise the
rights by the expiration time.  Holder of the convertible notes
who wish to participate in the rights offering should assure that
timely instructions are delivered to their broker or other
securities nominee, so that the nominee may act by June 17, 2014.

Additional information concerning the rights offering and the
relevant deadlines may be obtained by contacting the Company's
Subscription Agent, GCG, Inc., by telephone at (888) 213-9318
(toll-free) or (614) 763-6125 (international toll) or by e-mail at
gencorestructuring@gcginc.com

Information about the rights offering, and the Company's
bankruptcy reorganization, can also be found on the Company's
restructuring website, www.gencorestructuring.com

                  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.

The U.S. Trustee has appointed an Official Committee of Equity
Security Holders.  The Equity Committee members are (1) Aurelius
Capital Partners, LP; (2) Mohawk Capital LLC; and OZ Domestic
Partners, LP.  It is represented by Steven M. Bierman, Esq.,
Benjamin R. Nagin, Esq., Michael G. Burke, Esq., James F. Conlan,
Esq., and Larry J. Nyhan, Esq., at Sidley Austin LLP.

Genco has filed a motion to disband the Equity Committee,
complaining that it is unnecessary and wasteful of the estates'
resources.


GENCO SHIPPING: Hires Kramer Levin as Counsel
---------------------------------------------
Genco Shipping & Trading Limited and its debtor-affiliates seek
permission 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:

   (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.

Prior to the Petition Date, the Company provided Kramer
Levin with an evergreen retainer of $500,000 to pay for legal
services to be rendered by Kramer Levin in connection with the
Company's restructuring efforts, including preparation for the
Chapter 11 Cases.  After Kramer Levin's reconciliation of the
prepetition payments described above and the Retainer, Kramer
Levin is currently holding $833,142.08 to be held as a credit
against post-petition fees and expenses to be incurred by Kramer
Levin in the Chapter 11 Cases, and the Company does not owe Kramer
Levin any amount for services performed prior to the Petition
Date.

The Executive Office for United States Trustees recently adopted
new Guidelines for Reviewing Applications for Compensation and
Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 by
Attorneys in Larger Chapter 11 Cases -- so-called Appendix B
Guidelines.  By their terms, the Appendix B Guidelines "apply to
the USTP's review of applications for compensation filed by
attorneys in larger chapter 11 cases," and are intended as an
update to the original Guidelines adopted by the EOUST in 1996.

The Debtor and Kramer Levin intend to make a reasonable effort to
comply with the U.S. Trustee's requests for information and
additional disclosures as set forth in the Appendix B Guidelines
both in connection with this Application and the interim and final
fee applications to be filed by Kramer Levin in the course of its
Engagement.

Adam C. Rogoff, 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.

Kramer Levin can be reached at:

       Adam C. Rogoff, Esq.
       KRAMER LEVIN NAFTALIS & FRANKEL LLP
       1177 Avenue of the Americas
       New York, NY 10036
       Tel: (212) 715-9100
       Fax: (212) 715-8000

              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.

The U.S. Trustee has appointed an Official Committee of Equity
Security Holders.  The Equity Committee members are (1) Aurelius
Capital Partners, LP; (2) Mohawk Capital LLC; and OZ Domestic
Partners, LP.  It is represented by Steven M. Bierman, Esq.,
Benjamin R. Nagin, Esq., Michael G. Burke, Esq., James F. Conlan,
Esq., and Larry J. Nyhan, Esq., at Sidley Austin LLP.

Genco has filed a motion to disband the Equity Committee,
complaining that it is unnecessary and wasteful of the estates'
resources.


GENERAL MOTORS: Customer Loses Appeal of Bankruptcy Judge's Ruling
------------------------------------------------------------------
Linda Sandler, writing for Bloomberg News, reported that a
bankruptcy judge's decision that a General Motors Co. customer
failed to state a valid claim against the estate of so-called Old
GM was upheld by a federal judge in Manhattan.

According to the report, such rulings don't get overturned unless
the court's findings of fact are clearly wrong, U.S. District
Judge Lorna Schofield said in ending the appeal of U.S. Bankruptcy
Judge Robert Gerber's decision.  An Old GM trust had allowed the
customer to pursue a 2009 personal injury lawsuit in Florida
during the automaker's bankruptcy, even though most suits were
stopped, Judge Schofield said, the report related.

The car owner asked judge Gerber to rule on his claim after the
Florida court dismissed his suit last year, saying he was a
"vexatious litigant," according to a filing on May 20 in U.S.
Bankrupty Court in Manhattan, the report further related.

                       About General Motors

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

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

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

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

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

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


GENERAL MOTORS: Counsel Knew About Defect Before Ch. 11, Suit Says
------------------------------------------------------------------
Law360 reported that plaintiffs bringing consumer claims against
General Motors Co. filed a proposed class action alleging it is
"inconceivable" that individuals in General Motors Co.'s general
counsel's office didn't know about the now-infamous ignition
switch defect when the company filed for bankruptcy in 2009.

According to the report, the eight plaintiffs allege in an amended
complaint that the bankruptcy sale order does not absolve GM from
liability for their claims and contend that more than a decade
ago, GM decided to save money and "consciously concealed" the
defect.

                       About General Motors

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

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

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

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

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

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


GENERAL MOTORS: Lawyers Push to Corral Automaker's Recall Cases
---------------------------------------------------------------
Jeff Bennett, writing for The Wall Street Journal, reported that
plaintiffs' lawyers suing General Motors Co. met to map out a
strategy for winning federal court approval for consolidating
nearly 60 product liability suits under a single judge, a move
that would allow them to quickly bring cases to trial.

According to the report, the attorneys have cases claiming
economic losses for owners of about 2.6 million small cars with a
defective ignition switch.  They are seeking class action status,
arguing GM misled consumers who purchased Chevrolet Cobalt and
other older cars about defects, the report related.

A key issue is whether a U.S. Bankruptcy Court would allow claims
that predate the company's July 2009 bankruptcy to be brought
against GM, the report noted.  That issue won't be considered
until July, leaving the attorneys largely to share information on
cases and urge agreement on a court locale, the report further
noted.

                       About General Motors

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

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

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

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

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

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


GINGRICH GROUP: Judge OKs Trustee's Settlement With Newt
--------------------------------------------------------
Law360 reported that a Georgia bankruptcy judge approved a
settlement between Newt Gingrich and the trustee for the defunct
Gingrich Group health care think tank he formed, ending the
trustee's clawback claims and the former lawmaker's attempt to
recover millions of dollars from the estate.

According to the report, Judge Mary Grace Diehl signed off on the
deal, under which Newt and his performance company Gingrich
Productions, Inc. will pay $320,000 to settle trustee Barbara B.
Stalzer's clawback claims.

The case is The Gingrich Group, LLC d/b/a Center for Health
Transformation, Case No. 1:12-bk-59065 (N.D. Ga.).

                       About Gingrich Group

Gingrich Group, a health-care think tank founded by former U.S.
Republican presidential candidate Newt Gingrich, filed for
Chapter 7 bankruptcy liquidation (Bankr. N.D. Ga. Case No. 12-
59065) in April 2012.  A trustee was appointed automatically.
Gingrich Group filed formal lists showing property valued at
$79,000 and liabilities totaling $900,000.


GLOBAL AVIATION: U.S. Trustee, et al., Object to Proposed Bonuses
-----------------------------------------------------------------
BankruptcyData reported that the U.S. Trustee assigned to the
Global Aviation Holdings case and the Air Line Pilots Association,
International, AFL-CIO filed with the U.S. Bankruptcy Court
separate objections to the Company's motion for entry of an order
approving employee and management incentive plans.

As previously reported by The Troubled Company Reporter, Global
Aviation is proposing to pay bonuses equal to three weeks' work
for about 125 people.  The total cost would be about $320,000.
For six top executives, Global Aviation is proposing bonuses
amounting to three weeks' pay, totaling about $80,000.

According to BData, the Trustee asserts, "The U.S. Trustee objects
to the Motion to the extent it seeks approval of a management
incentive plan for certain officers because the Debtors have not
satisfied their burden under 11 U.S.C. sections 503(b)(1)(A) and
503(c) to demonstrate, inter alia, that (i) payments under the
incentive plan are not retention payments, (ii) the incentive plan
is justified by the facts and circumstances of these cases, and
(iii) the incentive plan represents the 'actual, necessary cost of
preserving the estate[s].' The Motion should be denied because the
proposed management incentive plan is primarily retentive....The
record established thus far does not demonstrate that the
Management Incentive Plan is justified by the facts and
circumstances of this case."

                   About Global Aviation Holdings

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

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

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

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

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

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

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

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


GMF CANADA: S&P Rates C$400MM Sr. Unsecured Notes 'BB-'
-------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'BB-'
rating to General Motors Financial of Canada Ltd.'s (GMF Canada)
proposed C$400 million senior unsecured notes.  The company's
parent, General Motors Financial Co. Inc. (GM Financial), is
guaranteeing the notes.

GMF Canada announced that it will be issuing C$400 million of
senior unsecured notes to fund GM Financial's growing Canadian
leasing business.  GMF Canada has originated about $250 million of
leases per quarter, on average, in the fourth quarter of 2013 and
first quarter of 2014.  GMF Canada is a wholly owned subsidiary of
GM Financial, and the proposed issuance amount is relatively small
in comparison with GM Financial's total debt of $30.6 billion as
of March 31, 2014.

"Our rating on General Motors Financial Co. Inc. reflects its
concentration in a single product, integration and operational
risks related to rapid growth, heavy reliance on the asset-backed
securities markets for funding, encumbered balance sheet, and
shrinking but material exposure to subprime lending.  Other
positive rating considerations include GM Financial's
strengthening ties to General Motors Co. (GM), its improving
product mix and geographic diversification, and its strong market
position and dealer relationships in the foreign markets in which
it operates.  We consider GM Financial a highly strategic
subsidiary of GM, which boosts the long-term issuer credit rating
to 'BB', one notch above the 'bb-' stand-alone credit profile.  We
expect GM Financial's balance sheet to remain encumbered by credit
facilities and securitization notes payables.  As a result of this
de facto subordination, our rating on the senior unsecured debt
(about $4 billion of U.S. senior notes outstanding as of March 31,
2014) is 'BB-', one notch lower than the issuer credit rating,"
S&P said.

General Motors Financial Co. Inc. Stand-Alone Credit Profile
Raised to 'bb-'; 'BB' Rating Affirmed; Outlook Positive, March 21,
2014

RATINGS LIST

General Motors Financial Co. Inc.

Issuer Credit Rating                          BB/Positive/--

New Rating

General Motors Financial of Canada Ltd.

C$400 mil. senior unsecured notes             BB-


HALSEY MINOR: Horse Farm Sells for $7.5 Million
-----------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the trustee for Halsey Minor, the CNET Networks Inc.
founder who filed for bankruptcy, is selling a 200-acre horse farm
outside Charlottesville, Virginia, for $7.5 million to FR Farm
Holdings LLC following a marketing process that began in early
2012.

According to the report, citing papers filed in court, proceeds
from the sale of Fox Ridge Farms will be used to pay creditors
holding claims secured by the horse farm and costs of the sale.
The property was originally listed for sale at $12.5 million, the
report related.

                   About Halsey McLean Minor

Halsey McLean Minor, who sold CNET Networks Inc. to CBS Corp. in
2008 for $1.8 billion, filed a liquidating Chapter 7 bankruptcy
petition (Bankr. C.D. Cal. Case No. 13-bk-23787) on May 24, 2013
in Los Angeles.

Dawn McCarty and Ari Levy, writing for Bloomberg News, reported
that Mr. Minor made sure that he won't be the only one who's
uncomfortable.  There's no money for his unsecured creditors, he
said in his bankruptcy petition, which seeks to hand over all his
eligible assets to a court official who will sell them to the
highest bidder and wipe Minor's finances clean for whatever he
decides to do next.

"Choosing Chapter 7 is clearing the slate," Bob Rattet, a
bankruptcy lawyer in White Plains, New York, told the news agency.
"He isn't required like Middle America to pay his debts, because
they're mostly business-related."

The Bloomberg report discloses that Mr. Minor is yet to file lists
of his assets and liabilities.  He also hasn't made the required
disclosure about his income and transactions before bankruptcy.
The petition claims that assets total less than $50 million while
debt is more than $50 million.


HAYDEL PROPERTIES: Dismissal Hearing Set For June 19
----------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Mississippi
has reset the hearing on the motion of The Peoples Bank, Biloxi
Mississippi, to dismiss the Chapter 11 case of Haydel Properties,
LP, to June 19, 2014, at 2:30 p.m.

As reported by the Troubled Company Reporter on April 15, 2014,
the Court was previously scheduled for May 22, 2014, at 1:30 p.m.
Peoples Bank said in its March 18 motion that it has made good
faith efforts to provide refinancing of the debt owed to it, but
the Debtor has engaged in a pattern of delay, and unreasonable
refusal to execute upon the Debtor's obligations owed to the bank
pursuant to the Plan of Reorganization which was approved Aug. 23,
2013.  The Debtor has urged the Court to reject Peoples Bank's
request, saying that the bank is demanding that the Debtor give
the bank a better lien position by requiring that all properties
secured by the multiple deeds of trust held by Peoples Bank secure
the entire obligation of Peoples Bank on the its modified claim.
The Debtor contends it is within its rights to refuse to succumb
to the demands made by Peoples Bank.

                    About Haydel Properties LP

Haydel Properties LP, based in Biloxi, Mississippi, filed for
Chapter 11 bankruptcy (Bankr. S.D. Miss. Case No. 12-50048) on
Jan. 11, 2012.  Judge Katharine M. Samson presides over the case.
Christy Pickering serves as accountant.  The Debtor disclosed
$11.7 million in assets and $6.8 million in liabilities as of the
Chapter 11 filing.

The Debtor is represented by Robert Gambrell, Esq., at Gambrell &
Associates, PLLC, and Patrick A. Sheehan, at Sheehan & Johnson,
PLLC.

The Debtor won confirmation of its First Amended Plan of
Reorganization.  The Plan was conceived by management as an
alternative to the more drastic measures available for
restructuring the Company's debt, such as total liquidation of
equipment and properties.  The Debtor will continue to operate the
rental business and market numerous parcels of real property.


HDG MANSUR INVESTMENT: Wants Schedules Deadline Moved to July 7
---------------------------------------------------------------
HDG Mansur Investment Services, Inc., is asking the bankruptcy
court to enter an order extending the time to file its schedules
of assets and liabilities and statement of financial affairs to
July 7, 2014, which is 45 days from the Petition Date or 30 days
from the date otherwise due.  Given the emergency nature of the
case, the Debtor says it has not had adequate time to gather the
necessary information to properly prepare and file the required
documents.

According to the case docket, the Debtors are required to file its
schedules of assets and liabilities and statement of financial
affairs by June 4, 2014.

                   About HDGM Advisory Services

HDGM Advisory Services, LLC, and HDG Mansur Investment Services,
Inc. sought Chapter 11 bankruptcy protection (Bankr. S.D. Ind.
Case No. 14-04797 and 14-04798) in Indianapolis, Indiana, on May
21, 2014.

HDGH Advisory estimated $1 million to $10 million in assets and
liabilities.  HDG Mansur estimated less than $10 million in assets
but $100 million to $500 million in liabilities.  According to a
court filing, the Debtors don't have any secured creditors.

The cases are assigned to Judge James M. Carr.

The Debtors have tapped Michael W. Hile, Esq., Christine K.
Jacobson, Esq., and Henry Mestetsky, Esq., at Katz & Korin PC, as
counsel.

According to the docket, the deadline for governmental entities to
file claims is on Nov. 17, 2014.

An affiliate of the Debtors, Hamilton Proper Partners Golf
Partnership, L.P., sought bankruptcy protection (Bankr. S.D. Ind.
Case NO. 14-00461) on Jan. 24, 2014.


HDG MANSUR INVESTMENT: Mansur Proposes Katz & Korin as Counsel
--------------------------------------------------------------
HDG Mansur Investment Services, Inc., filed an application with
the Bankruptcy Court seeking permission to employ Katz & Korin,
PC, as counsel, nunc pro tunc to the Petition Date.

Compensation will be payable to K&K on an hourly basis, plus
reimbursement of actual and necessary expenses incurred by the
firm and consistent with any order authorizing interim
compensation procedures entered by the Court.

The primary attorneys and paralegals within the firm who will
represent Debtor are:

                                          Hourly Rate
                                          -----------
        Michael W. Hile, Partner            $400
        Christine K. Jacobson, Partner      $400
        Henry Mestetsky, Associate          $300
        Sara Dowden, Paralegal              $150
        David Young, Legal Assistant        $150

It is the firm's policy, in all areas of practice, to charge
clients for certain additional expenses incurred in connection
with a client's case.

Prior to the Petition Date, K&K received from Debtor a prepetition
retainer in the amount of $2,836 for services to be rendered in
connection with the Chapter 11 cases of Mansur and HDGM Advisory
Services, LLC.

The Debtor believes that K&K does not hold or represent any
interest adverse to Debtor's estate and is a "disinterested
person" as the term is defined by Section 101(14) of the
Bankruptcy Code.

                   About HDGM Advisory Services

HDGM Advisory Services, LLC, and HDG Mansur Investment Services,
Inc. sought Chapter 11 bankruptcy protection (Bankr. S.D. Ind.
Case No. 14-04797 and 14-04798) in Indianapolis, Indiana, on May
21, 2014.

HDGH Advisory estimated $1 million to $10 million in assets and
liabilities.   HDG Mansur estimated less than $10 million in
assets but $100 million to $500 million in liabilities.  According
to a court filing, the Debtors don't have any secured creditors.

The cases are assigned to Judge James M. Carr.

The Debtors have tapped Michael W. Hile, Esq., Christine K.
Jacobson, Esq., and Henry Mestetsky, Esq., at Katz & Korin PC, as
counsel.

According to the docket, the deadline for governmental entities to
file claims is on Nov. 17, 2014.  The Debtors are required to file
its schedules of assets and liabilities and statement of financial
affairs by June 4, 2014.

An affiliate of the Debtors, Hamilton Proper Partners Golf
Partnership, L.P., sought bankruptcy protection (Bankr. S.D. Ind.
Case No. 14-00461) on Jan. 24, 2014.


HDG MANSUR INVESTMENT: Seeks to Stop Equity Co. Suit
----------------------------------------------------
HDGM Advisory Services, LLC, and HDG Mansur Investment Services,
Inc. sought bankruptcy protection and quickly filed an adversary
proceeding to stop real estate funds GPIF-I Equity Co., Ltd. and
GPIF-I Finance Co., Ltd, from prosecuting a lawsuit filed against
HDGM and shareholder Harold D. Garrison.

On January 24, 2013, a lawsuit was filed in the District Court for
the Southern District of New York, entitled GPIF-I Equity Co.,
Ltd. and GPIF-I Finance Co., Ltd. v. HDG Mansur Investment
Services, Inc., HDGM Advisory Services, LLC, and Harold D.
Garrison, Case No. 1:13-cv-00547-CM.

The Debtors are named defendants in the New York lawsuit and the
commencement of the Chapter 11 case has stayed the lawsuit as to
the Debtors.  The New York lawsuit, however, also named as a
defendant, Mr. Garrison, who is a member and/or shareholder and
acting management.

According to Michael W. Hile, Esq., the Debtor's counsel, the New
York Lawsuit poses a direct threat to the Debtors' property
because the Debtors have an obligation to defend and indemnify Mr.
Garrison in the New York Lawsuit.  In addition, he points out that
because Mr. Garrison is vital to the Debtors' restructuring
efforts, the New York Lawsuit against Mr. Garrison threatens these
bankruptcy proceedings to the extent that Mr. Garrison will be
forced to devote his time, efforts and energies to the defense of
the New York Lawsuit rather than to the successful reorganization
of the Debtors' businesses.

                   About HDGM Advisory Services

HDGM Advisory Services, LLC, and HDG Mansur Investment Services,
Inc. sought Chapter 11 bankruptcy protection (Bankr. S.D. Ind.
Case No. 14-04797 and 14-04798) in Indianapolis, Indiana, on May
21, 2014.

HDGH Advisory estimated $1 million to $10 million in assets and
liabilities.   HDG Mansur estimated less than $10 million in
assets but $100 million to $500 million in liabilities.  According
to a court filing, the Debtors don't have any secured creditors.

The cases are assigned to Judge James M. Carr.

The Debtors have tapped Michael W. Hile, Esq., Christine K.
Jacobson, Esq., and Henry Mestetsky, Esq., at Katz & Korin PC, as
counsel.

According to the docket, the deadline for governmental entities to
file claims is on Nov. 17, 2014.  The Debtors are required to file
its schedules of assets and liabilities and statement of financial
affairs by June 4, 2014.

An affiliate of the Debtors, Hamilton Proper Partners Golf
Partnership, L.P., sought bankruptcy protection (Bankr. S.D. Ind.
Case NO. 14-00461) on Jan. 24, 2014.


INTERFAITH MEDICAL: Bankruptcy Hearing Postponed to May 30
----------------------------------------------------------
Paul DeBenedetto, writing for DNA Info, reported that a hearing
that could take Interfaith Medical Center out of bankruptcy was
pushed back one week until May 30 "to provide time to finish
documenting settlements and to provide a last opportunity to
settle with a few remaining objectors."

According to the report, the decision comes amid reports that the
Bed-Sty hospital lost patients and staff throughout the bankruptcy
process, though hospital officials, said they remained confident
in the hospital's growth despite the setback.

                About Interfaith Medical Center

Headquartered in Brooklyn, New York, Interfaith Medical Center,
Inc., operates a 287-bed hospital on Atlantic Avenue in Bedford-
Stuyvesant and an ambulatory care network of eight clinics in
central Brooklyn, in Crown Heights and Bedford-Stuyvesant.

The Company filed for Chapter 11 protection (Bankr. E.D. N.Y.
Case No. 12-48226) on Dec. 2, 2012.  The Debtor disclosed
$111,872,972 in assets and $193,540,998 in liabilities as of the
Chapter 11 filing.  Liabilities include $117.9 million owing to
the New York State Dormitory Authority on bonds secured by the
assets.

Alan J. Lipkin, Esq., at Willkie Farr & Gallagher LLP, serves as
bankruptcy counsel to the Debtor.  Nixon Peabody LLP is the
special corporate and healthcare counsel.  CohnReznick LLP serves
as financial advisor.  Donlin, Recano & Company, Inc. serves as
administrative agent.

The Official Committee of Unsecured Creditors tapped Alston & Bird
LLP as its counsel, and CBIZ Accounting, Tax & Advisory of New
York, LLC as its financial advisor.

Eric M. Huebscher, the patient care ombudsman, tapped the law firm
of DiConza Traurig LLP, as his counsel.


IVANHOE RANCH: Court Grants Essel's Request to Lift Stay
--------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of California
granted the motion filed by Essel Enterprises, LLC to lift the
automatic stay with respect to a real property located in El
Cajon, California.

