TCR_Public/140625.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Wednesday, June 25, 2014, Vol. 18, No. 175

                            Headlines

12TH STREET LLC: Voluntary Chapter 11 Case Summary
7003 NORTH ALPINE: Case Summary & 20 Largest Unsecured Creditors
ABILITY NETWORK: S&P Assigns 'B' Corp. Credit Rating
ACG CREDIT: Section 341(a) Meeting Scheduled for July 17
APK LLC: Voluntary Chapter 11 Case Summary

ASARCO LLC: Loses 10th Cir. Appeals Court Battle v. Union Pacific
ASCEND LEARNING: S&P Retains 'B' CCR Following $40 Million Add-On
ASIC BROWARD: Case Summary & 20 Largest Unsecured Creditors
AT EMERALD LLC: U.S. Trustee Seeks Conversion to Chapter 7 Case
AUTONATION INC: S&P Raises Corp. Credit Rating on Debt From 'BB+'

AVIS COPELIN: Great Western's Suit Remanded to State Court
BERNARD L. MADOFF: Trustee Seeks to Tie Up Kingate Liquidators
BERNARD L. MADOFF: Ex-Accountant To Plead Guilty, Prosecutor Says
BETSEY JOHNSON: Liquidating Plan Effective April 29
BIOVANCE TECHNOLOGIES: Bank Prevails in Claims Dispute

BLACKSANDS PETROLEUM: Apr. 30 Balance Sheet Upside-Down by $6.7M
BRENNAN'S INC: Restaurant Sale on July 9 in New Orleans
BROWNSVILLE MD: Plan Rejected; Pineda Grantor Wins Stay Relief
CABAZON BAND: Court Tosses Saybrook's Bid to Recover Jr. Loan
CALIFORNIA COMMUNITY: Section 341(a) Meeting on July 17

CASH STORE: OSC Issues Management Cease Trade Order
CIENA CORP: S&P Affirms 'B' CCR & Rates $250MM Sr. Loan 'BB-'
COASTAL BROADCASTING: Shareholders Lose 3rd Cir. Plan Appeal
COBALIS CORP: 3rd Cir. Affirms Dismissal of Radovich Complaint
COLOR STAR: July 14 Hearing on Proposed Global Settlement

CONN'S INC: S&P Assigns 'B' CCR & Rates $880MM Facility 'BB-'
CONSTAR INTERNATIONAL: Plan Exclusivity Extended to July 12
COOPER-BOOTH: Implements Full-Payment Plan, Emerges from Ch. 11
DIVERSIFIED RESOURCES: Has $406K Net Loss in Q2 Ending Apr. 30
DREAMS MEDIA: Case Summary & 4 Unsecured Creditors

ECOTALITY INC: Dickinson Wright Approved as Panel's Counsel
EASTCOAL INC: Obtains Creditor Approval for Bankruptcy Proposal
ENERGY FUTURE: DIP Financing for EFIH & TCEH Gets Final Approval
FADOBE CORPORATION: Case Summary & 2 Unsecured Creditors
FL 6801 SPIRITS: Proposes Togut Segal as Bankruptcy Counsel

FL 6801 SPIRITS: Hiring Shutts & Bowen as Real Estate Counsel
FL 6801 SPIRITS: Proposes CBRE as Real Estate Broker
GENCO SHIPPING: Objection to Bid to Disband Equity Committee Filed
GENERAL MOTORS: Plans to Offer a Broad Payout
GENERAL MOTORS: Recall Tally Hits 20 Million with New Ignition Fix

GENERAL MOTORS: Del. High Court Asked To Rule on Doc Authorization
GSE ENVIRONMENTAL: Committee Taps EisnerAmper as Accountant
GSE ENVIRONMENTAL: Committee Taps Reed Smith as Bankr. Counsel
HNM ENTERPRISES: Castro Valley Property to Be Sold July 15
JAMMIN JAVA: Has $1.91-Mil. Net Loss for Quarter Ending Apr. 30

JEH COMPANY: Amended Ballot Tabulation Report Filed
KASPER LAND: Plan Outline Hearing Scheduled for July 10
KASPER LAND: July 10 Hearing on Stay Relief Bid, Ch.11 Trustee
KEEN EQUITIES: June 27 Hearing on Bid for Claims Bar Date
KID BRANDS: Meeting to Form Creditors' Panel Set for July 2

LA MESA NINE: Case Summary & 10 Largest Unsecured Creditors
LA-JAM INC: Case Summary & 9 Largest Unsecured Creditors
LAGUNA BRISAS: Court Dismisses Chapter 11 Case
LAUSELL INC: Released From Dischargeable Debts & Liabilities
LATVA MACHINE: Case Summary & 20 Largest Unsecured Creditors

LIHUA INTERNATIONAL: Receives Nasdaq Securities Delisting Notice
MARLIN K. SPARKS: Case Summary & 20 Largest Unsecured Creditors
MARTIFER SOLAR: Has Until Aug. 19 to File Chapter 11 Plan
MARTIFER SOLAR: July 14 Hearing on Nathan A. Schultz as Counsel
MARTIFER SOLAR: June 26 Auction at Fox Rothschild's Vegas Office

MEE APPAREL: Court Approves Otterbourg as Committee's Counsel
MEE APPAREL: Committee Can Hire Capstone as Financial Advisor
MERCURY PAYMENT: S&P Withdraws 'B+' CCR at Company's Request
METRO AFFILIATES: Court Confirms Liquidating Plan
MICROBILT CORP: Maselli Warren Wins Fees In Bankruptcy Fight

MOUNT ZION MISSIONARY: Ruling in Suit Over Bochner Loan Affirmed
MUD KING: Facing July 1 Deadline to File Bankruptcy-Exit Plan
MUNDY RANCH: Plan Confirmation Hearing Set for July 10
MUNR KAZMIR: Meeting to Form Creditors' Panel Set for July 10
NATROL INC: Prevails on Two Multiple Legal Fronts This Week

NATURAL MOLECULAR: Court Declines to Extend Exclusive Period
NAUTILUS HOLDINGS NO. 2: Files Bare-Bones Chapter 11 Petition
NEW CENTURY: Jefferies-Owned Trucker Liquidating
NEW YORK SKYLINE: Waiver Not 'Knowing' If Made Before Stern
NIELSEN N V: S&P Retains 'BB' Rating After $800MM Tack-On

NORTEL NETWORKS: $1.6 Billion Bond Interest Dispute Fast Tracked
OCZ TECHNOLOGY: Unsecured Creditors Won't Vote on Liquidating Plan
PALM BEACH BREWERY: Case Summary & 20 Largest Unsecured Creditors
PARAGON OFFSHORE: S&P Assigns 'BB' CCR & Rates &1.185BB Notes 'B+'
PLYMOUTH OIL: Court Okays Hiring of Brock as Auctioneer

PRIME PROPERTIES: Liquidation Plan Okayed, Declared Effective
PROSPECT PARK: Wants to Pay $48,183 to Secured Creditor
PUENTE HOLDINGS: Case Summary & 2 Largest Unsecured Creditors
QOL MEDS: S&P Assigns 'B' CCR & Rates $315MM Secured Debt 'B'
QUANTUM FOODS: West Liberty Acquires Assets for $12.7 Million

S.B. RESTAURANT: Hires Rust Omni as Claims & Noticing Agent
S.B. RESTAURANT: Has Until July 14 to File Schedules
S.B. RESTAURANT: Seeks to Reject 16 Restaurant Leases
SAND SPRING: M.D. La. Court Rules in CA Funds Suit v. JPMorgan
SCH CORP: 3rd Circ. Gives Claimants 2nd Shot In Debt Collector Row

SCRUB ISLAND: Plan Exclusivity Period Extended to June 27
SOURCE INTERLINK: Files for Chapter 11 to Sell to Lenders
SOURCE INTERLINK: Case Summary & 35 Largest Unsecured Creditors
SPECIALTY HOSPITAL: Ombudsman Hires Polsinelli as Counsel
SPECIALTY HOSPITAL: Ombudsman Taps SAK Management as Advisor

SPECIALTY HOSPITAL: Wants Alvarez & Marsal as Financial Advisors
SPECIALTY HOSPITAL: Creditors Panel Taps Wiley Rein as Counsel
SPECIALTY HOSPITAL: Creditors Panel Hires EisnerAmper as Advisors
TRIBUNE CO: Dist. Court Rules on Wilmington Trust et al Appeal
TWEETER HOME: Estate, Creditors To Fight Chapter 7 Conversion

WATERGATE WINE: Files Chapter 11 in Washington D.C.
WEC GROUP: Case Summary & 20 Largest Unsecured Creditors
WILTON HOLDINGS: S&P Affirms 'B-' CCR & Revises Outlook to Neg.
WORCH ELECTRIC: Files Chapter 7 in Greenbelt, Md.
WORLEY BROTHERS: Case Summary & 20 Largest Unsecured Creditors

* Stay Granted to Allow Artificial Impairment Appeal
* Aborted Chapter 13 Bars Using Judicial Estoppel

* JPMorgan Blamed for "Zombie" Properties in Miami Lawsuit
* Merrill Must Face Trusts' RMBS Buyback Suit, Court Says

* Daniel Williams Joins Great American Group as Managing Director


                             *********


12TH STREET LLC: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: 12th Street, LLC
        4146 N. 12th Street
        Phoenix, AZ 85014

Case No.: 14-09612

Chapter 11 Petition Date: June 23, 2014

Court: United States Bankruptcy Court
       District of Arizona (Phoenix)

Judge: Hon. Daniel P. Collins

Debtor's Counsel: Thomas H Allen, Esq.
                  ALLEN, SALA & BAYNE, PLC
                  Viad Corporate Center
                  1850 N. Central Ave., #1150
                  Phoenix, AZ 85004
                  Tel: 602-256-6000
                  Fax: 602-252-4712
                  Email: tallen@asbazlaw.com

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Tatiana Bassil, Trustee for the Tatiana
Bassil Living Trust.

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


7003 NORTH ALPINE: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: 7003 North Alpine LLC
        7003 North Alpine Road
        Loves Park, IL 61111

Case No.: 14-81954

Chapter 11 Petition Date: June 23, 2014

Court: United States Bankruptcy Court
       Northern District of Illinois (Rockford)

Judge: Hon. Thomas M. Lynch

Debtor's Counsel: George P Hampilos, Esq.
                  HAMPILOS & LANGLEY, LTD.
                  308 West State Street, Suite 210
                  Rockford, IL 61101
                  Tel: 815 962-0044
                  Fax: 815 962-6250
                  Email: georgehamp@aol.com

Total Assets: $2.24 million

Total Liabilities: $2.17 million

The petition was signed by Saul Robles, managing partner.

The Debtor listed Capital Premium Financing, Inc., as its largest
unsecured creditor holding a claim of $14,728.


ABILITY NETWORK: S&P Assigns 'B' Corp. Credit Rating
----------------------------------------------------
Standard & Poor's Ratings Services said it assigned a 'B'
corporate credit rating to Minneapolis-based ABILITY Network Inc.
The outlook is stable.

The issue-level and recovery ratings on ABILITY's first- and
second-lien debt remain unchanged.  The original issuer, Butler
Merger Sub II Inc., is the entity created by Summit Partners to
acquire ABILITY Network Inc.  Butler has been merged into ABILITY
Network Inc., the surviving entity and the borrower of the debt.

"Our ratings on ABILITY reflect its 'highly leveraged' financial
risk profile with leverage that we expect to fall to the 7x area
over the next 12 months, and its 'weak' business risk profile
based on the company's modest revenue base and niche position in
the overall health care IT service sector," said Standard & Poor's
credit analyst Andrew Chang.

S&P expects the company to deliver good revenue growth in 2014
with low-40% EBITDA margins and positive FOCF.

The stable outlook reflects S&P's expectation that ABILITY will
continue to generate high levels of recurring revenue, strong
customer renewal rates, and good revenue growth while maintaining
consistent EBITDA margins and positive FOCF.

S&P could lower the rating on ABILITY if the company sustains
leverage above the mid-7x level due to a decline in revenue or
EBITDA margins.  Aggressive financial policies that cause leverage
to be sustained above the mid-7x level could also lead to a
downgrade.

S&P views an upgrade as unlikely given ABILITY's highly leveraged
financial risk profile, niche market focus, and its expectation
that its financial sponsor ownership is likely to preclude
sustained deleveraging.


ACG CREDIT: Section 341(a) Meeting Scheduled for July 17
--------------------------------------------------------
A meeting of creditors in the bankruptcy case of ACG Credit
Company II, LLC, will be held on July 17, 2014 at 10:30 am, at 2nd
Floor, Room 2112, J. Caleb Boggs Federal Building, 844 King
Street, in Wilmington, Delaware.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
meeting of creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

New York-based ACG Credit Company II, LLC, filed a Chapter 11
bankruptcy petition (Bankr. D. Del. Case No. 14-11500) on June 17,
2014.  The Debtor estimated $10 million to $50 million in assets
and $1 million to $10 million in liabilities.  Ian Peck signed the
petition as director.  Gellert Scali Busenkell & Brown, LLC,
serves as the Debtor's counsel.


APK LLC: Voluntary Chapter 11 Case Summary
------------------------------------------
Debtor: APK, LLC
        1975 17th Avenue
        Melrose Park, IL 60160

Case No.: 14-23153

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: June 23, 2014

Court: United States Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Hon. Jacqueline P. Cox

Debtor's Counsel: Nicholas C Kefalos, Esq.
                  VERNOR MORAN LLC
                  27 North Wacker Drive Suite 2000
                  Chicago, IL 60606-2800
                  Tel: 312 264-4460
                  Fax: 312 264-4461
                  Email: nkefalos@vernormoran.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Piotr Konieczny, manager.

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


ASARCO LLC: Loses 10th Cir. Appeals Court Battle v. Union Pacific
-----------------------------------------------------------------
ASARCO LLC appeals the district court's dismissal of its
complaint.  ASARCO sought contribution from Union Pacific Railroad
Company, Union Pacific Corporation, Pepsi-Cola Metropolitan
Bottling Co., Inc., and Bottling Group, LLC, under the
Comprehensive Environmental Response, Compensation, and Liability
Act.  The district court ruled that ASARCO's direct contribution
claim was time-barred under CERCLA Sec. 113 (42 U.S.C. Sec. 9613);
that post-bankruptcy ASARCO was not a subrogee of pre-bankruptcy
ASARCO; and that ASARCO could not bring a subrogation claim.
ASARCO appeals all three of these rulings.  In a June 23, 2014
decision, a three-judge panel of the United States Court of
Appeals, Tenth Circuit, affirmed the district court's dismissal.
The appellate panel said ASARCO's direct contribution claim is
time-barred and ASARCO is not a subrogee.  A copy of the Tenth
Circuit's decision is available at http://is.gd/xfcbCkfrom
Leagle.com.

The appellate case is ASARCO LLC, a Delaware limited liability
company, Plaintiff-Appellant, v. UNION PACIFIC RAILROAD COMPANY, a
Delaware corporation; UNION PACIFIC CORPORATION, A Utah
corporation; PEPSI-COLA METROPOLITAN BOTTLING CO., INC., a New
Jersey corporation; BOTTLING GROUP, LLC, a Delaware limited
liability company, Defendants-Appellees, No. 13-1435 (10th Cir.).

Asarco is represented by:

     E. Duncan Getchell, Jr., Esq.
     MCGUIREWOODS, LLP
     One James Center
     901 East Cary Street
     Richmond, VA 23219-4030
     Tel: 804 775 4388
     Fax: 804 698 2252
     E-mail: dgetchell@mcguirewoods.com

          - and -

     Gregory Evans, Esq.
     Laura G. Brys, Esq.
     INTEGER LAW CORPORATION
     633 West Fifth Street, Floor Sixty Seven
     Los Angeles, CA 90071
     Tel: (213) 627-2268

          - and -

     Stephen A. Bain, Esq.
     Samuel S. Bacon, Esq.
     WELBORN SULLIVAN MECK & TOOLEY, P.C.
     1125 17th Street, Suite 2200
     Denver, CO 80202
     Tel: (303) 830-2500
     Fax: (303) 832-2366
     E-mail: sbain@wsmtlaw.com
             SBacon@wsmtlaw.com

The Appellees are represented by:

     Carolyn McIntosh, Esq.
     Christa Lee Rock, Esq.
     PATTON BOGGS LLP
     1801 California Street, Suite 4900
     Denver, CO 80202
     Tel: 303-894-6141
     Fax: 303-894-9239
     E-mail: cmcintosh@pattonboggs.com
             crock@pattonboggs.com

          - and -

     Jonathan H. Steeler, Esq.
     Julie A. Rosen, Esq.
     Richard C. Kaufman, Esq.
     RYLEY CARLOCK & APPLEWHITE
     1700 Lincoln Street, Suite 3500
     Denver, CO 80203
     Tel: (303) 863-7500
     Fax: (303) 595-3159
     E-mail: jsteeler@rcalaw.com
             jrosen@rcalaw.com
             rkaufman@rcalaw.com

                         About Asarco LLC

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

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

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


ASCEND LEARNING: S&P Retains 'B' CCR Following $40 Million Add-On
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that its ratings on
Burlington, Mass.-based Ascend Learning LLC are unchanged
following the company's announcement of its proposed $40 million
add-on to its $408 million first-lien term loan due 2019.

The company will use proceeds and roughly $10 million of its cash
balances to finance the international acquisition of an
undisclosed health and wellness company.  The transaction does not
materially alter credit measures because of its relatively small
size and Ascend Learning's good near-term growth prospects.  S&P
expects debt to EBITDA (after amortization of prepublication
outlays) to decline to the mid-6x area by year-end 2014 from a pro
forma level of roughly 7.25x at March 31, 2014, due to S&P's
expectation of low-double-digit percent EBITDA growth.  S&P
expects the company to maintain healthy growth, especially for its
core nursing licensing test preparation segment, because of low
nursing school attrition and favorable nursing employment
opportunities.

The 'B' corporate credit rating on Ascend Learning reflects S&P's
assessment of its business risk profile as "weak" and the
financial risk profile as "highly leveraged."  S&P's assessment of
the business risk profile is based on its lack of critical mass,
niche focus, and concentration in health care and related fields,
which are highly fragmented and competitive.  Ascend Learning is a
provider of educational products with a focus on health care-
related disciplines and professional training and testing.
Operating synergies have been difficult to achieve because of
inherent difficulties in managing performance across a disparate
and growing business portfolio.

S&P's financial risk profile assessment is based on its
expectation that leverage will remain above 5x, notwithstanding
the company's reasonably favorable operating outlook, as a result
of continued debt-funded acquisitions and special dividends over
the intermediate term.

RATINGS LIST

Ascend Learning LLC
Corporate Credit Rating                  B/Stable/--

Ratings Unchanged

Ascend Learning LLC
Senior Secured
  $448M* 1st-lien term loan due 2019      B
   Recovery Rating                        3

*Following $40M add-on.


ASIC BROWARD: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: ASIC Broward, LLC
           dba Five Guys Burgers and Fries
        1818 Cordova Rd.
        Fort Lauderdale, FL 33316

Case No.: 14-24273

Chapter 11 Petition Date: June 23, 2014

Court: United States Bankruptcy Court
       Southern District of Florida (Fort Lauderdale)

Judge: Hon. Raymond B Ray

Debtor's Counsel: Marc I Goldsand, Esq.
                  MCDONALD HOPKINS, PLC
                  200 South Biscayne Boulevard, Suite 3130
                  Miami, FL 33131
                  Tel: 305.704.3981
                  Fax: 305.704.3999
                  Email: mgoldsand@mcdonaldhopkins.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Craig Cohen, manager.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/flsb14-24273.pdf


AT EMERALD LLC: U.S. Trustee Seeks Conversion to Chapter 7 Case
---------------------------------------------------------------
Tracy Hope Davis, U.S. Trustee, has requested that the Bankruptcy
Court convert AT Emerald, LLC's Chapter 11 case to a Chapter 7
liquidation.  The Trustee asserts that the Debtor does not
maintain insurance coverage on its primary asset, an emerald which
has been appraised at $200 million, contrary to Section
1112(b)(4)(C) of the Bankruptcy Code.  The Trustee, therefore,
seeks to convert this case to a Chapter 7 case for the protection
of the bankruptcy estate.

The U.S. Trustee's motion to convert this Chapter 11 case to
Chapter 7 is set to be heard on July 30, 2014.

The request was filed by Nicholas Strozza, Esq. and William B.
Cossitt, Esq., Assistant U.S. Trustees, of Reno, NV.

                         About AT Emerald

AT Emerald LLC filed a Chapter 11 bankruptcy petition (Bankr. D.
Nev. Case No. 14-50331) on March 4, 2014, in Reno, Nevada.  The
Washoe, Nevada-based company disclosed $200 million in assets and
less than $541,000 in liabilities.  The company has no real
property.  Its lone major asset is one emerald valued at $200
million, which is categorized under furs and jewelry.

Bankruptcy Judge Bruce T. Beesley is assigned to the case.

The Debtor is represented by the law offices of Alan R. Smith in
Reno.

Anthony Thomas, the managing member, owns 100% of the company's
stock.


AUTONATION INC: S&P Raises Corp. Credit Rating on Debt From 'BB+'
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its
'BBB-' corporate credit rating on AutoNation Inc.  The outlook is
stable.

At the same time, S&P raised its issue-level rating on the
company's senior unsecured debt to 'BBB-' from 'BB+'.  The debt
consists of $397 million 6.75% notes due April 15, 2018, and $350
million 5.5% notes due Feb. 1, 2020.

"The upgrade reflects our view that the presence of floorplan
financing (which is collateralized by the vehicle inventory) in
the capital structure does not overly impair the recovery
prospects for the senior unsecured debt," said Standard & Poor's
credit analyst Nancy Messer.  AutoNation's subsidiaries guarantee
the senior notes, which rank equal to the revolving credit
facility and are subordinate to approximately $2.8 billion of
secured floor-plan liabilities.

S&P views AutoNation's business model as resilient to an economic
downturn, based on the company's economies of scale and the high
degree of variable costs, which supports stability of EBITDA
relative to revenues.  The company has a very profitable service
business that is not directly dependent on new or used vehicle
sales in the short run and provides a fairly stable source of
profits.

AutoNation is the largest of the rated U.S. auto retailers and
most of its dealerships are located in Southern and Western U.S.
S&P believes that AutoNation will continue to expand through
acquisitions because the rated retailers, in aggregate, account
for less than 10% of the highly fragmented U.S. dealership
population.

"The stable outlook reflects our assumption that AutoNation's
variable cost structure and extensive control systems, combined
with its diverse revenue streams, geographic locations, and brand
mix, will enable it to generate positive FOCF of $400 million or
more annually," said Ms. Messer.  We expect that AutoNation will
pursue a financial policy that balances business expansion and
shareholder returns with intermediate debt leverage in the 2.0x-
3.0x range, FOCF to debt of 15% or higher, and significant FFO to
debt of 20% or better.  As of March 31, 2014, debt leverage was
2.5x, FOCF to debt was 20.1%, and FFO to debt was 24.3%.

S&P could lower the rating on AutoNation during the next two years
if leverage rises above its 2.0x-3.0x target for an extended
period, and S&P believes that AutoNation's financial policy is the
primary cause.  S&P could also lower the rating if FOCF to debt
falls below 15% -- the low end of our target range -- for an
extended period of time.  This reversal in credit measures could
occur because of an economic reversal or if AutoNation takes on a
significant amount of debt to repurchase common shares or to make
acquisitions.

The most likely path to a higher rating would be for AutoNation to
achieve and sustain credit measures at the conservative end of
S&P's target range; that is, debt leverage below 2x and FOCF to
debt of 25% or more.  For an upgrade to occur under this scenario,
S&P would also need to believe that the company would pursue a
relatively conservative financial policy that would rely on cash
flow, rather than debt, to finance acquisitions and share
repurchases.