The bankruptcy court granted the motion but with the modification
that if Ivanhoe Ranch Partners LLC pays the assessed fair market
value of the property of $2,192,600 to Essel without condition, it
may request the court to stay the judicial foreclosure action.

Essel will still have an opportunity to argue as to why imposition
of a stay should not be granted.

Essel Enterprises is represented by:

     Elizabeth A. French, Esq.
     GREEN BRYANT & FRENCH, LLP
     1230 Columbia St., Ste. 1120
     San Diego, CA 92101
     Tel: 619-239-7900
     Fax: 619-239-7800

                 About Ivanhoe Ranch Partners LLC

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


JACOBY & MEYERS: Bankruptcy Belongs in New York, Creditors Say
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Jacoby & Meyers Bankruptcy LLP and Macey Bankruptcy
Law PC should be liquidated by the bankruptcy court in New York
not in Chicago, according to creditors who say there has been a
"total lack of disclosure and transparency" since the law firms
halted operations and began liquidating out of court.

According to the report, the two firms responded to the
involuntary filings in April by telling U.S. Bankruptcy Judge
Shelley C. Chapman in New York that she should dismiss the case or
send it to Chicago, which they claimed was the site of the
headquarters.

The creditors behind the involuntary petitions replied saying that
Jacoby & Meyers said publicly that its principal offices were in
New York and that it had more offices in New York than any other
state, the report related.

The case is In re Jacoby & Meyers Bankruptcy LLP, 14-bk-10641,
U.S. Bankruptcy Court, Southern District of New York (Manhattan).
The firm, formed by the 2012 merger of Jacoby & Meyers LLC and
Macey Bankruptcy Law PC, ceased operations in December,
transferred its assets to trusts and assigned a trustee.  The firm
once had 135 offices in all 50 states, with 310 lawyers and 600
non-attorney staff.


JHK INVESTMENTS: June 3 Hearing on Cash Collateral Access
---------------------------------------------------------
The Bankruptcy Court in Bridgeport, Connecticut, gave its stamp of
approval on a stipulation and order authorizing JHK Investments
LLC's continued use of cash collateral.  A hearing on the matter
was held May 6.

JHK said it needs continued access of cash collateral to continue
operating the business and preserve the value of its assets.

As of the petition date, Bay City Capital Fund V LP and Bay City
Ccapital Fund V Co. Investment Fund LP allege a first priority
secured claim against all of JHK's assets, including cash and
accounts receivable.

Bay City has agreed to provide the Debtor continued access to cash
on a month-to-month basis.  It previously allowed the Debtor to
use cash from April 1 to 30.  Now, the cash collateral access is
extended from May 1 to May 31.

In exchange, JHK will provide them with replacement or substitute
liens, subject to the carveout for U.S. trustee fees, accrued and
unpaid invoices for High Mountain Ranch for its employees solely
for work performed on behalf of JHK in an amount not to exceed
$2,500 in the aggregate, and allowable reasonable fees of JHK's
counsel arising and incurred by counsel after April 1, 2013, not
to exceed $50,000.

The Court will hold another hearing on the matter for June 3.

Last year, JHK retained Torrey Capital as financial advisor to
advise the Debtor in connection with the marketing and sale of the
assets of Interventional Therapies LLC.  JHK owns 80% of IT and
holds a $14 million equity preference plus a $3.2 million loan
entitled to payment before its 20% partner can participate in any
net liquidation proceeds.

In January this year, IT entered into an asset purchase agreement
to sell its assets to Access Closure Inc.  Bay City consented to
the sale.

In February, the Court authorized the Debtor to vote its majority
interest in IT to approve the sale of IT's assets to ACI.

Eleuthera Administrative Company LLC, as administrative agent for
the Bay City entities, is represented by:

     ALLEN & OVERY LLP
     Daniel Guyder, Esq.
     John Kibler, Esq.
     1221 Avenue of the Americas
     New York, NY 10020
     Tel: 212-610-6300
     Fax: 212-610-6399
     E-mail: Daniel.guyder@allenovery.com
             John.kibler@allenovery.com

          - and -

     SHIPMAN & GOODWIN LLP
     Kathleen M. LaManna, Esq.
     One Constitution Plaza
     Hartford, CT 06103-1919
     Tel: 860-251-5000
     Fax: 860-251-5099
     E-mail: klamanna@goodwin.com

                       About JHK Investments

JHK Investments, LLC, filed a Chapter 11 petition (Bankr. D. Conn.
Case No. 12-51608) in Bridgeport, Conn., on Aug. 29, 2012,
estimating under $100 million in assets and more than $10 million
in liabilities.  Bankruptcy Judge Alan H. Shiff presides over the
case.  James Berman, Esq., Lawrence S. Grossman, Esq., Craig I.
Lifland, Esq., and Aaron Romney, Esq., at Zeisler & Zeisler, P.C.,
represent the Debtor.

Westport, Connecticut-based JHK is an investment company founded
by the former senior management team of United States Surgical
Corporation.  Founded by Leon C. Hirsch in 1963, USSC became a
global medical device manufacturer with sales exceeding
$1.2 billion and employing $4,000 Connecticut residents.  The
Debtor disclosed $38,690,639 in assets and $32,127,278 in
liabilities as of the Chapter 11 filing.

Following the success of USSC, Mr. Hirsch and two other senior
USSC executives created JHK in order to produce and develop new
markets and penetrate established markets throughout the world for
high-tech medical devices.  JHK owns equity in several start-up
medical subsidiaries.  The start-ups include Interventional
Therapies, LLC, Auditory Licensing Company, LLC, Biowave
Corporation, Gorham Enterprises, LLC, and American Bicycle Group,
LLC.

Bay City claims to be owed $31 million for funding provided to the
Debtor since January 2011.  The principals at JHK -- Mr. Hirsch,
Turi Josefsen, and Robert A. Knarr -- guaranteed JHK's
obligations, pledged the property in Wilton, Connecticut to secure
obligations under the guaranty, and pledged all equity interests
of JHK.

In March 2012, Eleuthera, in its capacity as administrative agent
for Bay City, declared an event of default as a result of the
passage of the maturity date and the failure to pay the entire
amount outstanding.  On Aug. 28, 2012, Bay City and Eleuthera
purported to exercise the pledge agreements insofar as they
purported to register the Principals' interest in JHK in the name
of Eleuthera, as nominee for Bay City, and purported to reserve
their right to exercise voting rights in JHK.


KISSNER MILLING: Moody's Assigns 'B3' Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service, in mid-May 2014, assigned first-time
ratings to Kissner Milling Company Limited, including a B3
Corporate Family Rating ("CFR") and B3 rating to the company's
proposed $200 million Senior Secured Notes. Proceeds from the
offering will be used to refinance existing debt, fund a
distribution to shareholders, place cash on the balance sheet, and
pay transaction-related fees and expenses. The rating outlook is
stable.

"Financial performance over the past year is unsustainable as
Kissner's sales volumes were well in excess of capacity," said Ben
Nelson, Moody's Assistant Vice President and lead analyst for
Kissner Milling Company Limited. "On the back of unsustainable
earnings, the sponsor is taking out a dividend after only six
months of ownership."

The actions:

Issuer: Kissner Milling Company Limited

Corporate Family Rating, Assigned B3

Probability of Default Rating, Assigned B3-PD

$200 million Senior Secured Notes, Assigned B3 (LGD4 56%)

Outlook, Stable

The assigned ratings are subject to Moody's review of the final
terms and conditions of the proposed transaction, expected to
close in the second quarter of 2014.

Ratings Rationale

The B3 CFR is constrained primarily by a leveraged balance sheet,
significant weather-driven demand volatility for rock salt, and
aggressive financial policies. A single rock salt mine near
Detroit accounts for the majority of the company's earnings and
the majority of sales are generated in the State of Michigan.
Freight costs are significant in the salt business, increasing
customer concentration near the salt mine, limiting competition
and generating good profitability throughout the industry. The
rating benefits from these favorable industry dynamics, strong
expected cash flows in moderate-to-strong winter seasons, expected
resilience during mild winter seasons, and good liquidity.

Moody's expects credit measures will weaken over the next year
(four quarters ending March 31, 2015) as sales volumes have been
unsustainably high. Operating performance ending has been
unusually strong due to favorable winter weather conditions and
sales volumes during the 2013-14 winter season that have exceeded
current production capacity by several hundred thousand tons.
Moody's estimates pro forma interest coverage in the low 3 times
(EBITDA/Interest) and financial leverage in the low 4 times
(Debt/EBITDA) on a pro forma basis for the proposed transaction
for the twelve months ended January 31, 2014. However, using sales
volumes that are 90% of its rated capacity, financial leverage in
the 5-6 times range and retained cash flow to debt under 10%
(RCF/Debt).

Moody's also considers the resilience of the business to withstand
periods of weak operating performance resulting from mild winter
weather conditions. The rating assumes that funds from operations
will exceed maintenance capital spending requirements, leverage
will remain below 8 times, and the company will maintain adequate
liquidity. The transaction is expected to close with about $25
million of cash on the balance sheetand an undrawn $30 million
asset-based revolving credit facility. Only the revolver will have
a financial maintenance covenant, a springing fixed charge
coverage ratio test. Moody's expects the company will generate
sufficient EBITDA to avoid triggering this covenant during periods
of weak snowfall.

The stable outlook assumes that credit measures will remain
appropriate for the rating category based on weather conditions
and the company will maintain at least adequate liquidity. The
outlook also assumes that the company will refrain from funding
further dividends by issuing more debt, including debt at a
holding company above Kissner Milling Company Limited. Moody's
could upgrade the rating with a sustained build-up in liquidity to
over $50 million, expectations for leverage to remain below 5
times during a mild winter season, and a commitment to more
conservative financial policies. Moody's could downgrade the
rating in the event of an operational disruptions, substantive
deterioration in liquidity, or expectations for leverage above 8
times.

Kissner Milling Company Limited operates a rock salt mine and
packaged goods business. Headquartered in Cambridge, Ontario, the
company generated about $170 million in revenue for the twelve
months ended January 31, 2014.


LEHMAN BROTHERS: LBI Trustee Plans $4-Bil. Payout to Creditors
--------------------------------------------------------------
James W. Giddens, the court-appointed trustee overseeing the
liquidation of Lehman Brothers Holdings Inc.'s brokerage said he
plans to return more than $4 billion in cash to former employees
and other creditors, according to a report by The Wall Street
Journal.

Mr. Giddens said he can turn his full attention to creditors now
that he's made whole the failed brokerage's customers.

"With the return of 100 percent of customers' assets, we are now
able to lay out a clear plan for winding down the general estate
and distributing assets to general creditors as quickly as
possible," the Journal quoted Mr. Giddens as saying.

Individual customers of the brokerage received all $92.3 billion
they were owed almost immediately after Lehman's bankruptcy.
Meanwhile, the brokerage's general creditors are set to recover
much less, according to the Journal.

Court filings show that more than $4.2 billion in the brokerage's
estate is currently allocated to general creditors, including
former employees, pension funds, banks and other Lehman
affiliates.

Mr. Giddens said that the exact timing and amount of an interim
distribution to general creditors hasn't yet been determined, the
Journal related.

Mr. Giddens has distributed about $105 billion to 111,000 former
Lehman customers.  Total distributions in the liquidation of
Lehman's brokerage are expected to exceed $110 billion.

                       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.


LEHMAN BROTHERS: Trustee to Set Aside Reserves for Secured Claims
-----------------------------------------------------------------
James W. Giddens, the official liquidating Lehman Brothers
Holdings Inc.'s brokerage, asked the U.S. Bankruptcy Court for
the Southern District of New York authority to set aside reserves
for secured, priority, and administrative claims.

The proposed reserve would allow the Lehman brokerage to pay in
full creditors whose secured and priority claims have been
approved by the court, said Mr. Giddens.

Mr. Giddens projects the claims reserve will be in the amount of
approximately $624 million, which includes approximately $242.7
million for allowed secured and priority claims.

Meanwhile, the trustee conservatively estimates the
administrative expenses to complete the liquidation to be $850
million although the amount of those fees won't be known until
closer to the conclusion of the liquidation.

If the bankruptcy court approves the proposed reserve, there
would be approximately $2.7 billion left in the brokerage's
estate.  Mr. Giddens is confident such amount "is more than
sufficient to cover any contingencies that may arise," according
to a court filing.

In the same filing, the Lehman trustee also seeks court approval
to make a 100% distribution to holders of secured and priority
claims after the reserve is established and the claim of Barclays
Capital Inc. is resolved.

Barclays filed last year an administrative expense claim against
the brokerage in the amount of $103 million.  The trustee is
currently in talks with the U.K.-based bank to resolve its claim
before the court holds a hearing to consider the proposed claims
reserve.

If Barclays' claim is not resolved consensually, Mr. Giddens
anticipates filing a separate motion to set aside reserves for
the claim to allow him to proceed with the distributions.

Judge Shelley Chapman will hold a hearing on June 19 to consider
approval of the claims reserve.  Objections are due by June 5.

                       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.


LEHMAN BROTHERS: Bid Against Dismissal of Suit Unfair, Banks Claim
------------------------------------------------------------------
The banks being sued by Lehman Brothers Holdings Inc. over the
transfer of funds, which allegedly cost its bankruptcy estate
more than $3 billion, said the company is seeking an "undue
advantage" in the litigation by prohibiting them from seeking a
dismissal without first receiving class-action status.

Lawyers for 77 banks and other entities said Lehman's bid to
block them from seeking the dismissal of the lawsuit was unfair,
according to a report by The Wall Street Journal.

"The [Lehman] proposed order is unprecedented," lawyers for the
banks said in a filing with the U.S. Bankruptcy Court for the
Southern District of New York.  "Defendants have found no cases
in which a court has prohibited defendants from moving to dismiss
the complaint until the court first addresses class
certification."

The lawyers for the banks also said Lehman is stalling so it can
use a favorable U.S. District Court ruling in a similar matter to
its advantage during settlement discussions.

Lehman's affiliates in September 2010 sued the banks to recover
funds the company said were wrongly transferred to credit-default
swap counterparties after it filed for bankruptcy protection.
The swaps contained so-called flip clauses that give investors
priority over a counterparty that defaults, The Journal reported.

Lehman said those transfers were triggered when the swaps were
terminated and the counterparties jumped ahead of Lehman in the
payment priority line after its bankruptcy filing, according to
the report.

Among the defendants named in the suit are Bank of America Corp.,
Bank of New York Mellon Corp., Citigroup Inc., and U.S. Bancorp.

                       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.


LEHMAN BROTHERS: Asks Court to Disallow Giants Stadium Claims
-------------------------------------------------------------
Lehman Brothers Holdings Inc. asked Judge Shelley Chapman of the
U.S. Bankruptcy Court for the Southern District of New York to
disallow Giants Stadium LLC's claims tied to a derivatives swap
deal the stadium company entered into with Lehman's special
financing unit.

In a court filing, Lehman denied it owes any amount to Giants
Stadium, saying it is the stadium company which owes about
$94 million to its special financing unit under the swap deal.

Lehman further said that even if Giants Stadium were owed money,
the stadium company cannot enforce the swap agreements since it
"materially breached the swap agreements in multiple respects."

The swap deal was intended to hedge interest-rate risks on about
$650 million in bonds issued by Giants Stadium to build a
football stadium in New Jersey.  The stadium company terminated
the deal after Lehman's bankruptcy filing in 2008.

Giants Stadium filed the claims, identified as Claim Nos. 67782,
68103, and 64071, in 2011 to recover approximately $585 million.

Judge Chapman will hold a hearing on June 19 to consider the
request.  Objections are due by June 9.

                       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.


LEHMAN BROTHERS: $1.6-Bil. Claims vs. LBI Disallowed in Q1 of 2014
------------------------------------------------------------------
The trustee of Lehman Brothers Inc. filed with the U.S.
Bankruptcy Court in Manhattan a quarterly report on the general
creditor claims process for the period ending March 31, 2014.

The trustee reported that 1,389 general creditor claims asserting
more than $1.6 billion were disallowed during the first quarter
of 2014.  Of the 1,389 claims, 483 are reclassified claims
asserted in the total amount of $6 million.

As of March 31, the brokerage has customer assets worth $3.193
billion approved by the bankruptcy court's order dated April 16,
2013.  The customer assets consist of cash and cash equivalents
and securities, according to the report.

The report shows that $70 million in allowed customer claims have
not yet paid, and that the brokerage has set aside $796 million
to cover disputed customer claims.  The report can be accessed
for free at http://is.gd/pYr6fn

                       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.


LEHMAN BROTHERS: Picbengro Deal Approved by Bankruptcy Court
------------------------------------------------------------
Lehman Brothers Holdings Inc. received court approval for a deal
that would require the company to withdraw its motion to enforce
the so-called automatic stay against Picbengro, LLC.

The motion was filed last year in U.S. Bankruptcy Court in
Manhattan after Picbengro sued Lehman and its commercial paper
unit to recover claims tied to the 2004 acquisition of a company,
which indirectly owns The Culver Studios located in California.

Picbengro, which owns 10% of that company, accused Lehman of
breach of fiduciary duty in forming and managing certain
companies in The Culver Studios' ownership structure.

The district court overseeing the case put it on hold until
Lehman's motion is resolved.

Under the deal, Picbengro will file an amended complaint in the
district court dismissing Lehman from the case immediately after
the deal is approved by the bankruptcy court.  In return, Lehman
agreed to withdraw its motion.

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

                       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.


LUPATECH SA: Terms of Restructuring Plan in Brazil
--------------------------------------------------
Lupatech S.A. is seeking U.S. recognition of its restructuring
proceedings in Brazil to implement a joint prepackaged
reorganization plan negotiated with creditors.

Lupatech owes US$302.5 million on unsecured bonds and US$179.1
million on unsecured debentures that are 92.5 percent-held by
BNDES Participacoes S.A. -- BNDESPAR -- a wholly owned subsidiary
of the Brazilian Development Bank.

The Plan filed in the Federative Republic of Brazil does not
directly affect any of the Debtors' stakeholders except the
bondholders.  The Plan has been accepted by holders of $237.9
million of the total principal amount of unsecured bonds,
representing 86.52% in principal amount of the unsecured bonds.

The Plan proposes to give bondholders new notes for 15 percent of
the existing debt.  For the other 85 percent, the noteholders
receive shares in Lupatech's capital stock, or American Depositary
Shares ("ADS").

The ADSs and shares will be issued at an exchange price equal to
R$0.25 per share, and in an aggregate amount equal to 85% of the
outstanding aggregate principal and accrued and unpaid interest
under the unsecured bonds.  Lupatech S.A.'s existing shareholders
hold a right of first refusal over the issuance of the shares, and
may elect to exercise such right to acquire such shares at face
value for cash at the stated exchange price of R$0.25 per Share.

Because of significant creditor support, which satisfies relevant
approval thresholds under the Brazilian Business Recovery Law, and
because to date the Debtors have received no objections to the
Plan in the Brazilian Proceeding, the Debtors anticipate that the
Brazilian Court will homologate the Plan.

The consensual resolution of a significant amount of the Lupatech
Group's debt other than the Unsecured Bonds is a condition
precedent to the effectiveness of the Plan.  Most significantly,
BNDESPAR and, potentially, other holders of the Debentures must
agree to exchange their Debentures into new real denominated
debentures representing 15% of the aggregate outstanding amount of
the Debentures and, if they so elect, Shares in an aggregate
amount equal to 85% of the outstanding aggregate principal amount
and accrued and unpaid interest under the Debentures at the
exchange price of R$0.25 per Share.  BNDESPAR may not hold more
than 33% of Lupatech S.A.'s issued share capital, and the Proposed
Plan provides that it therefore may be issued additional new real
denominated debentures representing its right to additional equity
if the conversion described above would otherwise lead to its
holding more than 33% of Lupatech S.A.'s Shares.

In addition, (a) no less than R$52 million of the Lupatech Group's
secured debt must be restructured by a six-year extension of
maturity, (b) no less than R$15 million of the Lupatech Group's
unsecured debt owed to parties affiliated with the current
shareholders of Lupatech S.A. must be restructured on terms
identical to the restructuring of the Debentures, and (c) no less
than R$192 million of the Lupatech Group's unsecured or partially
secured debt must be exchanged for either (i) debt bearing an
interest rate of 3.00% per annum, with payments commencing four
years from the effective date of the Plan and principal amortized
over a period of eight years commencing with the first payment of
such debt, or (ii) Shares at the exchange price of R$0.25 per
Share.

                       Road to Bankruptcy

According to CEO Ricardo Doebeli, the Lupatech Group's current
financial distress is the result of several factors, including an
aggressive process of more than 20 acquisitions mostly executed
prior to the 2008 global financial crisis, a lack of integration
between units with significant synergy potential, the global
economic crisis that commenced in 2008, intense international
competition, excessive leverage in light of economic conditions,
and changes in the investment plans of Petroleo Brasileiro S.A.,
or Petrobras, Brazil's state-owned oil company and the Lupatech
Group's single largest customer.

Lupatech's operations focused predominantly on manufacturing
operations until 2006.  Following its public offering in 2006,
which increased its financial resources, the Lupatech Group began
to expand its activities through the acquisition of several
companies whose operations were geared toward oil services
operations.  Proceeds from the issuance of the Unsecured Bonds and
the Debentures were also used, in large part, to fund such
acquisitions, which substantially increased the Lupatech Group's
total indebtedness.

The global financial crisis that began in 2008 led to lower than
expected utilization of all of the Lupatech Group's plants,
equipment, and services.  This low utilization rate combined with
increased leverage from debt issuances contributed to a rapid
deterioration of the Lupatech Group's financial position.

Since at least early 2012, the Lupatech Group has been
experiencing serious liquidity shortfalls and, as a result, it has
been unable to make investments necessary to grow its operations
and reduce its backlog.  At the same time, marked appreciation of
the U.S. dollar versus the Brazilian real has significantly
increased costs associated with interest expense on the Unsecured
Bonds in terms of Lupatech's consolidated Brazilian real results.

Lupatech S.A. has been unable to fund any payments on the
Debentures since 2012.  On April 10, 2013, the Lupatech Group
announced publicly that it would be unable to pay interest due on
the Unsecured Bonds.

In early 2013, the Lupatech Group began to engage in negotiations
with its significant creditor constituencies, including a subset
of the Bondholders led by BroadSpan Capital and BNDESPAR.  During
this period, the Lupatech Group engaged Bank of America Merrill
Lynch Banco Multiplo S.A. as a financial advisor to assist in
negotiations with its significant creditor groups.  Those
negotiations eventually led to the agreements that form the basis
for the commencement of the Brazilian proceeding and the Chapter
15 cases.

                        About Lupatech SA

Lupatech Group is a Brazilian provider of highly technical
components and related specialized services principally within the
oil, gas, and foundry industries in Latin America and throughout
the world.  Lupatech's operations began in 1980 in Brazil and
currently consist of 32 separate business units organized into two
main business segments, divided into three countries in Latin
America -- Brazil, Colombia and Argentina.

Lupatech S.A. and its affiliates filed Chapter 15 bankruptcy
petitions (Bankr. S.D.N.Y. Lead Case No. 14-11559) in Manhattan,
New York on May 23, 2014, so the U.S. court can enforce a debt-
reduction plan nearing approval in Brazil.

Based in Nova Odessa in the State of Sao Paulo, Lupatech owes
US$302.5 million on unsecured bonds and US$179.1 million on
unsecured debentures that are 92.5 percent-held by Brazilian
Development Bank.

Lupatech's total indebtedness at the end of the fourth quarter of
2013 was US$851.1 million.  As of Dec. 31, 2013, the Lupatech
Group reported current assets of US$161.2 million and current
liabilities of US$754.4 million.  For 2013, Lupatech reported
total revenue of US$241.3 million.

Lupatech and its affiliates are seeking joint administration of
their Chapter 15 cases.  The Debtors have filed a motion seeking
to enjoin all parties from commencing or taking any action in the
United States to obtain possession of, exercise control over, or
assert claims against the Debtors or their property.

Ricardo Doebeli is the CEO and Lupatech serves as the foreign
representative in the U.S.  Lupatech's counsel in the Chapter 15
case is Douglas P. Bartner, Esq., at Shearman & Sterling LLP, in
New York.  The Garden City Group, Inc., is the agent under the
proposed plan.


MEE APPAREL: U.S. Trustee Claims Otterbourg Has Conflict
--------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the U.S. Trustee, the Justice Department's bankruptcy
watchdog, asked the U.S. Bankruptcy Court in Trenton, New Jersey,
to bar Otterbourg PC from representing the Official Committee of
Unsecured Creditors because it represented the lender and wrote
the documents when Wells Fargo Bank NA made a $50 million loan to
MEE before bankruptcy.

According to the report, the U.S. Trustee says the firm also
worked for the bank when it transferred the loan to a company
controlled by Seth Gerzberg.  Gerzberg, the report related, is the
current owner, pre-bankruptcy lender, post-bankruptcy lender and
intended buyer.

                        About MEE Apparel

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

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

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

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

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

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

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


MOMENTIVE PERFORMANCE: Gets Approval to Honor Insurance Agreements
------------------------------------------------------------------
U.S. Bankruptcy Judge Robert Drain granted the motion filed by
Momentive Performance Materials Inc. to continue to honor its
obligations under the insurance premium finance agreements it made
with lenders prior to its bankruptcy.

The request was made for the purpose of financing the purchase of
several forms of insurance coverage, according to the company's
lawyer, Matthew Feldman, Esq., at Willkie Farr & Gallagher LLP, in
New York.

Momentive and its affiliates are financing premiums for 45
insurance policies pursuant to the agreements, under which the
lenders agreed to pay $9.5 million in advance to insurance
carriers.  In exchange, they are required to pay the lenders an
aggregate cash down payment of $2.945 million, and to make monthly
payments of $658,000.

The lenders are Aon Premium Finance LLC, First Insurance Funding
Corp., and IPFS Corp.

According to Mr. Feldman, the terms of the agreements "represent
the best possible terms" for financing the premiums of the
insurance policies.

Under the insurance finance agreements, Momentive is being charged
low annual interest rates typically below 3.24%.  Momentive's
estates will benefit by maintaining this low-cost financing from
the lenders, according to Mr. Feldman.

                   About Momentive Performance

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

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

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

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

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

The U.S. Trustee for Region 2 appointed seven members to serve on
the Official Committee of Unsecured Creditors of the Debtors'
cases.


NEW STREAM: Execs Cop to Conspiracy in Fraud Case
-------------------------------------------------
Law360 reported that the top brass at bankrupt hedge fund New
Stream Capital LLC pled guilty to conspiring to deceive investors
by misrepresenting the finance structure of the now-defunct firm.

According to the report, New Stream managing partners and co-
owners David A. Bryson and Bart C. Gutekunst as well as former
Chief Financial Officer Richard Pereira all copped to one count of
conspiracy to commit wire fraud for what prosecutors say was a
scheme to rearrange the fund's financial structure in a desperate
effort to retain a $300 million investor.

The conspiracy charges carry a maximum penalty of five years in
prison and a $250,000 fine for each defendant, in addition to any
restitution ordered by the judge, the report related.  Bryson and
Gutekunst are currently released on $5 million bonds, and Pereira
is free on a $300,000 bond, according to the Connecticut U.S.
attorney's office, the report further related.

The case is U.S. v. Bryson et al., case number, 3:13-cr-00041, in
the U.S. District Court for the District of Connecticut.

                         About New Stream

New Stream is an inter-related group of companies that
collectively comprise an investment fund, headquartered in
Ridgefield, Connecticut.  Founded in 2002, New Stream focuses on
providing non-traded private debt to the insurance, real estate
and commercial finance sectors.

In late 2010, New Stream announced that it had entered into
an agreement with its Bermuda investors to liquidate its master
fund, and that upon the consent of its US and Cayman investors, it
would voluntarily file Chapter 11 bankruptcy petitions.

On March 7, 2011, when New Stream was still soliciting votes on
the Chapter 11 plan, certain investors filed a petition (Bankr. D.
Del. Lead Case No. 11-10690) seeking to force three New Stream
funds -- New Stream Secured Capital Fund (U.S.) LLC, New Stream
Secured Capital Fund P1 (Cayman), Ltd. and New Stream Secured
Capital Fund K1 (Cayman), Ltd. -- to Chapter 11 bankruptcy.

The petitioning investors in the New Stream investment enterprise
say they are collectively owed over $90 million, representing
roughly 28% of the approximately $320 million owed to all U.S. and
Cayman investors.  The Petitioners are represented by (i) Joseph
H. Huston, Jr., Esq., Maria Aprile Sawczuk, Esq., Meghan A.
Cashman, Esq., at Stevens & Lee, P.C., in Wilmington, Delaware,
and Beth Stern Fleming, Esq., at Stevens & Lee, P.C., in
Philadelphia, Pennsylvania, and Nicholas F. Kajon, Esq., David M.
Green, Esq., and Constantine Pourakis, Esq., at Stevens & Lee,
P.C., in New York, (ii) Edward Toptani, Esq., at Toptani Law
Offices, in New York, and (iii) John M Bradham, Esq., and David
Hartheimer, Esq., at Mazzeo Song & Bradham LLP, in New York.

New Stream Secured Capital, Inc., and three affiliates (New Stream
Insurance, LLC, New Stream Capital, LLC, and New Stream Secured
Capital, L.P.) filed Chapter 11 petitions (Bankr. D. Del. Lead
Case No. 11-10753) on March 13, 2011, with a proposed prepackaged
Chapter 11 plan.

Kurt F. Gwynne, Esq., J. Cory Falgowski, Esq., Michael J.
Venditto, Esq., and Scott M Esterbrook, Esq., at Reed Smith LLP,
serve as the Debtors' bankruptcy counsel. Kurtzman Carson
Consultants LLC is the Debtors' claims and notice agent.

NSSC, Inc., estimated its assets and debts at up to $50,000.  NSC
estimated its assets at $100,000 to $500,000 and debts at $50,000
to $100,000.  NSI estimated its assets at $100 million to
$500 million and debts at $50 million to $100 million.  NSSC, LP,
estimated its assets and debts at $500 million to $1 billion.

NSI's insurance portfolio is being sold for $184.35 million as
part of the Chapter 11 plan.  The aggregate indebtedness secured
by the investment portfolio of NSSC is $688,412,974.  NSI owes
$81,573,376 to certain account classes under a Bermuda fund.

The Official Committee of Unsecured Creditors proposes to hire
Kurtzman Carson Consultants LLC as its communications agent;
Houlihan Lokey Howard & Zukin Capital, Inc., as its financial
advisor and investment banker; and Zolfo Cooper, LLC, as its
forensic accountants and litigation support consultants.

New Stream completed a sale of its assets in June 2011, selling
its portfolio of life-insurance policies to an affiliate of
McKinsey & Co. for $127.5 million.


OPTIM ENERGY: Wants Deadline to Remove Suits Moved to Sept. 10
--------------------------------------------------------------
Electricity producer Optim Energy, LLC has filed a motion seeking
a four-month extension to remove lawsuits involving the company
and its affiliates.

In its motion, Optim Energy asked Judge Brendan Linehan Shannon of
U.S. Bankruptcy for the District of Delaware to give the company
until Sept. 10 to remove the lawsuits.

"While the debtors have spent some time reviewing pending
litigation matters and evaluating whether those matters should
properly be removed, the debtors have not completed their analysis
at this time," said Christopher Hayes, Esq., at Morris Nichols
Arsht & Tunnell LLP, in Wilmington, Delaware.

Judge Shannon will hold a hearing on June 12 to consider approval
of the motion.

                     About Optim Energy

Optim Energy, LLC, and its affiliates are power plant owners
principally engaged in the production of energy in Texas's
deregulated energy market.  Optim owns and operates three power
plants in eastern Texas: the Twin Oaks plant in Robertson County,
Texas, the Altura Cogen plant in Harris County, Texas and the
Cedar Bayou plant in Chambers County, Texas.  The Altura and Cear
Bayou plants are fueled by natural gas, and the third is coal-
fired.

Optim Energy and its affiliates sought Chapter 11 protection from
creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12,
2014.

The Debtors have tapped Bracewell & Giuliani LLP and Morris,
Nichols, Arsht & Tunnell LLP as attorneys; Protiviti Inc. as
restructuring advisors; and Prime Clerk LLC as claims agent.

Optim Energy, LLC scheduled $6,948,418 in assets and $716,561,450
in liabilities.  Optim Energy Cedar Bayou 4, LLC, disclosed
$183,694,097 in assets and $717,646,180 in liabilities as of the
Chapter 11 filing.  The Debtors have $713 million of outstanding
principal indebtedness.

On Feb. 27, 2014, Roberta A. DeAngelis, U.S. Trustee for Region 3,
notified the Bankruptcy Court that she was unable to appoint an
official committee of unsecured creditors in the Debtors' cases.
The U.S. Trustee explained that there were insufficient responses
to her communication/contact for service on the committee.


OPTIM ENERGY: Asks Court to Determine Value of Twin Oaks Plant
--------------------------------------------------------------
Optim Energy Twin Oaks, LP is seeking court intervention in its
dispute with the Robertson County Appraisal District over the
valuation of its electric power generating plant.

In its motion, the company asked the U.S. Bankruptcy Court for the
District of Delaware to determine the correct appraised value of
the plant for the 2013 tax year.

According to Optim Energy, the appraised value "is excessive based
on the application of generally accepted appraisal methods and
techniques."

The dispute began in May last year after the Robertson County
Appraisal District conducted an appraisal of the plant, which was
valued at $160.2 million.  Optim Energy challenged the appraised
value before the Texas Appraisal Review Board, saying it was
excessive and should be lowered.

In July, the Appraisal Review Board denied, in part, the company's
protest and lowered the property valuation to $128 million.  Optim
Energy appealed that decision to the Appraisal District in the
82nd Judicial District Court, in Robertson County.

                     About Optim Energy

Optim Energy, LLC, and its affiliates are power plant owners
principally engaged in the production of energy in Texas's
deregulated energy market.  Optim owns and operates three power
plants in eastern Texas: the Twin Oaks plant in Robertson County,
Texas, the Altura Cogen plant in Harris County, Texas and the
Cedar Bayou plant in Chambers County, Texas.  The Altura and Cear
Bayou plants are fueled by natural gas, and the third is coal-
fired.

Optim Energy and its affiliates sought Chapter 11 protection from
creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12,
2014.

The Debtors have tapped Bracewell & Giuliani LLP and Morris,
Nichols, Arsht & Tunnell LLP as attorneys; Protiviti Inc. as
restructuring advisors; and Prime Clerk LLC as claims agent.

Optim Energy, LLC scheduled $6,948,418 in assets and $716,561,450
in liabilities.  Optim Energy Cedar Bayou 4, LLC, disclosed
$183,694,097 in assets and $717,646,180 in liabilities as of the
Chapter 11 filing.  The Debtors have $713 million of outstanding
principal indebtedness.

On Feb. 27, 2014, Roberta A. DeAngelis, U.S. Trustee for Region 3,
notified the Bankruptcy Court that she was unable to appoint an
official committee of unsecured creditors in the Debtors' cases.
The U.S. Trustee explained that there were insufficient responses
to her communication/contact for service on the committee.


OPTIM ENERGY: Gets Court Approval to Implement Incentive Programs
-----------------------------------------------------------------
Optim Energy, LLC received a bankruptcy judge's approval to
implement a manager incentive program for its chief executive
officer.

Judge Brendan Shannon of U.S. Bankruptcy Court for the District of
Delaware approved the incentive program despite an objection from
the U.S. trustee overseeing the company's bankruptcy case.

Roberta DeAngelis, U.S. trustee for Region 3, had argued that
Optim Energy failed to show that the incentive program complies
with section 503(c), a provision that was added to the Bankruptcy
Code in 2005 to limit executive compensation.

Optim Energy defended the implementation of the MIP, arguing the
proposed awards under the program are "reasonable" in light of the
company's finances.

The company pointed out the award "constitutes a fraction of a
percent" of its 2013 revenue and "likely less than a fraction of a
percent" of the expected proceeds from the sale of a power plant
owned by Optim Energy Twin Oaks, LP.

Under the incentive program, Optim Energy CEO Nick Rahn would
receive a performance bonus for managing the sale of the power
plant.  He could earn a maximum sale bonus of $250,000, according
to court filings.

                         KEIP, Bonus Plan

Aside from the MIP, Optim Energy also received the green light to
implement an incentive plan for senior-level managers and a
separate bonus plan for workers and managers employed at its three
power plants.

The maximum payment that could be earned under the KEIP is
$400,000.  Meanwhile, the maximum amount that would be payable
under the bonus plan is approximately $1.9 million.

                     About Optim Energy

Optim Energy, LLC, and its affiliates are power plant owners
principally engaged in the production of energy in Texas's
deregulated energy market.  Optim owns and operates three power
plants in eastern Texas: the Twin Oaks plant in Robertson County,
Texas, the Altura Cogen plant in Harris County, Texas and the
Cedar Bayou plant in Chambers County, Texas.  The Altura and Cear
Bayou plants are fueled by natural gas, and the third is coal-
fired.

Optim Energy and its affiliates sought Chapter 11 protection from
creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12,
2014.

The Debtors have tapped Bracewell & Giuliani LLP and Morris,
Nichols, Arsht & Tunnell LLP as attorneys; Protiviti Inc. as
restructuring advisors; and Prime Clerk LLC as claims agent.

Optim Energy, LLC scheduled $6,948,418 in assets and $716,561,450
in liabilities.  Optim Energy Cedar Bayou 4, LLC, disclosed
$183,694,097 in assets and $717,646,180 in liabilities as of the
Chapter 11 filing.  The Debtors have $713 million of outstanding
principal indebtedness.

On Feb. 27, 2014, Roberta A. DeAngelis, U.S. Trustee for Region 3,
notified the Bankruptcy Court that she was unable to appoint an
official committee of unsecured creditors in the Debtors' cases.
The U.S. Trustee explained that there were insufficient responses
to her communication/contact for service on the committee.


OVERSEAS SHIPHOLDING: Files First Amended Disclosure Statement
--------------------------------------------------------------
Overseas Shipholding Group, Inc., and its affiliates filed last
week an amended disclosure statement with respect to its Joint
Plan of Reorganization.

Pursuant to the Plan, the company will continue to operate as an
integrated enterprise under Overseas Shipholding Group, Inc., or
its successor by merger, consolidation, or otherwise on or after
the Effective Date.

The key components of the Plan include:

   -- All Allowed Administrative Claims, Priority Tax Claims,
Other Priority Claims, Secured Vessel DIP Claims, Secured Vessel
Claims, Other Secured Claims, Credit Agreement Claims, and Other
Unsecured Claims on the Effective Date of the Plan are unimpaired.

   -- The retention of the CEXIM Vessels and the DSF Vessels and
payment in full of the CEXIM Claims and the DSF Claims plus
interest at 50% of the default rate under the CEXIM and DSF Loan
Agreements.

   -- The payment of the 8.75% Debentures Claims in full in Cash,
including any applicable contractual interest, the Reinstatement
of the 8.125% Notes, including payment of any applicable
contractual or default interest, and the Reinstatement of the
7.500% Notes, including payment of any applicable contractual
interest.

   -- The Reorganized Debtors' entry into the Exit Financing on
the Effective Date, consisting of two-term loan facilities with an
aggregate principal amount of $1.2 billion and two revolving loan
facilities with $150 million in aggregate availability that,
collectively, will provide the Reorganized Debtors with the
funding necessary to both satisfy the Plan's cash payment
obligations and the expenses associated with closing the Exit
Financing facilities, and to finance the Reorganized Debtors'
ongoing operations and capital needs following the emergence from
Chapter 11.

   -- Personal Injury Claims, including numerous Asbestos Claims,
that have not otherwise been disallowed and expunged, will be
Unimpaired and may be asserted against the applicable Reorganized
Debtors subject to such Reorganized Debtors' rights and defenses.

   -- Admiralty Lien Claims that have not otherwise been
disallowed and expunged will be unimpaired and may be asserted
against the applicable Reorganized Debtors subject to such
Reorganized Debtors' rights and defenses.

   -- A Rights Offering in an amount of $1,505 million to all OSG
Equity Interest holders severally supported by ten backstop
commitment parties, each of whom has agreed to purchase its
proportionate share of the remaining Rights Offering Securities
related to any unexercised Subscription Rights and further agreed
to simultaneously purchase its proportionate share of a further
approximately $442 million of Plan Securities.

   -- Each Holder of an Allowed Class E1 Claim (other than Claim
1547 or any other Subordinated Class Plaintiff Claim) that does
not opt out of the releases will receive, in full satisfaction,
settlement, discharge and release of, its Allowed Class E1 Claim,
Cash equal to the amount of its Allowed Class E1 Claim from and
subject to the Disputed Claims Reserve for Class E1.  Claim 1547
shall be Allowed and Claim 1547 shall receive, in full, final and
complete satisfaction, settlement, discharge, and release of Claim
1547 and any other Claim the Lead Plaintiffs or any member of the
Putative Class has or could assert against the Debtors: (a) $7
million in Cash payable on the Initial Distribution Date; (b)
subject to entry of a Final Order resolving the Professional
Liability Action, by settlement or otherwise, Cash equal to 15% of
the Net Litigation Recovery; (c) $5 million in Cash payable on the
tenth business day after the earlier of (I) satisfaction of a
judgment entered in respect of a Final Order resolving the
Professional Liability Action, but in no event later than 60 days
after entry of such order, (II) payment of any settlement agreed
in respect of the Professional Liability Action, or (III) entry of
a Final Order otherwise resolving the Professional Liability
Action; (d) $3 million in Cash payable by Reorganized OSG one year
after the Effective Date; (e) proceeds of any Residual Director
And Officer Insurance; and (f) any remaining Cash in the Disputed
Claims Reserve for Class E1 following satisfaction or resolution
of all Class E1 Claims other than Claim 1547.

   -- Holders of Old OSG Equity Interests will receive, in respect
of each Old OSG Equity Interest held by such Holder on the Record
Date one Subscription Right, which entitles its holder, if
eligible, to purchase 12 Class A New Securities at the price of
$3.00 per security.  If and to the extent that any Holder of Old
OSG Equity Interests on the Record Date for any reason chooses not
to exercise its Subscription Rights, such Holder will receive for
each Old OSG Equity Interest held by such Holder on the Record
Date, one Class B New Security.  Holders of record of outstanding
Class B New Securities on the Record Date will receive up to 10%
of the proceeds, if any, of the Professional Liability Action, net
of taxes, expenses, costs, and payments made in respect of any
counterclaims or indemnification obligations.  After the Effective
Date, the Class A and Class B New Securities will generally vote
as a single class and share equally in distributions other than
the proceeds, if any, of the Professional Liability Action.

   -- Beginning on the close of business of May 28, 2014, all
trading of Old OSG Equity Interests will be halted and any
transfers of Old OSG Equity Interests will be disregarded.  The
Debtors also plan to seek the removal of OSG's trading symbol from
the over-the-counter "pink sheet" market.  Distribution of
Subscription Rights will only be made to Holders of record of Old
OSG Equity Interests as of the Record Date, and the Debtors will
have no obligation to make any distribution to any person who was
not a Holder of record of Old OSG Equity Interests as of the
Record Date

   -- Intercompany Claims are Unimpaired and will be Reinstated or
discharged and satisfied at the option of the Debtors or the
Reorganized Debtors by contributions, distributions or otherwise.
Intercompany Equity Interests are Unimpaired and will be
Reinstated.

To ensure that at least 75% of the equity interests in Reorganized
OSG will be owned by U.S.  Citizens in compliance with the Jones
Act, at least 77% of the New Shares issued on the Effective Date
will be issued to Domestic Holders.  The remaining 23% of New
Shares issued on the Effective Date will be issued and distributed
to Foreign Holders.  The bylaws and certificate of incorporation
of Reorganized OSG will also restrict foreign ownership and
control of Reorganized OSG to not more than 23% and will contain
certain other provisions to comply with the Jones Act.  Foreign
Holders who would otherwise receive additional New Shares will
receive New Warrants.

The Class A New Warrants may only be exercised by (i) U.S.
Citizens, and (ii) non-U.S. Citizens in compliance with the bylaws
and certificate of incorporation of Reorganized OSG.  The Class A
New Warrants shall be exercised when held by a U.S. Citizen.  The
forms of the Class A New Warrants will not grant voting or control
rights or contain negative covenants restricting the operation of
Reorganized OSG's business.  The Class A New Warrants have been
submitted to the United States Coast Guard and the United States
Department of Transportation, Maritime Administration for their
approval.  The Coast Guard approved the New Warrants on February
27, 2014 and MarAd approved the New Warrants on March 12, 2014.
The Debtors intend to seek confirmation from the Coast Guard and
MarAd that the dual share structure embodied in the First Amended
Plan does not impact this approval.

The Debtors have reached agreement on the principal terms of the
Plan with Holders of Old OSG Equity Interests representing
approximately 30% of the Old OSG Equity Interests.  Those Holders
of Old OSG Equity Interests have executed the Equity Commitment
Agreement, agreeing to subscribe to a Rights Offering with an
aggregate offering amount of $1,505 million of New Shares and New
Warrants.

A copy of the Disclosure Statement dated May 21, 2014 is available
for free at:

     http://bankrupt.com/misc/OVERSEASSHIPHOLDING_3239_1ds.pdf

                     About Overseas Shipholding

Overseas Shipholding Group, Inc. (OTC: OSGIQ), headquartered in
New York, is one of the largest publicly traded tanker companies
in the world, engaged primarily in the ocean transportation of
crude oil and petroleum products.  OSG owns or operates 111
vessels that transport oil and petroleum products throughout the
world.