AVIS COPELIN: Great Western's Suit Remanded to State Court
----------------------------------------------------------
GREAT WESTERN CAPITAL, LLC, Plaintiff(s), v. AVIS RICHELLE
COPELIN, NICKLAUS SEWARD, et al, DOES 1 TO 10, INCLUSIVE,
Defendants, Adv. Proc. No. 2:14-ap-01175-RK (Bankr. C.D. Calif.),
an unlawful detainer action, has been remanded to the Superior
Court of California for the County of Los Angeles, at the
Plaintiff's behest, pursuant to a June 20, 2014 Memorandum
Decision available at http://is.gd/0srgdWfrom Leagle.com, issued
by Bankruptcy Judge Robert Kwan.  The Plaintiff was the purchaser
of property at a trustee's sale and brought the action in state
court for unlawful detainer to assert its rights to possession as
the purchaser.  Defendant Avis Copelin removed the action from
state court after the bankruptcy case (Bankr. C.D. Calif. Case No.
13-32580) was converted to Chapter 11, asserting that she still
has rights in the property and that the property is needed for
effective reorganization.  The Plaintiff asserts that defendant
has no such rights and that the bankruptcy court lacks subject
matter jurisdiction over the unlawful detainer action.


BERNARD L. MADOFF: Trustee Seeks to Tie Up Kingate Liquidators
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the U.S. Bankruptcy Court in Manhattan will hold a
hearing in July on whether the trustee liquidating Bernard L.
Madoff Investment Securities LLC can pre-empt lawsuits by his
offshore counterparts.

According to the report, Kingate Global Fund Ltd. and a sister
fund, themselves in liquidation, were among Madoff's largest so-
called feeder funds.  Located in Bermuda and the British Virgin
Islands, they collected money from investors and invested it with
Madoff, the report said.  In 2009, Irving Picard, the trustee
unwinding Madoff's Ponzi scheme, sued the funds to recover $970
million in withdrawals of money stolen from other investors, the
report added.

                     About Bernard L. Madoff

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

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

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

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

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

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

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


BERNARD L. MADOFF: Ex-Accountant To Plead Guilty, Prosecutor Says
-----------------------------------------------------------------
Law360 reported that Paul Konigsberg, Bernie Madoff's former
personal accountant, is finalizing a cooperation agreement with
the government and is expected to plead guilty, a prosecutor said
in New York federal court.

According to the report, Assistant U.S. Attorney Matthew Schwartz
said during a Manhattan court hearing that prosecutors and
Konigsberg are "finalizing the terms of a plea."  Konigsberg, a
former tax partner at Konigsberg Wolf & Co. PC, was arrested in
September and charged with helping cook books while working with
Madoff's staff, the report further related.

The case is USA v. O'Hara et al., Case No. 1:10-cr-00228
(S.D.N.Y.).

                     About Bernard L. Madoff

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

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

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

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

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

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

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


BETSEY JOHNSON: Liquidating Plan Effective April 29
---------------------------------------------------
Betsey Johnson LLC notified the U.S. Bankruptcy Court for the
Southern District of New York that its First Amended Chapter 11
Plan of Liquidation was declared effective as of April 29, 2014.

The Plan, which calls for the liquidation of the company, was
confirmed on April 9, 2014, by Judge Robert Grossman of the U.S.
Bankruptcy Court for the Southern District of New York.

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

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

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

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

                         About Betsey Johnson

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

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

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

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

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

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

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

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

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


BIOVANCE TECHNOLOGIES: Bank Prevails in Claims Dispute
------------------------------------------------------
The Bankruptcy Court in Nebraska granted the motion for summary
judgment filed by American National Bank in the pro se Chapter 11
cases of William Edward Julien and Biovance Technologies, Inc.
The Court overruled the Debtors' amended objection to ANB's
claims.

ANB leased to Biovance Texas, LLC, industrial coolers and various
accessories, as well as computer equipment.  Julien personally
guaranteed payment of the leases.

During the pendency of this bankruptcy case, ANB filed suit in the
District Court of Lancaster County, Nebraska, Case No. CI 11-3630,
wherein ANB asserted breach of contract, breach of warranty,
conversion, and fraud claims against the former controller of
Biovance Texas and against a vendor arising out of Lease #8452.
ANB recovered a settlement of $50,000 in the lawsuit filed in the
District Court of Lancaster County, Nebraska.  In September 2013,
ANB received the sum of $4,250 from Julien as a partial
distribution under the confirmed plan on Claim No. 10.

ANB timely filed its proofs of claim, though it did not use the
official form.  After the Debtors objected to those claims, ANB
filed amended claims.  The Bankruptcy Court implicitly allowed ANB
to do so when it mooted the original claim objections filed by
Debtors and ordered the amended claims and the amended claim
objections to proceed to trial.

The Debtors raised a number of objections, but in their opposition
to ANB's motion for summary judgment raise only three issues for
the Court's consideration.  First, the Debtors argue that ANB
should be judicially estopped from amending its original Claim No.
10 in the Julien case. This is the claim that arises out of
Julien's guaranty of two equipment leases -- a lease of industrial
coolers and accessories to Biovance Texas and a computer lease to
Biovance.  The Debtors make a similar argument about Claim No. 6
in the Biovance case pertaining to the same computer lease that is
one of the subjects of Claim No. 10 in the Julien case.

When ANB first filed Claim No. 10, it asserted that the unpaid
amount due under the leases was $271,369.26. Subsequently, ANB
realized collections under both leases and, after request by
Debtors, filed an amended Claim No. 10 on October 18, 2013. When
it did so, ANB recalculated the total amount due under the leases
in a manner consistent with Article 2A of the Uniform Commercial
Code, asserting that its calculation under its initial proof of
claim was erroneous. After applying all credits for amounts
collected, ANB asserts that there is due and owing $120,943.23
under the leases.

The Debtors do not dispute the validity of ANB's revised
calculations or its reliance on Article 2A of the Uniform
Commercial Code. Thus, the validity of ANB's calculation is not at
issue. Instead, the Debtors argue that while ANB should be
required to amend its claim to reflect credits for payments and
collections made, ANB should not be allowed to amend the starting
point of its claim calculations -- that is, the balance due on the
date of bankruptcy filing.

The Court, however, held that the Debtors fail to identify where
ANB prevailed in one phase of the case or where it is taking a
contradictory position to prevail in another phase.  ANB simply
corrected its calculation of the original balance due under the
leases (the validity of which Debtors apparently do not dispute),
and then applied payments and other credits resulting in a balance
due.  There are simply no facts to suggest that judicial estoppel
should be applied to prevent ANB's claim amendment. That portion
of Debtors' objection is overruled.

The Debtors next argue that "ANB must apply the third-party
collections to its proof of claim."  This objection pertains to
ANB having received $50,000 from third parties to settle
litigation related to the industrial coolers lease with Biovance
Texas.

The Debtors argue that because the confirmed plan provides for
payment in full of all claims, ANB must immediately credit the
third-party settlement amounts it received.

The Bankruptcy Court disagrees with the Debtors' objection.  The
confirmed plan, the Court said, is not a recovery or payment in
full. Instead, it is a promise to pay.

The Court also rejected the Debtors' argument that they are
entitled to seek sanctions for ANB's continued pursuit of its
inaccurate proof of claim.  A review of the record, the Court
said, reveals that ANB acted reasonably with regard to amending
its claim and that the Debtors have failed to state any grounds
for the imposition of monetary sanctions against ANB.

A copy of the Court's June 23, 2014 Order is available at
http://is.gd/TM0uTtfrom Leagle.com.

Biovance Technologies, Inc. -- dba Pro Nutrient Technologies,
Inc., Biovance Life Sciences, Inc., and Biovance R & D, Inc. --
filed for Chapter 11 bankruptcy (Bankr. D. Neb. Case No. 10-82441)
on Aug. 23, 2010.  Bankruptcy Judge Thomas L. Saladino presides
over the case.  David Grant Hicks, Esq., at Pollak & Hicks PC,
served as the Debtor's counsel.   Biovance estimated under $50,000
in assets and $1 million to $10 million in debts.  The petition
was signed by William E. Julian, president.

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at:

     http://bankrupt.com/misc/neb10-82441.pdf


BLACKSANDS PETROLEUM: Apr. 30 Balance Sheet Upside-Down by $6.7M
----------------------------------------------------------------
Blacksands Petroleum, Inc., filed its quarterly report on Form 10-
Q, reporting net income of $788,289 on $268,403 of total
revenues for the three months ended Apr. 30, 2014, compared with a
net loss of $590,293 on $473,180 of total revenues for three
months ended Apr. 30, 2013.

The Company's balance sheet at Apr. 30, 2014, showed $4.68 million
in total assets, $11.34 million in total liabilities, and a
stockholders' deficit of $6.65 million.

The Company has incurred an accumulated deficit of $30.42 million
through April 30, 2014.  In addition, the Company had a working
capital deficit of $6.69 million and cash and cash equivalents of
$2.36 million at April 30, 2014.  The current rate of cash usage
raises substantial doubt about the Company's ability to continue
as a going concern, absent the raising of additional capital,
restructuring or extending the terms on its current debt and/or
additional significant revenues from new oil production, according
to the regulatory filing.

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

                        http://is.gd/ZJjJpN

Blacksands Petroleum, Inc., is engaged in the exploration,
development, exploitation and production of oil and natural gas.
The Company focuses on the acquisition and development of
conventional and unconventional oil and gas fields in North
America.


BRENNAN'S INC: Restaurant Sale on July 9 in New Orleans
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Brennan's, a restaurant in the New Orleans French
Quarter, can resume business later this year following a July 9
hearing to approve the sale of the restaurant to a company named
417 Royal Street LLC, which submitted an initial offer valued by
Chapter 7 trustee Ronald Hof at $3 million.

According to the report, sale procedures call for submission of
competing bids by July 7.  Any auction will take place on July 9,
just before the sale-approval hearing in New Orleans, the report
said.

                        About Brennan's Inc.

Brennan's opened on Bourbon Street in the New Orleans French
Quarter in 1946 and moved in 1956 to a Royal Street mansion that
was built for the Banque de la Louisiane in the late 18th century.
The restaurant was a landmark and known as the place where Bananas
Foster was invented.

Brennan's Inc., the famed restaurant in the New Orleans French
Quarter, is being liquidated in Chapter 7 bankruptcy.  Creditors
including an affiliate of Sysco Corp. filed an involuntary
bankruptcy petition (Bankr. E.D. La. Case No. 13-bk-12985) on Oct.
28, 2013.  Brennan's didn't oppose the petition.  The bankruptcy
judge declared the restaurant a Chapter 7 bankrupt on Dec. 5,
2013.

Ronald Hof will serve as trustee unless creditors elect a trustee
of their own to liquidate the assets.

The almost 70-year-old restaurant was in the midst of intra-family
disputes.  Ted Brennan was removed as president in June.  He filed
an appeal in U.S. Court of Appeals in New Orleans seeking
reinstatement.


BROWNSVILLE MD: Plan Rejected; Pineda Grantor Wins Stay Relief
--------------------------------------------------------------
Bankruptcy Judge Richard S. Schmidt entered a memorandum opinion
and order on Brownsville MD Ventures, LLC's First Amended Plan of
Reorganization, and Pineda Grantor Trust II's motion for relief
from the automatic stay.

The Court, in its June 9, 2014 order, said that based on its
finding, the Plan is not confirmable.  Additionally, other than
the payment ordered by the Court on March 28, 2014, the Debtor is
not making monthly payments to Pineda as required.  Accordingly,
Pineda's motion for relief from the automatic stay must be
granted.

Pineda is a secured creditor of the Debtor having perfected liens
on the property and cash of the Debtor.  Pineda filed a proof of
claim in the amount of $13,661,845.

As reported by the Troubled Company Reporter on March 25, 2014,
the Court on Feb. 26 approved the disclosure statement, saying it
contains "adequate information" for creditors to decide on whether
to support the company's restructuring plan.  The bankruptcy judge
also gave the company the go-signal to begin the solicitation of
votes from creditors.  Creditors entitled to vote were required to
cast their ballots on or before March 28, which was the deadline
for filing objections to confirmation of the plan.

The Plan proposes to sell its real property in Brownsville, Texas,
with net sale proceeds to be used to pay claims of creditors,
including claims of Cameron County and Pineda Grantor Trust II.
The Plan contemplates either a sale of the property by Dec. 31, or
if it isn't sold within this year, the trust will receive title to
the property free and clear of all liens, claims and encumbrances
except for the lien of Cameron County.  The reorganized company
will fund its cash obligations under the Plan with cash on hand,
with cash realized from the return of funds held on deposit by the
trust, and by selling the property.  The proposed listing price
for the property will be between $15 million to $18 million.

On March 28, 2014, secured creditor Pineda Grantor Trust II filed
an objection to the Plan, claiming that the Plan isn't proposed in
good faith.  According to Pineda, the Plan places the entire risk
of its reorganization squarely on the shoulders of Pineda together
with all the attendant risk that the Debtor will not sell the
property during the term of the Plan.  The Debtor plans to market
the property for so long as the Debtor can use Pineda's cash
collateral.

"After the Debtor runs out of cash and if the property is not
sold, Pineda will receive the property with additional taxes owed
and its cash collateral depleted.  During this time, the property
continues to depreciate as the windows are leaking and general
maintenance is not being made," Ronald A. Simank, Esq., at Schauer
& Simank, P.C., the attorney for Pineda, said in the March 28
court filing.

Pineda claims that the Plan also is not feasible.  It provides a
very limited period of time to sell the property.  The Debtor has
marketed the property for over two years and has yet to enter into
a viable contract to sell the property.  The Debtor may have as
little as a month to market and sell the property to perhaps six
months.  The possibility of the Debtor of selling the property
within this time period for an amount equal to or in excess of
Pineda's secured claim is too speculative to be confirmable.

Pineda further claims that the Debtor projects that sufficient
money will be generated from the sale of the property to pay all
creditors, but the property value is sufficiently below the amount
of Pineda's debt such that there is no equity for the benefit of
unsecured creditors in the case.

                   About Brownsville MD Ventures

Brownsville MD Ventures, LLC, was formed in 2004 for the purpose
of acquiring real property and improvements in Brownsville, Texas.
The company leased the property to Brownsville Doctors Hospital,
LLC, which operated a hospital on the premises.  The tenant has
ceased operations, and the property has been vacant since August
2012.

Brownsville MD Ventures filed a Chapter 11 petition (Bankr. S.D.
Tex. Case No. 13-10341) on Aug. 26, 2013, in Brownsville, Texas.
Chester Gonzalez, the managing member and the chairman of the
board of managers, signed the bankruptcy petition.

The Debtor disclosed $24 million in assets and $14.7 million in
liabilities in its schedules.

The Debtor's property was appraised by Compass Bank in July 2011
with a fair market value in excess of $20,000,000.  Pineda Grantor
Trust II, as assignee of Compass Bank (which provided a loan to
finance the acquisition of the property), is the secured lender.

Kell Corrigan Mercer, Esq., at Husch Blackwell, LLP, in Austin,
Texas, serves as the Debtor's counsel.  The Debtor tapped The
Rentfro Law Firm PLLC as special counsel to provide legal advice
regarding business matters.

Judge Richard S. Schmidt presides over the case.


CABAZON BAND: Court Tosses Saybrook's Bid to Recover Jr. Loan
-------------------------------------------------------------
GoldenTree Asset Management LP on June 23 disclosed that in a
June 11, 2014 ruling, the California Supreme Court rejected a
petition by Saybrook Capital LLC's municipal opportunities group
(absorbed in 2012 by Kayne Anderson Capital Advisors) to recover
on a $56.5 million junior loan to the Cabazon Band of Mission
Indians .

In the case, the Riverside County Superior Court Judge John G.
Evans rejected an attempt by the Saybrook group to recover on its
loan after turbulent economic conditions forced the tribe to
default in April 2012.  Through its trustee, Saybrook sued for
breach of its loan agreement and sought an injunction against the
tribe and the Fantasy Springs Resort and Casino in Indio,
California.  A consortium of lenders led by New York-based
GoldenTree Asset Management LP, who hold the senior loan, joined
with the tribe in blocking Saybrook's effort to seize casino
revenues.

Wayne S. Flick, a senior partner at Latham & Watkins in Los
Angeles, said the rulings were hardly surprising.  "Saybrook has
spent more than two years and wasted millions of investor dollars
chasing after a loan it will likely never recover.  Very simply,
the loan by GoldenTree and the other bridge lenders, which now
totals more than $180 million, is first in line.  The courts have
quite correctly rejected Saybrook's misguided efforts to improve
its position."

In his ruling, Judge Evans found that while the tribe's unpaid
loan obligation to Saybrook was largely undisputed, the injunction
Saybrook sought was legally barred because it would have
circumvented the tribe's carefully-negotiated capital structure.
Because GoldenTree and its co-lenders have the first right to
casino revenues, the Court found that Saybrook did "not have
standing to complain."

In additional bad news for Saybrook's investors, the trial court
also ordered Saybrook to pay nearly $1 million in attorneys' fees
after losing on its claim for an injunction, and rejected
Saybrook's own claim for almost $2 million in attorneys' fees,
finding that it "was not the prevailing party."  Despite handing
Saybrook a judgment for money damages, the court characterized
Saybrook's ability to collect on that judgment as "extremely
limited" and found that the "judgment did little to improve
[Saybrook's chances] of repayment."

The Supreme Court's ruling last week means that the tribe may
pursue its appeal of the money judgment without posting the usual
bond, and that Saybrook is barred from taking any steps to enforce
the judgment in the meantime. Flick said the appeal could take
years to resolve.  "If I were an investor in the Saybrook funds,
I'd be looking very closely at whether this loan is a total loss,"
he added.

For Court documents related to the Saybrook litigation, please
contact Frank Pizzurro or Scott Sunshine.


CALIFORNIA COMMUNITY: Section 341(a) Meeting on July 17
-------------------------------------------------------
A meeting of creditors in the bankruptcy case of California
Community Collaborative, Inc., is scheduled for July 17, 2014, at
9:00 a.m. at Office of the UST.  Creditors have until Oct. 15,
2014, to submit their proofs of claim.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
meeting of creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

California Community Collaborative, Inc., filed a Chapter 11
bankruptcy petition (Bankr. E.D. Calif. Case No. 14-26351) on
June 17, 2014.  Merrell G. Schexnydre signed the petition as
president.  The Debtor estimated assets of at least $10 million
and liabilities of $1 million to $10 million.  The Debtor is
represented by Meegan, Hanschu & Kassenbrock.  Judge Christopher
M. Klein presides over the case.


CASH STORE: OSC Issues Management Cease Trade Order
---------------------------------------------------
Cash Store Financial Services Inc. previously announced that a
Cease Trade Order was issued on May 30, 2014 by the Alberta
Securities Commission due to the Company failing to file interim
unaudited financial statements, interim management's discussion
and analysis, and certification of interim filings for the period
ended March 31, 2014, pursuant to section 146 of the Securities
Act (Alberta).  Per the terms of the Cease Trade Order, all
trading in the Company's securities has ceased.

As Cash Store Financial announced on May 16, 2014, its inability
to file these materials is attributable to the circumstances of
the Company's ongoing court-supervised restructuring process under
the Companies' Creditors Arrangement Act ("CCAA").  Cash Store
Financial intends to file the Continuous Disclosure Documents as
soon as is commercially reasonable, or as requested by the Court,
and is committed to completing the restructuring process as
quickly and efficiently as is possible.

The Company remains open for business with its branches operating.
Further details regarding the Company's CCAA proceedings are
available on the Monitor's website at
http://cfcanada.fticonsulting.com/cashstorefinancial/

                    About Cash Store Financial

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

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

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


CIENA CORP: S&P Affirms 'B' CCR & Rates $250MM Sr. Loan 'BB-'
-------------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'B'
corporate credit rating on Hanover, Md.-based Ciena Corp.  The
outlook is stable.

At the same time, S&P assigned its 'BB-' issue-level rating and
'1' recovery rating to Ciena's new $250 million senior secured
term loan.  The '1' recovery rating indicates S&P's expectation
for very high recovery (90%-100%) of principal in the event of a
payment default.  S&P also affirmed its 'B' issue-level rating,
with a recovery rating of '4', on the company's senior unsecured
debt.  The '4' recovery rating indicates that unsecured creditors
can expect average (30%-50%) recovery in the event of a default.

"The ratings on Ciena Corp. reflect Standard & Poor's expectation
that the company will generate above-industry average operating
performance based on strong demand for its products from service
providers while maintaining at least breakeven free operating cash
flow over the next 12 months," said Standard & Poor's credit
analyst Andrew Chang.

Ciena's financial risk profile is considered "highly leveraged"
based on adjusted leverage, which S&P expects will be near mid-6x
by fiscal year-end 2014.

Ciena's "weak" business risk profile assessment reflects volatile
earnings due to cyclical telecom capital equipment demand, high
research and development (R&D) investments, and a highly
competitive market with a number of much larger and better-
resourced competitors.  Customer concentration is high with
Ciena's top 10 customers accounting for over half of overall
revenues.  Offsetting these factors, S&P expects demand from
service providers to remain strong over the near term given the
current carrier investment cycle and the company to maintain good
market share for optical transport and switching equipment, with
good position in the expanding 40G/100G transport segment.  S&P
considers absolute profitability to be "below average" despite its
expectations for improving margins in fiscal 2014 and 2015 given
the competitive industry environment; volatility of profitability
is "very high" given Ciena's track record through previous
industry cycles.

The stable outlook reflects S&P's expectation that strong carrier
demand will lead to improving operating performance over the next
12 months and that Ciena will preserve liquidity at near-current
levels despite weak cash flow measures and vulnerability to
telecom capital spending cycles.

S&P could lower the rating if the company is unable to generate
consistently positive FOCF, or if cash and liquid investments
declined to below $400 million for multiple quarters.

Although unlikely over the next 12 months given its highly
leveraged financial profile, S&P would consider a higher rating
over the longer term if the company is able to generate
consistently positive FOCF while maintaining adjusted leverage
below 5x on a sustained basis.


COASTAL BROADCASTING: Shareholders Lose 3rd Cir. Plan Appeal
------------------------------------------------------------
The United States Court of Appeals, Third Circuit, upheld in all
respects the decision of the District Court affirming confirmation
of a plan of reorganization for Coastal Broadcasting Systems, Inc.
Two of Coastal's shareholders -- Edwin Rosenfeld and Wilbur E.
Huf, Jr. -- took an appeal from the confirmation order,
challenging the feasibility of the Plan, the classification of
their claims, and the plain language of a pre-bankruptcy
Subordination and Intercreditor Agreement.  A copy of the Third
Circuit's June 23 Opinion is available at http://is.gd/DzaGT8from
Leagle.com.

Messrs. Huf and Rosenfeld are represented by:

     Joseph M. Garemore, Esq.
     BROWN & CONNER
     360 Haddon Avenue
     P.O. Box 539
     Westmont, NJ 08108

Counsel for the Appellee are:

     Andrea Dobin, Esq.
     TRENK, DIPASQUALE, DELLA FERA & SODONO
     427 Riverview Plaza
     Trenton, NJ 08611

          - and -

     Ira R. Deiches, Esq.
     DEICHES & FERSCHMANN
     25 Wilkins Avenue
     Haddonfield, NJ 08033

                    About Coastal Broadcasting

Coastal Broadcast Systems, Inc., based in Rio Grande, New Jersey,
filed for Chapter 11 bankruptcy (Bankr. D.N.J. Case No. 11-10596)
on Jan. 9, 2011.  Coastal operates FM radio stations servicing the
greater Cape May County, New Jersey area.  Judge Gloria M. Burns
presides over the case.  Ira Deiches, Esq., at Deiches &
Ferschmann, serves as the Debtor's counsel.  Coastal scheduled
assets of $129,136 and liabilities of $3,867,762.  The petition
was signed by Robert J. Maschio, president.


COBALIS CORP: 3rd Cir. Affirms Dismissal of Radovich Complaint
--------------------------------------------------------------
Radul Radovich and several entities he controls owned a
substantial amount of shares in a pharmaceutical corporation
called Cobalis Corp.  Radovich was also the chairman of its board.
Cobalis's shares were publicly traded on domestic over-the-counter
markets.  Cobalis needed money to help finance its operations and
product development. It reached out to YA Global Investments,
L.P., formerly known as Cornell Capital Partners, L.P., a hedge
fund that specialized in making private investments in public
equity -- PIPE transactions.  Radovich's son, Chaslav Radovich,
who was Cobalis's president, began negotiating on behalf of
Cobalis and Radovich.