Overseas Shipholding Group and 180 affiliates filed voluntary
Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-20000) on
Nov. 14, 2012, disclosing $4.15 billion in assets and $2.67
billion in liabilities.  Greylock Partners LLC Chief Executive
John Ray serves as chief reorganization officer.  James L.
Bromley, Esq., and Luke A. Barefoot, Esq., at Cleary Gottlieb
Steen & Hamilton LLP serve as OSG's Chapter 11 counsel.  Derek C.
Abbott, Esq., Daniel B. Butz, Esq., and William M. Alleman, Jr.,
at Morris, Nichols, Arsht & Tunnell LLP, serve as local counsel.
Chilmark Partners LLC serves as financial adviser.  Kurtzman
Carson Consultants LLC is the claims and notice agent.

The Export-Import Bank of China, owed $312 million used for the
construction of five tankers, is represented by Louis R. Strubeck,
Jr., Esq., and Kristian W. Gluck, Esq., at Fulbright & Jaworski
LLP in Dallas; David L. Barrack, Esq., and Beret Flom, Esq., at
Fulbright & Jaworski in New York; and John Knight, Esq., and
Christopher Samis, Esq., at Richards Layton & Finger PA.  Chilmark
Partners, LLC serves as financial and restructuring advisor.

Akin Gump Strauss Hauer & Feld LLP, and Pepper Hamilton LLP, serve
as co-counsel to the official committee of unsecured creditors.
FTI Consulting, Inc., is the financial advisor and Houlihan Lokey
Capital, Inc., is the investment banker.

U.S. Bank National Association is the successor administrative
agent under the $1.5 billion credit agreement, dated as of
February 9, 2006 by and among (a) OSG, OSG Bulk Ships, Inc., and
OSG International, Inc., as joint and several borrowers, (b) the
Administrative Agent and (c) various lenders party thereto.
Counsel to the Administrative Agent are Milbank, Tweed, Hadley &
McCloy LLP; Holland & Knight LLP; and Drinker Biddle & Reath LLP.
Lazard Freres & Co. LLC serves as advisor to the Administrative
Agent.

An official committee of Equity Security Holders has been
appointed in the case.  It is represented by Brown Rudnick LLP's
Steven D. Pohl, Esq., James W. Stoll, Esq. and Jesse N. Garfinkle,
Esq.; Fox Rothschild LLP's Jeffrey M. Schlerf, Esq., John H.
Strock, Esq. and L. John Bird, Esq.


PACIFIC STEEL: Court Okays Sheppard Mullin as Committee Counsel
---------------------------------------------------------------
The Hon. Roger L. Efremsky of the U.S. Bankruptcy Court for the
Northern District of California authorized the Official Committee
of Unsecured Creditors of Pacific Steel Casting Company and
Berkeley Properties, LLC to retain Sheppard, Mullin, Richter &
Hampton LLP as counsel to the committee effective Mar. 25, 2014.

The Court overruled the objection filed by the U.S. Trustee that
indicated, "Counsel for the Committee Represents a Client with an
Adverse Interest and Therefore Should Not Represent the Committee
without the Immediate Appointment of Conflicts Counsel."

As reported in the Troubled Company Reporter, Sheppard Mullin
will:

   (a) advise regarding bankruptcy law;

   (b) advise with respect to the Committee's powers and duties
       in the Debtors' bankruptcy cases;

   (c) attend Committee meetings;

   (d) review financial information furnished by the Debtors to
       the Committee and investigating various potential claims;

   (e) assist in the investigation of the acts, conduct, assets,
       liabilities and financial condition of the Debtors;

   (f) provide aid and assistance in monitoring the progress of
       the Debtors' and administration of these chapter 11 cases;

   (g) provide representation in all negotiations and proceedings
       involving the Debtors, the Committee, and other parties-
       in-interest;

   (h) represent the Committee in any proceedings or hearings
       before this Court and in any action in any other court
       where the Debtors' rights under the Bankruptcy Code may be
       litigated or affected;

   (i) conduct examinations of witnesses, claimants, or adverse
       parties and preparing and assisting in the preparation of
       reports, accounts, and pleadings related to these
       bankruptcy cases;

   (j) advise the Committee concerning the requirements of the
       Bankruptcy Code and applicable rules as they may affect
       the Committee in these bankruptcy cases and any related
       adversary proceeding;

   (k) assist the Committee and working with the Debtors with
       regard to the restructuring or liquidation of the Debtors
       or auction or sale of the Debtors' assets;

   (l) advise the Committee and working with the Debtors with
       regard to the formulation, negotiation, confirmation, and
       implementation of any chapter 11 plan;

   (m) advise and assist the Committee with respect to any
       matters involving the U.S. Trustee and the Debtors;

   (n) making court appearances on behalf of the Committee; and

   (o) represent the Committee in all other legal aspects of
       these chapter 11 cases and taking any other action and
       performing any other services as the Committee may require
       of Sheppard Mullin in connection with these chapter 11
       cases.

Sheppard Mullin will be paid at these hourly rates:

       Ori Katz, Partner             $695
       Michael Lauter, Associate     $570

For purposes of these cases only, Sheppard Mullin has agreed to
discount its hourly rates as follows: Ori Katz discounted to $595,
and Michael Lauter discounted to $425.

Sheppard Mullin can be reached at:

       Ori Katz, Esq.
       SHEPPARD, MULLIN, RICHTER & HAMPTON LLP
       Four Embarcadero Center, 17th Floor
       San Francisco, CA 94111-4109
       Tel: (415) 434-9100
       Fax: (415) 434-3947
       E-mail: okatz@sheppardmullin.com

                   About Pacific Steel Casting,
                        Berkeley Properties

Pacific Steel Casting Company and Berkeley Properties, LLC,
separately filed Chapter 11 bankruptcy petitions (Bankr. N.D.
Cal. Case Nos. 14-41045 and 14-41048) on March 10, 2014.  Pacific
Steel's petition was signed by Charles H. Bridges, Jr., chief
financial officer and director.  Michael W. Malter, Esq., at
Binder & Malter, LLP serves as the Debtors' counsel.  Epiq
Bankruptcy Solutions, LLC, is the Debtors' claims, noticing and
balloting agent.  Burr Pilger Mayer, a certified public accounting
firm, serves as financial consultants.  The Debtors estimated
assets and liabilities of at least $10 million.

Pacific Steel makes carbon, low-alloy and stainless steel castings
for U.S. and international customers, largely for heavy-duty
trucks and construction equipment.

Tracy Hope Davis, the United States Trustee for Region 17,
appointed seven creditors to serve on the Official Committee of
Unsecured Creditors.  The Committee is represented by Ori Katz,
Esq., and Michael M. Lauter, Esq., at Sheppard, Mullin, Richter &
Hampton LLP.


PACIFIC STEEL: Hires Chang Ruthenberg as Special Counsel
--------------------------------------------------------
Pacific Steel Casting Company and Berkeley Properties, LLC ask for
authorization from the U.S. Bankruptcy Court for the Northern
District of California to employ Chang, Ruthenberg & Long PC as
special counsel, nunc pro tunc to Mar. 10, 2014.

PSC needs Chang Ruthenberg:

   (a) to represent the Debtor regarding its single employer
       defined benefit pension plan in which it participates;

   (b) to represent the Debtor regarding its multiemployer
       pension plan in which it participates; and

   (c) to provide legal services, advice, representation and
       related services in connection with such other matters as
       the Debtor may from time to time request related to
       employee benefit matters and ERISA requirements and
       compliance.

Chang Ruthenberg will be paid at these hourly rates:

       Jeff Chang                   $595
       Ken Ruthenberg               $595
       Kevin Long                   $595
       Marcel Weiland               $485
       Susan Neethling              $425
       Wendy Tauriainen             $380
       Debi Raphael                 $325
       Jeri Howell                  $280

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

Pursuant to the Engagement Agreement, the Debtor paid Special
Counsel the sum of $4,938.50 for services rendered during the
month of February by wire transfer made on Mar. 5, 2014.  Also on
Mar. 5, 2014, the Debtor delivered the sum of $5,000 by wire
transfer as and for a retainer for services to be rendered in
during this chapter 11 case.  From this retainer of $5,000, the
total sum of $476 was utilized for pre-bankruptcy services leaving
a retainer balance of $4,524.

Kenneth W. Ruthenberg, Jr., shareholder of Chang Ruthenberg,
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.

Chang Ruthenberg can be reached at:

       Kenneth W. Ruthenberg, Jr., Esq.
       CHANG, RUTHENBERG & LONG PC
       620 Coolidge Drive, Suite 350
       Folsom, CA 95630-3184
       Tel: (916) 357-5660
       Fax: (916) 357-5644
       E-mail: kwr@seethebenefits.com

                   About Pacific Steel Casting,
                        Berkeley Properties

Pacific Steel Casting Company and Berkeley Properties, LLC,
separately filed Chapter 11 bankruptcy petitions (Bankr. N.D.
Cal. Case Nos. 14-41045 and 14-41048) on March 10, 2014.  Pacific
Steel's petition was signed by Charles H. Bridges, Jr., chief
financial officer and director.  Michael W. Malter, Esq., at
Binder & Malter, LLP serves as the Debtors' counsel.  Epiq
Bankruptcy Solutions, LLC, is the Debtors' claims, noticing and
balloting agent.  Burr Pilger Mayer, a certified public accounting
firm, serves as financial consultants.  The Debtors estimated
assets and liabilities of at least $10 million.

Pacific Steel makes carbon, low-alloy and stainless steel castings
for U.S. and international customers, largely for heavy-duty
trucks and construction equipment.

Tracy Hope Davis, the United States Trustee for Region 17,
appointed seven creditors to serve on the Official Committee of
Unsecured Creditors.  The Committee is represented by Ori Katz,
Esq., and Michael M. Lauter, Esq., at Sheppard, Mullin, Richter &
Hampton LLP.


PERMA-FIX ENVIRONMENTAL: Posts $3.97-Mil. Loss in March 31 Quarter
------------------------------------------------------------------
Perma-Fix Environmental Services, Inc., filed its quarterly report
on Form 10-Q, disclosing a net loss of $3.97 million on $10.54
million of net revenues for the three months ended March 31, 2014,
compared with a net loss of $2.91 million on $19.83 million of net
revenues for the same period in 2013.

The Company's balance sheet at March 31, 2014, showed
$88.15 million in total assets, $42.51 million in total
liabilities, preferred stock of subsidiary of $1.28 million, and
stockholders' equity of $44.36 million.

The Company's financial position and operating results raise
substantial doubt about the Company's ability to continue as a
going concern, as reflected by the accumulated deficit of $59.05
million incurred through March 31, 2014, according to the
regulatory filing.

A copy of the Form 10-Q is available:

                       http://is.gd/227TkX

Based in Atlanta, Perma-Fix Environmental Services, Inc. (NASDAQ:
PESI) -- http://www.perma-fix.com/-- has two operating segments:
Nuclear Waste Management Services and Consulting Engineering
Services.  The Nuclear Waste Management Services offer nuclear,
low-level radioactive, mixed hazardous and non-hazardous waste
treatment; and processing and disposal services through four
uniquely licensed and permitted treatment and storage facilities.
The Consulting Engineering Services offer broad-scope
environmental issues, including environmental management programs,
regulatory permitting, compliance and auditing, landfill design,
field-testing, and characterization.


PICACHO HILLS: Taps Randy Travis as Accountant
----------------------------------------------
Picacho Hills Utility Company, Inc. seeks authorization from the
U.S. Bankruptcy Court for the District of New Mexico to employ
Randy Travis as accountant.

The Debtor requires the services of an accountant to assist with
the preparation and filing of income tax returns and reports,
monthly operating reports and other accounting services as may be
required to assist the Debtor in fulfilling its obligations under
the Bankruptcy Code.

For such services, Mr. Travis would bill the Debtor at the rate of
$200 per hour plus applicable gross receipts tax, which is the
rate that Mr. Travis charges other clients for comparable
services.  Additionally, Mr. Travis will require a professional
retainer of $2,000 to be paid after approval by the Court and
before commencing work on this engagement.

Mr. Travis can be reached at:

       Randy Travis, CPA
       121 Wyatt, Suite 22
       Las Cruces, NM 88005
       Tel: (575) 647-8260
       Fax: (575) 647-8312
       E-mail: rtcpa@zianet.com

                  About Picacho Hills Utility

Picacho Hills Utility Company, Inc., filed a Chapter 11 petition
(Bankr. D. N.M. Case No. 13-10742) on March 7, 2013.  The Debtor
is represented by William F. Davis & Associates, P.C.  The Debtor
estimated assets of at least $10 million and debts of at least
$1 million.

PHUC is a public utility as defined by the New Mexico Public
Utility Act, Sec. 62-3-3.G. and provides water and sewer service
to approximately one thousand residences in Dona Ana County, New
Mexico.  PHUC is 100% owned by Stephen C. Blanco, who is its
president.

This concludes the Troubled Company Reporter's coverage of PHUC
until facts and circumstances, if any, emerge that demonstrate
financial or operational strain or difficulty at a level
sufficient to warrant renewed coverage.


PILGRIM'S PRIDE: Moody's Puts 'B1' CFR on Review for Downgrade
--------------------------------------------------------------
Moody's Investors Service placed the ratings of Pilgrim's Pride
Corporation ("PPC") under review for downgrade following the
company's disclosure of an unsolicited bid to acquire Hillshire
Brands ("Hillshire", Baa2 ratings under review for downgrade) for
approximately $6.4 billion. Pilgrim's ratings placed under review
include the B1 Corporate Family Rating ("CFR"), B1-PD Probability
of Default Rating, and B3 Senior Unsecured debt rating. At the
same time, Moody's Affirmed the company's Speculative Grade
Liquidity Rating at SGL-1.

The review for downgrade reflects Moody's anticipation of higher
leverage that would result from the proposed acquisition and the
uncertain outcome of the unsolicited bid -- which may not be
accepted by Hillshire or could result in a transaction that is
materially different from the one proposed. If a deal is
consummated, Moody's believes that higher financial risk would be
partially offset by the benefits of higher quality earnings at the
combined company.

"The proposed acquisition of Hillshire would be qualitatively
beneficial to Pilgrim's, in terms of increased scale, sales and
channel diversification, higher profitability and better earnings
stability," commented Brian Weddington, a Moody's Senior Credit
Officer. "But because Pilgrim's will be taking on such a heavy
debt load at what we believe is the top of the chicken profit
cycle, the financial risk would create more downside risk to the
rating in the near term than there would be upside potential."

Moody's review will initially focus on closely monitoring
developments of PPC's unsolicited bid for Hillshire. If an
agreement is reached between the two companies, Moody's will then
evaluate terms of any such agreement, and review the details of
Pilgrim's financing plan and operating strategy for the combined
business.

Pilgrim's Pride Corporation:

Ratings under review for downgrade: (LGD assessments updated):

  Corporate Family Rating at B1;

  Probability of Default Rating at B1-PD;

  $500 million senior unsecured notes due 2018 at B3 (LGD5 82%
  from 88%).

Ratings Affirmed and not under review:

  Speculative Grade Liquidity Rating at SGL-1.

In a letter dated May 27, 2014 to the CEO of Hillshire Brands,
Pilgrim's proposed to acquire the company for $45 per share in
cash, valuing Hillshire at 6.4 billion, including approximately
$550 million of rollover debt net of cash at Hillshire and a $163
million termination fee payable to Pinnacle Foods Finance, LLC (B1
under review for downgrade), which Hillshire agreed on
May 12, 2014 to acquire for $6.6 billion, but did not yet close.
Pilgrim's unsolicited proposal is non-binding and is subject to
negotiations, assuming that Hillshire agrees to entertain the
offer.

Ratings Rationale

Pilgrim's current B1 CFR reflects Pilgrim's concentration in the
highly-competitive U.S. chicken processing industry, historically
narrow profit margins, and the volatile and cyclical nature of the
industry. The rating is supported by the company's low financial
leverage, its position as one of the world's largest chicken
processors, and its recently more conservative operating and
financial strategies. The rating incorporates the wide range of
operating performance that is typical of the cyclical commodity
chicken processing industry. At the top of the cycle, Moody's
expects leverage to be very modest relative to the rating
category. Conversely, at the bottom of the cycle, the rating can
often tolerate leverage that is outside normal bounds for a
limited period of time. Importantly, periods of high leverage
should be balanced against ample access to external sources of
liquidity.

Headquartered in Greeley, Colorado, Pilgrim's Pride Corporation
(NYSE: PPC), is the second largest chicken producer in the world,
with operations in the United States, Mexico and Puerto Rico. The
company produces, processes, markets and distributes fresh, frozen
and value-added chicken products to foodservice customers,
distributors and retail operators worldwide. For the twelve months
ended March 30, 2014, revenues for the company approximated $8.4
billion. Pilgrim's Pride is controlled by JBS, S.A. through an
indirect 75.5% equity ownership stake.

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


PONCE DE LEON: PRLP Urges Court to Reject Reorganization Plan
-------------------------------------------------------------
PRLP Holdings, Inc., successor-in-interest to Banco Popular de
Puerto Rico, initially filed a claim against the bankruptcy estate
of nearly $14.5 million.  The claim was liquidated, undisputed,
non-contingent and secured by the Debtor's Metro Plaza Property.
The Debtor's plan of reorganization consisted of surrendering
Metro Plaza to PRLP.  As of March 25, 2014, PRLP's claim had been
paid down to just under $6.4 million.  PRLP contends its expert
values Metro Plaza at $4.3 million, leaving a deficiency of nearly
$2.1 million.  Accordingly, PRLP asks the court to deny
confirmation on these grounds:

     1) The Court needs to rely on PRLP's valuation expert who
        correctly followed uniform standards of for appraisers
        USPAP and IAEG, and applied conservative assumptions to
        both,

     2) Confirmation is predicated upon acceptance by two
        unimpaired creditors who are not entitled to vote on
        the plan,

     3) An insider creditor, like (QB), is treated as if acting
        in the same capacity as a trustee and has a duty to
        closely scrutinize claims by all creditors -- which QB has
        nor done,

     4) The plan is not feasible,

     5) The Debtor "gerrymandered" the creditor classes so as
        to dilute some votes while strengthening others,

     6) The Plan does not allow PRLP's deficiency note to be
        placed in the unsecured class,

     7) The Plan provides an improper discharge to the debtor,

     8) The Plan violates the Absolute Priority Rule, and

     9) The Plan was not proposed in good faith.

The Debtor responded to the objection filed by PRLP to the Amended
Plan, claiming that after settlement negotiations between the
Debtor and PRLP broke down, PRLP filed its objection to delay
reorganization.  Specifically, PRLP claimed that the Debtor
refused to comply with 11 U.S.C. Sec. 1129, attempted to modify a
plan prior to confirmation, and failed to file the required red-
line version of the modification to the plan.  The Debtor says it
has fully complied with Sec. 1129.  The Debtor further points out
that 100% of the principal and interest of all its claims will be
paid in a short period of time, and that PRLP will actually be
paid in full first.  The Debtor urges the Court to overrule PRLP's
objection on the bases that it raises issues that are moot,
incorrect, and not even in its own best interest.

                        About Ponce De Leon

San Juan, P.R.-based Ponce De Leon 1403, Inc., developed,
constructed, and operates the Metro Plaza Tower condominium and
commercial property project in Santurce, Puerto Rico.  The Metro
Plaza Tower project consists of two 15-story towers atop a base
structure that serves as a parking garage, common area, and retail
space.  Each tower houses 87 residential units.  The base
structure provides approximately 567 parking spaces and has
approximately 14,000 square feet of commercial space available for
lease.  The common areas of the project include a swimming pool, a
gym, gardens and a gazebo.

Ponce De Leon 1403 Inc. filed for Chapter 11 protection (Bank. D.
P.R. Case No. 11-07920) on Sept. 19, 2011.  The Debtor estimated
both assets and debts of between US$10 million and US$50 million.

Carmen Conde Torres, Esq., and Luisa S. Valle Castro, at C. Conde
& Assoc., in Old San Juan, Puerto Rico, represent the Debtor as
counsel.

The Debtor filed a Plan of Reorganization dated April 13, 2012.
The Debtor won approval of the explanatory Disclosure Statement on
June 25, 2012.  It amended the Plan on Jan. 25, 2013.  Under the
Plan, the Debtor will generate revenue by selling all of the
remaining residential units and selling or leasing commercial
spaces in the Metro Plaza Towers project, including the public
parking spaces.


PONCE DE LEON: PRLP Wants Use of Sale Proceeds Restricted
---------------------------------------------------------
Ponce De Leon 1403 has filed a Notice of Sale of Tax Credits and
Request for Allowance of Payments of Flat Fee Commissions.  The
Debtor sold some of its tax credits and realized gross proceeds of
over $2.2 million.  Some of the sales required the use of brokers,
which necessitated the payment of commission fees.  The Debtor
realized an 89% return rate, while it only anticipated 85% in its
Amended Plan.  The Debtor expects to sell other $2,433,127.00 in
credits shortly, and engaged in the sales without Court approval
nor notice to the parties because time for making the sales was
limited.  The Debtor was notified that the credits could be used
for the prior year's returns on March 28, 2014, just days before
the April 15th filing deadline.  Accordingly, the Debtor has
requested a nunc pro tunc Order approving the sale and
commissions, allowing ongoing sales, and shortening creditors'
time to object to future sales.

PRLP 2011 Holdings LLC has filed an Opposition to the Debtor's
Notice of Sale.  PRLP said it is not requesting that the sales be
annulled, rather it seeks court-imposed restrictions on the use of
the sales revenue and requests that the Debtor must give 7 days'
notice of future sales to the 20 largest creditors.

The Debtor responded that PRLP has misstated the facts of the
case, filed it's latest motion in bad faith, and made the filing
as an attempt to tarnish the Debtor's reputation.

PRLP 2011 Holdings, LLC is represented by O'Neill & Borges, LLC of
San Juan.

                        About Ponce De Leon

San Juan, P.R.-based Ponce De Leon 1403, Inc., developed,
constructed, and operates the Metro Plaza Tower condominium and
commercial property project in Santurce, Puerto Rico.  The Metro
Plaza Tower project consists of two 15-story towers atop a base
structure that serves as a parking garage, common area, and retail
space.  Each tower houses 87 residential units.  The base
structure provides approximately 567 parking spaces and has
approximately 14,000 square feet of commercial space available for
lease.  The common areas of the project include a swimming pool, a
gym, gardens and a gazebo.

Ponce De Leon 1403 Inc. filed for Chapter 11 protection (Bank. D.
P.R. Case No. 11-07920) on Sept. 19, 2011.  The Debtor estimated
both assets and debts of between US$10 million and US$50 million.

Carmen Conde Torres, Esq., and Luisa S. Valle Castro, at C. Conde
& Assoc., in Old San Juan, Puerto Rico, represent the Debtor as
counsel.

The Debtor filed a Plan of Reorganization dated April 13, 2012.
The Debtor won approval of the explanatory Disclosure Statement on
June 25, 2012.  It amended the Plan on Jan. 25, 2013.  Under the
Plan, the Debtor will generate revenue by selling all of the
remaining residential units and selling or leasing commercial
spaces in the Metro Plaza Towers project, including the public
parking spaces.


RAM POWER: In Talks with Lenders to Obtain Loan Waivers
-------------------------------------------------------
Ram Power, Corp. on May 27 disclosed that the Company's Nicaragua
subsidiary, Polaris Energy Nicaragua, S.A., has completed the
30-day stabilization period and the 7-day performance test of the
resource field for the San Jacinto-Tizate project.

As previously disclosed, the Remediation Drilling Program
consisted of the workover of wells SJ 6-1 and SJ 6-2, and a
deepening, and forking, of wells SJ 9-3 and SJ 12-3.  As a result,
the four wells contributed to a total gross increase in of 8 MW.
During the Program, a decline was observed in the steam field of
approximately 40 t/h, or 5 MW, which was attributable mainly to
production well SJ 12-2.  Towards the end of 2013, and into early
2014, the degradation of the resource stabilized, and current
decline is estimated to be roughly 3-4% per year which is in line
with standard trends in geothermal steam field management.

In accordance with the amendment to the Project's Credit
Facilities, the Company concluded a 30-day stabilization period on
May 18th, followed immediately by a 7 day performance test which
concluded on May 25th.  During the 7-day performance test, the
Project produced an average of 57.8 MW (gross) / 52.7 MW (net).

As a result of the performance test, the Company is now in
technical default of the Phase I and Phase II loan agreements for
failure to achieve a minimum MW output with the Program and meet
certain debt service coverage ratios and is not eligible for
distributions under the loan agreements.  The Company is in active
discussions with its lending syndicate, led by the International
Finance Corporation, to obtain conditional waivers for the Project
under the agreements.

"While the results of the remediation program did not meet our
expectations, we have further stabilized the resource allowing for
increased clarity with respect to our Strategic Process," stated
Antony Mitchell, Executive Chairman of Ram Power, Corp.  "We
continue to engage in active dialogue with SKM as to improvements
we can make to the steamfield to increase production, and continue
to press forward with the Strategic Process with a goal to finish
the process sometime later this year."

                      About Ram Power, Corp.

Ram Power is a renewable energy company engaged in the business of
operating and developing geothermal properties and has interests
in geothermal projects in Nicaragua and the United States.


RHP HOTEL: Moody's Assigns Ba3 Rating on $400MM Sr. Secured Loan
----------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to RHP Hotel
Properties', a subsidiary operating partnership of Ryman
Hospitality Properties, proposed $400 million senior secured term
loan B financing currently being marketed. Moody's also affirmed
the lodging REIT's existing Ba3 corporate family rating and B1
senior unsecured rating. The rating outlook remains stable.

The following ratings were assigned with a stable outlook:

RHP Hotel Properties, LP --senior secured term loan B at Ba3

The following ratings were affirmed with a stable outlook:

Ryman Hospitality Properties, Inc. -- corporate family rating at
Ba3

RHP Hotel Properties, LP -- senior unsecured debt at B1

Ratings Rationale

Moody's ratings reflect Ryman's profitable portfolio of four
large, group-oriented hotels with resort-style amenities, as well
as its sound credit profile with Net Debt/EBITDA at 4.2x and fixed
charge coverage of 4.2x for 1Q14 TTM.

Net proceeds from the proposed $400mm secured term loan B will be
used to repay the outstanding balance on Ryman's secured revolver
and increase cash balances in anticipation of settling its
convertible notes which mature in October 2014 ($232mm), as well
as the cash repurchases of the warrants. The term loan B is parri
passu with the REIT's secured revolver ($700mm capacity) and
$300mm existing term loan A. These loans are all backed by the
REIT's four large-scale hotel properties, which provide sufficient
collateral value in Moody's opinion.

Moody's notes that this financing will increase Ryman's leverage,
but its pro forma metrics are still considered reasonable for its
rating category. Ryman is also enhancing its liquidity by
addressing a large upcoming maturity and it will have modest
remaining funding needs until its next debt maturities in 2017.
Furthermore, Moody's expects the REIT's credit metrics will
strengthen into 2015 as it realizes continued growth in operations
and cash flows.

Moody's expects Ryman will demonstrate continued earnings
improvement following a challenging 2013. The REIT suffered
substantial integration issues upon transferring its operations to
Marriott last year, but Moody's believes that most of these issues
have since been resolved and solid operating results posted over
the past few quarters are indicative of future performance.
Positive operating trends include group bookings, with a favorable
mix shift toward more premium corporate business, increasing
transient rates, as well as margin improvement from property-level
cost management initiatives.

Ryman's key credit challenges remain its limited amount of
unencumbered assets, as well as its significant asset
concentration with only four large hotels. Furthermore, all of its
assets are managed by one hotel operator (Marriott), adding to the
concentration risk. Finally, Moody's notes the REIT's recent
integration challenges which seem to be largely resolved, but
potential for reversal of recent trends remains a risk.

The stable rating outlook incorporates Moody's expectation that
Ryman Hospitality will continue to post improving operating and
cash flow trends, with leverage trending down from the increased
pro forma levels (pro forma leverage is expected to represent a
peak). Moody's also anticipates that the REIT will retain its
conservative development posture, with growth focused on future
acquisition opportunities.

Positive rating movement would depend on asset diversification and
improving operating performance over several consecutive quarters,
as well as increasing the size of its unencumbered asset pool.
Good liquidity would also be necessary prior to an upgrade.

Downgrade pressure would occur from leverage increasing above 45%
of gross assets or net debt/EBITDA over 5x , as well as fixed
charge coverage declining closer to 2.5x, all on a sustained
basis. Any liquidity challenges or strategic shifts with respect
to development would also be viewed negatively, as would an
increasing debt-financed stock repurchase program.

Senior unsecured notes are rated one notch below the corporate
family rating because most of the assets are pledged to the senior
secured credit facility.

Moody's last rating action with respect to Ryman Hospitality
Properties was on March 26, 2013, when Moody's assigned a Ba3
corporate family rating and B1senior unsecured rating with a
stable outlook.

The principal methodology used in this rating was Global Rating
Methodology for REITs and Other Commercial Property Firms
published in July 2010.

Ryman Hospitality Properties, Inc. [NYSE: RHP] is a real estate
investment trust headquartered in Nashville, Tennessee, and
specializing in group-oriented, destination hotel assets in urban
and resort markets. The REIT's owned assets include a network of
four upscale, meetings-focused resorts totaling 7,797 rooms that
are managed by Marriott International, Inc. under the Gaylord
Hotels brand. Other owned assets managed by Marriott
International, Inc. include Gaylord Springs Golf Links, the
Wildhorse Saloon, the General Jackson Showboat and The Inn at
Opryland, a 303-room overflow hotel adjacent to Gaylord Opryland.
The REIT also owns and operates a number of media and
entertainment assets. The REIT's gross assets were $3.5 billion as
of March 31, 2014.


ROSSCO HOLDINGS: Accuses Beard Kultgen, Kelly Hart Of Malpractice
-----------------------------------------------------------------
Law360 reported that Leonard M. Ross and his company Rossco
Holdings, Inc., a former client of Waco, Texas-based Beard Kultgen
Brophy Bostwick & Dickson LLP and Fort Worth, Texas-based Kelly
Hart & Hallman LLP, filed a legal malpractice suit against the
firms alleging they negligently represented him in a hotel
bankruptcy case.

According to the report, Mr. Ross and his company -- which sells,
leases and rents residential, commercial and investment properties
-- claim the firms breached their duties to them by failing to
correctly read and understand the language in the debt documents
of two hotels that filed bankruptcy.

The suit claims that, as a result of the firms' negligence, the
National Guardian Life Insurance Co. -- which owned notes secured
by the two hotels -- was able to obtain claims in a California
bankruptcy court for the full amount it said it was owed on the
notes, leaving Ross liable for nearly $4.8 million and Rossco
liable for $3 million, plus interest for both, the report related.

The case is Rossco Holdings Inc. et al. v. McConnell et al., case
number 4:14-cv-00374, in the U.S. District Court for the Northern
District of Texas.

College Station, Texas-based Rossco Holdings, Inc., filed for
Chapter 11 protection (Bankr. W.D. Tex. Case No. 10-60953) on
Aug. 2, 2010.  The new California Case No. of Rossco Holdings is
LA10-55951BB.  David J Richardson, Esq., and Laura L Buchanan,
Esq., at The Creditors' Law Group, represent the Debtor.  The
Debtor disclosed $28,415,681 in assets and $10,567,302 in
liabilities as of the Petition Date.

Affiliates Monte Nido Estates, LLC; LJR Properties, Ltd.; WM
Properties, Ltd.; Colony Lodging, Inc.; and Rossco Plaza, Inc.,
filed separate Chapter 11 petitions.

The Troubled Company Reporter reported that the U.S. Bankruptcy
Court for the Central District of California in March 2013 entered
a final decree closing the Chapter 11 cases of Rossco Holdings,
Inc., et al., after confirming the Debtors' Modified First Amended
Joint Plan of Reorganization.


ROSKAMP MANAGEMENT: Pa. Judge Can't Nix Deal OK'd In Bankruptcy
---------------------------------------------------------------
Law360 reported that a Pennsylvania judge decided that she lacked
jurisdiction to void a bankruptcy court-approved settlement
agreement that Sovereign Bank NA and HSH Nordbank AG allegedly
induced a group of developers to sign concerning a doomed
retirement community project, which allegedly cost them $200
million in potential profit.

According to the report, siding with the banks in their
preliminary objections to the developers' suit, which accuses the
banks of breaking their commitments to finance Whiteland Village
in suburban Philadelphia, Judge Patricia A. McInerney said she
couldn't alter or vacate the deal because it had been approved by
a federal bankruptcy court.

Judge McInerney disagreed with Roskamp Management Co. LLC and
others, who argued that state courts routinely interpret and
resolve disputes over settlements approved by federal courts,
saying in a memorandum opinion that "the issue herein is not
whether this court may interpret an agreement incorporated into [a
bankruptcy] order issued by a federal court, but whether it may
altogether void such an agreement."

The case is Frazer/Exton Development LLC et al. v. Sovereign Bank
NA et al., case number 004510, in the Court of Common Pleas of the
State of Pennsylvania, County of Philadelphia.


RUDERMAN CAPITAL: Ponzi Victims Can Be Paid Before $25M SEC Claim
-----------------------------------------------------------------
Law360 reported that a California federal judge greenlighted an
agreement between the receiver and bankruptcy trustee of Ruderman
Capital Partners LLC, a hedge fund bankrupted as part of a former
manager's Ponzi scheme, that makes a $25 million claim by the U.S.
Securities and Exchange Commission secondary to investor claims.

According to the report, Judge Otis D. Wright II approved the
terms set in a stipulation filed in April by bankruptcy trustee
Howard M. Ehrenberg and receiver Henley L. Saltzburg reallocating
about $773,000 in recovered funds.

The case is Securities and Exchange Commission v. Bradley L.
Ruderman et al., Case No. 2:09-cv-02974 (C.D. Calif.).


SABINE PASS: Moody's Rates $1.5BB Senior Secured Notes 'Ba3'
------------------------------------------------------------
Moody's Investors Service, in mid-May 2014, assigned a Ba3 rating
to Sabine Pass Liquefaction's (SPL) new $1.5 billion of senior
secured notes due 2024. Concurrent with this rating assigned,
Moody's affirmed SPL's Ba3 underlying rating on its $9 billion of
senior secured bank loans and bonds and affirmed Sabine Pass LNG's
(SPLNG) B1 rating on its $2.1 billion in senior secured notes. The
rating outlook for SPL and SPLNG is stable.

The net bond proceeds are expected to effectively reduce SPL's
bank loan commitments by $1.35 billion with the remainder used to
pay for increased interest during construction and transaction
costs. Total effective debt after the bond issuance is estimated
at around $9.2 billion compared to $8.9 billion in May 2013.

Ratings Rationale

The Ba3 rating assigned to SPL's new senior secured bonds and
affirmation of the existing Ba3 incorporates Moody's view that
SPL's main credit drivers remain commensurate with the rating even
though some Moody's see some modest credit deterioration.
Specifically, SPL's slight delay in construction progress and the
decrease in construction contingency does not affect the project's
Ba3 rating since Train 1 & 2 construction delays remains
manageable at this time and Moody's rating incorporates the
likelihood that SPL will utilize a material portion of its
construction contingency. As of March 2014, total construction
progress for Trains 1 & 2 were at 63.3%, which is slightly behind
the 65.1% planned with direct construction at 21% complete
compared to 25% planned. Trains 3 & 4's overall progress is 27.1%
compared to 24.5% planned with minimal direct construction
completed. Total contingency has dropped to $559 million compared
to the original $889 million due to higher interest rate
assumptions, higher owner's costs, and change orders under the
Bechtel construction contracts.

The Ba3 rating also incorporates the moderately credit negative
impact of the new senior secured bond issuance given the $150
million net debt increase and the structural weakness of SPL's new
$325 million letter of credit facility (LC). The modest debt
increase will further reduce proforma operating period financial
metrics although Moody's still believe that when completed, SPL's
financial metrics can be in the 'Baa' rating category. Otherwise,
new bonds will also have substantially the same terms as SPL's
previous senior secured bonds including materially weak covenants
regarding additional indebtedness, restricted payments, and
affiliate contracts. For now, bondholders continue to indirectly
benefit from the senior secured bank loans that contain materially
stronger project finance protections. Bondholders would lose this
indirect protection if the bank loans were fully repaid.
Separately, Moody's view negatively the next business day
repayment requirement on any drawn LC loan under SPL's newly
established $325 million LC facility. Though Moody's view a LC
draw as unlikely and recognize that the amount of LCs issued will
initially begin at very small levels, Moody's observe that for
project financing structures, particularly those where the
operating phase has not commenced, a drawn amount under a LC
facility often converts to a multi-year loan so as to avoid an
immediate and unanticipated liquidity call.

The main credit factors supporting SPL's underlying Ba3 senior
secured rating are its long-term contract with investment grade
off-takers, the possibility of 'Baa' financial metrics emerging
during operations, and EPC contracts with Bechtel. Sizeable third
party equity investment of $2 billion, mostly traditional project
finance protections for the senior secured bank loans, and the
utilization of existing infrastructure are also considered
positive factors. Key credit risks include the considerable
construction challenges including a reliance on operating cash
flow to fund construction, operating period execution risks such
as sourcing gas feedstock, sizeable risk management challenges
during operation including material working capital requirements,
major debt maturities from 2020 through 2024, and SPL's
inexperience in operating liquefaction plants. Other key
considerations include management's aggressive financial policies,
debt at Creole Trail Pipeline (CTPL) that indirectly increases
leverage, and a debt service reserve that will be funded from
operating cash flow.

The SPLNG's B1 rating reflects long-term contracts with highly
rated third parties for approximately 50% of revenues, acceptable
operational performance since 2009, and some project finance
protections. An affiliate contract with SPL should also provide
greater cash flow certainty once SPL achieves operations. The B1
rating also considers SPLNG's high standalone leverage, the large
debt maturity in 2016 that coincides with SPL's construction
period, and likely continuation of low financial metrics until SPL
reaches commercial operations. Over the next several years,
Moody's expect SPLNG will achieve an interest coverage ratio of
around 1.2 to 1.4 times and FFO/Debt of only 2% to 3%. .

SPL and SPLNG's stable rating outlook reflects Moody's view that
SPL's construction will be completed generally on time and within
the overall budget and that SPL and SPLNG will meet their
performance obligations under their respective off-take contracts.

SPLNG and SPL's ratings are unlikely to be positively affected in
the near term given the multi-year construction period. Over the
longer term, positive trends that could lead to an upgrade include
SPL's successful construction completion, demonstrated good
operational performance at SPL and SPLNG and the two borrowers'
ability to address their upcoming debt maturities.

SPLNG and SPL ratings could be downgraded if SPL incurs
significant construction cost overruns or delays, if SPLNG incurs
major operating problems or if Trains 5 & 6 add further
significant financial and construction risk. SPLNG and SPL's
ratings could also face negative rating action if SPL's feedstock
sourcing strategy introduces significant imperfections or cash
flow volatility or if any of SPL's governmental authorizations are
revoked or limited.

Sabine Pass Liquefaction LLC (SPL) expects to build and operate a
nameplate 18 million ton per annum (mtpa) liquefied natural gas
(LNG) project located in Cameron Parish, Louisiana next to the
existing Sabine Pass LNG L.P.'s regasification plant (SPLNG).
SPL's output is effectively contracted with BG Group, Gas Natural
SA, Korea Gas Corporation, and GAIL under 20 year off-take
contracts. SPLNG owns and operates a liquefied natural gas
receiving terminal with an aggregate regasification capacity of
four Bcf/d and five LNG storage tanks. SPLNG has third party 20-
year contracts for half of the capacity. SPL expects to utilize
SPLNG's existing infrastructure including storage tanks and marine
terminal under an affiliate contract. Cheniere Energy Partners
(CQP) owns SPL, SPLNG, and the Creole Trail Pipeline (CTPL). CQP
is directly or indirectly owned by private equity funds managed by
Blackstone, Cheniere Energy, and public investors.


SAN JUAN PROPERTIES: Case Summary & 2 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: San Juan Properties Inc.
        Po Box 365066
        San Juan, PR 00936

Case No.: 14-04219

Chapter 11 Petition Date: May 27, 2014

Court: United States Bankruptcy Court
       District of Puerto Rico (Old San Juan)

Debtor's Counsel: Emily Darice Davila Rivera, Esq.
                  LAW OFFICE EMILY D DAVILA RIVERA
                  420 Ponce Leon Midtown Suite 311
                  San Juan, PR 00918
                  Tel: 787 753-2368
                  Fax: 787 759-9620
                  Email: davilalawe@prtc.net

Total Assets: $2.25 million

Total Debts: $2.89 million

The petition was signed by Rolando Avila, president.

A list of the Debtor's two largest unsecured creditors is
available for free at http://bankrupt.com/misc/prb14-04219.pdf


SCH-TRIDENT: Hiring Lindauer Firm as Bankruptcy Counsel
-------------------------------------------------------
SCH-Trident, Ltd. seeks authority from the U.S. Bankruptcy Court
to employ Joyce W. Lindauer, Esq., Gordon Green, Esq., and Aaron
Michelsohn, Esq., at Joyce Lindauer, Attorney at Law, as
bankruptcy counsel.  Messrs. Green and Michelsohn are associate
attorneys working for Ms. Lindauer.

The Debtor also seeks to hire Arthur I. Ungerman as bankruptcy
counsel.

Joyce Lindauer has been paid a retainer of $15,000.00 which
includes $1,213.00 for the filing fee in connection with this
proceeding.

The compensation to be paid to Ms. Lindauer shall be $335.00 per
hour, Mr. Green shall be $165.00 per hour, and Mr. Michelsohn
shall be $150.00 per hour.  Ms. Lindauer's paralegals and legal
assistants are billed at $75.00 to $95.00 per hour.

The compensation to be paid to Mr. Ungerman shall be $275.00 per
hour.  Mr. Ungerman's paralegals and legal assistants are billed
at $50.00 per hour.

Joyce W. Lindauer attests that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the
Bankruptcy Code.

The attorneys can be reached at:

         Joyce W. Lindauer, Esq.
         Aaron Michelsohn, Esq.
         8140 Walnut Hill Lane, Suite 301
         Dallas, Texas 75231
         Tel: (972) 503-4033
         Fax: (972) 503-4034
         E-mail: joyce@joycelindauer.com

              - and -

         Arthur I. Ungerman, Esq.
         8140 Walnut Hill Lane, Suite 301
         Dallas, Texas 75231
         Tel: (972) 239-9055
         Fax: (972) 239-9886
         E-mail: arthur@arthurungerman.com

                         About SCH-Trident

SCH-Trident, Ltd., operator of a shopping center located on Harry
Hines Blvd. in Dallas, Texas, filed a Chapter 11 bankruptcy
petition (Bankr. N.D. Tex. Case No. 14-32277) in Dallas on May 6,
2014.  The petition was signed by Rajinder Singh as manager of
SCH-Trident, G.P.  The Debtor estimated $10 million to $50 million
in assets and liabilities.  Joyce W. Lindauer, Esq., at Joyce W.
Lindauer, attorney at law, in Dallas, serves as the Debtor's
counsel.  Judge Harlin DeWayne Hale presides over the case.


SCH-TRIDENT: Can Use Cash Collateral Thru May 30
------------------------------------------------
U.S. Bankruptcy Judge Harlin DeWayne Hale previously issued an
interim order authorizing SCH-Trident, Ltd., to use the cash
collateral of prepetition secured creditors Plains Capital Bank,
His Highness Corporation, AZA Investments, LLC and 7636 Harwin LLC
through May 30, 2014.

The Secured Lenders are granted postpetition liens in all property
and assets of the Debtor.  As adequate protection for the
diminution in value of the interests of the Secured Lenders, the
Secured Lenders are also granted replacement liens and security
interests.

The Debtor will escrow with Plains Capital Bank commencing before
May 31, 2014, and each month thereafter the amount of $30,000 to
be applied towards ad valorem real property taxes.  During the
pendency of this order, the Debtor will maintain insurance on the
Secured Lenders' collateral naming Plains Capital and 7636 Harwin
LLC as loss payees.

Plains Capital, et al., assert liens on the Debtor's personal
property including rental income from the Debtor's shopping center
located on Harry Hines Blvd. in Dallas, Texas.  The Debtor will
adequately protect their interests by providing the secured
lenders with postpetition liens, a priority claim in the Chapter
11 bankruptcy case, and cash flow payments.

The cash collateral will be used to continue the Debtor's ongoing
operations. The proposed budget permits the payment of ongoing
operating expenses of the Debtor in order to allow the Debtor to
maintain its operations in Chapter 11.

SCH-Trident, Ltd., an operator of a shopping center located on
Harry Hines Blvd. in Dallas, Texas, filed a Chapter 11 bankruptcy
petition (Bankr. N.D. Tex. Case No. 14-32277) in Dallas on May 6,
2014.  The petition was signed by Rajinder Singh as manager of
SCH-Trident, G.P.  The Debtor estimated $10 million to $50 million
in assets and liabilities.  Joyce W. Lindauer, Esq., at Joyce W.
Lindauer, attorney at law, in Dallas, serves as the Debtor's
counsel.  Judge Harlin DeWayne Hale presides over the case.


SCH-TRIDENT: Schedules and Statements Due Today
-----------------------------------------------
SCH-Trident, Ltd., previously obtained Bankruptcy Court
authorization to extend the deadline to file the list of 20
largest unsecured creditors to May 29, 2014.  Also, the deadline
to file the schedule of assets and liabilities and statement of
financial affairs is extended to the same date.