Chaslav Radovich and YAGI agreed to terms and entered into a
"structured" PIPE transaction on December 20, 2006.  YAGI agreed
to lend $3.85 million to Cobalis in the form of debentures that
could convert to shares if certain conditions came to pass. YAGI's
loan was convertible into common shares at a conversion price that
automatically adjusted downward should Cobalis's share price fall.
As collateral for the loan, Radovich agreed to place 8.4 million
of his Cobalis shares in an escrow account with defendant David
Gonzalez as the escrow agent. These shares were secured by a
Pledge and Escrow Agreement, which allowed for the transfer of
these shares to YAGI if Cobalis suffered an "event of default."

The Pledge and Escrow Agreement was signed by Radovich, Mark
Angelo on behalf of YAGI, Chaslav Radovich on behalf of Cobalis,
and David Gonzalez as the escrow agent.

Radovich claims that the structure of the PIPE transaction
concerned him because it gave YAGI a "strong incentive" to sell
shares of Cobalis short, thereby driving down their market price,
reducing the price at which YAGI could convert its loan into
shares, and ultimately leaving it with more shares.  To assuage
his concerns, he contends that YAGI made numerous assurances --
mostly oral, but at least one written -- that YAGI would not
"engage in transactions that would have the effect or potential to
depress the price of Cobalis stock."  Despite these assurances,
Radovich claims that YAGI shorted Cobalis stock, thereby driving
down its price and preventing Cobalis from raising additional
money through share sales.

At some point between April and July 2007, YAGI also became aware
that a third party obtained a judgment against Cobalis in an
unrelated matter and attempted to enforce it against Cobalis. YAGI
allegedly considered this an event of default and Radovich's
shares were "wrongfully released" from escrow.

Cobalis's business failed and YAGI filed an involuntary Chapter 7
bankruptcy petition (Bankr. C.D. Calif. 07-_____) against Cobalis
on August 1, 2007.  By this point, Cobalis's share price had
declined from $0.75 per share at the time that the PIPE
transaction closed to about $0.05 per share. Although the
bankruptcy was ultimately converted into a voluntary Chapter 11
case, conflicts abounded between Cobalis, who remained a debtor-
in-possession, and YAGI.

On November 9, 2009, while still in bankruptcy, Cobalis filed an
adversary complaint in the bankruptcy court against YAGI seeking
to void all of the documents associated with the PIPE transaction.
Cobalis claimed that YAGI breached oral and written assurances
that it would not short Cobalis shares and that by shorting
Cobalis shares, YAGI drove down their price and prevented Cobalis
from raising additional money in the stock market.  It also
claimed that YAGI committed securities fraud by deceiving Radovich
and Chaslav Radovich into entering into the transaction.  It
sought "rescission of all of the Transaction Documents" that
comprised the PIPE transaction.

The bankruptcy court dismissed Cobalis's complaint. Cobalis then
amended its complaint in the bankruptcy court four times, and each
time the bankruptcy judge again dismissed it. In its fifth
complaint, Cobalis specifically alleged not only that YAGI
breached promises to not short Cobalis stock, but that it
"wrongfully became beneficial owners of the 8.4 million shares" in
escrow.  Part of its final order dismissing the fifth complaint
with prejudice specifically addressed the Pledge and Escrow
Agreement, rejecting the notions that YAGI wrongfully became the
beneficial owners of the 8.4 million shares in escrow, and that
YAGI had broken any promises or breached any of the transaction
documents.  Cobalis did not appeal the dismissal.

Before the ink on the bankruptcy judge's final dismissal was dry,
Cobalis brought an action in the District of New Jersey on August
18, 2011 relating to the same events as the Bankruptcy Adversary
Action and seeking a temporary restraining order that would enjoin
YAGI from exercising rights that it had under the transaction
documents.  The complaint in this first District Court of New
Jersey action again recounted the history behind the PIPE
transaction, defined the relevant transaction documents to include
the Pledge and Escrow Agreement, and sought "Rescission Of All
Instruments."  The district court denied Cobalis's TRO
application, largely because Cobalis could not overcome res
judicata, and thus could not show a likelihood of success on the
merits. It then dismissed the action, and Cobalis again did not
appeal.

Instead, Radovich and several entities under his control brought
the instant action on October 25, 2012. Its allegations mimic
those made in the Bankruptcy Adversary Action (that were largely
repeated in the first New Jersey action). The complaint recounts
the history of Cobalis's PIPE transaction and then alleges that
Radovich was fraudulently induced into signing the Pledge and
Escrow Agreement, that YAGI broke its oral assurances that it
would not short Cobalis shares, and that YAGI misappropriated the
8.4 million shares that Radovich put in escrow.

The District Court again dismissed the action on res judicata
grounds. It held that Radovich was relying on the same underlying
events, facts, and theories, as Cobalis did in the Bankruptcy
Adversary Action. It further held that the disposition of the
Bankruptcy Adversary Action bound Radovich (who admittedly was not
a party to it) because he was in privity with Cobalis. That
Chaslav Radovich was Radovich's agent in negotiating the PIPE
transaction, Radovich owned a substantial block of Cobalis shares,
and Radovich was Cobalis's chairman created a sufficient
identification of interests for res judicata purposes. Radovich
timely appealed.

On June 20, 2014, a three-judge panel of the U.S. Court of Appeals
for the Third Circuit affirmed the order of the District Court
dismissing the plaintiffs' complaint.

The case is, RADUL RADOVICH; SILVER MOUNTAIN PROMOTIONS, INC; ST.
PETKA TRUST; R AND R HOLDINGS, Appellants, v. L.P. YA GLOBAL
INVESTMENTS, L.P., a Delaware limited Partnership, f/k/a Cornell
Capital Partners, L.P.; YORKVILLE ADVISORS, LLC, A Delaware
limited liability company; YORKVILLE ADVISORS GP, LLC; MARK
ANGELO; DAVID GONZALEZ; CRAIG ENGLER, No. 13-3722 (3rd Cir.).  A
copy of the Third Circuit's June 20, 2014 Opinion is available at
http://is.gd/VP7BM9from Leagle.com.

Cobalis Corp. put itself in October 2007 (Bankr. C.D. Calif. Case
No. 07-12347) in response to an involuntary liquidating Chapter 7
petition filed in August by Y.A. Global Investments LP, the holder
of $3 million in secured convertible debentures.  In August 2009,
Cobalis Corporation filed a "five year" reorganization plan.

Whittier, California-based Cobalis again sought Chapter 11
protection on July 8, 2011, assigned Case No. 11-39429 (Bankr.
C.D. Calif.), represented by Blake Lindemann, Esq., at Blake
Lindemann, Attorney-At-Law.


COLOR STAR: July 14 Hearing on Proposed Global Settlement
---------------------------------------------------------
Hon. Brenda T. Rhoades, Chief Bankruptcy Judge for the Eastern
District of Texas, will conduct a hearing to consider approval of
a proposed settlement in Color Star Growers of Colorado, Inc.'s
bankruptcy case. The hearing is scheduled for July 14, 2014 at
3:30 p.m. at the courthouse at 660 North Central Expressway,
Plano, TX.

The Debtor, its Lenders (Regions Bank and Comerica), and the
Committee of Unsecured Creditors have announced a proposed global
settlement in this Chapter 11 case which is pending in the Eastern
District of Texas, Sherman Division. Under the terms of the
proposed settlement which was outlined for the Court by the
Debtor's counsel, the Lenders will allow $750,000 of the Debtor's
cash collateral to be used solely for allowed administrative
expenses, of which at least $100,000 will be used for
administrative expenses connected to the two proposed Trusts --
the Liquidation Trust and the Litigation Trust.  In exchange, the
Debtor will provide full releases to the Lenders.  Upon
confirmation of a plan of reorganization, the Lenders will release
the liens associated with the Debtor's Commercial Torts Claims,
thereby allowing all unsecured creditors to share proportionally
in the proceeds.  Additionally, the Lenders will permit cash
collateral from the Debtor in the amount of $325,000 to be used to
fund litigation expenses from the Litigation Trust.

The Debtor will file a Reorganization Plan that outlines the
procedures governing the Liquidation Trust and the Litigation
Trust.  General unsecured creditors voting for or receiving a
distribution under the Plan will then also provide releases to the
Lenders.

Regions Bank will sweep cash in the Debtor's possession (funds in
excess of $1,462,500, only).  The Debtor anticipates possessing
$2,800,000 at the time of the July 14th settlement hearing.
Regions will receive relief from the automatic stay so as to
enforce its rights and remedies in collateral owned by the Debtor
with the exception of assets earmarked for other purposes under
the proposed settlement agreement.

The Liquidation Trust will focus on the collection of insurance
proceeds related to the Debtors' flood loss claims as well as the
pursuit of other claims assigned to the Trust.  The parties have
proposed Daniel J. "Corky" Sherman as Trustee of this Trust.
Sherman will be overseen by a Trust Plan Advisory Board consisting
of a representative of Regions, a representative of Comerica, a
representative of MCG, and a representative of the remaining
unsecured creditors.  The Trust would terminate on the fifth
anniversary of the effective date of the Plan of Reorganization.

The Litigation Trust would oversee all Commercial Torts Claims.
The Trust would also investigate and possibly initiate the
Debtor's claims against Bank of the West, Nikki Gibson, and the
law firm of Bell, Nunnally and Martin.  While the parties have not
yet proposed a specific Trustee, the Trustee would receive
oversight from a four-person advisory board composed of one
representative each from Regions, Comerica, MCG, and the remaining
unsecured creditors.  The Trustee would also be authorized to
employ counsel to prosecute any necessary claims.  This Trust
would also terminate on the fifth anniversary of the effective
date of the Plan of Reorganization.

Pleadings in the case are available from the Court's website
(www.ecf.txeb.uscourts.gov), the Debtor's website
(www.upshotservices.com/colorstar), and the Debtor's claims agent:

     UPSHOT SERVICES, LLC
     c/o Travis Vandall
     7808 Cherry Creek S. Dr., Ste. 112
     Denver, CO 80231
     Tel: (855) 812-6112

Pleadings may also be obtained from the Debtor's counsel:

     Marcus A. Helt, Esq.
     Evan R. Baker, Esq.
     GARDERE WYNNE SEWELL LLP
     3000 Thanksgiving Tower
     1601 Elm Street
     Dallas, TX 75201-4761
     Tel: (214) 999-3000

                         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.


CONN'S INC: S&P Assigns 'B' CCR & Rates $880MM Facility 'BB-'
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned a 'B' corporate credit
rating to Texas-based Conn's Inc.  The outlook is stable.

"At the same time, we assigned our 'BB-' issue-level rating with a
'1' recovery rating to Conn's $880 million ABL revolving facility.
The '1' recovery rating reflects our expectation for very high
(90%-100%) recovery in the event of default.  We also assigned our
'B-' issue-level rating with a '5' recovery rating to the
company's proposed $250 million senior unsecured notes.  The '5'
recovery rating reflects our expectation for modest (10%-30%)
recovery in the event of default," S&P said.

The company plans to use proceeds from the notes offering to repay
a portion of its borrowings under its existing ABL revolver.  S&P
views this transaction as leverage neutral.

"Our rating on Conn's reflects our assessment of its participation
in the highly fragmented and competitive durable consumer goods
segment of the retail industry, small scale, geographic
concentration, and focus on financing its credit-constrained
customer base," said credit analyst Mariola Borysiak.  "It also
reflects our view that its profitability could meaningfully
deteriorate if the company does not manage its underwriting
processes prudently and cannot collect its consumer receivables."

S&P's rating outlook is stable and incorporates its expectation
that the company successfully executes its aggressive growth
strategy--more stores and an increase in receivables.  S&P
anticipates that its prudent underwriting practices will allow it
to maintain its current charge-off rate around the existing levels
and successfully collects its customer receivables, leading to
free cash flow of around $100 million.

Downside scenario

S&P could lower the rating if Conn's more aggressive growth and
related underwriting practices weaken its credit portfolio,
causing the cushion to the company's financial covenants to narrow
to less than 15% as a result of EBITDA decline or unsuccessful
cash collection from its customers.  S&P would revise its
liquidity assessment to "less than adequate" under this scenario.

Upside scenario

S&P could consider a higher rating if the company successfully
manages its store growth, underwriting processes, and receivables
collections.  This would provide evidence that it can at least
sustain recent EBITDA and cash flow generation levels.  Under this
scenario S&P would reassess its comparable ratings analysis to
neutral from negative.


CONSTAR INTERNATIONAL: Plan Exclusivity Extended to July 12
-----------------------------------------------------------
Capsule International Holdings, LLC (f/k/a Constar International
Holdings) requested that the Bankruptcy Court extend its exclusive
period to file a plan of reorganization and seek acceptances
thereto until July 12, 2014 and September 15, 2014 respectively.

The Debtor argues that the size and complexity of its Chapter 11
case necessitates an extension.  During the first 71 days of the
case, the Debtor was able to sell substantially all of its assets
through three different sales involving assets located in the U.S.
and abroad.  Responding to the numerous objections to the sale
procedures consumed much of the Debtor's time.

The Debtor has made substantial progress in the case such as
working with the secured creditors and the Official Committee of
Unsecured Creditors to negotiate a "term sheet" which will provide
the framework for a confirmable Plan.  The Debtor continues to pay
administrative expenses as they come due. Allowing the exclusive
period to lapse would harm the estate because it would frustrate
the efforts of the parties involved in formulating the "term
sheet".

Hon. Christopher S. Sontchi of the Bankruptcy Court for the
District of Delaware granted the Debtor's Request on April 28,
2014.

Counsel for the Debtor are Robert S. Brady, Esq., Sean T.
Greecher, Esq. and Maris J. Kandestin, Esq. at Young, Conaway,
Stargatt & Taylor LLP of Wilmington, DE and Michael J. Sage, Esq.,
Brian E. Greer, Esq., and Stephen M. Wolpert, Esq. at Dechert LLP
of New York, NY.

                    About Constar International

Privately held Constar International Holdings and nine affiliated
debtors filed for Chapter 11 protection (Bankr. D. Del. Lead Case
No. 13-13281) on Dec. 19, 2013.

Constar, which manufactures plastic containers, is represented by
Michael J. Sage, Esq., Brian E. Greer, Esq., Stephen M. Wolpert,
Esq., and Janet Bollinger Doherty, Esq., at Dechert LLP; and
Robert S. Brady, Esq., and Sean T. Greecher, Esq., at Young
Conaway Stargatt & Taylor, LLP.  Prime Clerk LLC serves as the
Debtors' claims and noticing agent, and administrative advisor.
Lincoln Partners Advisors LLC serves as the Debtors' financial
advisor.

Judge Christopher S. Sontchi oversees the 2013 case.

This is Constar International's third bankruptcy.  Constar first
filed for Chapter 11 protection (Bankr. D. Del. Lead Case No.
08-13432) in December 2008, with a pre-negotiated Chapter 11 Plan
and emerged from bankruptcy in May 2009.  Constar and its
affiliates returned to Chapter 11 protection (Bankr. D. Del. Case
No. 11-10109) on Jan. 11, 2011, with a pre-negotiated Chapter 11
plan and emerged from bankruptcy in June 2011.

The new petition listed assets worth less than $100 million
against $123 million on three layers of secured debt.

Attorneys at Brown Rudnick LLP represent the official committee of
unsecured creditors.

Counsel to Wells Fargo Capital Finance, LLC, the revolving loan
agent, is Andrew M. Kramer, Esq., at Otterbourg P.C.


COOPER-BOOTH: Implements Full-Payment Plan, Emerges from Ch. 11
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that convenience-store wholesaler Cooper-Booth Wholesale
Co. has emerged from bankruptcy reorganization by implementing a
Chapter 11 plan crafted to pay all creditors in full.

Judge Magdeline D. Coleman of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania on May 16 signed an order
confirming the Amended Joint Chapter 11 Plan of Reorganization for
Cooper-Booth Wholesale Company, L.P., Cooper-Booth Transportation
Company, L.P., and Cooper-Booth Management Company, Inc.

As previously reported by The Troubled Company Reporter, no
objections to the confirmation of the Plan were filed.  The Plan
provides for the reorganization of the Debtors and their continued
existence after the Effective Date as Reorganized Debtors.  The
Plan provides for the payment of 100% of the Allowed Claims in
each Class.  The funds to make the Distributions required under
the Plan will be comprised of cash on hand and the loan proceeds
from an exit financing facility, which is a senior credit facility
in an aggregate amount of $35,000,000 to be provided by the Exit
Financing Lender.  All obligations to the Exit Financing Lender
will be secured by first priority liens on all of Debtors' assets.

Holders of Claims in Classes 1A, 1B and 3A, which were impaired
under the Plan, voted in support of the Plan, according to a
report of plan voting prepared by Maschmeyer Karalis P.C.

                  About Cooper-Booth Wholesale

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

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

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

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

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


DIVERSIFIED RESOURCES: Has $406K Net Loss in Q2 Ending Apr. 30
--------------------------------------------------------------
Diversified Resources, Inc., reported a net loss of $406,155 on
$9,874 of oil and gas sales for the three months ended Apr. 30,
2014, compared with a net loss of $140,414 on $11,481 of oil and
gas sales for the same period in 2013.

The Company's balance sheet at Jan. 31, 2014, showed $2.83 million
in total assets, $1.09 million in total liabilities, and
stockholders' equity of $1.74 million.

The Company sustained operating losses during the years ended
October 31, 2013 and 2012 and during the six months ended April
30, 2014 and 2013.  The Company has a negative working capital in
the amount of $611,487.  The Company's continuation as a going
concern is dependent on its ability to generate sufficient cash
flows from operations to meet its obligations and/or obtaining
additional financing from its shareholders or other sources, as
may be required, according to the regulatory filing.

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

                       http://is.gd/dzirAg

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


DREAMS MEDIA: Case Summary & 4 Unsecured Creditors
--------------------------------------------------
Debtor: Dreams Media Radio, LLC
           aka 95.1 EXA FM
        902 Beech Ave.
        McAllen, TX 78501

Case No.: 14-70326

Chapter 11 Petition Date: June 23, 2014

Court: United States Bankruptcy Court
       Southern District of Texas (McAllen)

Debtor's Counsel: Marcos Demetrio Oliva, Esq.
                  THE OLIVA LAW FIRM
                  1418 Beech Avenue, Suite 108
                  McAllen, TX 78501
                  Tel: 956-502-0825
                  Fax: 866-868-4224
                  Email: ecf@oliva-law.com

Total Assets: $5.25 million

Total Liabilities: $2.92 million

The petition was signed by Gerardo Gonzalez, manager.

A list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/txsb14-70326.pdf


ECOTALITY INC: Dickinson Wright Approved as Panel's Counsel
-----------------------------------------------------------
The Official Committee of Unsecured Creditors of Electric
Transportation Engineering Corporation, dba Ecotality North
America and its debtor-affiliates, sought and obtained permission
from the Hon. Madeleine C. Wanslee of the U.S. Bankruptcy Court
for the District of Arizona to retain Dickinson Wright PLLC as
counsel to the Committee, effective June 4, 2014.

The Committee requires Dickinson Wright to:

   (a) provide legal advice and assistance to the Committee in its
       consultation with the Debtors relative to the Debtors'
       administration of its reorganization;

   (b) represent the Committee at hearings held before the Court
       and communicate with the Committee regarding the issues
       raised, as well as the decisions of the Court;

   (c) assist and advise the Committee in its examination and
       analysis of the conduct of the Debtors' affairs and the
       reasons for the Chapter 11 filings;

   (d) review and analyze all applications, motions, orders,
       statements of operations and schedules filed with the Court
       by the Debtors or third parties, advise the Committee as to
       their propriety, and, after consultation with the
       Committee, take appropriate action;

   (e) assist the Committee in preparing applications, motions,
       and orders in support of positions taken by the Committee,
       as well as prepare witnesses and review documents in this
       regard;

   (f) apprise the Court of the Committee's analysis of the
       Debtors' operations;

   (g) confer with the accountants and any other professionals
       retained by the Committee, if any are selected and
       approved, so as to advise the Committee and the Court more
       fully of the Debtors' operations;

   (h) assist the Committee in its negotiations with the Debtors
       and other parties-in-interest concerning the terms of any
       proposed plan of reorganization;

   (i) assist the Committee in its consideration of any plan of
       reorganization proposed by the Debtors or other parties-in-
       interest as to whether it is in the best interest of
       creditors and is feasible;

   (j) assist the Committee with such other services as may
       contribute to the confirmation of a plan of reorganization;

   (k) advise and assist the Committee in evaluating and
       prosecuting any claims that the Debtors may have against
       third parties;

   (l) assist the Committee in the determination of whether to,
       and if so, how to, sell the assets of the Debtors for the
       highest and best price; and

   (m) assist the Committee in performing such other services as
       may be in the interest of creditors, including, but not
       limited to, the commencement of, and participation in,
       appropriate litigation respecting the estate.

The principal attorney presently designated to represent the
Committee is Carolyn J. Johnsen and her agreed hourly rate for
this case is $565.  Ms. Johnsen has served as lead counsel for the
Committee since its original appointment and has recently changed
law firms to Dickinson Wright.  The Committee requested that Ms.
Johnsen continue as counsel.

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

Ms. Johnsen 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.

Dickinson Wright can be reached at:

       Carolyn J. Johnsen, Esq.
       DICKINSON WRIGHT PLLC
       1850 North Central Avenue, Suite 1400
       Phoenix, AZ 85004
       Tel: (602) 285-5000
       Fax: (602) 285-5100
       E-mail: cjohnsen@dickinsonwright.com

                       About Ecotality Inc.

Headquartered in San Francisco, California, Ecotality, Inc.
(Nasdaq: ECTY) -- http://www.ecotality.com-- is a provider of
electric transportation and storage technologies.

Ecotality Inc. along with affiliates including lead debtor
Electric Transportation Engineering Corp. sought Chapter 11
protection (Bankr. D. Ariz. Lead Case No. 13-16126) on Sept. 16,
2013, with plans to sell the business at an auction.

The cases are assigned to Chief Judge Randolph J. Haines.  The
Debtors' lead counsel are Charles R. Gibbs, Esq., at Akin Gump
Strauss Hauer & Feld LLP, in Dallas, Texas; and David P. Simonds,
Esq., and Arun Kurichety, Esq., at Akin Gump Strauss Hauer & Feld
LLP, in Los Angeles, California.  The Debtors' local counsel is
Jared G. Parker, Esq., at Parker Schwartz, PLLC, in Phoenix,
Arizona.  FTI Consulting, Inc. serves as the Debtors' crisis
manager and financial advisor.  The Debtors' claims and noticing
agent is Kurtzman Carson Consultants LLC.

Electric Transportation estimated assets of $10 million to $50
million and debt of $100 million to $500 million.  Unlike most
companies in bankruptcy, Ecotality has no secured debt.  It simply
ran out of money.  There's $5 million owing on convertible notes,
plus liability on leases.  Part of pre-bankruptcy financing took
the form of a $100 million cost-sharing grant from the U.S. Energy
Department.  In view of the San Francisco-based company's
financial problems, the government cut off the grant when $84.8
million had been drawn.

On Sept. 24, 2013, the Office of the United States Trustee for
Region 14 appointed a committee of unsecured creditors.

In October 2013, the bankruptcy judge cleared Ecotality to sell
most of the business to Car Charging Group Inc. for $3.3 million.
Two other buyers purchased other assets for $1 million in total.


EASTCOAL INC: Obtains Creditor Approval for Bankruptcy Proposal
---------------------------------------------------------------
EastCoal Inc. previously announced on April 23, 2014, that at a
meeting of its creditors held on April 22, 2014, it had received
creditor approval for the Company's proposal to its creditors
pursuant to the Bankruptcy and Insolvency Act (Canada).  The
Company also previously announced that on May 20, 2014, the
Proposal trustee, Deloitte Restructuring Inc. and the Company were
granted an order from the Supreme Court of British Columbia
approving the Proposal and the associated transactions identified
below.  The Company announced that the Company's obligations under
the Proposal have been completed and the Transactions were
effected as of June 23 2014.

In connection with the implementation of the Proposal, the Company
effected a share consolidation of its issued and outstanding
common shares.  The Consolidation was on a ratio of ten (10) pre-
consolidation Common Shares to one (1) post-consolidation Common
Share, consolidating the Company's 72,804,853 Common Shares to
7,280,485 Common Shares following the Consolidation.  In addition,
adjustments were made to the Company's 807,500 options and
5,151,600 warrants in accordance with their terms to reflect the
Consolidation, such that after the Consolidation there are 80,750
options and 515,160 warrants outstanding.  The Company's name will
not be changed in connection with the Consolidation.

In connection with the implementation of the Proposal the Company
also entered into conditional share subscription agreements with a
group of investors which were subject to the completion of the
Proposal.  Such investors acquired, on a private placement basis,
approximately a 95% (or 148,800,000 common shares on a post-
consolidated basis) of the Company's issued and outstanding share
capital at a subscription price of Cdn$0.005 per share for total
aggregate proceeds of an amount not less than Cdn$744,000.

Following the Consolidation and the closing of the subsequent
private placement, the Company has 156,080,485 common shares
issued and outstanding.

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

The 59,800,000 of the common shares issued in connection with the
private placement have been issued to insiders of the Company and
will be subject to the resale restrictions contained in the
Corporate Finance Manual of the TSX Venture Exchange, which resale
restrictions will expire on October 24, 2014.

                           Board Changes

The Company also announced the resignation of Mr. John Byrne as
director, executive chairman and chief executive officer of the
Company with immediate effect and the Company thanks him for his
support and contribution during his tenure.

The Company further announced the appointments of Mr. Greg Cameron
as director and non-executive chairman and the appointment of
Hendrik Dietrichsen as director and chief executive officer of the
Company with immediate effect.

Mr. Cameron brings 16 years of deal experience focused on small
and mid-capitalization companies in North America and abroad.  He
has held senior positions in investment banking at Canaccord
Capital (SVP Investment Banking), MGL Securities (founder) and
Macquarie Capital Markets Canada formerly Orion Securities (SVP
Investment Banking).  During his 12 year career in banking, Mr.
Cameron has worked on a significant number of equity, debt, merger
and acquisitions and restructurings. He is the current President
of Colby Capital Limited, a private merchant bank in Toronto,
Canada.  Mr. Cameron is the former Chairman and a former director
of Cub Energy Inc. an oil and gas company focused on developing
significant oil and gas reserves in Ukraine, and a board member of
Voyageur Oil and Gas Corporation, an oil and gas exploration
company with significant assets in Tunisia.  Mr. Cameron is a
graduate of Saint Mary's University in Halifax, Nova Scotia,
Canada with a bachelor of commerce in finance and accounting and
holds numerous financial industry designations.

Mr. Dietrichsen holds law degrees from both the University of
Stellenbosch and the University of Pretoria.  He has more than 30
years' experience as a legal practitioner and advising at senior
management and board level within private and public listed
companies.  He has also held various positions at board level
including that of Chairman and CEO. Mr. Dietrichsen has been a
consultant with the Company since June 2012 and also acted as
Eastcoal's General Counsel and Company Secretary.

Proposed Cancellation of Admission of the Company's Common Shares
from Trading on AIM:

The Company intends to seek shareholder approval for the
cancellation of the admission of its common shares from trading on
AIM.  A circular will be sent to shareholders shortly together
with a combined notice of an Annual General Meeting and
Extraordinary General meeting, for the purposes of, inter alia,
considering a special resolution to approve the Cancellation.  The
rationale for proposing the Cancellation, including what action
shareholders should take, will be set out in the Circular.  It is
currently anticipated that Cancellation will be effective from or
around August 7, 2014 and that the Company's shares will remain
suspended from trading on AIM until this time.

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

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


ENERGY FUTURE: DIP Financing for EFIH & TCEH Gets Final Approval
----------------------------------------------------------------
The Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for
the District of Delaware entered on June 6, 2014, final orders
authorizing postpetition financing and cash collateral use for
Energy Future Intermediate Holding Company LLC and EFIH Finance
Inc., and Texas Competitive Electric Holdings Company LLC and
certain of its debtor affiliates.

EFIH Debtors are authorized to borrow $5.4 billion.  To secure the
EFIH first lien DIP obligations, the EFIH first lien DIP agent is
granted, among other things, a first lien on cash balances and
unencumbered property, and liens priming prepetition EFIH liens.
A copy of the final court order is available for free at:

                        http://is.gd/cBehsS

The Court authorized postpetition financing TCEH and certain of
its debtor affiliates on a superpriority basis, consisting of
(a) a revolving credit facility in an aggregate principal amount
of up to $1.95 billion; (b) a term credit facility in an aggregate
principal amount of up to $1.43 billion, of which up
to $800 million may be applied by TCEH to fund the General L/C
Collateral Account to support General Letters of Credit; (c) a
delayed-draw term credit facility in an aggregate principal amount
of up to $1.10 billion, the proceeds of which, if
funded, will be applied by TCEH to fund the RCT L/C Collateral
Account to support RCT Letters of Credit; (d) obligations owed
to the General Letter of Credit Issuer pursuant to a cash
collateralized letter of credit facility in an aggregate stated
amount of up to $800 million, as such amount may be increased; and
(e) obligations owed to the RCT Letter of Credit Issuer in an
aggregate stated amount of up to $1.10 billion.  To secured the
DIP obligations, Citibank, N.A., the DIP Agent was granted, among
other things, first lien on cash balances and unencumbered
property.  A copy of the order is available for free at:

                        http://is.gd/SYPNzM

TCEH and certain of its debtor-affiliates are authorized to use
cash collateral for the period from the Petition Date through 18
months from the Petition Date, to (i) finance any and all working
capital needs solely of the TCEH Debtors and for any other general
corporate purposes of the TCEH Debtors.  As adequate protection,
Wilmington Trust, N.A., the first lien collateral agent, and
second lien agent Wilmington Savings Fund Society, FSB, and The
Bank of New York Mellon Trust Company, N.A., are granted
additional and replacement continuing valid, binding, enforceable,
non-avoidable, and automatically perfected postpetition security
interests in and liens on each of the TCEH Debtor's estate.  To
the extent of any diminution in value of the interests of the
prepetition secured creditors in the prepetition collateral, the
first lien collateral agent and the second lien agent will be
granted allowed superpriority administrative expense claim
immediately junior to the DIP superpriority claims.  A copy of the
order is available for free at:

                        http://is.gd/7M60Mo

             Financing and Cash Collateral Use Responses

Prior to the hearing on the proposed financing, objections were
filed by the official unsecured creditors' committee.  The
committee said, among other things, that the TCEH Debtors'
requested $4.475 billion financing appears to be oversized in
light of the TCEH Debtors' ordinary course operating and Chapter
11 expenses.

Objections were also filed by: (i) Aurelius Capital Management,
LP, holder of first lien notes and a first lien lender, to TCEH's
proposed final cash collateral use order, which would allocate the
first lien adequate protection payments among the prepetition
first lien creditors; (ii) Law Debenture Trust Company of New
York, as successor indenture trustee under that certain indenture,
dated as of Oct. 31, 2007, the ad hoc group of certain holders of
approximately $2.7 billion of 10.25% Fixed Senior Notes due 2015
and 10.50%/11.25% Senior Toggle Notes due 2016 issued by TCEH and
TCEH Finance, Inc., to the inclusion of the TCEH Debtors'
unencumbered assets among the DIP collateral securing the DIP
liens and the adequate protection liens; and (iv) CSC Trust
Company of Delaware, as successor indenture trustee for the 10%
Senior Secured Notes Due 2020 issued by the Debtors under that
certain indenture dated as of Aug. 17, 2010, between EFIH and the
10% Indenture Trustee, to the EFIH Debtors' motion for approval of
the first-lien postpetition financing, because the motion fails
to, among other things, make necessary findings as to adequate
protection.

On June 2, 2014, the ad hoc committee of certain unaffiliated
holders of first lien senior secured claims against the TCEH
Debtors said that the adequate protection provisions of the final
cash collateral order are reasonable and customary, and there is
no basis for the Committee's request that prepetition first lien
creditors prospectively waive their entitlement to default rate
interest, the Committee's investigation budget and the lien
challenge period are more than sufficient and should be approved.

Citibank, N.A., as administrative agent under that certain Senior
Secured Superpriority Debtor-in-Possession Credit Agreement, dated
as of May 5, 2014, also filed on June 2 a response in support of
TCEH's motion seeking approval of post-petition financing, saying
that the DIP Lenders have no economic interest in the outcome of
any value allocation dispute among prepetition creditors.  "The
DIP Facility contains no case control covenants nor does it
require that any such dispute be resolved in a particular manner,"
Citibank said.

The First Lien Collateral Agent, Wilmington Trust, said in a
filing dated June 3, 2014, that the general objections filed by
the Committee, the Unsecured Creditor Trustee, and the unsecured
noteholders should be overruled.  The First Lien Collateral Agent
stated that the Debtors intend to revise the final cash collateral
order to establish an escrow for the disputed portion of first
lien adequate protection payments that will fully preserve and
protect the rights of all prepetition first lien creditors pending
the resolution of the dispute between the prepetition first lien
creditors over the allocation of those payments."

Objections to the motions (i) for approval of certain EFIH
settlements; and (ii) for approval of postpetition second lien
financing and cash collateral use were due June 24, 2014.  A
hearing on the motions is set for June 30, 2014 starting at 9:30
a.m. (Eastern Daylight Time).

              Settlement Objections & Responses

On June 6, 2014, the Court held a hearing to consider the approval
of the first lien settlement, with the motion for approval of
certain EFIH settlements being adjourned to the hearing currently
scheduled for June 30, 2014, at 9:30 a.m. (Eastern Daylight Time).

On May 29, 2014, the Committee objected to the Debtors' motion for
entry of an order authorizing payment of an alternative
transaction fee under the postpetition second lien financing
commitment letter.  The EFIH Borrowers would be liable for that
$57 million "break-up" fee in the event that they elect to enter
into an alternative financing or any restructuring other than that
contemplated by the EFIH Second Lien DIP and the restructuring
support agreement.  The Alternative Transaction Fee erects
barriers to any alternative restructuring proposal, effectively
committing the Debtors to the RSA before the Committee or the
Court has an opportunity to evaluate the RSA, the Committee said.

The ad hoc group of certain holders of approximately $2.7 billion
of 10.25% Fixed Senior Notes due 2015 and 10.50%/11.25% Senior
Toggle Notes due 2016 issued by TCEH and TCEH Finance, Inc., also
objected to the $57 million "break-up" fee.  None of the TCEH
Debtors executed the commitment letter, and the EFIH second lien
DIP motion states that 'only the EFIH Debtors are seeking
authority, the holders stated.

Computershare Trust Company, N.A., and Computershare Trust Company
of Canada, as indenture trustee for $2.16 billion aggregate
principal amount of second lien notes issued by EFIH and EFIH
Finance Inc., said in a filing dated May 29 that the Indenture
Trustee intends to object to the second lien settlement, as the
settlement discriminates against similarly situated creditors in
violation of the Bankruptcy Code.

On May 30, 2014, the Committee proposed that certain provisions be
modified in the final order to clarify parties' rights.
"Paragraphs 8 and 9 should be revised to remove the liens and
superpriority claims on the Unencumbered Property and proceeds of
avoidance actions, or the anti-marshaling provision set forth in
paragraph 34 should be modified in a manner reasonably acceptable
to the Committee," the Committee said.

CSC Trust objected on May 31 to the EFIH Debtors' motion to
approve the first lien settlement, claiming that, among other
things, the first lien settlement improperly treats identically
situated secured creditors in dramatically different ways.

On June 2, Roberta A. DeAngelis, U.S. Trustee for Region 3,
objected to the approval of the $57 million alternative
transaction fee, or break-up fee, because the Debtors failed to
meet their burden of proof to show that this proposed fee is
permissible under applicable Third Circuit law.

The EFIH Debtors said in a filing dated June 3 that CSC Trust, the
first lien trustee, argues that the final order must not release
liens until all disputed amounts are determined and paid (if
applicable).  The Debtors said that the first lien settlement is
not being forced on any holder of EFIH first lien notes, as any
holder that finds its terms insufficient preserves its right to
litigate its makewhole claim.

On June 3, Deutsche Bank AG New York Branch, EFIH first lien DIP
agent, said in a filing that CSC Trust's objection to the proposed
final order granting the EFIH first lien DIP motion seems to
ignore entirely the fact that new money lenders who were not
subject of a restructuring support agreement or any other
settlement with the EFIH Debtors are putting significant amounts
of new capital at risk to fund the EFIH First lien DIP facility.
The proposed EFIH first lien DIP lenders require that the EFIH
first lien DIP order have all of the protections that are standard
in DIP loans, several of which CSC objection unjustifiably
attacks.

In a court filing dated June 3, 2014, the ad hoc committee of
holders of 11.25%/12.25% unsecured senior toggle notes due Dec. 1,
2018, issued pursuant to that certain indenture, dated Dec. 5,
2012, by and among EFIH and EFIH Finance Inc., as issuers, and UMB
Bank, N.A., as successor trustee, requests that the Court overrule
the objections and approve the EFIH first lien DIP motion.

Texas Railroad Commission stated in a filing dated June 4, 2014,
that it wouldn't take final action on the proposed alternative
financial assurance until it receives a final order from the
Court.

On June 6, 2014, the Court authorized the Debtors to enter into
the first lien settlement with the first lien RSA parties and all
other holders of EFIH first lien notes that elect to participate
in the first lien settlement.

Proprietary Trading Transactions Not Involving Power Generation
and Retail Operations

The Court entered on June 6, 2014, an interim order for
proprietary trading transactions not involving the Debtors' power
generation and retail operations.  The Court authorized the
Debtors to continue performing under prepetition hedging and
trading arrangements, pledge collateral and honor obligations
thereunder and enter into and perform under certain trading
continuation agreements and new postpetition hedging and trading
arrangements to unwind, mitigate, or limit loss concerning
prepetition proprietary trading positions.

The hearing with respect to the Debtors' request for final order
authorizing them to enter into the permitted proprietary trades
and new proprietary trades will be on June 30, 2014, at 9:30 a.m.,
prevailing Eastern Time.  Objections to the relief must be filed
by June 23, 2014, at 4:00 p.m., prevailing Eastern Time.

A copy of the order is available for free at:

                         http://is.gd/3MklzS

Non-Proprietary Trading and Hedging Transactions Involving Power
Generation and Retail Operations

On June 6, the Court entered a final order for non-proprietary
trading and hedging transactions involving the Debtors' power
generation and retail operations.  The Court authorized the
Debtors to, among other things, honor, pay or otherwise satisfy
all obligations under the hedging and trading arrangements in the
ordinary course of business.  A copy of the order is available for
free at:

                         http://is.gd/KRikwI

Law Debenture Trust is represented by:

      Morris James LLP
      Stephen M. Miller, Esq.
      500 Delaware Avenue, Suite 1500
      P.O. Box 2306
      Wilmington, Delaware 19899-2306
      Tel: (302) 888-6800
      Fax: (302) 571-1750
      E-mail: smiller@morrisjames.com

                   and

      Patterson Belknap Webb & Tyler LLP
      Daniel A. Lowenthal, Esq.
      Brian P. Guiney, Esq.
      Craig W. Dent, Esq.
      1133 Avenue of the Americas
      New York, NY 10036-6710
      Tel: (212) 336-200
      Fax: (212) 336-2222
      E-mail: dalowenthal@pbwt.com

The Unsecured Noteholders are represented by:

      Fox Rothschild LLP
      Jeffrey M. Schlerf, Esq.
      John H. Strock, Esq.
      L. John Bird, Esq.
      919 North Market St., Suite 300
      Wilmington, DE 19801
      Tel: (302) 654-7444
      Fax: (302) 463-4971
      E-mail: jschlerf@foxrothschild.com
              jstrock@foxrothschild.com
              lbird@foxrothschild.com

                 and

      White & Case LLP
      Thomas E Lauria, Esq.
      Matthew C. Brown, Esq.
      Southeast Financial Center, Suite 4900
      200 South Biscayne Boulevard
      Miami, FL 33131
      Tel: (305) 371-2700
      Fax: (305) 358-5744
      E-mail: tlauria@whitecase.com
              mbrown@whitecase.com

      J. Christopher Shore, Esq.
      Gregory M. Starner, Esq.
      1155 Avenue of the Americas
      New York, NY 10036
      Tel: (212) 819-8200
      Fax: (212) 354-8113
      E-mail: cshore@whitecase.com
              gstarner@whitecase.com

The Indenture Trustee is represented by:

      Pachulski Stang Ziehl & Jones LLP
      Laura Davis Jones, Esq.
      Robert J. Feinstein, Esq.
      919 N. Market Street, 17th Floor
      P.O. Box 8705
      Wilmington, DE 19899-8705 (Courier 19801)
      Tel: (302) 652-4100
      Fax: (302) 652-4400
      E-mail: ljones@pszjlaw.com
              rfeinstein@pszjlaw.com

                 and

      Kramer Levin Naftalis & Frankel LLP
      Thomas Moers Mayer, Esq.
      Philip Bentley, Esq.
      Joshua K. Brody, Esq.
      David E. Blabey, Jr., Esq.
      1177 Avenue of the Americas
      New York, NY 10036
      Tel: (212) 715-9100
      Fax: (212) 715-8000
      E-mail: tmayer@kramerlevin.com
              pbentley@kramerlevin.com
              jbrody@kramerlevin.com
              dblabey@kramerlevin.com

                  and

      Bryan Cave LLP
      Stephanie Wickouski, Esq.
      1290 Avenue of the Americas
      New York, NY 10104-3300
      Tel: (212) 541-1114
      Fax: (212) 904-0514
      E-mail: stephanie.wickouski@bryancave.com

The Ad Hoc Committee of TCEH First Lien Creditors is represented
by:

      Young Conaway Stargatt & Taylor LLP
      Ryan M. Bartley, Esq.
      Pauline K. Morgan, Esq.
      Andrew L. Magaziner, Esq.
      1000 North King Street
      Wilmington, Delaware 19801
      Tel: (302) 571-6600
      Fax: (302) 571-1253

               and

      Paul, Weiss, Rifkind, Wharton & Garrison LLP
      Alan W. Kornberg, Esq.
      Kelley A. Cornish, Esq.
      Brian S. Hermann, Esq.
      Jacob A. Adlerstein, Esq.
      1285 Avenue of the Americas
      New York, New York 10019
      Tel: (212) 373-3000
      Fax: (212) 757-3990

Citibank, N.A., as TCEH DIP Agent, is represented by:

      Howard A. Cohen, Esq.
      222 Delaware Avenue, Suite 1410
      Wilmington, Delaware 19801-1621
      Tel: (302) 467-4200
      Fax: (302) 467-4201

               and

      Milbank, Tweed, Hadley & McCloy LLP
      Dennis F. Dunne, Esq.
      Evan R. Fleck, Esq.
      Karen Gartenberg, Esq.
      1 Chase Manhattan Plaza
      New York, New York 10005
      Tel: (212) 530-5000
      Fax: (212) 530-5219

The First Lien Collateral Agent is represented by:

      Blank Rome LLP
      Michael D. DeBaecke, Esq.
      Stanley B. Tarr, Esq.
      1201 N. Market Street, Suite 800
      Wilmington, Delaware 19801
      Tel: (302) 425_6400
      Fax: (302) 425-6464

               and

      Seward & Kissel LLP
      John R. Ashmead, Esq.
      Mark D. Kotwick, Esq.
      Arlene R. Alves, Esq.
      One Battery Park Plaza
      New York, New York 10004
      Tel: (212) 574-1200
      Fax: (212) 480-8421

The EFIH First Lien DIP Agent is represented by:

      Potter Anderson & Corroon LLP
      Laurie Selber Silverstein, Esq.
      Jeremy W. Ryan, Esq.
      1313 N. Market Street, 6th Floor
      P.O. Box 951
      Wilmington, DE 19899-0951
      Tel: (302) 984-6000
      Fax: (302) 658-1192

               and

      Shearman & Sterling LLP
      Fredric Sosnick, Esq.
      Ned S. Schodek, Esq.
      599 Lexington Avenue
      New York, NY 10022
      Tel: (212) 848-4000
      Fax: (212) 848-7179
      E-mail: fsosnick@shearman.com
              ned.schodek@shearman.com

The Ad Hoc Committee of EFIH Unsecured Noteholders is represented
by:

      Cousins Chipman & Brown, LLP
      Wilmington, Delaware
      Scott D. Cousins, Esq.
      Mark Olivere, Esq.
      Ann M. Kashishian, Esq.
      1007 North Orange Street, Suite 1110
      Wilmington, Delaware 19801
      Tel: (302) 295-0191
      Fax: (302) 295-0199
      E-mail: cousins@ccbllp.com
              olivere@ccbllp.com
              kashishian@ccbllp.com

                and

      Akin Gump Strauss Hauer & Feld LLP
      Ira S. Dizengoff, Esq.
      Meredith A. Lahaie, Esq.
      Lindsay Zahradka, Esq.
      One Bryant Park
      New York, NY 10036
      Tel.: (212) 872-1000
      Fax: (212) 872-1002
      E-mail: idizengoff@akingump.com
              mlahaie@akingump.com
              lzahradka@akingump.com

      Scott L. Alberino, Esq.
      1333 New Hampshire Avenue
      Washington, DC 20036-1564
      Tel: (202) 887-4000
      Fax: (202) 887-4288
      E-mail: salberino@akingump.com

            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.


FADOBE CORPORATION: Case Summary & 2 Unsecured Creditors
--------------------------------------------------------
Debtor: Fadobe Corporation Inc.
        P.O. Box 7334
        Ponce, PR 00732

Case No.: 14-05087

Chapter 11 Petition Date: June 22, 2014

Court: United States Bankruptcy Court
       District of Puerto Rico (Ponce)

Debtor's Counsel: Jacqueline Hernandez Santiago, Esq.
                  JACQUELINE HERNANDEZ SANTIAGO
                  PO Box 366431
                  Sasn Juan, PR 00936-6431
                  Tel: 787 751-1836
                  Email: quiebras1@gmail.com

Total Assets: $450,550

Total Liabilities: $1.35 million

The petition was signed by Edgardo Bermudez Moreno, president.

A list of the Debtor's two largest unsecured creditors is
available for free at http://bankrupt.com/misc/prb14-05087.pdf


FL 6801 SPIRITS: Proposes Togut Segal as Bankruptcy Counsel
-----------------------------------------------------------
FL 6801 Spirits LLC and its affiliated debtors ask the bankruptcy
court for approval to hire Togut, Segal & Segal LLP as general
bankruptcy counsel, nunc pro tunc to the date of commencement of
the Chapter 11 cases.

The Togut Firm will be hired under a general retainer to perform
services that will be necessary during the Chapter 11 cases in
accordance with the firm's normal hourly rates and policies in
effect when the firm renders the services or incurs the expenses.

The current hourly rates for the Togut Firm partners are $705 to
$935.  Current rates for associates are $205 to $585 per hour,
$585 to $645 for counsel to the firm, and $145 to $295 for
paraprofessionals and law clerks.  The firm's current rates for
associates are $205 to $585 per hour, $585 to $645 per hour for
counsel, and $145 to $295 per hour for paralegals and law clerks.

The Togut Firm was engaged by the Debtors in mid-March 2014 to
assist them with their efforts to consummate a sale of their
property and to prepare the Chapter 11 cases.

The firm has been paid the sum of $231,000 for fees and
reimbursement of expenses through April 30, 2014.  The firm
maintains a retainer of $118,000.

Albert Togut, a senior member of the firm, attests that the firm
does not represent or hold any interest adverse to the Debtors or
their estates.

Mr. Togut disclosed that, among other things, Togut was retained
by Lehman Brothers Holdings Inc. in June 2013 to provide
assistance in Lehman's post-effective date wind down efforts.  The
firm was recently requested to assist LBHI in connection with the
reconciliation and, if appropriate, the prosecution of objections
to certain claims filed in the LBHI cases.  This claims work is
wholly unrelated to the FL 6801 Spirits Debtors and does not
create an adverse interest to the Debtors or their estates.