SCH-Trident, Ltd., an operator of a shopping center located on
Harry Hines Blvd. in Dallas, Texas, filed a Chapter 11 bankruptcy
petition (Bankr. N.D. Tex. Case No. 14-32277) in Dallas on May 6,
2014.  The petition was signed by Rajinder Singh as manager of
SCH-Trident, G.P.  The Debtor estimated $10 million to $50 million
in assets and liabilities.  Joyce W. Lindauer, Esq., at Joyce W.
Lindauer, attorney at law, in Dallas, serves as the Debtor's
counsel.  Judge Harlin DeWayne Hale presides over the case.


SEGA BIOFUELS: Plan Disclosures Approved by Judge
-------------------------------------------------
U.S. Bankruptcy Judge John S. Dalis of the U.S. Bankruptcy Court
for the Southern District of Georgia, Wacross Division, has
approved the amended disclosure statement filed by SEGA Biofuels,
LLC.  The confirmation hearing is now scheduled on June 26, 2014,
at 10:30 a.m.  The last day for filing written acceptances or
rejections of the Plan is set on June 19, 2014.

As reported in the Troubled Company Reporter on May 26, 2014, the
Amended Plan proposes to pay creditors in full.  The Debtor
estimates that claims will total $19,331,457, with secured claims
totaling $11,897,747 and general unsecured claims totaling
$1,804,710.  The Amended Plan also contains agreements with
certain parties-in-interest, including Logistec USA, Inc., which
provides storage and handling services to the Debtor; Ogle
Engineering; James Huntley; and United Forest Products.

The Debtor said it will be unable to make payments due under its
agreement with Logistec but that it is negotiating another
agreement with the service provider, which agreement is
anticipated to be in place by the time the of Plan confirmation.
The Debtor added that it will extend the proceedings related to
its objection to the claim of Ogle Engineering and James Huntley
to allow for the parties to determine which amounts in the claims
filed may be substantiated to the satisfaction of the Debtor.  It
is possible that some or all of the claims of these creditors will
be allowed and will become part of the group of general unsecured
claims.

United Forest filed a claim in an unspecified amount.  The Debtor
agreed that United Forest may file an amended proof of claim in
the amount of $73,722, and that the Debtor will not object to that
amended claim becoming part of the Class of General Unsecured
Claims.

The Debtor has obtained Court authority to enter into a premium
finance agreement with Premium Assignment Corporation, which
agreement provides for the financing of the insurance premiums to
be paid for the Debtor's insurance policies.  The policies will
bear a total premium of $156,000.  PAC is granted a first and only
priority security interest in (i) all unearned premiums and
dividends which may become payable under the financed insurance
policies for whatever reason; and (ii) loss payments which reduce
the unearned premiums, subject to any mortgage or loss payee
interests.  The Bankruptcy Court, separately, issued an order
granting the motion of Deere Credit, Inc., to reinstate the
consent order requiring the Debtor to cure default and to assume
or reject lease between the Debtor and Deere.

A notice from the Court stated that the last day to oppose the
Amended Disclosure Statement was May 16, and that if no timely
objections are filed on or before May 16, the matter will be
removed from the Court's calendar and the Amended Disclosure
Statement will be approved.  A hearing on the Disclosure Statement
was scheduled for May 22.

A full-text copy of the May 2 Amended Disclosure Statement is
available at http://bankrupt.com/misc/SEGAds0502.pdf

                       About Sega Biofuels

Sega Biofuels LLC, the owner of a wood-pellet plant in Nahunta,
Georgia, filed a petition for Chapter 11 protection (Bankr. S.D.
Ga. 13-50694) on Sept. 11 in Waycross, Georgia.  The Company
listed assets worth $10.6 million and debt totaling $13.7 million.

C. James McCallar, Jr., Esq., at McCallar Law Firm, in Savannah,
Georgia.

The U.S. Trustee has not appointed an official committee in the
Debtor's bankruptcy case.


SHILO INN: Taps Greene & Markley as Special Litigation Counsel
--------------------------------------------------------------
Shilo Inn, Twin Falls, LLC and its debtor-affiliates ask for
permission from the U.S. Bankruptcy Court for the Central District
of California to employ Greene & Markley, P.C. as special
litigation counsel.

The Debtors seek to employ Greene & Markley for the specified
special purpose of evaluating Debtors' rights and potential causes
of action, and, if appropriate, filing a lawsuit regarding same,
against California Bank and Trust, a California Bank for its
prepetition acts against the Debtors.

Greene & Markley anticipates that Charles R. Markley and Sherri D.
Martinelli, whose hourly billing rates are $425 and $250,
respectively, will be the attorneys primary responsible for the
Debtors' case.

Greene & Markley will also be reimbursed for reasonable out-of-
pocket expenses incurred.

Greene & Markley is a creditor with a $356.50 general unsecured
claim in the Shilo Moses Lake case and a $724 general unsecured
claim in the Shilo Rose Garden case.  However, to the extent that
the Court finds that an impermissible conflict exists, Greene &
Markley agrees to waive the prepetition claims in the amount of
$356.50 and $724.

Charles R. Markley, founding and managing partner of Greene &
Markley, 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.

Greene & Markley can be reached at:

       Charles R. Markley, Esq.
       GREENE & MARKLEY, P.C.
       Tel: (503) 295-2668
       1515 S.W. 5th Ave., Suite 600
       Portland, OR 97201
       E-mail: charles.markley@greenemarkley.com

                   About Shilo Inn, Twin Falls

Shilo Inn, Twin Falls, LLC, and six affiliates filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 13-21601) on May 1, 2013.
Judge Richard M. Neiter presides over the case.  Shilo Inn, Twin
Falls, estimated assets of at least $10 million and debts of at
least $1 million.

Shilo Inn, Twin Falls; Shilo Inn, Nampa Blvd, LLC; Shilo Inn,
Newberg, LLC; Shilo Inn, Seaside East, LLC, Shilo Inn, Moses Lake,
Inc.; and Shilo Inn, Rose Garden, LLC each operates and owns a
hotel.  California Bank and Trust is the primary, senior secured
lender for each of the Debtors.

The Debtors sought Chapter 11 protection after CBT on May 1, 2013,
filed for receiverships in district court.

David B. Golubchick, Esq., Kurt Ramlo, Esq., and J.P. Fritz, Esq.,
at Levene, Neale, Bender, Yoo & Brill LLP, in Los Angeles,
represent the Debtors in their restructuring effort.

The Debtors' Joint Plan of Reorganization dated Aug. 29, 2013,
provides for payment of all claims in full, unless otherwise
agreed with the claimholder, with unsecured claims to be paid over
a three-month period from the Plan Effective Date.


SHILO INN: California Bank Objects to Greene & Markley Hiring
-------------------------------------------------------------
California Bank & Trust ("CB&T") has filed objections to the
request of Shilo Inn, Twin Falls, LLC and its debtor-affiliates to
employ Greene & Markley, P.C. as special litigation counsel.

CB&T states that the application should be denied because the
Debtors fail to satisfy the legal requirement of 11 U.S.C. Section
327(e) because: (i) the Application fails to adequately
demonstrate the need or special purpose of employing Greene &
Markley; (ii) the Debtors have not shown that an adverse interest
does not exist prohibiting Greene & Markley's employment; and
(iii) Greene & Markley's employment is not in the estates' best
interest.

California Bank & Trust is represented by:

          BRYAN CAVE LLP
          H. Mark Mersel, Esq.
          Kerry Moynihan, Esq.
          3161 Michelson Drive, Suite 1500
          Irvine, CA 92612-4414
          Tel: (949) 223-7000
          Fax: (949) 223-7100
          E-Mail: mark.mersel@bryancave.com
                  kerry.moynihan@bryancave.com

                    About Shilo Inn, Twin Falls

Shilo Inn, Twin Falls, LLC, and six affiliates filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 13-21601) on May 1, 2013.
Judge Richard M. Neiter presides over the case.  Shilo Inn, Twin
Falls, estimated assets of at least $10 million and debts of at
least $1 million.

Shilo Inn, Twin Falls; Shilo Inn, Nampa Blvd, LLC; Shilo Inn,
Newberg, LLC; Shilo Inn, Seaside East, LLC, Shilo Inn, Moses Lake,
Inc.; and Shilo Inn, Rose Garden, LLC each operates and owns a
hotel.  California Bank and Trust is the primary, senior secured
lender for each of the Debtors.

The Debtors sought Chapter 11 protection after CBT on May 1, 2013,
filed for receiverships in district court.

David B. Golubchick, Esq., Kurt Ramlo, Esq., and J.P. Fritz, Esq.,
at Levene, Neale, Bender, Yoo & Brill LLP, in Los Angeles,
represent the Debtors in their restructuring effort.

The Debtors' Joint Plan of Reorganization dated Aug. 29, 2013,
provides for payment of all claims in full, unless otherwise
agreed with the claimholder, with unsecured claims to be paid over
a three-month period from the Plan Effective Date.


SKYLINE MANOR: Hearing on Appointment of Ch 11 Trustee Today
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nebraska has set for
May 29, 2014, at 9:00 a.m. the hearing on Oxford Finance, LLC's
motion for authorization to appoint a Chapter 11 trustee for
Skyline Manor, Inc.

As reported by the Troubled Company Reporter on May 21, 2014,
Oxford asks the U.S. Bankruptcy Court for the District
of Nebraska to appoint a Chapter 11 trustee for the Debtor to
ensure honest, competent and proper management of the bankrupt
operator of retirement community and living facility in
Omaha.  Oxford tells the Court that throughout the life of its
loan with the Debtor, the Debtor's board of directors has been
unresponsive to the lender.  Oxford claims that neither the
Debtor, its chief restructuring officer, nor its BOD, can be
trusted to carry out the Debtor's fiduciary duties in the
bankruptcy case.

The State of Nebraska filed on May 19, 2014, a joinder in support
of Oxford's motion to appoint a Chapter 11 trustee.  The Nebraska
Attorney General's Office has an interest in these proceedings
pursuant to its oversight power regarding Nebraska nonprofit
corporations as found in common law authority, parens patriae
authority, and authority as set out in the Nonprofit Corporation
Act.  The Debtor is a nonprofit public benefit corporation.

Based on the information presented in Oxford's motion, the
Nebraska Attorney General's Office has concerns about whether the
Board of Directors and Officers are fulfilling the charitable
purpose of the Debtor and whether they have the ability and desire
to fulfill the Debtor's charitable purpose going forward.

Skyline Foundation, Inc., filed on May 21, 2014, a joinder in
support of Oxford's motion.  The Foundation is not affiliated or
related with the Debtor.  It was formed and organized for the sole
purpose of providing support for the Skyline Retirement Community,
which is owned and operated by the Debtor.

On Oct. 15, 2009, all but one of the then-members of the Board of
Directors of the Debtor submitted their resignations, effective at
the end of the Oct. 15, 2009 board meeting, in which a slate of
six new members were appointed to the Board.  Five of those six
members currently serve on the Board of the Debtor.  The new Board
hired Americare Communities III, LLC, to manage the Skyline
Retirement Community.  The new Board also appointed John W. Bartle
as Chief Restructuring Officer for the Debtor.

During the time that Americare manged the Debtor and Bartle served
as a corporate officer, the Foundation has made several loans to
the Debtor totaling $166,158, which have not been repaid.

Based on the allegations set forth in Oxford's motion and the
potential violations of law alleged by the Nebraska Attorney
General, the Foundation is concerned about Americare's and or Mr.
Bartle's continued management of the Debtor and the Skyline
Retirement Community, and the Foundation believes that it would be
in the Debtor's best interest for the Court to appoint an
independent trustee.

The Foundation is represented by:

      Keith I. Kosaki, Esq.
      Duncan A. Young, Esq.
      Young & White Law Offices
      8742 Frederick Street
      Omaha, NE 68124
      Tel: (402) 393-5600
      E-mail: kkosaki@youngandwhite.com
              dyoung@youngandwhite.com

On May 23, 2014, the Court, at the behest of the Debtor, extended
to June 9, 2014, the filing of the Debtor's schedules and
statement of financial affairs.  The 341 meeting is scheduled for
June 11, 2014.

                        About Skyline Manor

Skyline Manor, Inc., operates a retirement community in Omaha.
The facility offers apartments, assisted-living units, skilled
nursing beds and hospice care.

Skyline Manor filed a Chapter 11 bankruptcy petition
(Bankr. D. Neb. Case No. 14-80934) on May 8, 2014.  The petition
was signed by John W. Bartle as chief restructuring officer.
Judge Thomas L. Saladino presides over the case.

The Debtor estimated assets of at least $10 million and
liabilities between $10 million to $50 million.


SKYLINE MANOR: Penny Clark Named as Patient Care Ombudsman
----------------------------------------------------------
Nancy J. Gargula, U.S. Trustee for Region 13, appoints the
Nebraska State Long-Term Care Ombudsman, Penny Clark, as the
patient care ombudsman in Skyline Manor, Inc.'s Chapter 11 case.

On May 16, 2014, the Debtor and the U.S. Trustee entered into a
stipulation for the appointment of a patient care ombudsman.  On
May 19, 2014, the Hon. Thomas L. Saladino of the U.S. Bankruptcy
Court for the District of Nebraska directed the U.S. Trustee to
appoint a patient care ombudsman in this case.

Penny Clark can be reached at:

      State of Nebraska Long-Term Care Ombudsman
      Nebraska Department of Health and Human Services
      Ombudsman Office
      P.O. Box 95026
      Lincoln, NE 68509-5026

                        About Skyline Manor

Skyline Manor, Inc., operates a retirement community in Omaha.
The facility offers apartments, assisted-living units, skilled
nursing beds and hospice care.

Skyline Manor filed a Chapter 11 bankruptcy petition
(Bankr. D. Neb. Case No. 14-80934) on May 8, 2014.  The petition
was signed by John W. Bartle as chief restructuring officer.
Judge Thomas L. Saladino presides over the case.

The Debtor estimated assets of at least $10 million and
liabilities between $10 million to $50 million.


SM ENERGY: Moody's Raises Corporate Family Rating to 'Ba1'
----------------------------------------------------------
Moody's Investors Service upgraded SM Energy Company's (S M
Energy) Corporate Family Rating (CFR) to Ba1 from Ba2 and the
senior unsecured notes rating to Ba2 from Ba3. The Speculative
Grade Liquidity (SGL) rating remains SGL-2 and the rating outlook
remains stable.

"The upgrade to Ba1 reflects SM Energy's strong production and
reserves growth momentum," commented Pete Speer, Moody's Senior
Vice President. "The company is delivering this growth with solid
returns on investment while maintaining low financial leverage."

Rating Actions:

CFR upgraded to Ba1 from Ba2

Probability of default rating upgraded to Ba1-PD from Ba2-PD

Senior unsecured notes upgraded to Ba2, LGD4-68% from Ba3, LGD5-
77%

Rating Affirmations:

Speculative grade liquidity rating, affirmed SGL-2

Rating outlook remains stable

Ratings Rationale

SM Energy's Ba1 CFR is supported by the company's production and
proved developed (PD) reserve scale, balanced exposure between
natural gas and liquids production with a growing emphasis on
liquids, and a relatively low cost structure that yields cash
margins and returns competitive with similarly rated peers. The
rating also benefits from the company's low financial leverage on
production and PD reserve volumes and very strong cash flow
coverage of debt. SM Energy's rating is restrained by its
relatively concentrated property portfolio with 79% of production
coming from the Eagle Ford and Bakken plays.

From 2011 to 2013, average daily production increased by almost
70% and the company expects 14% - 18% production growth in 2014
(adjusted for 2013 asset sales). SM Energy's strategy of acquiring
and exploiting prospective acreage that complements its
diversified portfolio of assets has proven successful in recent
years, as scale is no longer a restraining factor but rather
supportive of the Ba1 rating.

SM Energy will continue to focus its $1.9 billion capital spending
budget for 2014 on the Eagle Ford Shale and the Bakken/Three
Forks. The company is also investing in prospective properties it
holds in the Permian Basin, East Texas and Powder River Basin to
add additional development inventory to its portfolio. Though the
company will outspend cash flow both this year and the next,
incremental debt from revolver borrowings will be offset by
production and reserves gains, mitigating any adverse effect on
leverage. Leverage metrics are currently low, with debt to average
daily production of around $12,000/boe and debt to PD reserves of
$8/boe as of March 31, 2014.

SM Energy has good liquidity, supporting its SGL-2 rating. At
March 31, 2014, the company had $236 million of cash and full
borrowing availability on its $1.3 billion committed senior
secured revolving credit facility. The borrowing base is $2.2
billion which was reaffirmed at the March redetermination. The
cash and revolver capacity provides total liquidity of over $1.5
billion, more than sufficient to cover the anticipated $200
million to $300 million in negative free cash flow this year. SM
Energy has substantial revolver covenant headroom which Moody's
expects to be sustained well into 2015.

The Ba2 rating on the senior unsecured notes reflects both the
overall probability of default of SM Energy, which Moody's
upgraded to Ba1-PD, and a Loss Given Default of LGD4-68%.
Borrowings under the $1.3 billion senior secured revolving credit
facility are secured by at least 75% of the present value of the
company's proved reserves. The senior unsecured notes have no
subsidiary guarantees, and the size of the potential senior
secured claims relative to the unsecured notes outstanding results
in the senior notes being notched one rating beneath the Ba1 CFR
under Moody's Loss Given Default Methodology.

In order to be considered for an upgrade to Baa3, SM Energy will
have to further diversity its production base to additional plays
to reduce its concentration in the Eagle Ford. The company would
also have to sustain its full cycle returns above 2x while
maintaining its low leverage on production and PD reserves and
keeping retained cash flow (RCF) to debt above 50%.

If production and proved reserve growth from the company's large
capital investments is much weaker than expected, leverage could
increase and this would pressure the ratings. Debt/PD above
$10/boe or RCF/debt below 40% could result in a ratings downgrade.

The principal methodology used in this rating was the Global
Independent Exploration and Production Industry published in
December 2011. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.


SPECIALTY HOSPITALS: Enters Ch. 11 With Sale Plan
-------------------------------------------------
Law360 reported that Specialty Hospitals of America LLC filed for
Chapter 11 protection in New York bankruptcy court, announcing its
plans to sell all of its assets in exchange for a $15 million
debtor-in-possession loan from Silver Point Capital, which will
allow it to continue operating through the bankruptcy process.

According to the report, the company, which operates nursing home
facilities and long-term acute care hospitals, filed on behalf of
its subsidiaries Specialty Hospital Of Washington LLC, Specialty
Hospital of Washington Nursing Center LLC and Specialty Hospital
of Washington Hadley LLC, listing between $10 million and $50
million in assets and between $50 million and $100 million in
liabilities in its bankruptcy petition.

In a statement, SHA said the $15 million DIP loan from Silver
Point, a private investment firm focused on credit and special
situations investments, will allow SHA to continue to provide
uninterrupted service to its more than 300 patients and residents
and the company's more than 750 employees, the report related.

The case is In re: Specialty Hospital of America, LLC, case number
14-00295, in the United States Bankruptcy Court for the District
of Columbia.


STOCKTON, CA: T To Can, Greg Valentine Object to Plan Confirmation
------------------------------------------------------------------
Creditors T To Can Nguyen and Greg Valentine filed objections to
Stockton, California's First Amended Plan for the Adjustment
Debts.  A hearing to consider the approval of the Plan is set for
June 4, 2014, at 9:30 a.m.

According to T To Can, the Plan filed by the Stockton government
officials is invalid due to false claims and violation of perjury
law and conspiracy with paid attorneys.  A copy of T To Can's
objection is available for free at:

  http://bankrupt.com/misc/CITYOFSTOCKTON_1500_1204_planobj.pdf

?I have Roth IRA and traditional IRA retirement funds invested
with Franklin Templeton.  I'm certain this bankruptcy is complex
with legal issues I don't fully understand.  I do know that if
Stockton pays Franklin Templeton pennies on the dollars for funds
loaned to the city, I as an investor will be impacted in my
retirement accounts.  It is unfortunate that Stockton's elected
officials let the city get to this dire position financially
however; I don't feel it's fair or reasonable for investors like
me and many others to pay so dearly for Stockton's mismanagement
of limited resources,? Mr. Valentine states in his May 19, 2014
objection.  A copy of his objection is available for free at:

        bankrupt.com/misc/CITYOFSTOCKTON_1518_planobj.pdf

                      About Stockton, Calif.

The City of Stockton, California, filed a Chapter 9 petition
(Bankr. E.D. Cal. Case No. 12-32118) in Sacramento on June 28,
2012, becoming the largest city to seek creditor protection in
U.S. history.  The city was forced to file for bankruptcy after
talks with bondholders and labor unions failed.  Stockton
estimated more than $1 billion in assets and in excess of
$500 million in liabilities.

The city, with a population of about 300,000, identified the
California Public Employees Retirement System as the largest
unsecured creditor with a claim of $147.5 million for unfunded
pension costs.  In second place is Wells Fargo Bank NA as trustee
for $124.3 million in pension obligation bonds.  The list of
largest creditors includes $119.2 million owing on four other
series of bonds.

The city is being represented by Marc A. Levinson, Esq., and John
W. Killeen, Esq., at Orrick, Herrington & Sutcliffe LLP.  The
petition was signed by Robert Deis, city manager.

Mr. Levinson also represented the city of Vallejo, Cal. in its
2008 bankruptcy.  Vallejo filed for protection under Chapter 9
(Bankr. E.D. Cal. Case No. 08-26813) on May 23, 2008, estimating
$500 million to $1 billion in assets and $100 million to $500
million in debts in its petition.  In August 2011, Vallejo was
given green light to exit the municipal reorganization.   The
Vallejo Chapter 9 plan restructures $50 million of publicly held
debt secured by leases on public buildings.  Although the Plan
doesn't affect pensions, it adjusts the claims and benefits of
current and former city employees.  Bankruptcy Judge Michael
McManus released Vallejo from bankruptcy on Nov. 1, 2011.

The bankruptcy judge on April 1, 2013, ruled that the city of
Stockton is eligible for municipal bankruptcy in Chapter 9.


TESLA MOTORS: S&P Assigns Unsolicited 'B-' CCR; Outlook Stable
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its
unsolicited 'B-' corporate credit rating to Tesla Motors Inc.  The
outlook is stable.

S&P also assigned its unsolicited 'B-' issue-level and '4'
unsolicited recovery ratings to the company's $920 million 0.25%
unsecured convertible notes due 2019, $1.38 billion 1.25%
unsecured convertible notes due 2021, and $660 million unsecured
convertible due 2018.  The '4' recovery rating indicates S&P's
expectation for average recovery (30%-50%) for the noteholders in
the event of a payment default.

S&P's "vulnerable" business risk profile assessment incorporates
Tesla's narrow product focus, concentrated production footprint,
small scale relative to its larger automotive peers, limited
visibility on the long-term demand for its products, and limited
track record in handling execution risks that could arise in
managing high volume parallel production.