                       About FL 6801 Spirits

FL 6801 Spirits LLC, a wholly owned subsidiary of Lehman Brothers
Holdings Inc. and three of its wholly owned subsidiaries filed
voluntary Chapter 11 petitions, seeking bankruptcy protection for
their condominium hotel property in Miami Beach.

FL Spirits' Canyon Ranch Living Hotel and Spa is a luxury full-
service, ocean front condominium hotel located at the site of the
old Carillon Hotel in Miami Beach, Florida.  The current operator
of the hotel, Canyon Ranch Living, is not a debtor, and operations
at the property are expected to continue without interruption.

FL Spirits and the three affiliates companies have sought joint
administration, with pleadings to be maintained at FL 6801's case
docket (Bankr. S.D.N.Y. Lead Case No. 14-11691).

FL Spirits is pursuing a sale process for the hotel property under
11 U.S.C. Sec. 363 where 360 Miami Hotel & Spa LLC will be the
stalking horse bidder.  The purchaser will acquire the hotel
lot (including the spa) and 13 condominium units for $12 million,
absent higher and better offers.

FL Spirits has tapped Togut, Segal & Segal LLP as general
bankruptcy counsel, Shutts & Bowen LLP as special real estate
counsel, CBRE, Inc., as real estate broker, and Prime Clerk as
claims and notice agent.

Upon a successful closing of the transaction, the project will be
managed by the Enchantment Group, an operator of award-winning
resorts and destination spas, including Mii amo, a destination spa
at Enchantment Resort.

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.  Lehman's Chapter 11 plan became
effective on March 6, 2012.


FL 6801 SPIRITS: Hiring Shutts & Bowen as Real Estate Counsel
-------------------------------------------------------------
FL 6801 Spirits LLC and its affiliated debtors ask the bankruptcy
court for approval to employ Shutts & Bowen LLP as special real
estate counsel to the Debtors, nunc pro tunc, to the date of
commencement of the Chapter 11 cases.

The Debtors believe that the proposed sale of their hotel property
will prevent them from incurring further losses and will maximize
recoveries to their estates and their creditors.  Significantly,
the proposed sale is contingent upon a favorable resolution of the
non-monetary claims asserted in the lawsuits pursued by the
associations.  A resolution incorporated into the approval of the
proposed sale is necessary because the association litigations
seek to encumber, define and limit the rights afforded to the
Debtor 6801 Central, as owner of the "Hotel Lot" and any
prospective purchaser as successor owner of the hotel lot such as
the right to control access to the spa and shared facilities and
to assess charges for the use of certain shared and spa
facilities.  Pending a resolution of these disputes, the Debtors
may seek to remove and transfer the association litigations to the
bankruptcy court with Shutts & Bowen's assistance.

The partner at Shutts & Bowen primarily responsible for the
representation of the Debtors, Sandra E. Krumbein, has served as
primary outside counsel to the Debtors since the Debtors acquired
the Property by DIL in November 2009, and has regularly provided
legal advice to the Debtors on all general real estate and
condominium governance matters in connection with the Property,
including with respect to the association litigations.

Sandra E. Krumbein, a member of the real estate department of the
firm, attests that Shutts & Bowen does not represent or hold any
interest adverse to the Debtors or their estates with respect to
the matters as to which the firm is to be employed.

The firm has advised the Debtors of the current hourly rates for
the attorneys proposed to actively represent the Debtors are:

     (a) Sandra E. Krumbein hourly rate: $405
     (b) Larry I. Glick hourly rate: $495
     (c) John H. Dannecker hourly rate: $465
     (d) Joshua D. Miron hourly rate: $360
     (e) Harris J. Koroglu hourly rate: $300

Other attorneys and paralegals will render services to the Debtors
as needed.  Generally, the firm's hourly rates range between $210
for junior associates to $660 an hour for senior partners.
Consistent with its prepetition practice, Shutts & Bowen will
discount the hourly fees charged to the Debtors by 10 percent.

The firm can be reached at:

         SHUTTS & BOWEN LLP
         201 South Biscayne Boulevard, Suite 1500
         Miami, Florida 33131

                       About FL 6801 Spirits

FL 6801 Spirits LLC, a wholly owned subsidiary of Lehman Brothers
Holdings Inc. and three of its wholly owned subsidiaries filed
voluntary Chapter 11 petitions, seeking bankruptcy protection for
their condominium hotel property in Miami Beach.

FL Spirits' Canyon Ranch Living Hotel and Spa is a luxury full-
service, ocean front condominium hotel located at the site of the
old Carillon Hotel in Miami Beach, Florida.  The current operator
of the hotel, Canyon Ranch Living, is not a debtor, and operations
at the property are expected to continue without interruption.

FL Spirits and the three affiliates companies have sought joint
administration, with pleadings to be maintained at FL 6801's case
docket (Bankr. S.D.N.Y. Lead Case No. 14-11691).

FL Spirits is pursuing a sale process for the hotel property under
11 U.S.C. Sec. 363 where 360 Miami Hotel & Spa LLC will be the
stalking horse bidder.  The purchaser will acquire the hotel
lot (including the spa) and 13 condominium units for $12 million,
absent higher and better offers.

FL Spirits has tapped Togut, Segal & Segal LLP as general
bankruptcy counsel, Shutts & Bowen LLP as special real estate
counsel, CBRE, Inc., as real estate broker, and Prime Clerk as
claims and notice agent.

Upon a successful closing of the transaction, the project will be
managed by the Enchantment Group, an operator of award-winning
resorts and destination spas, including Mii amo, a destination spa
at Enchantment Resort.

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.  Lehman's Chapter 11 plan became
effective on March 6, 2012.


FL 6801 SPIRITS: Proposes CBRE as Real Estate Broker
----------------------------------------------------
FL 6801 Spirits LLC and its affiliated debtors ask the bankruptcy
court for approval to employ CBRE, Inc. as real estate broker for
the Debtors, nunc pro tunc to the Petition Date.

The Debtors primary asset is a property commonly known as the
"Canyon Ranch Hotel & Spa, Miami Beach."  Before the Petition
Date, in furtherance of the liquidation of Lehman Brothers' assets
and to stem further operating losses of the hotel, the Debtors
engaged CBRE in August 2013 as their broker to sell the Property
pursuant to the Exclusive Sale Listing Agreement, dated August 2,
2013.  CBRE has implemented a robust process to market the
Property.

The Debtors have filed with the bankruptcy court proposed bidding
procedures regarding the sale of the hotel property.  The Sale
Motion contemplates CBRE's continued marketing of the property for
approximately 60 days through the deadline for submitting
competing bids.

The Exclusive Sale Listing Agreement envisions paying CBRE a
commission at closing of the Sale of the Property out of the Sale
proceeds equal to (i) 1.50% of the Gross Purchase Price up to and
including $18,000,000 plus (ii) 6.5% of the Gross Purchase Price
that exceeds $18,000,000.  In addition, the Debtors have agreed to
reimburse up to $10,000 of CBRE's actual, reasonable, third party
out-of-pocket expenses incurred in the preparation of marketing
materials.

The Debtors submit that requiring CBRE to file periodic fee
applications pursuant to Sections 330 and 331 of the Bankruptcy
Code is unnecessary because CBRE will not be paid unless and until
it sells the Property for the Debtors.

Christian Charre, senior vice president of CBRE, attests that CBRE
and its employees do not have any connection with or any interest
adverse to the Debtors, their creditors, or any other party in
interest, or their respective attorneys and accountants.

The firm can be reached at:

         CBRE, INC.
         777 Brickell Avenue, Suite 900
         Miami, FL

                       About FL 6801 Spirits

FL 6801 Spirits LLC, a wholly owned subsidiary of Lehman Brothers
Holdings Inc. and three of its wholly owned subsidiaries filed
voluntary Chapter 11 petitions, seeking bankruptcy protection for
their condominium hotel property in Miami Beach.

FL Spirits' Canyon Ranch Living Hotel and Spa is a luxury full-
service, ocean front condominium hotel located at the site of the
old Carillon Hotel in Miami Beach, Florida.  The current operator
of the hotel, Canyon Ranch Living, is not a debtor, and operations
at the property are expected to continue without interruption.

FL Spirits and the three affiliates companies have sought joint
administration, with pleadings to be maintained at FL 6801's case
docket (Bankr. S.D.N.Y. Lead Case No. 14-11691).

FL Spirits is pursuing a sale process for the hotel property under
11 U.S.C. Sec. 363 where 360 Miami Hotel & Spa LLC will be the
stalking horse bidder.  The purchaser will acquire the hotel
lot (including the spa) and 13 condominium units for $12 million,
absent higher and better offers.

FL Spirits has tapped Togut, Segal & Segal LLP as general
bankruptcy counsel, Shutts & Bowen LLP as special real estate
counsel, CBRE, Inc., as real estate broker, and Prime Clerk as
claims and notice agent.

Upon a successful closing of the transaction, the project will be
managed by the Enchantment Group, an operator of award-winning
resorts and destination spas, including Mii amo, a destination spa
at Enchantment Resort.

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.  Lehman's Chapter 11 plan became
effective on March 6, 2012.


GENCO SHIPPING: Objection to Bid to Disband Equity Committee Filed
------------------------------------------------------------------
BankruptcyData reported that the U.S. Trustee assigned to the
Genco Shipping & Trading case filed with the U.S. Bankruptcy Court
an objection to the Debtors' motion for an order (a) disbanding
the official committee of equity holders or (b) limiting the fees
and expenses that may be incurred by such committee.

According to BData, the objection explains, "First, the Debtors
incorrectly assert that this Court may examine the need for an
equity committee pursuant to 11 U.S.C. Section 1102(a)(2) on a de
novo basis. The decision to appoint an equity committee is
committed to the discretion of the United States Trustee pursuant
to 11 U.S.C. Section 1102(a)(1), which provides that, in addition
to an official committee of unsecured creditors, the United States
Trustee 'may appoint additional committees...of equity security
holders as the United States trustee deems appropriate.' Second,
in the event that the Court does not disturb the United States
Trustee's appointment of the Official Committee of Equity Security
Holders ('Equity Committee'), the United States Trustee objects to
the alternative relief requested by the Debtors. Despite the
Debtors' request that the Equity Committee be subjected to
budgetary restrictions, the committee should be permitted to fully
carry out its fiduciary obligations to its constituents. To create
an artificial budget -- above and beyond the economic restrictions
already placed upon the professionals here under the governing
cash collateral order -- infringes unduly upon the Equity
Committee's ability to fulfill its statutory mandate. The
committee's professionals, like all retained professionals, have
the obligation to be fiscally responsible. Should parties in
interest conclude that the Equity Committee's professionals
performed tasks that were neither reasonable nor necessary, the
parties may exercise their rights to object to allowance of the
Equity Committee's fees under the Court's monthly compensation
order or when fee applications may eventually be heard."

                 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 Aug. 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: Plans to Offer a Broad Payout
---------------------------------------------
Jeff Bennett, writing for The Wall Street Journal, reported that a
fund set up by General Motors Co. to compensate victims of crashes
linked to defective ignition switches could offer payments for
anyone injured or killed in a crash in which the car's air bags
didn't deploy, people familiar with the situation said.

According to the report, compensation expert Kenneth Feinberg, who
will administer the fund, is expected to outline details of the
victims' fund as early as next week.  Families of people killed or
injured in one of the 2.6 million recalled cars could opt out of
accepting payments from the fund if they want to sue the auto
maker, the report said.

                       About General Motors

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

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

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

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

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

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


GENERAL MOTORS: Recall Tally Hits 20 Million with New Ignition Fix
------------------------------------------------------------------
Jeff Plungis and Tim Higgins, writing for Bloomberg News, reported
that General Motors Co. has recalled 20 million vehicles in North
America for various fixes so far this year, more than double the
number of cars and trucks it sold worldwide last year.  By
comparison, Americans are expected to buy 16.1 million new cars
and trucks industrywide this year, according to the average of
analysts' estimates compiled by Bloomberg.

GM took a $1.3 billion charge in the first quarter and had
previously estimated its cost from recalls in the second quarter
at $400 million, according to Bloomberg.

                       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: Del. High Court Asked To Rule on Doc Authorization
------------------------------------------------------------------
Law360 reported that the Second Circuit asked the Delaware Supreme
Court to determine what, precisely, a secured lender must
authorize in order to end a lending agreement, in a dispute
between a JPMorgan Chase & Co. unit and the unsecured creditors of
General Motors Corp.'s bankruptcy company.

According to the report, the three-judge panel ruled that, before
it could determine whether JPMorgan inadvertently terminated a
document known as a UCC-1 that was accidentally lumped in with
others on a different financing agreement, the Delaware court
would have to rule on how it interprets a state law governing
secured transactions, according to the decision.

The creditors argued that, when JPMorgan directed law firm Mayer
Brown LLP to terminate the document along with a pile of others
involved in another deal, the bank's rights as stated in the
document were canceled, even if the authorization was by mistake,
the report related.


The case is Official Committee of Unsecured Creditors of Motors
Liquidation Co. v. JPMorgan Chase Bank NA, case number 13-02187,
in the U.S. Court of Appeals for the Second Circuit.

                       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.


GSE ENVIRONMENTAL: Committee Taps EisnerAmper as Accountant
-----------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of GSE Environmental, Inc., et al., asks the Bankruptcy
Court for permission to retain EisnerAmper LLP, as accountant and
financial advisors nunc pro tunc as to May 16, 2014.

EisnerAmper, with offices at Two Logan Square, Suite 1101,
Philadelphia, Pennsylvania, will among other things:

   a) analyze the financial operations of the Debtors pre- and
post-petition as necessary; and

   b) perform forensic investigating services as requested by the
Committee and counsel regarding prepetition activities as of the
Debtors in order to identify analysis for the Committee, as
necessary.

Edward A. Phillips, CPA/CFF, CIRA, CFE, a partner at EisnerAmper
LLP, tells the Court that the hourly rates of the firm's personnel
are:

         Directors/Partners                    $425 - $590
         Managers/Senior Managers              $280 - $420
         Associates/Seniors                    $160 - $275
         Paraprofessionals                     $130 - $160

Professionals with primary responsibilities in the case and their
hourly rates are:

         Edward A. Phillips                        $525
         Dion Oglesby, director                    $500
         William J. Pederson, director             $470
         Eugene Simon, senior manager              $370
         Ryan W. Farley, manager                   $280
         Various Associates, as needed             $160 - $275
         Stephanie Prinston, paraprofessional      $160

Mr. Phillips assures the Court that EisnerAmper does not hold or
represent any interest adverse to the Debtor's estates.

The Court will convene a hearing on July 11, 2014, at 11:30 a.m.,
to consider the matter.  Objections, if any, are due July 7.

                    About GSE Environmental

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

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

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

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

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

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

                           *     *     *

The Bankruptcy Court has approved the disclosure statement filed
by GSE Environmental Inc. for its plan of reorganization.  The
hearing at which the Court will consider confirmation of the Plan
will commence at 10:30 a.m., prevailing Eastern Time, on July 25,
2014.


GSE ENVIRONMENTAL: Committee Taps Reed Smith as Bankr. Counsel
--------------------------------------------------------------
The Official Committee of Unsecured Committee in the Chapter 11
cases of GSE Environmental, Inc., et al., asks the Bankruptcy
Court for permission to retain Reed Smith LLP, as its counsel nunc
pro tunc May 16, 2014.

The hourly rates of Reed Smith's personnel are:

         Paralegal                  $65 -   $430
         Associates                $155 -   $935
         Counsel                   $400 -   $950
         Partners                  $520 - $1,055

Kurt F. Gwynne, a partner at Reed Smith, will be primarily
responsible for the representation of the Committee.  Other
professionals engaged to represent the Committee and their hourly
rates are:

         Paralegals: John B. Lord       $305
                     Cody Nye           $315

         Associates: Joseph M. Grieco   $340
                     Lucy Qui           $365
                     Brian M. Schenker  $475

         Counsel: Kimberly E.C. Lawson  $570

         Partners: Mr. Gwynne           $715
                   Claudia C. Springer  $805
                   Tim Law              $620

Mr. Gwynne assures the Court that Reed Smith is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

The Court will convene a hearing on July 11, 2014, at 11:30 a.m.
Objections, if any, are due July 7, at 4:00 p.m.

                    About GSE Environmental

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

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

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

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

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

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

                           *     *     *

The Bankruptcy Court has approved the disclosure statement filed
by GSE Environmental Inc. for its plan of reorganization.  The
hearing at which the Court will consider confirmation of the Plan
will commence at 10:30 a.m., prevailing Eastern Time, on July 25,
2014.


HNM ENTERPRISES: Castro Valley Property to Be Sold July 15
----------------------------------------------------------
PLM Loan Management Services, Inc., the Trustee under and pursuant
to a Deed of Trust, will sell the property of HNM Enterprises,
LLC, at public auction on July 15, 2014, at 12:00 p.m. at the
Fallon St Emergency Exit to the Alameda County Courthouse, 1225
Fallon Street, in Oakland, CA.

The property, located at 17926 Apricot Way, Castro Valley, CA
94546, will be sold to the highest bidder for cash, cashier's
check drawn by a state or national bank, a cashier's check drawn
by a state or federal credit union, or a cashier's check drawn by
a state or federal savings and loan association, savings
association, or savings bank specified in section 5102 of the
Financial Code.  The property is being sold "as is".

Proceeds of the sale will be used to pay $1,572,057.41 in debt
obligations owed to Bridge Bank, National Association, as
beneficiary.

If you wish to learn whether your sale date has been postponed,
and, if applicable, the rescheduled time and date for the sale of
this property, you may call Priority Posting & Publishing at (714)
573-1965 or visit this Internet Web site
http://www.priorityposting.com/using the file number assigned to
this case 108-065557.  Information about postponements that are
very short in duration or that occur close in time to the
scheduled sale may not immediately be reflected in the telephone
information or on the Internet Web site.  The best way to verify
postponement information is to attend the scheduled sale.

The Trustee may be reached at:

     Elizabeth Godbey
     Vice President
     PLM LOAN MANAGEMENT SERVICES, INC
     46 N. Second Street
     Campbell, CA 95008
     Tel: (408)-370-4030


JAMMIN JAVA: Has $1.91-Mil. Net Loss for Quarter Ending Apr. 30
---------------------------------------------------------------
Jammin Java Corp. filed its quarterly report on Form 10-Q,
reporting a net loss of $1.91 million on $2.12 million of total
revenues for the three months ended Apr. 30, 2014, compared with a
net loss of $418,647 on $817,049 of total revenues for three
months ended Apr. 30, 2013.

The Company's balance sheet at Apr. 30, 2014, showed $5.43 million
in total assets, $842,819 in total liabilities, and stockholders'
equity of $4.58 million.

The Company has incurred an accumulated deficit of $30.42 million
through April 30, 2014.  In addition, the Company had a working
capital deficit of $6.69 million and cash and cash equivalents of
$2.36 million at April 30, 2014.  The current rate of cash usage
raises substantial doubt about the Company's ability to continue
as a going concern, absent the raising of additional capital,
restructuring or extending the terms on its current debt and/or
additional significant revenues from new oil production.

The Company incurred a net loss of $1,913,189 for the three months
ended April 30, 2014, and has an accumulated deficit since
inception of $15,676,037.  The Company has a history of losses and
has only recently begun to generate revenue as part of its
principal operations.  These conditions raise substantial doubt
about the Company's ability to continue as a going concern,
according to the regulatory filing.

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

                        http://is.gd/laqBeG

Denver-based Jammin Java Corp. (OTC QB: JAMN) provides premium,
artisan roasted coffee to the grocery, retail, online, service,
hospitality, office coffee service and big box store industry.
Under its exclusive licensing agreement with 56 Hope Road, the
company continues to develop its coffee lines under the Marley
Coffee brand.


JEH COMPANY: Amended Ballot Tabulation Report Filed
---------------------------------------------------
JEH Company, et al., have filed with the Bankruptcy Court an
amended ballot tabulation with respect to the Amended Disclosure
Statement explaining the Amended Plan of Reorganization dated
April 15, 2014, reflecting, among other things: (i) the late filed
ballots; (ii) modifications in the counting of the ballots; and
(iii) potential agreements.

A copy of the Amended Ballot Summary is available for free at
http://bankrupt.com/misc/JEHCOMPANY_439_ballotsummary.pdf

As reported in the Troubled Company Reporter on May 28, 2014, on
May 15, counsel for the Debtors filed a ballot tabulation report.
The ballots for acceptance or rejection of the amended plan of
reorganization and amended disclosure statement filed by JEH
Company, JEH Stallion Station, Inc. and JEH Leasing Company,
Inc. were due May 12.  All ballots were sent to the office of
counsel for the Debtors and were received and tabulated by that
firm.  A copy of the report is available at:

     http://bankrupt.com/misc/JEHCompany_427_ballotreport.pdf

                      Plan Summary and Outline

As reported by the TCR on May 5, 2014, the Bankruptcy Court
approved the Debtors' disclosure statement in mid-April.  The
hearing to confirm the Plan was originally set for May 20, but was
moved to May 27.

Meanwhile, JEH Stallion Station's request to dismiss its Chapter
11 case filed by on Jan. 9 has been set for hearing on June 18, at
1:30 p.m. in the courtroom of the Honorable Russell F. Nelms, Room
204, 501 West Tenth St., Fort Worth, Texas 76102.

The Debtors on April 16 filed an amended version of their
proposed Chapter 11 plan and disclosure statement.  The Plan, as
amended, proposes to treat secured creditors as follows:

    * In the event Bridgewell Resources, LLC, G.A.P. Roofing,
Inc., and Worthington National Bank each does not agree in writing
that its claim will be treated as an unsecured claim, then an
adversary proceeding will be filed against the claimant.  The
secured claim of Bridgewell and G.A.P., to the extent allowed,
will be paid in full with interest at a rate of 5% from the
effective date of the Plan through the date of the payment.  The
secured claims of Worthington will be satisfied in full by the
surrender of collateral.

    * The secured claims of Frost Bank are not disputed,
unliquidated or contingent as of the time of the filing of this
document.  The secured claims continue to accrue interest and
potentially fees.  Until Frost Bank is paid, it will retain all
liens against collateral pledged to it.  The remaining secured
claim of Frost Bank against JEHCO under its lease 1001 will be
paid in the amount of $14,200.00, subject to a reduction of the
amount of any additional adequate protection payments made prior
to the Effective Date plus any additional fees, expenses, and
costs owed.  The remaining secured claims of Frost Bank against
JEHCO include the secured claims described against JEH Leasing and
JEH Stallion.  Subject to court approval, Leasing may seek
authority to sell equipment described as the Trex lift and other
property.

    * The secured claim of Wells Fargo and all claims of Wells
Fargo will be considered fully paid and satisfied by the prior
sale and/or surrender to Wells Fargo by the 30th day following the
Effective Date, except as otherwise agreed to by that party.

To pay off general unsecured creditors, the Debtors will liquidate
all assets of the estates of JEHCO and JEH Leasing Company with
specific direction to emphasize a market return for collection or
sale of accounts receivable, equipment and real property assets.
The first payment to each creditor will be due and owing beginning
on the 60th day of the Effective Date and then due and owing when
for any period of 60 days cash proceeds of the liquidation of
assets exceed by $100,000 the secured claims against the proceeds,
and a reserve equal to the next three months budget for expenses.
If at any time when the remaining assets of JEHCO are believed to
have a value of $100,000 or less, then the debtor will promptly
liquidate all remaining assets and dispersed the remaining
proceeds to unsecured creditors.

The equity interest holders will receive no payments for any
equity interests at any time.

Copies of the Plan and Disclosure Statement, as amended on April
16, 2014, are available for free at

     http://bankrupt.com/misc/JEH_Co_Amended_Plan.pdf
     http://bankrupt.com/misc/JEH_Co_Amended_DS.pdf

                        About JEH Company

JEH Company, JEH Stallion Station, Inc., and JEH Leasing Company,
Inc. filed bare-bones Chapter 11 petitions (Bankr. N.D. Tex. Case
Nos. 13-42397 to 13-42399) in Ft. Worth, Texas on May 22, 2013.
Mark Joseph Petrocchi, Esq., at Griffith, Jay & Michel, LLP, in
Ft. Worth, serves as counsel to the Debtors.

JEH Company was organized in 1982 by Jim and Marilyn Helzer.
According to http://www.jehroofingcompany.com/,JEHCO buys roofing
material directly from the manufacturer and sell it to
contractors, builders, and homeowners.  JEH Leasing owns and
leases equipment and vehicles primarily for use in the business of
JEHCO.  Stallion is in the quarter horse and thoroughbred horse
business.

In its schedules, JEH Company disclosed $13,606,753 and
$18,351,290 in liabilities as of the Petition Date.  JEH Stallion
Station, Inc., disclosed $364,007 in assets and $3,982,012 in
liabilities. JEH Leasing Company, Inc., disclosed $1,242,187 in
assets and $155,216 in liabilities.


KASPER LAND: Plan Outline Hearing Scheduled for July 10
-------------------------------------------------------
The Bankruptcy Court will convene a hearing on July 10, 2014, at
1:30 p.m. to consider the adequacy of information in the First
Disclosure Statement explaining Kasper Land and Cattle Texas,
LLC's Chapter 11 Plan.

According to the Disclosure Statement dated May 31, 2014, the
Debtor will sell its farm land in parcels based on available water
resources to maximize the value and the number of willing buyers
who can more likely afford and finance a portion rather than all
of the property.  Equity Holders can participate in the sales
process.

The Debtor's revenue from the sale of the Brillhart Farm, Copeland
Farm, and the Hartley/Moore Farm Land in parcels will be
sufficient to pay the Herring Bank Notes and the $9.9 million
Chain-C, Inc., et al. Note in full.  The Herring Bank Notes
consist of the $1.9 million Copeland Farm Note, $862,500 Brillhart
Farm Note No. 1, and $319,725 Brillhart Farm Note No. 2.

The Debtor said its Plan is feasible because the Debtor will have
sufficient cash on hand and sufficient cash flow from lease
payments and the sale of land to fund the obligations under the
Plan.  Creditors holding claims against the Debtor will get 100%
of the amount of their claims.  Secured creditors will receive
interest as well.  This will be accomplished with cash flow and
the sale of land securing the claims of the Secured creditors.
Assuming the claims must be paid in full, the Debtor's cash flow
and the sale of its farm land is sufficient to pay the claims.

The Debtor has a Modified Cash Farm Lease with Kasper Farms, JV
which is critical to the success of the Plan.

The treatment of creditors holding claims against the Debtor will
be treated as follows:

     1. Class 1 - Taxes. Any Claims if any of the Internal Revenue
Service will be paid at Confirmation or as they come due. At this
time no such taxes are owed or due. Ad valorem tax authorities
will be paid in full as such taxes become due. All taxes due for
the year 2013 and prior years have been paid. Property taxes for
future years will be timely paid.  The Debtor reserves the right
to negotiate different treatment with each taxing authority
individually. There are no claims in this class.

     2. Class 2 - Senior Secured Creditors.  The Debtor will
continue to pay its Senior Secured Creditors, Herring Bank and
Chain-C, Inc. et al. their secured claims.  The Debtor will
continue to pay the property taxes due on the Property and will
maintain acceptable insurance on the improvements. The Senior
Secured Creditor shall enjoy all liens and protections afforded in
its pre-petition loan documents until the entire indebtedness is
paid in full.

     3. Class 3 - Administrative Convenience Claims. Class 3
consists of claims which are less than $2,000. If such claims are
found to exist they will be paid by Debtor in full, but without
interest 60 days after the Effective Date. Any creditor with an
allowed claim in excess of $2,000 may elect to be treated as a
Class 3 Administrative Convenience Claim by electing to accept
$2,000 in full satisfaction of its claim. There are no creditors
in this class to Debtor's knowledge.

     4. Class 4 - General Unsecured Creditors. Allowed unsecured
claims, if any, will be paid by Debtor in full, but without
interest 90 days after the Effective Date. It is anticipated that
one or more claims may be filed in this class.

     5. Class 5 - Insider Claims. This class consists of claims of
various parties who would be classified as "insiders" under the
Bankruptcy Code. These claims primarily would be claims for money
provided to Debtor to pay property taxes or the interest on the
Herring Bank and/or Chain-C, Inc. et al. notes.  Class 5 claims
may not be paid until and unless Class 2, 3 and 4 claims have been
paid in full.

     6. Class 6 - Equity Holder Claims. Class 6 consists of the
Equity Holders of Debtor. Equity Holders will retain their
interests.

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

     http://bankrupt.com/misc/KASPERLAND_45_1ds.pdf

                   About Kasper Land and Cattle

Kasper Land and Cattle Texas, LLC, sought Chapter 11 bankruptcy
protection (Bankr. N.D. Tex. Case No. 14-20074) in Amarillo,
Texas, on March 3, 2014.  Bill Kinkead, Esq., at Kinkead Law
Offices, serves as counsel to the Debtor.  The Debtor disclosed
$23,170,640 in assets and $13,420,213 in liabilities as of the
Chapter 11 filing.


KASPER LAND: July 10 Hearing on Stay Relief Bid, Ch.11 Trustee
--------------------------------------------------------------
In the Chapter 11 case of Kasper Land and Cattle Texas, LLC, the
Bankruptcy Court will convene a hearing on July 10, 2014, at 1:30
p.m., to consider:

     -- separate motions for relief from the automatic stay
        filed by Chain-C, Inc., and Herring Bank; and

     -- the motion to appoint a Chapter 11 trustee filed by
        Chain-C, Inc., Estate of Jane Slemp Burgess, Herring
        Bank, and The Monarch Trust Company.

As reported in the Troubled Company Reporter on April 9, 2014, as
of filing the Debtor's Chapter 11 cases, these creditors assert
over $3 million in unpaid balance with interest from Kasper Land:

   (a) Herring Bank
   (b) Monarch Trust Company
   (c) Estate of Jane Slemp Burgess
   (d) Chain-C, Inc.

Kasper Land has a single asset consisting of its farmland and
related irrigation equipment and derives all its income from a
lease of the farmland to Kasper Farms, J.V.

David R. Langston, Esq., at Mullin Hoard & Brown, LLP, in Lubbock,
Texas, relates that the Kasper Farms Lease for the 2014 crop
season, assuming it was entered into before filing bankruptcy, has
not been assumed by Kasper Farms nor approved by the Court.

According to Mr. Langston, Kasper Land told its secured creditors
that lease payment for 2014 has already been paid and it has used
those funds to pay farmland taxes and interest.  Thus, Kasper Land
has no other source of income during 2014 and is not entitled to
additional income from the lease until early 2015. Therefore,
Kasper Land has no means by which to commence making monthly
payments of interest to secured creditors or any means by which to
fund a plan of reorganization, says Mr. Langston.

Mr. Langston related that all indications show that Kasper Land
will fail to plant crops during 2014 and will fail to properly
maintain their farmland. This holds risk that the land value over
the course of the bankruptcy will significantly diminish.

Mr. Langston added that farming this amount of land without
sufficient financing or a source of independent cash to pay for
the expenses necessary to carry out good farming practices means
that there is likely to be a resurgence of noxious weeds on the
real estate.

Mr. Langston asserted the need to appoint a Chapter 11 trustee
because of Kasper Land's mismanagement in the leasing of their
farmland to a third party that does not have the ability to
adequately conduct farming operations. He notes that a Chapter 11
trustee will be able to immediately move to lease the farmland to
a third party capable of paying a cash rental, and timely planting
the spring crops.

                   About Kasper Land and Cattle

Kasper Land and Cattle Texas, LLC, sought Chapter 11 bankruptcy
protection (Bankr. N.D. Tex. Case No. 14-20074) in Amarillo,
Texas, on March 3, 2014.  Bill Kinkead, Esq., at Kinkead Law
Offices, serves as counsel to the Debtor.  The Debtor disclosed
$23,170,640 in assets and $13,420,213 in liabilities as of the
Chapter 11 filing.


KEEN EQUITIES: June 27 Hearing on Bid for Claims Bar Date
---------------------------------------------------------
Keen Equities will ask the Eastern District of New York Bankruptcy
Court to establish a deadline by which to file claims  in its
Chapter 11 case at a hearing scheduled for June 27, 2014.  Counsel
for the Debtor will also ask the Court to approve its Notice of
the claim deadline.  The deadline for filing objections to the
Notice or to make requests for a hearing must be filed with the
Court and Counsel for the Debtor by the close of business on June
26, 2014.

The Debtor is represented by J. Ted Donovan:

     J. Ted Donovan, Esq.
     GOLDBERG, WEPRIN, FINKEL, GOLDSTEIN LLP
     1501 Broadway - 22nd Floor
     New York, NY 10036
     Tel: 212-221-5700

The Debtor is asking the Court to implement these procedures in
connection with the filing of claims:

    1) Claims must conform to bankruptcy Form No. 10;

    2) Attorneys and institutional creditors shall file claims
electronically with Court's CM/ECF system. Otherwise, claims
should be mailed to the Court at:

       U.S. Bankruptcy Court
       Eastern District of New York
       271-C Cadman Plaza East
       Brooklyn, NY 11201

    3) All claims must be received before the bar date;

    4) All claims must be written in English, signed, and include
a U.S. dollar amount and any supporting documents.

The Debtor's proposed Notice states that there is no need to file
a claim if any of the following situations apply:

    1) The claim has already been filed with the Court;

    2) the claim is listed in the Debtor's Schedule of Assets and
Liabilities and is not listed as "disputed", "contingent" or
"unliquidated" and the amount of the claim is not in dispute;

    3) the claim has been allowed by Order of the Court;

    4) the Court has already set a deadline for the specific
claim; or

    5) the claim is for expenses of the administration of the
estate.

Further, the proposed Notice provides that as to claims relating
to rejected executory contracts or unexpired leases where the
Rejection Order was entered before the entry of the Order setting
the deadline to file claims, the claimholder must file the claim
by the latter of the bar date or 30 days after the entry of the
Rejection Order.  If the Rejection Order is entered after the
Order setting the deadline to file claims, then the claim must be
filed by the date set by the Court.

In the event the Debtor amends its Schedules, then claims relating
to the amendment must be filed 30 days from the date the Amended
Schedule is filed.

Notices must be served on the following persons or entities at
least 35 days prior to the bar date:

    1) The Trustee,
    2) All persons/entities that have requested notice,
    3) All persons/entities that have filed claims,
    4) All known creditors and claimholders,
    5) All parties to executory contracts or unexpired leases,
    6) All parties to pending litigation with the Debtor, and
    7) The IRS and SEC.

Copies of Schedules may be obtained from the Court (either through
the PACER system or in person) or from the Debtor's counsel.

Keen Equities, LLC, filed a Chapter 11 petition (Bankr. E.D.N.Y.
Case No. 13-46782) on Nov. 12, 2013.  The petition was signed by
Y.C. Rubin as manager.  The Debtor disclosed total assets of $15.1
million and total liabilities of $6.84 million.  Judge Nancy
Hershey Lord presides over the case.  Goldberg Weprin Finkel
Goldstein LLP serves as the Debtor's counsel.


KID BRANDS: Meeting to Form Creditors' Panel Set for July 2
-----------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on July 2, 2014, at 10:00 a.m. in
the bankruptcy case of Kid Brands, Inc., et al.  The meeting will
be held at:

         United States Trustee's Office
         One Newark Center, 1085 Raymond Blvd.
         14th Floor, Room 1401
         Newark, NJ 07102

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code.  A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable.  The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization.  The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.


LA MESA NINE: Case Summary & 10 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: La Mesa Nine Diamonds, LLC
        7213 Romero Drive
        La Jolla, CA 92037

Case No.: 14-04909

Chapter 11 Petition Date: June 20, 2014

Court: United States Bankruptcy Court
       Southern District of California (San Diego)

Judge: Hon. Louise DeCarl Adler

Debtor's Counsel: Quintin G. Shammam, Esq.
                  LAW OFFICES OF QUINTIN G. SHAMMAM
                  2221 Camino Del Rio South, Ste. 207
                  San Diego, CA 92108
                  Tel: 619-444-0001
                  E-mail: Quintin@shammamlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Sam Parabia, managing member.

A list of the Debtor's 10 largest unsecured creditors is available
for free at http://bankrupt.com/misc/casb14-04909.pdf


LA-JAM INC: Case Summary & 9 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: La-Jam Inc
           dba Jims Boro Liquors
           dba The Liquor Barn
        10 Harvest Court
        Clinton, NJ 08809

Case No.: 14-22833

Chapter 11 Petition Date: June 23, 2014

Court: United States Bankruptcy Court
       District of New Jersey (Trenton)

Judge: Hon. Kathryn C. Ferguson

Debtor's Counsel: Andre L. Kydala, Esq.
                  LAW FIRM OF ANDRE L. KYDALA
                  12 Lower Center Street
                  PO Box 5537
                  Clinton, NJ 08809
                  Tel: (908) 735-2616
                  Fax: (908) 735-0765
                  Email: kydalalaw@aim.com

Total Assets: $317,770

Total Liabilities: $1.02 million

The petition was signed by James Blaney, president.

A list of the Debtor's nine largest unsecured creditors is
available for free at http://bankrupt.com/misc/njb14-22833.pdf


LAGUNA BRISAS: Court Dismisses Chapter 11 Case
----------------------------------------------
The Hon. Erithe A. Smith of the U.S. Bankruptcy Court for the
Central District of California entered on June 13, 2014, an order
dismissing Laguna Brisas, LLC's Chapter 11 bankruptcy case
effective July 1, 2014, with a 180 day bar to refiling.  Any
pending adversaries are dismissed.

An order to show cause why the case shouldn't be dismissed or
converted or why a Chapter 11 trustee should not be appointed came
on for hearing on June 10, 2014, at 10:30 a.m.  The hearing was
initially set for May 30, 2014, and was continued to June 10,
2014.

Creditor Mehrdad Elie said in a filing dated May 29, 2014, that
the Debtor, actually its counsel, confessed to mistakenly failing:
(i) to appear at the May 22, 2014 status conference; (ii) to file
a status report by May 8, 2014; and (iii) to cooperate with a
prospective purchaser of the Debtor's hotel.

In a June 3, 2014 court filing, MTB, LLC, the ground lessor with
respect to the subject hotel in this Chapter 11 case, said that it
believes that the Debtor has been given more than ample
opportunity to market and sell the subject hotel which is subject
to MTB's ground lease, but has failed so far, and is unlikely to
be able to complete a sale with the appropriate overbid and first
right of refusal procedures by June 30, 2014.

Wells Fargo's Stay Motion

The Court denied, in light of order granting dismissal of case,
the motion of Wells Fargo Bank, N.A., as Trustee for the
registered holders of BofA Commercial Mortgage Inc., Commercial
Mortgage Pass-Through Certificates, Series 2006-3, by and through
CWCapital Asset Management LLC, solely in its capacity as Special
Servicer, for relief from automatic stay.  A hearing on the stay
relief motion was set for June 10, 2014.

The Senior Lienholder asked the Court on May 20, 2014, to lift the
stay, to permit the Senior Lienholder to (a) exercise all of its
rights and remedies under the Loan Documents and applicable law
including, without limitation, foreclosure of the Hotel, and
(b) recover all cash held by, and rents collected by, the receiver
which constitutes the Senior Lienholder's cash collateral.
According to the Senior Lienholder, the Debtor breached the terms
of the settlement agreement entered into by the Debtor, Senior
Lienholder and the second and third lienholders in October 2013,
and has not timely cured the defaults referenced in the notice of
default.

The Settlement Agreement required the Debtor to sell or refinance
Best Western Laguna Brisas Spa Hotel by June 30, 2014, and to make
a net payment to the Senior Lienholder in the amount of
$10 million from the proceeds of sale or refinance.  The
Settlement Agreement further provided that the stay terminates
automatically to permit the Senior Lienholder to exercise its
rights and remedies under the loan documents if its allowed
secured claim is not paid in full by June 30, 2014.  The
Settlement Agreement also required the Debtor to promptly file a
Chapter 11 plan after court approval of the Settlement Agreement,
among other things.  The Settlement Agreement was approved on Nov.
8, 2013, and an amended order approving compromise was entered on
Dec. 16, 2013.

The Debtor objected to the stay relief motion on May 27, 2014, and
asked the Court for more time to find other counsel or devise some
other Chapter 11 plan.  The Debtor intended to file a plan to
capture the global settlement agreement, approval of which was
anticipated to be heard on April 3, 2014.  The Debtor said that in
light of the administrative and priority claims in the case and
the low amount of funds available to the Debtor, no feasible plan
was possible to implement the settlement agreement.

In a court filing dated May 27, Kay N. Kim, holder of an allowed
secured claim, requested that the stay relief motion be denied or
alternatively, that FRBP 4001(a)(3) not be waived.  Mr. Kim stated
that his attempts to acquire the property had been interfered with
by the Debtor and its principal Andy Kim.   According to Mr. Kim,
the allegations in the motion were premised upon bad actions and
inactions of the Debtor and its counsel and Mr. Kim should not be
punished for the actions or inactions of the Debtor and Andy Kim.

On June 6, 2014, Wells Fargo asked the Court to dismiss the
case with a 180-day bar for refiling, and terminate the automatic
stay with respect to the property, including all cash collateral
and rents held or collected by the receiver, and otherwise
vacating all bankruptcy stays and injunctions to permit Wells
Fargo to exercise all its rights and remedies with respect to the
property and under the loan documents and applicable law.

Cash Collateral Use

The Court approved on May 15, 2014, a stipulation entered into by
Wells Fargo , Byron Chapman, the duly appointed state court
receiver for the Debtor, Mr. Kim and Mehrdad Elie, extending
the receiver's use of cash collateral until July 1, 2014.

Counsel Withdrawal

On May 29, the Debtor's counsel, Giovanni Orantes, Esq., at
Orantes Law Firm, P.C., asked the Court for an order relieving the
counsel from further representation of the Debtor, saying that the
counsel has been unable to carry out its duties because of
disagreements with the Debtor's principal, including whether to
authorize the Receiver to forward application of Mr. Kim to Best
Western as part of Mr. Kim's bid to purchase the hotel and to
authorize his receiving certain information.  The Debtor's
principal attempted to have former counsel, M. Jonathan Hayes, a
substitute current counsel to continue prosecuting the case, but
Mr. Hays didn't accept the job.  A hearing on the motion to
withdraw as counsel was set for July 8, 2014, at 10:30 a.m.

Mehrdad Elie is represented by:

      Hopkins & Carley
      A Law Corporation
      Jay M. Ross, Esq.
      The Letitia Building
      70 South First Street
      San Jose, CA 95113-2406
      Tel: (408) 286-9800
      Fax: (408) 998-4790
      E-mail: jross@hopkinscarley.com

MTB is represented by:

      Davis Wright Tremaine LLP
      Steven G. Polard, Esq.
      865 S. Figueroa Street, Suite 2400
      Los Angeles, California 90017-2566
      Tel: (213) 633-6800
      Fax: (213) 633-6899
      E-mail: stevenpolard@dwt.com

Mr. Kim is represented by:

      Winthrop Couchot
      Professional Corporation
      Richard H. Golubow, Esq.
      660 Newport Center Drive, Suite 400
      Newport Beach, CA 92660
      Tel: (949) 720-4100
      Fax: (949) 720-4111
      E-mail: rgolubow@winthropcouchot.com

Wells Fargo is represented by:

      Venable LLP
      Keith C. Owens, Esq.
      Jennifer L. Nassiri, Esq.
      2049 Century Park East, Suite 2100
      Los Angeles, CA 90067
      Tel: (310) 229-9900
      Fax: (310) 229-9901
      E-mail: kowens@venable.com
              jlnassiri@venable.com

                     About Laguna Brisas

Laguna Beach, California-based Laguna Brisas LLC, doing business
as Best Western Laguna Brisas Spa Hotel, is owned by A&J Mutual,
LLC, which is owned and operated by Dae In "Andy" Kim and his wife
Jane.  The Company owns a Best Western Plus Hotel and Spa in
Laguna Beach, California.

The Company filed for Chapter 11 protection (Bankr. C.D. Cal.
Case No. 12-12599) on Feb. 29, 2012.  Bankruptcy Judge Mark S.
Wallace presides over the case.

The Debtor filed the Chapter 11 petition to stop foreclosure sale
of the first priority trust deed holder, Wells Fargo Bank.  The
hotel has been in possession of and operated by a receiver, Bryon
Chapman of Rim Hospitality, since Oct. 3, 2011.

Johnny Kim, Esq. -- no relation to the Debtor's insider, "Andy"
Kim -- represents the Debtor as special counsel.

The Debtor disclosed $15,097,815 in assets and $13,982,664 in
liabilities.  The petition was signed by Dae In "Andy" Kim,
managing member.

The Debtor has filed a Plan to be funded from income the Debtor
receives from the operation of the Hotel.  The management of the
Debtor will continue to be Andy Kim, as it was prior to the
appointment of the Receiver.  By the effective date of the Plan,
the Receiver will turn over the Debtor's assets to the Debtor.
The Debtor, through the management company, Matrix Hospital Group
LLC, will act as the disbursing agent for the purpose of making
the distributions provided for under the Plan.

Creditor Wells Fargo Bank, N.A., is represented by Hamid R.
Rafatjoo, Esq., at Venable LLP, as counsel.


LAUSELL INC: Released From Dischargeable Debts & Liabilities
------------------------------------------------------------
The Hon. Mildred Caban Flores of the U.S. Bankruptcy Court for the
District of Puerto Rico, in a final decree dated April 28, 2014,
ordered the release of Lausell, Inc., from all its dischargeable
debts and liabilities except as provided in its Chapter 11 plan
and the order confirming the Plan.

As reported by the Troubled Company Reporter on April 9, 2014, the
Debtor asked the Court to issue a final decree that its Chapter 11
plan has been substantially consummated.  The Court on Oct. 31
entered an order confirming the Plan dated June 3.

The Plan has been substantially consummated and the estate is
hereby closed.  The transfer or other disposition of all or
substantially all of the property dealt with by the Plan pursuant
to the provisions of the Plan has occurred.  The Debtor or the
successor to the Debtor has assumed the operation of the business
and management of all or substantially all of the property dealt
with by the Plan.  The deposit required by the plan has been
distributed.  The payments under the plan have commenced.  All
contested matters and adversary proceedings have been resolved,
and the estate of the debtor has been fully administered.

                       About Lausell Inc.

Lausell, Inc., filed a bare-bones Chapter 11 petition (Bankr.
D.P.R. Case No. 12-02918) on April 17, 2012, in Old San Juan,
Puerto Rico.  Lausell, also known as Aluminio Del Caribe, is a
manufacturer of windows and doors.

Bankruptcy Judge Mildred Caban Flores oversees the case.  Charles
Alfred Cuprill, Esq., at Charles A. Curpill, P.S.C. Law Offices,
in San Juan, Puerto Rico, serves as counsel to the Debtor.

The Bayamon, Puerto Rico-based company disclosed $34,059,950 in
assets and liabilities of $24,489,414 in its amended schedules.

                              * * *

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


LATVA MACHINE: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Latva Machine, Inc.
        744 John Stark
        Newport, NH 03773

Case No.: 14-11269

Chapter 11 Petition Date: June 20, 2014

Court: United States Bankruptcy Court
       District of New Hampshire (Manchester)

Judge: Hon. Bruce A. Harwood

Debtor's Counsel: William S. Gannon, Esq.
                  WILLIAM S. GANNON PLLC
                  889 Elm Street, 4th Floor
                  Manchester, NH 03101
                  Tel: (603) 621-0833
                  Fax: (603) 621-0830
                  Email: bgannon@gannonlawfirm.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Mitchell W. Latva, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/nhb14-11269.pdf


LIHUA INTERNATIONAL: Receives Nasdaq Securities Delisting Notice
----------------------------------------------------------------
On June 17, 2014, Lihua International, Inc., received a letter
from The NASDAQ Stock Market LLC, which stated that the Nasdaq
Staff has determined to delist the Company's securities pursuant
to its discretionary authority under Listing Rule 5101.  The
Nasdaq Staff cited a number of reasons for their decision,
including: 1) public interest concerns associated with the
allegations against the Company's former CEO and Chairman,
Mr. Jian Hua Zhu, and the Company's operational and financial
status since those allegations were made public; 2) alleged
violations by the Company of Listing Rule 5250(b)(1), which sets
forth a listed company's obligation to make prompt disclosure to
the public through any Regulation FD compliant method (or
combination of methods) of disclosure of any material information
that would reasonably be expected to affect the value of its
securities or influence investors' decisions; and 3) Listing Rule
5250(c)(1), which sets forth a listed company's obligation to
timely file all required periodic financial reports with the
Securities and Exchange Commission.