The business risk profile is also constrained by Tesla's niche and
independent market position, compared to its significantly larger
and stronger peers, and its very limited product range and
operating diversity.  S&P expects global competition for
alternative fuel vehicles to intensify over the next few years as
competitors penetrate this market through improved products.  S&P
believes there is considerable uncertainty in Tesla's long-term
prospects and believes that the company is less likely (compared
to larger, more established automakers) to successfully adapt to
competitive and technological displacement risks over the medium
to long term.

Mitigating factors include improving brand recognition, ongoing
cost structure improvements with higher unit sales leading to
better absorption of fixed costs and lower logistics costs, as
well as Tesla's ability to command a price premium through its
Model S product, design, and technology.

"The stable outlook reflects our view that Tesla will continue its
recent improvement in gross margins and generate positive cash
flow from operations in 2014 while maintaining sufficient
liquidity despite its large growth-related cash investments," said
Standard & Poor's credit analyst Nishit Madlani.

S&P could lower the rating if it appears likely that the projected
long-term demand for Tesla's vehicles will fall meaningfully below
our estimates, leading to overcapacity, or if FOCF will likely
remain significantly negative for the foreseeable future, causing
liquidity to become insufficient.  A downgrade may also occur if
additional debt funding needs arise or significant execution risks
and cost overruns materialize related to the company's expansion
of Model S into Europe and Asia this year or the launch of its
Model X in early 2015.

Though unlikely over the next 12 months, S&P could raise the
rating if a combination of higher demand for Tesla's product and
operational cost reductions leads to a credible pathway for
positive free operating cash flow (FOCF to debt approaching 5%),
with leverage falling well below 6.5x and liquidity remains
"adequate." We would also need to believe that the company's
improved market position is sustainable.


TRADER CORPORATION: Moody's Affirms 'B3' Corporate Family Rating
----------------------------------------------------------------
Moody's Investors Service, in mid-May 2014, affirmed Trader
Corporation's B3 corporate family rating (CFR), B3-PD probability
of default rating, Ba3 senior secured revolving facility rating,
B3 senior secured notes rating and SGL-3 speculative grade
liquidity rating, and changed the company's ratings outlook to
stable from negative.

"The outlook change to stable reflects Trader's improved top line
and EBITDA over the past few quarters as digital revenue has
expanded to offset the decline in print-based revenue," says Peter
Adu, Moody's lead analyst for Trader. "As a result, Trader's
leverage is expected to be maintained around 6x through the next
12 to 18 months, which will be supportive of the B3 CFR," Mr. Adu
added.

Rating Affirmed:

Corporate Family Rating, B3

Probability of Default Rating, B3-PD

Speculative Grade Liquidity Rating, SGL-3

$30M Senior Secured Bank Credit Facility, Ba3, LGD1, 1%

US$290M Senior Secured Regular Bond/Debenture, B3, LGD3, 47%
(from LGD3, 48%)

Outlook Actions:

Changed To Stable From Negative

Ratings Rationale

Trader's B3 CFR primarily reflects its high leverage (adjusted
Debt/EBITDA of 6.4x at LTM Q1/14), small scale, narrow-focused
operation, and business risks with the digital platform, including
limited forward visibility to growth potential in Canada due to
soft economic conditions and rising competition. While legacy
print-based revenue has declined substantially to about 5% of
total revenue from 55% in 2009 due to changing technology and
consumer preferences, digital sales has expanded to sustain the
company's top line and EBITDA. However, the reduced size of
advertising dollars Trader is exposed to presents risks as the
company may have to engage in acquisition activity and continually
invest in new products in order to grow revenue and EBITDA. The
rating considers the company's well recognized brand in Canada,
subscription-based recurring revenue from different types of car
dealerships, and good EBITDA margins. While Moody's does not
expect debt repayment, modest EBITDA growth should enable leverage
to be maintained around 6x through the next 12 to 18 months.

Trader's liquidity is adequate as evidenced by the SGL-3 rating.
This is supported by full access to a $30 million committed
revolving credit facility due 2016, expectations for cash balances
in excess of $30 million through the next 4 to 6 quarters, annual
free cash flow in excess of $15 million, and lack of meaningful
debt maturity until the revolver matures. Trader is subject to
total leverage and interest coverage covenants and Moody's expects
cushion to be maintained above 15% even after step downs occur for
the leverage covenant starting in Q4/14. The company's ability to
generate liquidity from asset sale proceeds is limited as its
assets secured the revolver and the notes due in 2018.

The ratings outlook is stable and recognizes Trader's increasing
revenue and profitability which will enable leverage to be
maintained at a level that is appropriate for the B3 CFR.

Upward rating action could be considered should Trader sustain
adjusted Debt/ EBITDA towards 5.5x and (EBITDA-CapEx)/Interest
Expense above 1.5x. Trader's rating would be downgraded should its
liquidity position deteriorate. Downward rating pressure could
also arise if Trader sustains adjusted Debt/ EBITDA towards 8x and
(EBITDA-CapEx)/Interest Expense below 1x.

Trader Corporation is a provider of advertising and digital
marketing services for Canadian automotive dealers. Revenue for
the last twelve months ended March 29, 2014 was $166 million. The
company is wholly-owned by Apax Partners and is headquartered in
Toronto, Ontario, Canada.


TRONOX INC: Judge Approves Anadarko's $5.15 Billion Settlement
--------------------------------------------------------------
Patrick Fitzgerald, writing for The Wall Street Journal, reported
that a federal bankruptcy judge approved Anadarko Petroleum
Corp.'s $5.15 billion settlement of fraud claims from a 2006
acquisition, the largest environmental settlement ever won by the
U.S. government.  According to the report, the decision is subject
to final approval by a U.S. District Judge.

The Journal related that most of the settlement's proceeds, about
$4.5 billion, are earmarked for cleaning up thousands of sites
around the country contaminated by creosote and uranium debris.
The rest will pay for legal claims filed by people who got sick
from the pollution, the report further related.

                         About Tronox Inc.

Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates
filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No.
09-10156) on Jan. 13, 2009, before Hon. Allan L. Gropper.  Richard
M. Cieri, Esq., Jonathan S. Henes, Esq., and Colin M. Adams, Esq.,
at Kirkland & Ellis LLP in New York, represented the Debtors.  The
Debtors also tapped Togut, Segal & Segal LLP as conflicts counsel;
Rothschild Inc. as investment bankers; Alvarez & Marsal North
America LLC, as restructuring consultants; and Kurtzman Carson
Consultants served as notice and claims agent.

An official committee of unsecured creditors and an official
committee of equity security holders were appointed in the cases.
The Creditors Committee retained Paul, Weiss, Rifkind, Wharton &
Garrison LLP as counsel.

Until Sept. 30, 2008, Tronox was publicly traded on the New
York Stock Exchange under the symbols TRX and TRX.B.  Since then,
Tronox has traded on the Over the Counter Bulletin Board under the
symbols TROX.A.PK and TROX.B.PK.  As of Dec. 31, 2008, Tronox
had 19,107,367 outstanding shares of class A common stock and
22,889,431 outstanding shares of class B common stock.

On Nov. 17, 2010, the Bankruptcy Court confirmed the Debtors'
First Amended Joint Plan of Reorganization under Chapter 11 of the
Bankruptcy Code, dated Nov. 5, 2010.  Under the Plan, Tronox
reorganized around its existing operating businesses, including
its facilities at Oklahoma City, Oklahoma; Hamilton, Mississippi;
Henderson, Nevada; Botlek, The Netherlands and Kwinana, Australia.


TRUE RELIGION: Moody's Lowers Corp. Family Rating to 'B3'
---------------------------------------------------------
Moody's Investors Service downgraded True Religion Apparel, Inc.'s
("True Religion") Corporate Family Rating and Probability of
Default ratings to B3 and B3-PD, respectively. Moody's also
lowered the company's first lien term loan rating to B3 from B2
and second lien term loan to Caa2 from Caa1. The rating outlook is
stable.

The downgrade reflects Moody's expectation that leverage is likely
to remain elevated in the mid-6 times range (Moody's-adjusted) in
the near term due to the execution risk associated with
revitalizing the True Religion brand, product line-up and stores,
in the context of potential pressure on the mature premium denim
category from the growing popularity of active wear. The company
meaningfully underperformed Moody's expectations during FYE
February 1, 2014, due to heavy merchandise discounting in the back
half of 2013 partly as a result of weather and mall traffic
weakness. While Moody's anticipates weather-related normalization
in the near term, the environment is expected to remain highly
competitive, resulting in credit metrics appropriate for the B3
rating category, considering the company's fashion risk, limited
longevity and narrow focus.

Rating actions:

Issuer: True Religion Apparel, Inc.

Corporate Family Rating, downgraded to B3 from B2

Probability of Default Rating, downgraded to B3-PD from B2-PD

$400 million first lien term loan due 2019 downgraded to B3
(LGD3, 44%) from B2 (LGD3, 44%)

$85 million second lien term loan due 2020 downgraded to Caa2
(LGD5, 89%) from Caa1 (LGD5, 89%)

Ratings Rationale

True Religion's B3 rating reflects the company's high debt
leverage in the high 6 times range, limited scale and narrow
product focus in the premium denim category, which appeals to a
limited portion of the population and is subject to significant
fashion risk. The rating is also constrained by the highly
competitive and mature nature of the denim industry as well as
potential challenges from other rival categories, such as active
wear, which has recently gained popularity. Notwithstanding these
concerns, the rating benefits from True Religion's good liquidity
profile, strong brand awareness with reputation for product
quality, and solid operating margins.

The stable rating outlook reflects Moody's expectation that the
company will maintain a good liquidity profile, while modestly
growing its earnings.

Ratings could be downgraded if free cash flow generation turns
negative or earnings declines persist. Quantitatively, the ratings
could be downgraded if debt/EBITDA is sustained above 7.25 times
and EBITA/interest expense is sustained below 1.25 time.

Ratings could be upgraded if True Religion achieves meaningful
earnings growth by successfully executing its strategic
initiatives, while maintaining good liquidity. Quantitatively, an
upgrade would require the company to achieve and sustain
debt/EBITDA below 6.0 times and EBITA/interest expense above 1.75
times.

True Religion Apparel, Inc. ("True Religion") designs and markets
denim, sportswear and accessories for men, women and children
under the "True Religion" brand. The company's products are sold
in its branded retail and outlet stores, as well as in
contemporary department stores and boutiques in 61 countries. As
of February 1, 2014, True Religion operated 148 stores in North
America and 20 in other countries. Revenues for the last twelve
months ended February 1, 2014 were approximately $490 million.
True Religion has been controlled by TowerBrook Capital Partners
since its take-private transaction in July 2013.


TUSCANY INTERNATIONAL: First Amended Plan Confirmed
---------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware on May 21
issued an order confirming Tuscany International Holdings (U.S.A.)
Ltd., et al.'s First Amended Joint Plan of Reorganization.

Tuscany's assets were sold to a group of lenders, which hold
nearly all of the bankrupt company's $235 million debt, although
the company said in a filing that those lenders may soon sell the
company's Brazilian operations to Argentine conglomerate Grupo
Indalo.  That sale would be for less than $20 million.

The Debtors filed a motion seeking extension of their exclusive
plan filing deadline until Sept. 1, 2014, and their exclusive
solicitation period until Oct. 30, out of an abundance of caution
in the event that the Plan is not consummated within the exclusive
periods.

                    About Tuscany International

Tuscany International Holdings (U.S.A.) Ltd. and Tuscany
International Drilling Inc. sought protection from creditors under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case
No. 14-10193) in Delaware on Feb. 2, 2014.

Tuscany also commenced ancillary proceedings in the Court
of Queen's Bench of Alberta under the Companies' Creditors
Arrangement Act.

Pursuant to a restructuring support agreement with prepetition
lenders holding 95% of the prepetition loans, the Debtors have
agreed to sell substantially all of the assets of TID to lenders
in exchange for a credit bid of certain of their debt, effectuated
through a plan of reorganization.

Headquartered in Calgary, Alberta, Tuscany is engaged in the
business of providing contract drilling and work-over services
along with equipment rentals to the oil and gas industry.  Tuscany
is currently focused on providing services to oil and natural gas
operators in South America.  Tuscany has operating centers in
Colombia, Brazil, and Ecuador.  The Debtor disclosed $414,624,292
in assets and $207,332,530 in liabilities as of the Chapter 11
filing.

The Colombian and Brazilian businesses are operated by certain
non-debtor affiliates, while the Ecuador business is operated by
branch office of debtor TID.  As of the Petition Date, Tuscany
entities owned 26 rigs, of which 12 are located in Colombia, nine
in Brazil and five in Ecuador.  Of the 26 rigs, 15 were contracted
and operational as of the Petition Date and five were directly
owned by the Debtors.

Latham & Watkins LLP's Mitchell A. Seider, Esq., Keith A. Simon,
Esq., David A. Hammerman, Esq., and Annemarie V. Reilly, Esq.; and
Young Conaway Stargatt & Taylor, LLP's Michael R. Nestor, Esq.,
and Kara Hammond Coyle, Esq., serve as the Debtors' co-counsel.
FTI Consulting Canada, Inc.'s Deryck Helkaa is the chief
restructuring officer.  Prime Clerk LLC is the claims and notice
agent, and administrative agent.  McCarthy Tetrautt LLP is the
special Canadian counsel.  Deloitte & Touche LLP provides tax
services.  GMP Securities, LLC serves as investment banker.

The Debtors' plan of reorganization dated March 3, 2014, proposes
that a newly-formed entity organized by certain prepetition
lenders will credit bid a principal amount of the Prepetition
Credit Agreement Claims or DIP Facility Claims to be determined in
exchange for all or substantially all of the assets of the HoldCo.
The Bankruptcy Court has entered an order approving the bidding
procedures for the sale of all or any portion of the Debtors'
assets or the new capital stock of Reorganized HoldCo, as
reorganized under the Plan.  These bidding procedures are to be
utilized by the Debtors in the postpetition sale process in an
effort to secure the highest or otherwise best offer for the sale
of the Debtors' businesses.

The U.S. Trustee said that an official committee of unsecured
creditors has not been appointed in the Debtors' cases.

An Official Committee of Equity Security Holders has been
appointed in the case.  The Equity Committee has tapped as
bankruptcy counsel Adam G. Landis, Esq., Kerri K. Mumford, Esq.,
James S. Green Jr., Esq., J. Landon Ellis, Esq., and Joseph D.
Wright, Esq., at Landis Rath & Cobb LLP.


TWEETER HOME: Chapter 7 Conversion Sought
-----------------------------------------
BankruptcyData reported that the U.S. Trustee assigned to the
Tweeter Home Entertainment Group case filed with the U.S.
Bankruptcy Court a motion to convert the Company's Chapter 11 case
reorganization to a liquidation under Chapter 7.

According to BData, the motion explains, "In these jointly
administered cases, there is ample cause for conversion. There was
never any likelihood of 'rehabilitation' of the Debtors; these
cases were filed for the purpose of liquidating the Debtors. And
although all or substantially all assets of the Debtors' estates
were sold almost seven years ago and virtually all other assets
liquidated at least two years ago, the Debtors remain unable to
prosecute the plan and disclosure statement filed in September
2012; administrative and priority claims still exceed the funds in
the estates. In the meantime, the estates continue to be eroded by
high administrative expenses incurred in attempts to reduce the
administrative and priority claims. There is no evidence to
suggest that the Debtors will ever be able to secure enough
reductions of administrative and priority claims to make their
plan feasible; to the contrary, it appears that ongoing
administrative expenses are exhausting the estates' remaining
assets and making confirmation impossible. Simply stated, there is
no light at the end of this Chapter 11 tunnel; accordingly, these
cases should be converted to cases under Chapter 7. Wherefore, the
United States Trustee requests that the Court convert these cases
to cases under Chapter 7 pursuant to the provisions of 11 U.S.C.
sections 1112(b), and grant such further relief as the Court deems
just and proper."

                          About Tweeter Home

Based in Canton, Mass., Tweeter Home Entertainment Group Inc.
-- http://www.tweeter.com/-- sold mid-to high-end audio and
video consumer electronics products.  Tweeter and seven of its
affiliates filed for chapter 11 Protection on June 11, 2007
(Bankr. D. Del. Case Nos. 07-10787 through 07-10796).  Gregg M.
Galardi, Esq., Mark L. Desgrosseilliers, Esq., and Sarah E.
Pierce, Esq., at Skadden, Arps, Slate, Meagher & Flom, LLP,
represented the Debtors.  Kurtzman Carson Consultants LLC acted as
the Debtors' claims and noticing agent.

Bruce Grohsgal, Esq., William P. Weintraub, Esq., and Rachel Lowy
Werkheiser, Esq., at Pachulski Stang Ziehl & Jones LLP; and Scott
L. Hazan, Esq., Lorenzo Marinuzzi, Esq., and Todd M. Goren, Esq.,
at Otterbourg, Steindler, Houston & Rosen, P.C., represented the
Official Committee of Unsecured Creditors.

As of Dec. 21, 2006, Tweeter had total assets of $258,573,353 and
total debts of $190,417,285.

Tweeter Home Entertainment Group filed with the U.S. Bankruptcy
Court a Chapter 11 Plan of Liquidation and related Disclosure
Statement in October of 2012.


USMART MOBILE: Files Form 10-Q, Incurs $291,000 Net Loss in Q1
--------------------------------------------------------------
USmart Mobile Device 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 period
ended March 31, 2014.  The Company was unable to file the Form
10-Q on a timely basis due to the Company requiring additional
time to work internally with its staff to prepare and finalize the
Quarterly Report.

On May 22, 2014, USmart Mobile filed its Quarterly Report
recording a net loss $291,024 on $561,870 of net sales for the
three months ended March 31, 2014, as compared with net income of
$888,332 on $14.46 million of net sales for the same period last
year.  As of March 31, 2014, the Company has total net current
liabilities of $12,800,280.

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

                         http://is.gd/zyF5v7

                        About USmart Mobile

Del.-based USmart Mobile, previously known as ACL Semiconductors
Inc., is currently engaged in the production, manufacturing and
distribution of smartphones, electronic products and components in
Hong Kong Special Administrative Region and the People's Republic
of China through its operating subsidiaries.

USmart Mobile reported a net loss of $13.8 million on $72.2
million of net sales for the year ended Dec. 31, 2013, as compared
with a net loss of $4.86 million on $161 million of net sales for
the year ended Dec. 31, 2012.  As of Dec. 31, 2013, the Company
had $12.04 million in total assets, $27.14 million in total
liabilities and a $15.10 million in total stockholders' deficit.

Albert Wong & Co. LLP, in New York, 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 financial statements are prepared using the generally
accepted accounting principles applicable to a going concern,
which contemplates the realization of assets and liquidation of
liabilities in the normal course of business.  These factors raise
substantial doubt about the Company's ability to continue as a
going concern, the auditors said.


VERITY CORP: Late-Filed Form 10-Q Shows $212,755 Net Loss
---------------------------------------------------------
Verity Corp. filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its quarterly report on Form 10-Q for the period ended
March 31, 2014.  The Company said the compilation, dissemination
and review of the information required to be presented in the Form
10-Q for the relevant fiscal quarter has imposed time constraints
that have rendered timely filing of the Form 10-Q impracticable
without undue hardship and expense to the Company.

On May 23, 2014, Verity Corp. filed with the SEC its Quarterly
Report disclosing a net loss attributable to the Company of
$212,755 on $366,598 of total revenues for the three months ended
March 31, 2014, as compared with a net loss attributable to the
Company of $529,623 on $586,665 of total revenues for the same
period last year.

For the six months ended March 31, 2014, the Company reported a
net loss attributable to the Company of $674,016 on $690,897 of
total revenues as compared with a net loss attributable to the
Company of $6.54 million on $682,786 of total revenues for the
same period during the prior year.

As of March 31, 2014, the Company had $4.62 million in total
assets, $8.30 million in total liabilities and a $3.68 million
total stockholders' deficit.

                            About Verity

Sioux Falls, South Dakota-based Verity Corp., formerly AquaLiv
Technologies, Inc., is the parent of Verity Farms II, Inc.,
Aistiva Corporation (formerly AquaLiv, Inc.).  Verity Farms II is
dedicated to providing consumers with safe, high-quality and
nutritious food sources through sustainable crop and livestock
production.  Aistiva's technology alters the behavior of
organisms, including plants and humans, without chemical
interaction.  Aistiva's platform technology influences biological
processes naturally and without chemical interaction.  To date,
Aistiva has released products in the industries of water
treatment, skincare, and agriculture.

Verity Corp. reported a net loss attributable to the Company of
$7.59 million for the year ended Sept. 30, 2013, as compared with
a net loss attributable to the Company of $623,079 during the
prior fiscal year.

Bongiovanni & Associates, CPA's, in Cornelius, North Carolina,
issued a "going concern" qualification on the consolidated
financial statements for the year ended Sept. 30, 2013.  The
independent auditors noted that the Company has suffered recurring
losses, has negative working capital, and has yet to generate an
internal net cash flow that raises substantial doubt about its
ability to continue as a going concern.


ZAYO GROUP: Moody's Affirms 'B2' CFR & Rates Add-on Debt 'B1'
-------------------------------------------------------------
Moody's Investors Service, in mid-May 2014, affirmed the B2
corporate family rating (CFR) and B2-PD probability of default
rating for Zayo Group, LLC ("Zayo" or the "company") following the
company's announcement that it is raising debt to finance the
pending acquisition of Neo Telecom Group and for general corporate
purposes. Moody's has assigned a B1 (LGD 3-42%) rating to the
company's proposed $275 million term loan add-on, which will
increase the size of the company's existing Term Loan B due 2019
to $2.02 billion from $1.74 billion. Although the added debt and
integration of the acquisitions increase the company's credit risk
in the near-term, Moody's believes that with expected revenue and
EBITDA growth, Zayo's financial metrics should return to levels
commensurate with its B2 CFR within 12-18 months. The outlook
remains stable.

Outlook Actions:

Issuer: Zayo Group, LLC

Outlook, Remains Stable

Affirmations:

Issuer: Zayo Group, LLC

Probability of Default Rating, Affirmed B2-PD

Speculative Grade Liquidity Rating, Affirmed SGL-3

Corporate Family Rating, Affirmed B2

Senior Secured Bank Credit Facility, Affirmed B1, 42-LGD3

Senior Secured Regular Bond/Debenture, Affirmed B1, 42-LGD3

Senior Unsecured Regular Bond/Debenture, Affirmed Caa1, 92-LGD6

Ratings Rationale

Zayo's B2 corporate family rating reflects its high leverage and
the company's very aggressive financial policy. Zayo's business
model requires heavy capital investment and is susceptible to
customer churn, both of which pressure free cash flow. And, in
addition to increasing its credit risk, Zayo's serial debt-
financed acquisition activity has also led to poor visibility into
the company's organic growth and steady state cost structure.
These credit weaknesses are offset by Zayo's strong revenue
growth, stable base of contracted recurring revenues and valuable
fiber optic network assets. Following the acquisition of AboveNet,
the company has achieved meaningful margin expansion which has
resulted in lower leverage and modestly positive free cash flow.