The deadline to request appeal of Nasdaq Staff's decision to
delist was June 24, 2014.

                 About Lihua International, Inc.

Lihua, through its two wholly owned subsidiaries, Lihua Electron
and Lihua Copper, is a leading value-added manufacturer of copper
replacement products for China's rapidly growing copper wire and
copper replacement product market.  Lihua is one of the first
vertically integrated companies in China to develop, design and
manufacture lower cost, high quality alternatives to pure copper
magnet wire and pure copper alternative products.  Lihua's
products include CCA and refined copper products. Current product
offerings include CCA and pure copper cable and wire, copper rod
and copper anode.  Except for CCA wire, all other products are
produced from recycled scrap copper.  Lihua's products are sold in
China either directly to manufacturers or through distributors in
the wire and cable industries and manufacturers in a wide variety
of industries including the consumer electronics, white goods,
automotive, utility, telecommunications and specialty cable
industries.  Lihua's corporate and manufacturing headquarters are
located in the heart of China's copper industry in Danyang,
Jiangsu Province.


MARLIN K. SPARKS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Marlin K. Sparks Management Company, Inc.
           dba Charleston Assisted Living
           aka Charleston Health Care Center
        203 Bruce Ct.
        Danville, KY 40422

Case No.: 14-51537

Nature of Business: Health Care

Chapter 11 Petition Date: June 21, 2014

Court: United States Bankruptcy Court
       Eastern District of Kentucky (Lexington)

Debtor's Counsel: Wesley J. Harned, Esq.
                  DELCOTTO LAW GROUP PLLC
                  200 North Upper Street
                  Lexington, KY 40507
                  Tel: 859-231-5800
                  Email: wharned@dlgfirm.com

                    - and -

                  Dean A. Langdon, Esq.
                  DELCOTTO LAW GROUP PLLC
                  200 N Upper St
                  Lexington, KY 40507
                  Tel: (859) 231-5800
                  Email: dlangdon@dlgfirm.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Jill Sparks Brown, manager.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/kyeb14-51537.pdf


MARTIFER SOLAR: Has Until Aug. 19 to File Chapter 11 Plan
---------------------------------------------------------
The Bankruptcy Court extended Martifer Solar USA, Inc., et al.'s
exclusive periods to file a Chapter 11 Plan until Aug. 19, 2014,
and solicit acceptances for that Plan until Oct. 20.

Martifer Solar USA, Inc., and Martifer Aurora Solar LLC filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Nev. Case Nos.
14-10357 and 14-10355) in Las Vegas on Jan. 21, 2014.  Martifer
Solar USA, which is based in Los Angeles, California, estimated
$10 million to $50 million in assets and liabilities.

Bankruptcy Judge August B. Landis oversees the case.  The Debtors
tapped Brett A. Axelrod, Esq., and Micaela Rustia Moore, Esq., at
Fox Rothschild LLP, in Las Vegas, as counsel, and Armory
Consulting Co. as restructuring and financial advisor.  The
Debtors tapped Foley Hoag LLP as special Massachusetts litigation
counsel with respect to a pending litigation relating to EPG
Solar, LLC; and Foley & Lardner LLP as special solar counsel.

The Debtors also won approval to hire FTI and Michael Tucker, a
senior managing director of FTI, to serve as the company's chief
restructuring officer.

Cathay Bank, a prepetition lender, is represented by Michael
Gerard Fletcher, Esq., and Reed S. Waddell, Esq., at Frandzel
Robins Bloom & Csato, L.C.; and Natalie M. Cox, Esq., and Randolph
L. Howard, Esq., at Kolesar & Leatham.

Martifer Solar Inc., the proposed DIP Lender, and ultimate parent
of the Debtors, is represented by Samuel A. Schwartz, Esq., and
Bryan A. Lindsey, Esq., at The Schwartz Law Firm Inc.

Tracy Hope Davis, the U.S. Trustee for Region 17, appointed
five creditors to serve on the Official Committee of Unsecured
Creditors.  The Committee has retained Pachulski Stang Ziehl &
Jones LLP's Bradford J. Sandler, Esq., Shirley S. Cho, Esq., Jason
Rosell, Esq., and Patricia Jeffries, Esq.; and Larson & Zirzow,
Matthew C. Zirzow, Esq., Zachariah Larson, Esq., and Carey
Shurtliff, Esq., as counsel.

                           *     *     *

Martifer Aurora Solar LLC intends to emerge from reorganization by
mid-July by selling the business.  The Debtors said they hope to
have a so-called stalking-horse bidder signed to a contract in
time for an auction in mid-June.  In court papers in May 2014, the
Debtors said FTI set May 15 as the deadline for the initial
letters of intent and has received four letters of interest.  The
Debtors said they are formulating the bidding procedures for an
auction sale under section 363 instead of a plan, and are in the
process of selecting their stalking horse bidder.


MARTIFER SOLAR: July 14 Hearing on Nathan A. Schultz as Counsel
---------------------------------------------------------------
The Bankruptcy Court rescheduled to July 14, 2014, at 9:30 a.m.,
the hearing to consider Martifer Aurora Solar, LLC, et al.'s
motion to employ the Law Office of Nathan A. Schultz, P.C., as
counsel nunc pro tunc to Jan. 21, 2014.

Prior to the Petition Date, the Schultz Firm provided services to
Debtors pursuant to a contract attorney relationship with Fox
Rothschild LLP, the proposed counsel to the Debtor, particularly
in connection with the Debtors' efforts to negotiate a workout
with its prepetition lender Cathay Bank.

On Feb. 10, the Debtors disclosed their understanding that "Fox
Rothschild anticipates continuing to utilize the services of the
Schultz Firm on the same contract basis in connection with its
representation of Debtors in the Chapter 11 cases.

The Debtors agreed to compensate for Mr. Schultz's time at an
hourly rate of $525.

To the best of the Debtors' knowledge, the Schultz Firm is a
"disinterested person" as that term is defined in Bankruptcy Code
section 101(14).

                      About Martifer Solar

Martifer Solar USA, Inc., and Martifer Aurora Solar LLC filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Nev. Case Nos.
14-10357 and 14-10355) in Las Vegas on Jan. 21, 2014.  Martifer
Solar USA, which is based in Los Angeles, California, estimated
$10 million to $50 million in assets and liabilities.

Bankruptcy Judge August B. Landis oversees the case.  The Debtors
tapped Brett A. Axelrod, Esq., and Micaela Rustia Moore, Esq., at
Fox Rothschild LLP, in Las Vegas, as counsel, and Armory
Consulting Co. as restructuring and financial advisor.  The
Debtors tapped Foley Hoag LLP as special Massachusetts litigation
counsel with respect to a pending litigation relating to EPG
Solar, LLC; and Foley & Lardner LLP as special solar counsel.

The Debtors also won approval to hire FTI and Michael Tucker, a
senior managing director of FTI, to serve as the company's chief
restructuring officer.

Cathay Bank, a prepetition lender, is represented by Michael
Gerard Fletcher, Esq., and Reed S. Waddell, Esq., at Frandzel
Robins Bloom & Csato, L.C.; and Natalie M. Cox, Esq., and Randolph
L. Howard, Esq., at Kolesar & Leatham.

Martifer Solar Inc., the proposed DIP Lender, and ultimate parent
of the Debtors, is represented by Samuel A. Schwartz, Esq., and
Bryan A. Lindsey, Esq., at The Schwartz Law Firm Inc.

Tracy Hope Davis, the U.S. Trustee for Region 17, appointed
five creditors to serve on the Official Committee of Unsecured
Creditors.  The Committee has retained Pachulski Stang Ziehl &
Jones LLP's Bradford J. Sandler, Esq., Shirley S. Cho, Esq., Jason
Rosell, Esq., and Patricia Jeffries, Esq.; and Larson & Zirzow,
Matthew C. Zirzow, Esq., Zachariah Larson, Esq., and Carey
Shurtliff, Esq., as counsel.

                           *     *     *

Martifer Aurora Solar LLC intends to emerge from reorganization by
mid-July by selling the business.  The Debtors said they hope to
have a so-called stalking-horse bidder signed to a contract in
time for an auction in mid-June.  In court papers in May 2014, the
Debtors said FTI set May 15 as the deadline for the initial
letters of intent and has received four letters of interest.  The
Debtors said they are formulating the bidding procedures for an
auction sale under section 363 instead of a plan, and are in the
process of selecting their stalking horse bidder.


MARTIFER SOLAR: June 26 Auction at Fox Rothschild's Vegas Office
----------------------------------------------------------------
Bankruptcy Judge August B. Landis approved bidding procedures to
govern the sale of substantially all of the operating assets of
Martifer Aurora Solar, LLC, to BayWa r.e. USA LLC, the stalking
horse bidder.

BayWa Renewable submitted certain non-binding letters of intent
for the purchase of substantially all of the Debtors' issued and
outstanding equity interests or substantially all of the Debtors'
assets.  In exchange for the assets, the stalking horse agreement
provides for a cash payment of $5,785,000 at the closing of the
Stalking Horse Agreement; with an additional $1,800,000 to be
delivered at closing and put into escrow to be released upon the
satisfaction by the Debtors of certain conditions related to the
CBS projects.

The Debtors scheduled a June 26, 2014 at 9:00 a.m. auction for the
assets at the offices of counsel to the Debtors: Fox Rothschild
LLP, 3800 Howard Hughes Pkwy., Suite 500, Las Vegas, Nevada.

Competing bids were due June 24 at 4:00 p.m.

The Court will consider the sale of the assets to BayWa or the
winning bidder at a hearing on June 27, at 1:30 p.m.  Sale
objections, if any, were due June 23 at 5:00 p.m.

June 27, at 10:00 a.m., is the deadline for the Debtors, the
stalking horse bidder and other parties-in-interest to file with
the Court replies to any objection to entry of the sale order.

The stalking horse agreement provides for a break-up fee in the
amount of $125,000 and the reimbursement for its costs and
expenses (including professional fees and expenses) incurred in
connection with the transactions contemplated up to a maximum of
$150,000.

The Debtors said in court papers that they had to assess their
liquidity position given that the likelihood of additional cash
coming into the estates is limited.  The Debtors were faced with a
very simple choice to either (1) convert their cases to chapter 7
or (2) to seek a sale of substantially all of their assets as a
going concern in a chapter 11.  The Debtors determined that there
was more value to sell their assets as a going concern rather than
liquidating.  The timetable for the asset sale was driven by the
consideration as to when the Debtors would run out of cash.

On June 5, Martifer Solar, Inc., the parent company of the Debtors
submitted a limited opposition to the Debtors' sale motion, saying
that while the Debtors acknowledge MSI's direct postpetition
payments to Cathay Bank, which, among other things, allowed the
Debtors' Chapter 11 cases to move forward and proceed with the
current sale process, the motion completely omits the fact that
MSI has now "stepped into Cathay's shoes" via its subrogation
rights under California law and the Bankruptcy Code.

Cathay Bank, holder of a perfected security interest in the
Debtors' assets, said that the Debtors seek approval of bid
procedures whereby, among other things, an auction process would
be used for the sale with a pre-defined, all-cash, opening bid
made by a stalking horse purchaser who wants to purchase both (a)
certain specified assets owned by the Debtors in which the Bank
holds a security interest, and (b) certain assets not owned by the
Debtors, but in which the Bank nevertheless holds and has asserted
a security interest.

Interested Party CBS Operations and Administration, a Division of
CBS Broadcasting Inc., filed a limited objection.

CBS is represented by:

          Lawrence M. Jacobson, Esq.
          GLICKFELD, FIELDS & JACOBSON LLP
          9720 Wilshire Boulevard, Suite 700
          Beverly Hills, CA 90212
          Tel: (310) 550-7222
          Fax: (310) 550-6222
          E-mail: lmj@gfjlawfirm.com

               - and -

          Jeffrey G. Sloane, Esq.
          LAW OFFICES OF JEFFREY G. SLOANE
          8935 S. Pecos Road, Suite 21-A
          Henderson, NV 89074
          Tel: (702) 269-8570
          Fax: (702) 837-1650
          E-mail: jeff@jsloanelaw.com

The stalking horse bidder is represented by:

         SHEARMAN & STERLING LLP
         Attn: Fredric Sosnick
               Robert N. Freedman
         599 Lexington Avenue
         New York, NY
         Fax: (646) 848-8571
         E-mail: fredric.sosnick@shearman.com
                 robert.freedman@shearman.com

The Debtors are represented by:

         Brett A. Axelrod, Esq.
         Micaela Rustia Moore, Esq.
         FOX ROTHSCHILD LLP
         3800 Howard Hughes Parkway, Suite 500
         Las Vegas, NV 89169
         Tel: (702) 262-6899
         Fax: (702) 597-5503
         E-mail: baxelrod@foxrothschild.com
                 mmoore@foxrothschild.com

The Official Committee of Unsecured Creditors is represented by:

         Zachariah Larson, Esq.
         Matthew C. Zirzow, Esq.
         LARSON & ZIRZOW
         810 S. Casino Center Blvd., Suite 101
         Las Vegas, NV 89101
         Fax: (702) 382-1169
         E-mail: zlarson@lzlawnv.com
                 mzirzow@lzlawnv.com

              - and -

         Shirley S. Cho, Esq.
         Bradford J. Sandler, Esq.
         PACHULSKI STANG ZIEHL & JONES LLP
         10100 Santa Monica Blvd., Suite 1300
         Los Angeles, CA 90067
         Fax: (310) 201-0760
         E-mail: scho@pszjlaw.com
                bsandler@pszjlaw.com

Cathay Bank is represented by:

         Natalie M. Cox, Esq.
         Randolph L. Howard, Esq.
         KOLESAR & LEATHAM
         400 South Rampart Blvd., Suite 400
         Las Vegas, NV 89145
         Fax: (702) 362-9472
         E-mails: ncox@klnevada.com
                  rhoward@klnevada.com

              - and -

         Michael G. Fletcher, Esq.
         Reed S. Waddell, Esq.
         FRANZEL ROBINS BLOOM & CSATO, L.C.
         6500 Wilshire Boulevard, 17th Floor
         Los Angeles, CA 90048
         Fax: (323) 651-2577
         E-mail: mfletcher@frandzel.com
                 rwaddell@frandzel.com

                      About Martifer Solar

Martifer Solar USA, Inc., and Martifer Aurora Solar LLC filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Nev. Case Nos.
14-10357 and 14-10355) in Las Vegas on Jan. 21, 2014.  Martifer
Solar USA, which is based in Los Angeles, California, estimated
$10 million to $50 million in assets and liabilities.

Bankruptcy Judge August B. Landis oversees the case.  The Debtors
tapped Brett A. Axelrod, Esq., and Micaela Rustia Moore, Esq., at
Fox Rothschild LLP, in Las Vegas, as counsel, and Armory
Consulting Co. as restructuring and financial advisor.  The
Debtors tapped Foley Hoag LLP as special Massachusetts litigation
counsel with respect to a pending litigation relating to EPG
Solar, LLC; and Foley & Lardner LLP as special solar counsel.

The Debtors also won approval to hire FTI and Michael Tucker, a
senior managing director of FTI, to serve as the company's chief
restructuring officer.

Cathay Bank, a prepetition lender, is represented by Michael
Gerard Fletcher, Esq., and Reed S. Waddell, Esq., at Frandzel
Robins Bloom & Csato, L.C.; and Natalie M. Cox, Esq., and Randolph
L. Howard, Esq., at Kolesar & Leatham.

Martifer Solar Inc., the proposed DIP Lender, and ultimate parent
of the Debtors, is represented by Samuel A. Schwartz, Esq., and
Bryan A. Lindsey, Esq., at The Schwartz Law Firm Inc.

Tracy Hope Davis, the U.S. Trustee for Region 17, appointed
five creditors to serve on the Official Committee of Unsecured
Creditors.  The Committee has retained Pachulski Stang Ziehl &
Jones LLP's Bradford J. Sandler, Esq., Shirley S. Cho, Esq., Jason
Rosell, Esq., and Patricia Jeffries, Esq.; and Larson & Zirzow,
Matthew C. Zirzow, Esq., Zachariah Larson, Esq., and Carey
Shurtliff, Esq., as counsel.

                           *     *     *

Martifer Aurora Solar LLC intends to emerge from reorganization by
mid-July by selling the business.  The Debtors said they hope to
have a so-called stalking-horse bidder signed to a contract in
time for an auction in mid-June.  In court papers in May 2014, the
Debtors said FTI set May 15 as the deadline for the initial
letters of intent and has received four letters of interest.  The
Debtors said they are formulating the bidding procedures for an
auction sale under section 363 instead of a plan, and are in the
process of selecting their stalking horse bidder.


MEE APPAREL: Court Approves Otterbourg as Committee's Counsel
-------------------------------------------------------------
The Hon. Christine M. Gravelle of the U.S. Bankruptcy Court for
the District of New Jersey authorized the Official Committee of
Unsecured Creditors of MEE Apparel LLC and its debtor-affiliates
to retain Otterbourg P.C. as counsel to the Committee, nunc pro
tunc to Apr. 10, 2014.

As reported in the Troubled Company Reporter on May 13, 2014,
the Committee requires Otterbourg PC to:

   (a) assist and advise the Committee in its consultation with
       the Debtors relative to the administration of these cases;

   (b) attend meetings and negotiate with the representatives of
       the Debtors and other parties in interest;

   (c) assist and advise the Committee in its examination and
       analysis of the conduct of the Debtors' affairs;

   (d) assist the Committee in the review, analysis and
       negotiation of any plans of reorganization, and to assist
       the Committee in the review, analysis and negotiation of
       the corresponding disclosure statements;

   (e) assist the Committee in the review, analysis and
       negotiation of any bidding procedures or asset sale
       proposals;

   (f) assist the Committee in the review and analysis of any
       financing agreements;

   (g) take all necessary action to protect and preserve the
       interests of the Committee, including (i) possible
       prosecution of actions on its behalf, (ii) if appropriate,
       negotiations concerning all litigation in which the Debtors
       are involved, and (iii) if appropriate, review and analysis
       of claims filed against the Debtors' estates;

   (h) generally prepare on behalf of the Committee all necessary
       motions, applications, answers, orders, reports and papers
       in support of positions taken by the Committee;

   (i) appear, as appropriate, before this Court, the Appellate
       Courts, and the U.S. Trustee, and to protect the interests
       of the Committee before those courts and before the U.S.
       Trustee; and

   (j) perform all other necessary legal services in these Chapter
       11 cases.

Otterbourg PC will be paid at these hourly rates:

       Partner/Counsel         $595-$940
       Associate               $275-$645
       Paralegal               $250-$260

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

David M. Posner, member of Otterbourg PC, 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.

Otterbourg PC can be reached at:

       David M. Posner, Esq.
       OTTERBOURG P.C.
       230 Park Avenue
       New York, NY 10169
       Tel: (212) 661-9100

                     U.S. Trustee's Objection

Roberta A. DeAngelis, U.S. Trustee for Region 3, opposed to the
application.  The U.S. Trustee claimed that the firm is not
disinterested and holds an interest adverse to the Debtors'
estates because of its representation of Wells Fargo Bank N.A.
with respect to the origination of a credit facility provided by
Wells to the Debtors and the subsequent assignment of that credit
facility to Suchman, LLC.

The U.S. Trustee argued that the Debtors' estates could
"potentially" hold a claim against the firm if the Wells'
documents were not properly drafted and recorded.  The U.S.
Trustee argued that the firm cannot review the extent, validity
and priority of those pre-petition loan documents and, therefore,
cannot effectively represent the Committee.

The Debtor respondend that there are no potential claims against
Wells Fargo, no recourse to the firm, and no potential or actual
conflict.

                          About MEE Apparel

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

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

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

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

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

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

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


MEE APPAREL: Committee Can Hire Capstone as Financial Advisor
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey
authorized the Official Committee of Unsecured Creditors of of MEE
Apparel LLC and MME Direct LLC to retain Capstone Advisory Group
LLC as its financial advisor nunc pro tunc to April 10, 2014.

The firm is expected to:

  a) review offers received for the Debtors' assets, both on a
     "going out of business" and "going concern" basis and advise
     the Committee and Committee counsel as to the nature
     of the process and the bids received as appropriate.

  b) report to the Committee so that they may effectively evaluate
     the Debtors' liquidity, operating results and wind-down
     activities on an ongoing basis and the potential disposition
     of non-core assets.

  c) review and analyze all significant assets supporting the
     Debtors' financial position.

  d) assist and advise the Committee and Committee counsel in
     reviewing and evaluating any court motions filed or to be
     filed by the Debtors or any other parties-in-interest.

  e) analyze and critique the Debtors' debtor-in-possession
     financing arrangements and use of cash collateral.

  f) advise and assist the Committee in identifying and reviewing
     any preference payments, fraudulent conveyances and other
     potential causes of action.  Assist in the pursuit of such
     matters as directed by the Committee.

  g) analyze the Debtors' assets and analyze the unsecured
     creditors' recovery under various recovery scenarios.

  h) review and analyze any proposed bankruptcy plan and
     disclosure statement relating to the Debtors and negotiate
     changes after consulting with the Committee and Committee
     counsel.

  i) analyze and monitor the Debtors' progress with respect to
     resolving claims filed against the Debtors.

  h) review and investigate all material related-party
     transactions.

  k) attend Committee meetings and court hearings as may be
     required.

  l) analyze intercompany transactions, if any.

  m) evaluate any proposed employee retention plans.

  n) review the schedules of assets and liabilities, statement of
     financial affairs and monthly operating reports and other
     financial information that is required by the Court.

  o) analyze the Debtors' assumption or rejection of various
     executory contracts and leases and their effects on the
     Debtors.

  p) review any tax matters that may impact the Debtors' estate.

  q) assist with the Committee's responses/objections to the
     Debtors' motions.

  r) provide other services that are consistent with the
     Committee's role and duties as may be requested from time to
     time.

The customary hourly rates charged by the firm's professionals
are:

     David Galfus        Executive Director       $850
     Rick Wright         Managing Director        $580
     Amy Drobish         Director                 $410

     Executive Director                           $600-$875
     Managing Director                            $475-$635
     Director                                     $410-$450
     Consultant                                   $225-$350
     Support Staff                                $125-$305

The firm can be reached at:

          CAPSTONE ADVISORY GROUP LLC
          David Galfus
          Rick Wright
          Amy Drobish
          Park 80 West, 250 Pehle Avenue, Suite 105
          Saddle Brook, NJ 07663
          Tel: 201 587 7100
          Fax: 201 587 7102
          E-mail: dgalfus@capstoneag.com
                  rwright@capstoneag.com
                  adrobish@capstoneag.com

                         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.


MERCURY PAYMENT: S&P Withdraws 'B+' CCR at Company's Request
------------------------------------------------------------
Standard & Poor's Ratings Services said it withdrew its ratings on
Mercury Payment Systems LLC, including the 'B+' corporate credit
rating, at the company's request.


METRO AFFILIATES: Court Confirms Liquidating Plan
-------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Atlantic Express Transportation Corp., a former
school-bus operator, resolved all objections and has secured the
signature of the bankruptcy judge on a confirmation order
approving a liquidating Chapter 11 plan.

According to the report, the plan creates a trust for unsecured
creditors who are given the right to pursue lawsuits.  Recoveries
will be shared, with 70 percent going to noteholders on their
remaining claim of $14.3 million and 30 percent earmarked for
other unsecured creditors, the report related.

                      About Metro Affiliates

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

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

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

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

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

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

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


MICROBILT CORP: Maselli Warren Wins Fees In Bankruptcy Fight
------------------------------------------------------------
Law360 reported that Maselli Warren PC won its claim for legal
fees unpaid by a bankrupt consumer data company after a New Jersey
federal judge ruled the company could not entirely deny the firm
its fees based on its abrupt withdrawal from a contract suit.