The stable outlook is based on Moody's view that Zayo will
continue to generate positive free cash flow and reduce leverage
while maintaining adequate liquidity.

Moody's could upgrade Zayo's ratings if adjusted leverage
approaches 4x and FCF/Debt is sustained above 10%. Upward rating
migration would also be contingent on management's commitment to
lower leverage and a less aggressive stance towards debt-financed
M&A.

Downward rating pressure could develop if liquidity becomes
strained or if capital intensity increases such that Zayo is
unable to generate sustainable positive free cash flow or if
leverage remains elevated. Debt-financed M&A that materially
delays (i.e. by more than 2 fiscal quarters) the targeted leverage
reduction or results in sustained negative free cash flow would
likely lead to a downgrade.

Headquartered in Boulder, Colorado, Zayo Group is a provider of
bandwidth infrastructure and network-neutral interconnection
services with significant fiber network assets and national reach.
In July 2012, the company completes its biggest acquisition of
AboveNet for approximately $2.2 billion.


* Chapter 11 Fees Up as Big Company Filings Down
------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the Judicial Conference of the U.S., a group of
judges that makes policy for the federal court system, raised the
filing fees for Chapter 11 about 42 percent to $1,717, effective
June 1.

According to the report, the increase in fees more than offsets
the decline in revenue brought on by a 15 percent drop in Chapter
11 filings last year.  The judicial conference also boosted the
fee for starting an adversary proceeding, with the charge rising
about 20 percent to $350, the report related.

Based on the 8,850 Chapter 11 cases started in 2013, the increase
in filing fees will generate an additional $4.3 million annually,
the report further related.  Last year's filing decline
represented a revenue loss of about $1.8 million from 2012, the
report said.


* Court Declines to Cancel Woman's Debt 'Anywhere on Planet Earth'
------------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that a Georgia woman failed in her attempt to expand
bankruptcy laws under the rubric of protecting constitutional
liberties.

According to the report, acting as her own lawyer, the woman sued
her home mortgage lender in U.S. District Court in Columbus,
Georgia, asking the judge to cancel "all known and unknown
currently valid and outstanding debt anywhere on planet Earth."

U.S. District Judge Clay D. Land said the woman also wanted him to
invalidate foreclosure law as "a crime against humanity because it
is cruel and inhuman," the report related.  Judge Land said the
woman misunderstood the function of the judiciary, which "cannot
make up law," the report further related.

"Legislating is the job of Congress, and it likely could not even
provide the relief Wright seeks -- individual relief that applies
only to her," the judge wrote, the report cited.

The case is Wright v. Bank of America NA, 14-cv-00002, U.S.
District Court, Middle District Georgia (Columbus).


* No Supreme Court Decision Yet on 'Stern Waiver' Case
------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports the U.S. Supreme Court may be closer to handing down a
ruling on Executive Benefits v. Arkison, a dispute over whether
rights under Stern v. Marshall can be waived.

According to the report, the high court decided a copyright case
involving the movie "Raging Bull," Petrella v. Metro-Goldwyn-Mayer
Inc., that was argued on Jan. 21, one week after the Executive
Benefits argument.  Although Executive Benefits ostensibly
concerns bankruptcy court, the ruling may say either directly or
indirectly whether laws creating U.S. magistrate judgeships are
unconstitutional, the report related.

It's possible the court could rule on a procedural issue and not
yet say whether the right to a final ruling from a life-tenured
federal district judge can be waived explicitly or by implication,
or not at all, Mr. Rochelle said.

The Stern waiver case is Executive Benefits Insurance Agency v.
Arkison, 12-1200, U.S. Supreme Court.


* North Las Vegas Pursues Bill that Could Allow Muni Bankruptcies
-----------------------------------------------------------------
James DeHaven, writing for Las Vegas Review-Journal, reported that
cash-strapped North Las Vegas plans to press ahead with state
legislative fixes for its money woes -- up to and including a bill
that would allow Nevada cities to declare bankruptcy.

According to the report, Mayor John Lee on May 22 said a bill that
would allow cities to go belly up -- instead of entering
receivership, the state's broadly untested bankruptcy alternative
-- "should be on the table" at the 2015 legislative session.

It remained unclear which state office or lawmaker might bring
such a bill forward, though the state Department of Taxation
hasn't ruled out including the municipal bankruptcy option as part
of a bill draft request scheduled to go before the state committee
on Local Government Finance in August, the report related.


* Wells Fargo Wrongly Charged Attorneys' Fees, $5M Suit Says
------------------------------------------------------------
Law360 reported that Wells Fargo Bank NA was hit with a proposed
class action in California federal court accusing the bank of
charging mortgage borrowers more than $5 million combined in
attorneys' fees for legal services in bankruptcy proceedings in
breach of their contracts.

According to the report, named plaintiffs Roger A. Meyman and Kari
L. Pickering brought the suit on behalf of a class of Wells Fargo
Home Mortgage borrowers who were assessed attorneys' fees after
defaulting on their home loans and filing for bankruptcy.


* Two Dorsey Bankruptcy Attorneys Recognized by Chambers USA
------------------------------------------------------------
International law firm Dorsey & Whitney LLP on May 27 disclosed
that 51 of its lawyers and 21 of its practices across nine of its
U.S. offices were ranked by Chambers and Partners in its annual
survey, Chambers USA: America's Leading Lawyers for Business 2014.

In addition to the practices in nine Dorsey offices that were
recognized at the state level, the Firm's Native American Law
practice was recognized on the national level.  The following
Dorsey lawyers were recognized individually by Chambers in its
latest guide:

Anchorage
Robert Bundy ? Litigation: General Commercial
Jahna Lindemuth ? Litigation: General Commercial
Michael Mills ? Corporate/M&A Corporate/M&A: Bankruptcy
Richard Rosston ? Corporate/M&A Real Estate
Spencer Sneed ? Corporate/M&A Corporate/M&A: Bankruptcy;
Litigation: General Commercial

Denver
Whitney Holmes ? Corporate/M&A
Lee Osman ? Intellectual Property
Lisa Osman ? Intellectual Property
Gregory Tamkin ? Intellectual Property
Tucker Trautman ? Litigation: General Commercial

Des Moines
David Tank ? Litigation: General Commercial

Fargo
Sarah Herman ? Labor & Employment; Litigation: General Commercial

Minneapolis
Elizabeth Buckingham ? Intellectual Property
Peter Carter ? Litigation: General Commercial
Steve Champlin ? Construction
Ken Cutler ? Corporate/M&A
George Eck ? Litigation: General Commercial
Mark Hamel ? Real Estate
Joe Hammell ? Labor & Employment
Tim Hearn ? Corporate/M&A
Paul Klaas ? Litigation: General Commercial
Jocelyn Knoll ? Construction
Matthew Knopf ? Corporate/M&A
Jay Lindgren ? Real Estate: Zoning & Land Use
John Marsalek ? Corporate/M&A
Robert Olson ? Real Estate
Melissa Raphan ? Labor & Employment
Robert Rosenbaum ? Corporate/M&A
Eric Ruzicka ? Construction
Steve Wells ? Litigation: General Commercial

Missoula
Jack Manning ? Corporate/M&A
Dan Semmens ? Corporate/M&A

National
Skip Durocher ? Native American Law
Mary Streitz ? Native American Law

New York
Sandra Edelman ? Intellectual Property: Trade Mark & Copyright
Bruce Ewing ? Intellectual Property: Trade Mark & Copyright
Steven Khadavi ? Corporate/M&A

Salt Lake City
Alan Bell ? Corporate/M&A
Bryon Benevento ? Litigation: General Commercial
David Day ? Corporate/M&A
Samuel Gardiner ? Corporate/M&A
Steve Marsden ? Litigation: General Commercial
David Marx ? Corporate M&A
William Prince ? Energy & Natural Resources
Nolan Taylor ? Corporate/M&A

Seattle
Chris Barry ? Corporate/Commercial
Michael Droke ? Labor & Employment
Peter Ehrlichman ? Litigation: General Commercial
Kimton Eng ? Intellectual Property
Lisa Marchese ? Litigation: General Commercial
Paul Meiklejohn ? Intellectual Property

In addition to the individual lawyer rankings, the following
Dorsey practice groups were recognized as Band 1, the highest
possible ranking for a practice group awarded by Chambers:

Anchorage
Corporate/M&A
Litigation: General Commercial
Real Estate

Minneapolis
Corporate/M&A
Litigation: General Commercial

Montana
Corporate/M&A

North Dakota
Labor & Employment

Salt Lake City
Corporate/M&A

Chambers surveys and interviews clients and lawyers across the
United States to determine which firms and attorneys are
considered leaders in their field.  Rankings assess key qualities
in the legal field, including technical legal ability,
professional conduct, client service, commercial astuteness,
diligence and commitment.

                   About Dorsey & Whitney LLP

Clients have relied on Dorsey since 1912 as a valued business
partner.  With locations across the United States and in Canada,
Europe and the Asia-Pacific region, Dorsey provides an integrated,
proactive approach to its clients' legal and business needs.
Dorsey represents a number of the world's most successful
companies from a wide range of industries, including leaders in
the financial services, life sciences, technology, agribusiness
and energy sectors, as well as major non-profit and government
entities.


* Recent Small-Dollar & Individual Chapter 11 Filings
-----------------------------------------------------

In re Aaron L. Pope
   Bankr. S.D. Miss. Case No. 14-50831
      Chapter 11 Petition filed May 15, 2014

In re Randal Kent Hansen
   Bankr. D. S.D. Case No. 14-10071
      Chapter 11 Petition filed May 15, 2014

In re Rhynes Antiques Co., LLC
   Bankr. M.D.N.C. Case No. 14-10546
     Chapter 11 Petition filed May 16, 2014
         See http://bankrupt.com/misc/ncmb14-10546.pdf
         represented by: Erik Mosby Harvey, Esq.
                         LIAO HARVEY, PC
                         E-mail: emh@carolinalawpartners.com

In re Shai Shawn Tamir
   Bankr. D. Maine Case No. 14-20368
      Chapter 11 Petition filed May 18, 2014

In re AT Xpress, LLC
   Bankr. S.D. Ohio Case No. 14-53576
     Chapter 11 Petition filed May 19, 2014
         See http://bankrupt.com/misc/ohsb14-53576.pdf
         represented by: Steven E. Miller, Esq.
                         CRABBE, BROWN & JAMES
                         E-mail: smiller@cbjlawyers.com

In re Laurie K. Haake
   Bankr. W.D. Wis. Case No. 14-12242
      Chapter 11 Petition filed May 19, 2014

In re Brown & Son Delivery Service & Warehousing, Inc.
   Bankr. C.D. Cal. Case No. 14-12606
     Chapter 11 Petition filed May 20, 2014
         See http://bankrupt.com/misc/cacb14-12606.pdf
         represented by: William H. Brownstein, Esq.
                         WILLIAM H. BROWNSTEIN & ASSOCIATES, P.C.
                         E-mail: Brownsteinlaw.bill@gmail.com

In re Rene Gerald Van Sauter and Francesca Angela de la Flor
Donovan
   Bankr. C.D. Cal. Case No. 14-19929
      Chapter 11 Petition filed May 20, 2014

In re Amigo Marketing Group, LLC
   Bankr. D. Mass. Case No. 14-12377
     Chapter 11 Petition filed May 20, 2014
         See http://bankrupt.com/misc/mab14-12377.pdf
         represented by: Michael Goldstein, Esq.
                         JP LAW OFFICES
                         E-mail: m.goldstein@phillipslaweast.com

In re Salustia Ortiz
   Bankr. D. Mass. Case No. 14-12374
      Chapter 11 Petition filed May 20, 2014

In re Efrain Valentin Vega and Blana E. Balaguer
   Bankr. D.P.R. Case No. 14-04048
      Chapter 11 Petition filed May 20, 2014

In re A & F Minimart, Inc.
   Bankr. E.D. Mich. Case No. 14-48725
     Chapter 11 Petition filed May 20, 2014
         See http://bankrupt.com/misc/mieb14-48725.pdf
         represented by: Robert N. Bassel, Esq.
                         E-mail: bbassel@gmail.com

In re Matthew's Center for Visual Learning
   Bankr. E.D. Va. Case No. 14-11916
     Chapter 11 Petition filed May 20, 2014
         See http://bankrupt.com/misc/vaeb14-11916.pdf
         represented by: Scott J. Newton, Esq.
                         STEPHENS, BOATWRIGHT, COOPER & COLEMAN
                         E-mail: newton@manassaslaw.com

In re Mae & Jack's Incorporated
        dba Suntanzz Tanning
   Bankr. N.D. Ala. Case No. 14-01996
     Chapter 11 Petition filed May 21, 2014
         See http://bankrupt.com/misc/alnb14-01996.pdf
         represented by: John P. Graves, Esq.
                         LAW OFFICES OF JOHN P. GRAVES, LLC
                         E-mail: johnpgraves@hotmail.com

In re Deerhorn Holding, LLC
   Bankr. D. Ariz. Case No. 14-07692
     Chapter 11 Petition filed May 21, 2014
         See http://bankrupt.com/misc/azb14-07692.pdf
         represented by: Eric Ollason, Esq.
                         E-mail: eollason@182court.com

In re Joseph Francis Bartholomew
   Bankr. C.D. Cal. Case No. 14-13214
      Chapter 11 Petition filed May 21, 2014

In re Toure Ramone Tyler and Rolanda Cherie Tyler
   Bankr. E.D. Cal. Case No. 14-12637
      Chapter 11 Petition filed May 21, 2014

In re Barry W. Barker
   Bankr. S.D. Fla. Case No. 14-21613
      Chapter 11 Petition filed May 21, 2014

In re Mario Martinez
   Bankr. D. Mass. Case No. 14-12388
      Chapter 11 Petition filed May 21, 2014

In re Chuck Taylor Automotive, Inc.
   Bankr. E.D. Mich. Case No. 14-31509
     Chapter 11 Petition filed May 21, 2014
         See http://bankrupt.com/misc/mieb14-31509.pdf
         represented by: Peter T. Mooney, Esq.
                         SIMEN, FIGURA & PARKER
                         E-mail: pmooney@sfplaw.com

In re Crytzer Associated Companies, Inc.
   Bankr. W.D. Pa. Case No. 14-22055
     Chapter 11 Petition filed May 21, 2014
         See http://bankrupt.com/misc/pawb14-22055.pdf
         represented by: Michael J. Henny, Esq.
                         LAW OFFICES OF MICHAEL J. HENNY
                         E-mail: m.henny@hennylaw.com

In re Regina L. Monroe
   Bankr. W.D. Pa. Case No. 14-22051
      Chapter 11 Petition filed May 21, 2014

In re Charles R. Hamilton, IV and Stephanie
   Bankr. M.D. Tenn. Case No. 14-04111
      Chapter 11 Petition filed May 21, 2014

In re Robert E. Weygandt and Martha J. Weygandt
   Bankr. E.D. Tex. Case No. 14-41088
      Chapter 11 Petition filed May 21, 2014

In re Harvest Time Apostolic Ministries of Victorville, Inc.
   Bankr. C.D. Cal. Case No. 14-16801
     Chapter 11 Petition filed May 22, 2014
         See http://bankrupt.com/misc/cacb14-16801.pdf
         represented by: Brian C. Miles, Esq.
                         LAW OFFICE OF MILES & HATCHER LLP
                         E-mail: bcmiles@mileshatcherlaw.net

In re John Gilbert Aldous and Patricia Anne Aldous
   Bankr. M.D. Fla. Case No. 14-02514
      Chapter 11 Petition filed May 22, 2014

In re S Squared, LLC
   Bankr. N.D. Ala. Case No. 14-81423
     Chapter 11 Petition filed May 22, 2014
         See http://bankrupt.com/misc/alnb14-81423.pdf
         represented by: Kevin D. Heard, Esq.
                         HEARD ARY, LLC
                         E-mail: kheard@heardlaw.com

In re Tariq Mahmood Rana and Shahnaz Aktar Rana
   Bankr. D. Ariz. Case No. 14-07888
      Chapter 11 Petition filed May 22, 2014

In re Licking River Mining, LLC
   Bankr. E.D. Ky. Case No. 14-10201
     Chapter 11 Petition filed May 22, 2014
         Filed Pro Se
In re Sadka Holdings, LLC
   Bankr. S.D. Miss. Case No. 14-01679
     Chapter 11 Petition filed May 22, 2014
         See http://bankrupt.com/misc/mssb14-01679.pdf
         represented by: Craig M. Geno, Esq.
                         LAW OFFICES OF CRAIG M. GENO, PLLC
                         E-mail: cmgeno@cmgenolaw.com


In re Partners in Faith, LLC
        dba Country Roads Deli
   Bankr. D.N.J. Case No. 14-20353
     Chapter 11 Petition filed May 22, 2014
         See http://bankrupt.com/misc/njb14-20353.pdf
         represented by: Robert J. Stack, Esq.
                         ROBERT J. STACK, LLC
                         E-mail: robstackbankruptcy@yahoo.com

In re Faith Vision Missionary Baptist Church, Inc.
        aka Faith Vision Baptist Church
   Bankr. S.D. Ohio Case No. 14-31841
     Chapter 11 Petition filed May 22, 2014
         See http://bankrupt.com/misc/ohsb14-31841.pdf
         represented by: Denis E. Blasius, Esq.
                         LAW OFFICES OF IRA H. THOMSTEN
                         E-mail: dblasius@ihtlaw.com

In re Brown's Funeral Parlor, LLC
   Bankr. W.D. Okla. Case No. 14-12161
     Chapter 11 Petition filed May 22, 2014
         See http://bankrupt.com/misc/okwb14-12161.pdf
         represented by: Gary L. Morrissey, Esq.
                         CONSUMER LEGAL COUNSELING, P.C.
                         E-mail: g.morrissey@yahoo.com

In re Kwality Closeouts, Inc.
   Bankr. N.D. Tex. Case No. 14-32473
     Chapter 11 Petition filed May 22, 2014
         See http://bankrupt.com/misc/txnb14-32473.pdf
         represented by: David R. Gibson, Esq.
                         THE GIBSON LAW GROUP
                         E-mail: my.lawyer@sbcglobal.net

In re Joseph John Piscotty and Tami Knutson Piscotty
   Bankr. C.D. Cal. Case No. 14-13272
      Chapter 11 Petition filed May 23, 2014

In re Floro T. Zarate and Patricia G. Zarate
   Bankr. N.D. Cal. Case No. 14-42250
      Chapter 11 Petition filed May 23, 2014

In re Frank Vollrath
   Bankr. D. Conn. Case No. 14-50793
      Chapter 11 Petition filed May 23, 2014

In re 1901 W. Platt St. LLC
   Bankr. M.D. Fla. Case No. 14-05906
     Chapter 11 Petition filed May 23, 2014
         See http://bankrupt.com/misc/flmb14-05906.pdf
         represented by: Leon A. Williamson, Jr., Esq.
                         LEON A. WILLIAMSON, JR., P.A.
                         E-mail: leon@lwilliamsonlaw.com

In re Albert K. Andrew II, DDS, P.C.
   Bankr. N.D. Ill. Case No. 14-81675
     Chapter 11 Petition filed May 23, 2014
         See http://bankrupt.com/misc/ilnb14-81675.pdf
         represented by: Stephen J. Costello, Esq.
                         COSTELLO & COSTELLO
                         E-mail: steve@costellolaw.com

In re James Kandu and Jenna Kandu
   Bankr. N.D. Ill. Case No. 14-19457
      Chapter 11 Petition filed May 23, 2014

In re Michael Kenneth Leggett
   Bankr. M.D. La. Case No. 14-10636
      Chapter 11 Petition filed May 23, 2014

In re Scott M. Church
   Bankr. D. Md. Case No. 14-18404
      Chapter 11 Petition filed May 23, 2014

In re Roy Steven Hemby
   Bankr. E.D. Mich. Case No. 14-48936
      Chapter 11 Petition filed May 23, 2014

In re Bradford & Byrd Associates, Inc.
   Bankr. D.N.J. Case No. 14-20478
     Chapter 11 Petition filed May 23, 2014
         See http://bankrupt.com/misc/njb14-20478.pdf
         represented by: Bunce Atkinson, Esq.
                         ATKINSON & DEBARTOLO
                         E-mail: bunceatkinson@aol.com

In re nGenes Marketing, LLC
        dba Allegra Print and Imaging #339
   Bankr. W.D.N.C. Case No. 14-30912
     Chapter 11 Petition filed May 23, 2014
         See http://bankrupt.com/misc/cacb14-20361.pdf
         represented by: Richard S. Wright, Esq.
                         MOON WRIGHT & HOUSTON, PLLC
                         E-mail: rwright@mwhattorneys.com

In re Navarro Orthodontix, P.C.
   Bankr. N.D. Tex. Case No. 14-32499
     Chapter 11 Petition filed May 23, 2014
         See http://bankrupt.com/misc/txnb14-32499.pdf
         represented by: Joyce W. Lindauer, Esq.
                         JOYCE W. LINDAUER, ATTORNEY AT LAW
                         E-mail: joyce@joycelindauer.com

In re Linda Blumstein
   Bankr. W.D. Wash. Case No. 14-13994
      Chapter 11 Petition filed May 23, 2014

In re Konstantinos Tzitzifas
   Bankr. D.N.J. Case No. 14-20608
      Chapter 11 Petition filed May 24, 2014

In re Steve Michael Soares and Nola Gayle Soares
   Bankr. C.D. Cal. Case No. 14-11099
      Chapter 11 Petition filed May 26, 2014

In re Mark Anthony Baez
   Bankr. C.D. Cal. Case No. 14-20270
      Chapter 11 Petition filed May 26, 2014

In re Realty Consultants USA
   Bankr. N.D. Ill. Case No. 14-19585
     Chapter 11 Petition filed May 26, 2014
         See http://bankrupt.com/misc/ilnb14-19585.pdf
         represented by: Linda Spak, Esq.
                         SPAK & ASSOC
                         E-mail: attorneyspak@yahoo.com

In re Cherlyn Joanne Patterson
   Bankr. C.D. Cal. Case No. 14-20288
      Chapter 11 Petition filed May 27, 2014

In re Summercrest, LLC
   Bankr. C.D. Cal. Case No. 14-20361
     Chapter 11 Petition filed May 27, 2014
         See http://bankrupt.com/misc/cacb14-20361.pdf
         represented by: Stanley D. Bowman, Esq.
                         E-mail: sb@stanleybowman.com



                             *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com by e-mail.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to the nation's bankruptcy courts.  The
list includes links to freely downloadable of these small-dollar
petitions in Acrobat PDF documents.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Ivy B. Magdadaro, Carlo Fernandez,
Christopher G. Patalinghug, and Peter A. Chapman, Editors.

Copyright 2014.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-241-8200.


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