According to the report, U.S. District Judge Joel A. Pisano sided
with Maselli Warren, denying MicroBilt Corp.'s appeal from a
bankruptcy court order entitling Maselli to about $19,000 for work
the firm did on a breach of contract suit between MicroBilt and
one of its vendors.  MicroBilt argued for the dismissal of
Maselli's bankruptcy claims, alleging Maselli left the company in
the lurch by withdrawing without notice, the report related.
Judge Pisano said that despite Maselli's withdrawal, there were no
grounds on which to completely deny its fees, the report further
related.

                   About MicroBilt Corporation

MicroBilt Corporation in Princeton, New Jersey, and CL Verify LLC
in Tampa, Florida, offer small business owner solutions for fraud
prevention, consumer financing, debt collection, skip tracing and
background screening.  MicroBilt provides access to over 3 billion
debit account records, nearly 30 billion pieces of demographic and
public record data and over 100 million unique consumer records to
prevent identity fraud, evaluate credit risk and retain customer
relationships.

MicroBilt and CL Verify filed for Chapter 11 five days apart:
MicroBilt (Bankr. D. N.J. Case No. 11-18143) on March 18, 2011,
and CL Verify (Bankr. D. N.J. Case No. 11-18715) on March 23,
2011.  The Debtors tapped Lowenstein Sandler PC as their counsel,
and Maselli Warren, PC, as their special litigation counsel.

MicroBilt estimated $10 million to $50 million in both assets and
debts.  CL Verify estimated $100 million to $500 million in
assets, but under $1 million in debts.  Court papers say the
Debtors have roughly $8.4 million in unsecured debt and no secured
debt.  The Debtors believe they have an enterprise value of
$150 million to $180 million.

No trustee, examiner or committee has been requested or appointed
in these Chapter 11 cases.

In January 2013, the Debtors obtained confirmation of their Fourth
Amended Plan of Reorganization, as revised, which provides
for payment in full all claims, including $4.30 million of
unsecured claims.  Holders of Microbilt equity interests are
unimpaired.  MicroBilt, the sole holder of CL Verify equity
interests, won't recover anything on account of the interest.


MOUNT ZION MISSIONARY: Ruling in Suit Over Bochner Loan Affirmed
----------------------------------------------------------------
Cross-complainant and appellant Erma Marshall appeals from a
judgment on the pleadings in favor of cross-defendant and
respondent Dan Z. Bochner on the cross-complaint of Marshall and
her husband, James Marshall, for declaratory relief, injunctive
relief, and an accounting arising from a $1,323,000 loan Bochner
made in November 2005 to the Mt. Zion Missionary Baptist Church
that was secured by the Church's real property and the Marshalls'
residence. In his motion, Bochner argued that various events,
including a settlement agreement he had entered into with the
trustee of the Church's bankruptcy estate, had rendered the
Marshalls' claims moot and none of the claims stated a cause of
action.

Marshall contends the trial court denied her due process by
declining to allow her to file a first amended cross-complaint,
which she asserts would have stated facts sufficient to state a
cause of action for declaratory relief. She also contends the
court erred by granting judgment on the pleadings because
Bochner's motion was untimely and directed to the wrong complaint.
Finally, she contends the court made a "fatal" evidentiary error
by taking judicial notice of an unlawful detainer judgment that
affected her right to a fair hearing.

On June 20, 2014, the Court of Appeals of California, Fourth
District, Division One, affirmed the judgment.

The case is, ERMA MARSHALL, Cross-complainant and Appellant, v.
DAN Z. BOCHNER, Cross-defendant and Respondent, No. D065617
(Calif. App.).  A copy of the Appeals Court's ruling dated June
20, 2014, is available at http://is.gd/MUIWfjfrom Leagle.com.

Mount Zion Missionary Baptist Church, in San Bernardino, Calif.,
filed for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No.
07-12883) on May 24, 2007, in Riverside.  Judge Peter Carroll
presided over the case.  Greta S. Curtis, Esq., served as the
Church's bankruptcy counsel.  In its petition, the Church
estimated $1 million to $100 million in both assets and debts.


MUD KING: Facing July 1 Deadline to File Bankruptcy-Exit Plan
-------------------------------------------------------------
Bankruptcy Judge Karen K. Brown of the Southern District of Texas,
Houston Division, has granted Mud King Products, Inc.'s request
for a 60-day extension within which to file its Plan of
Reorganization.  The extension would set the deadline for filing
the Plan at July 1, 2014 and the deadline for confirmation at 60
days thereafter.

The Debtor contends that it cannot file its Plan until the Court
determines the amount of National Oilwell Varco's claim.  In
October 2013, the Court conducted a seven-day trial for the
purpose of estimating the claim.  After the trial, the parties
filed voluminous briefs in support of their respective positions,
and it is unlikely the Court will be able to reach its decision by
the current deadline of May 2, 2014.  Additionally the Debtor will
need time to prepare and finalize the Plan after the claim amount
is determined.

National Oilwell Varco's claim centers around a pending civil case
in Federal Court in Houston against the Debtor and others for
trade secret misappropriations.  The civil case was stayed
subsequent to the filing of the Debtor's bankruptcy petition.

Section 1121(b) of the Bankruptcy Code gives debtors an exclusive
period of 120 days after a petition is filed to file a Plan of
Reorganization, and 60 days thereafter to have the Plan confirmed.
The Debtor relies on Sec. 1121(d) of the Code which permits a
court, for cause, to reduce or enlarge the period.  Whether to
adjust the filing period is within the court's discretion;
however, the following factors have been utilized when making such
a determination:

   1) The Debtor's need for sufficient time to negotiate and
prepare a Plan,

   2) whether the Debtor has made progress towards Reorganization,

   3) whether the Debtor is current on its bills and obligations,

   4) whether the Debtor can demonstrate the likelihood of a
viable Plan being filed,

   5) the amount of progress made in negotiations with creditors,

   6) the amount of time that has elapsed in the case,

   7) case size and complexity,

   8) whether the extension is sought as a means to pressure
creditors into the Debtor's reorganization demands, and

   9) unresolved contingencies.

The Debtor, among others, cited the court's opinion in In re Dow
Corning Corp., 208 B.R. 661, 662 (Bankr. E.D. Mich. 1997).  The
Debtor argues that the factors weight in its favor because:

   1) the extension request is solely due to the unresolved claim
of National Oilwell Varco,

   2) the Debtor is current on its bills and obligations,

   3) the Debtor is making progress towards reorganization by
generating cash flow,

   4) the value of National Oilwell Varco's claim is an
unresolved contingency,

   5) the Debtor is not seeking the extension in order to pressure
creditors,

   6) the extension would not prejudice creditors, and

   7) the burden on estate is small.

The Debtor is represented by Melissa A. Haselden, Esq., and Edward
L. Rothberg, Esq., at Hoover Slovacek, LLP of Houston, Texas.

                      About Mud King Products

Mud King Products, Inc., filed a Chapter 11 petition (Bank. S.D.
Tex. Case No. 13-32101) on April 5, 2013.  The petition was signed
by Erich Mundinger as vice president.  The Debtor disclosed
$18,959,158 in assets and $3,351,216 in liabilities as of the
Chapter 11 filing.  Annie E Catmull, Esq., Melissa Anne Haselden,
Esq., Mazelle Sara Krasoff, Esq., and Edward L Rothberg, Esq., at
Hoover Slovacek, LLP, represent the Debtor in its restructuring
effort.  Judge Karen K. Brown presides over the case.

The U.S. Trustee was unable to appoint an official committee of
unsecured creditor.


MUNDY RANCH: Plan Confirmation Hearing Set for July 10
------------------------------------------------------
Hon. Robert H. Jacobovitz, Judge for the Bankruptcy Court for the
District of New Mexico, scheduled the Confirmation Hearing in
Mundy Ranch, Inc.'s Chapter 11 case for July 10, 2014, in the
Sandia Bankruptcy Courtroom on the 13th floor of the Dennis Chavez
Federal Building located at 500 Gold Avenue S.W., Albuquerque,
N.M.

The Court has imposed various deadlines in advance of the
Confirmation Hearing.  Prior to the hearing, the Debtor's counsel,
Christopher M. Gatton, Esq., is to mail ballots to all creditors,
security holders, the S.E.C. and other parties in interest.
Written discovery and depositions must be completed by June 30,
2014.  Ballots must be returned on or before July 3, 2014 to
Gatton at the following address:

     Christopher M. Gatton, Esq.
     Law Office of George Dave Giddens, PC
     10400 Academy Road NE, Suite 350
     Albuquerque, NM 87111
     Tel: (505) 271-1053

July 3, 2014, is also the deadline to file objections to the Plan.
The Court has set July 7 as the deadline for filing witness lists,
exhibit lists, and expert reports for the Confirmation Hearing.

Following the imposition of deadlines, the Debtor modified its
Second Amended Plan of Reorganization. The first area of
modification relates to the Debtor's Defined Benefit Pension Plan.
The Pension Plan is to be terminated within 30 days of the
Reorganization Plan's effective date.  Once the Pension Plan is
terminated, allowed priority claims and Class 5 claims will be
resolved.  No other transfer of property to a class of claimants
may be made until the Debtor has sequestered the funds necessary
to fully fund the Pension Plan which is estimated to be between
$240,000 and $360,000.  The funding will be accomplished by the
repayment of H. Candelaria Enterprise's claim.  H. Candelaria will
then pay the claim monies to the Pension Plan.  The termination of
the Pension Plan will fully resolve the case pending in the U.S.
District Court of New Mexico.

The second modification to the Plan relates to the Debtor's split-
off.  After assets are transferred to Mundy Brothers, the Debtor
will split-off Mundy Brothers.  The Debtor shall then resolve
Class 9 claims within 45 days of the Plan's effective date.  The
split-off should not occur until Class 1 and Class 7 claims have
been paid and $360,000 has been sequestered for the Pension Plan.

                        About Mundy Ranch

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

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


MUNR KAZMIR: Meeting to Form Creditors' Panel Set for July 10
-------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on July 10, 2014, at 10:00 a.m. in
the bankruptcy case of Munr Kazmir.  The meeting will be held at:

         United States Trustee's Office
         One Newark Center, 1085 Raymond Blvd.
         21st Floor, Room 2106
         Newark, NJ 07102

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code.  A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable.  The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization.  The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.


NATROL INC: Prevails on Two Multiple Legal Fronts This Week
-----------------------------------------------------------
Natrol, Inc., a 33-year provider of nutritional supplements, on
June 23 disclosed that it has achieved success in more than one
court this week, which further underscores the value of the legal
support for Natrol on multiple fronts.

On June 22, the company had its first Chapter 11 hearing in the
Bankruptcy Court for the District of Delaware, and achieved its
main goals: to obtain approvals to use cash and operate its
business, including funds for employees and critical vendors.  At
the same time, the company's hearing in the District Court for the
Southern District of California resulted in the case of Nadeem
Kachi vs. Natrol being dismissed.  As the Judge indicated, the
suit claiming false advertising in Natrol packaging was dismissed
for class certification because "he fails to establish the
prerequisites for class certification: commonality and typicality.
The court also dismissed the action for lack of subject matter
jurisdiction."

On May 15, the company succeeded in Superior Court in Los Angeles
in Nadia Gillespie v. Natrol Products, Inc., another attempt at
obtaining class action certification in a false advertising case.
In this case, the Judge denied class certification stating,
"Plaintiff has accordingly failed to demonstrate common legal
issues predominant?"

"These are tremendous wins for our small company," stated Mesrop
Khoudagoulian, Natrol CEO.  "First, we went to court in Wilmington
with the lender, Cerberus, trying to force a trustee motion based
on outrageous allegations, to which we will respond in due course.
Second, we won on the litigation front with the dismissal of two
cases that were attempting to achieve class action status.  We
have always known that we were operating properly and achieving
good business objectives.  But it's gratifying to have our days in
court and prevail."

Mr. Khoudagoulian went on to say that the company had received
"tremendous" support from its customers and vendors.  "We sat down
to talk with one of the largest retailers in the country and
explained that we entered Chapter 11 as a strong operating
company.  We assured the retailer that we made every single one of
the payments due on the debt to our lender.  We are operating
well, and recently had one of our strongest sales periods.  We
only took this course of action because the lender's unreasonable
stance at every turn.  By the time we finished our talk, the
retailer doubled his original order."

As Shashikant Patel, Chairman and Managing Director of Natrol's
parent company, Plethico Pharmaceuticals, noted when the company
filed its papers on June 11, Natrol had achieved record sales and
was prepared to release new products that would only strengthen
the company's financial position.

"I am confident that Natrol will emerge from this process with the
right balance sheet and financial foundation on which to build in
the future," he concluded.

                        About Natrol, Inc.

Headquartered in Chatsworth, Calif., Natrol, Inc. --
http://www.natrol.com-- is a wholly owned subsidiary of Plethico
Pharmaceuticals Limited.  Plethico Pharmaceuticals Limited (BSE:
532739. BO: PLETHICO) engages in the manufacturing, marketing and
distribution of pharmaceutical and allied healthcare products
around the world.  Natrol products are made in the U.S.
Established in 1980, Natrol, Inc. has been a global leader in the
nutrition industry, and a trusted manufacturer and marketer of a
superior quality of herbs and botanicals, multivitamins, specialty
and sports nutrition supplements made to support health and
wellness throughout all ages and stages of life.  Natrol products
are available in health food stores, drug and grocery stores, and
mass-market retailers, and through Natrol.com and other online
retailers.  Natrol distributes products nationally through more
than 54,000 retailers as well as internationally in over 40 other
countries through distribution partners.


NATURAL MOLECULAR: Court Declines to Extend Exclusive Period
------------------------------------------------------------
Natural Molecular Testing Corp. requested that the Bankruptcy
Court extend the exclusive period within which the Debtor may file
its Plan of Reorganization until December 30, 2014.  This was the
Debtor's second request for an extension of the exclusive period
in this case which was commenced on October 21, 2013.

In order to increase estate assets, the Debtor commenced
litigation against the Centers for Medicare and Medicaid Services,
(CMS) for turnover of approximately $19.5 million which the Debtor
contends is being wrongfully withheld by CMS.  A trial in the case
against CMS is set to conclude on December 1, 2014.

Further, the Debtor transferred five pre-petition cases to the
Bankruptcy Court as adversary proceedings.  The trial for one of
these proceedings is set for October 6, 2014 and pretrial hearings
are pending in the other four.

The Debtor received Proofs of Claim from 83 creditors in an amount
totaling more than $94 million.  The Debtor is in the process of
negotiating the value and validity of those claims.

For these reasons, the Debtor argued that it needed more time to
formulate a Plan.

The Debtor's request for an extension was opposed by the Official
Committee of Unsecured Creditors.  As to the CMS litigation, the
Committee argued, the Debtor has employed Mintz, Lefin, Cohn,
Glovsky, and Popeo as special counsel for the prosecution of the
CMS claim.  The Debtor's bankruptcy counsel will be preparing the
Debtor's Plan, and the CMS litigation should not impair their
ability to formulate a plan. Further, says the Committee, it is
unlikely that the Debtor's five adversary proceedings will be
resolved by the end of 2014.  Also, the Debtor does not explain
why these proceedings cannot be resolved under a Plan of
Reorganization.

The Committee further argued that the Debtor has retained a
collection company to collect its aged accounts receivable, and
these collections should not impair the Debtor's ability to
formulate a plan. Additionally, the Debtor continues to accrue
expenses and legal fees for every month that the Chapter 11 case
continues, while its income continues to decline.

In response to Committee's objection, the Debtor points out that
the CMS litigation is vital to this case as it will result in a
$19.5 million recovery for the estate. The Debtor does not
anticipate any continuance of the current trial date.  The CMS
litigation will involve significant time commitments of the
Debtor, its principals, and its advisors -- not just its legal
team.

The Debtor further argued that it is currently working to acquire
new business which will increase revenue to the estate as well as
allow the Debtor to rehabilitate.

Hon. Marc Barreca of the Western District of Washington, Seattle
Division, denied the Debtor's request for an extension on June 5,
2014.

The Debtor is represented by Arnold M. Willig, Esq., at Hacker and
Willig, Inc, PS of Seattle, WA.

The Official Committee of Unsecured Creditors is represented by
Christopher M. Alston, Esq., and June Pearson, Esq., at Foster,
Peppers PLLC of Seattle, WA.

                      About Natural Molecular

Natural Molecular Testing Corp., which provides molecular
diagnostic-testing services, including testing for sexually
transmitted diseases and screening and counseling about cystic
fibrosis, filed a petition for Chapter 11 protection (Bankr. W.D.
Wash. Case No. 13-19298) on Oct. 21, 2013, in Seattle.  Hacker
& Willig, Inc., P.S., serves as its bankruptcy counsel. The
closely held company said assets are worth more than $100 million
while debt is less than $50 million.

Gail Brehm Geiger, Acting U.S. Trustee for Region 18, appointed a
five-member Committee of Unsecured Creditors.  Foster Pepper's
Jane Pearson, Esq.; Christopher M. Alston, Esq., and Terrance
Keenan, Esq., serve as the Committee's attorneys.


NAUTILUS HOLDINGS NO. 2: Files Bare-Bones Chapter 11 Petition
-------------------------------------------------------------
Nautilus Holdings No. 2 Limited sought bankruptcy protection in
New York without stating a reason.

The Hamilton, Bermuda-based company estimated $100 million to $500
million in assets and debt.  Monrovia, Liberia-based Reminiscent
Ventures S.A. owns 100% of the stock.

Nautilus Holdings No. 2 Limited and its subsidiaries filed bare-
bones Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y. Case No.
14-22884) in White Plains, New York, on June 23, 2014.

Nautilus has tapped Skadden, Arps, Slate, Meagher & Flom LLP, in
New York, as counsel, and AP Services, LLC, as financial advisor.


NEW CENTURY: Jefferies-Owned Trucker Liquidating
------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that New Century Transportation Inc., a small-cargo
trucking line affiliated with Jefferies LLC that operates 816
tractors and almost 1,900 trailers, filed to liquidate in New
Jersey.

According to the report, the Mount Holly, New Jersey-based less-
than-truckload carrier filed a Chapter 7 petition on June 11 in
Trenton.  The carrier filed for bankruptcy with freight in the
system not yet delivered to customers, and to avoid claims and
improve the collection of accounts receivable, trustee Catherine
E. Youngman, with consent from the senior secured lender, filed
papers seeking permission to keep the business going on a limited
basis through Aug. 15, the report related.

The case is In re New Century Transportation Inc., 14-bk-22093,
U.S. Bankruptcy Court, District of New Jersey (Trenton).


NEW YORK SKYLINE: Waiver Not 'Knowing' If Made Before Stern
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that U.S. District Judge Shira A. Scheindlin wrote a
decision on June 16 showing the fiendish problems that can arise
in a lawsuit begun before the Supreme Court handed down Stern v.
Marshall.

According to the report, Judge Scheindlin's opinion involved a
Chapter 11 reorganization pending before Stern, in which the U.S.
Supreme Court said that bankruptcy courts can't make final ruling
on state-law-based claims not fully decided in the course of
ruling in the validity of the creditor's claim against the
bankrupt.  The report related that Judge Scheindlin said that
retaining jurisdiction isn't the equivalent of consenting to final
adjudications on non-core issues.

The case is New York Skyline Inc. v. Empire State Building Trust
Co. (In re New York Skyline Inc.), 13-7686, U.S. District Court,
Southern District of New York (Manhattan).

Manhattan-based New York Skyline, Inc. -- http://www.skyride.com/
-- operates the NYSKYRIDE attraction at the Empire State building.
The Company sought Chapter 11 protection (Bankr. S.D.N.Y. Case No.
09-10181) on Jan. 12, 2009.  Mark A. Frankel, Esq., at Backenroth
Frankel & Krinsky, LLP, assists the company in its restructuring
efforts.  The Company estimated its assets and debts between
$10 million and $50 million at the time of the filing.


NIELSEN N V: S&P Retains 'BB' Rating After $800MM Tack-On
---------------------------------------------------------
Standard & Poor's Ratings Services said that its 'BB' issue-level
rating on Nielsen Finance LLC's 5% senior unsecured notes due 2022
is unchanged following the announcement that the company plans to
tack on an additional $800 million to the notes.  The '3' recovery
rating on the debt, indicating S&P's expectation for meaningful
(50%-70%) recovery for lenders in the event of a payment default,
remains unchanged as well.  Nielsen Finance LLC is a wholly owned
subsidiary of New York City-based global information and
measurement company Nielsen N.V. (Nielsen).

The company will use the proceeds from the proposed tack-on, along
with cash on hand, to redeem Nielsen's remaining $800 million of
7.75% senior debenture loan due 2018 (the company redeemed $280
million in May 2014) and for general corporate purposes.  S&P will
withdraw its ratings on the 2018 senior debentures when the
transaction closes.

"Our 'satisfactory' business risk profile reflects our view that
Nielsen's strong market position could come under pressure longer
term.  Its superior position in the traditional TV audience
measurement could become less important as audience fragmentation
accelerates and smaller players develop more innovative audience
measurement services.  To remain competitive, Nielsen must
continue to make sizable capital investments in new innovative
products that measure online with mobile usage and engagement, and
gain acceptance of them with ad agencies and clients.  Increased
competition, together with business reinvestment, could temper
cash flow growth," S&P said.

S&P views Nielsen's financial risk profile as "significant" (as
per S&P's criteria) because of its expectations that adjusted
leverage will decline to below 4x by the end of 2014.  Adjusted
leverage was 4.6x, pro forma for the proposed transaction as of
March 31, 2014 (includes ownership of Arbitron for only two
quarters).  S&P's adjusted leverage calculation includes
adjustments for operating leases, pensions, accrued interest, and
net of surplus cash.  S&P also includes restructuring and
acquisition costs in its EBITDA calculation.

The positive rating outlook reflects S&P's expectation that
leverage will decline below 4x by the end of 2014 through mid-
single-digit percent organic EBITDA growth.  S&P's base case
assumes the company will use its free operating cash flow (FOCF)
for acquisitions, shareholder-favoring actions, and mandatory debt
amortization.

RATINGS LIST

Nielsen N.V.

Corporate Credit Rating        BB/Positive/--

Ratings Unchanged

Nielsen Finance LLC

Senior Unsecured
  $1.55B* 5% notes due 2022     BB
   Recovery Rating              3

* Amount following tack-on.


NORTEL NETWORKS: $1.6 Billion Bond Interest Dispute Fast Tracked
----------------------------------------------------------------
Peg Brickley, writing for Daily Bankruptcy Review, reported that
Nortel Networks Corp.'s warring creditors are headed into a July
showdown over a $1.6 billion question that creditors outside the
U.S. said could be the key to a fast payday in the long running
international insolvency.

                        About Nortel Networks

Headquartered in Ontario, Canada, Nortel Networks Corporation and
its various affiliated entities provided next-generation
technologies, for both service provider and enterprise networks,
support multimedia and business-critical applications.  Nortel did
business in more than 150 countries around the world.  Nortel
Networks Limited was the principal direct operating subsidiary of
Nortel Networks Corporation.

On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent
Nortel Networks Corporation, NNI's direct corporate parent Nortel
Networks Limited and certain of their Canadian affiliates
commenced a proceeding with the Ontario Superior Court of Justice
under the Companies' Creditors Arrangement Act (Canada) seeking
relief from their creditors.  Ernst & Young was appointed to serve
as monitor and foreign representative of the Canadian Nortel
Group.  That same day, the Monitor sought recognition of the CCAA
Proceedings in U.S. Bankruptcy Court (Bankr. D. Del. Case No.
09-10164) under Chapter 15 of the U.S. Bankruptcy Code.

That same day, NNI and certain of its affiliated U.S. entities
filed voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10138).

In addition, the High Court of England and Wales placed 19 of
NNI's European affiliates into administration under the control of
individuals from Ernst & Young LLP.  Other Nortel affiliates have
commenced and in the future may commence additional creditor
protection, insolvency and dissolution proceedings around the
world.

On May 28, 2009, at the request of administrators, the Commercial
Court of Versailles, France, ordered the commencement of secondary
proceedings in respect of Nortel Networks S.A.  On June 8, 2009,
Nortel Networks UK Limited filed petitions in U.S. Bankruptcy
Court for recognition of the English Proceedings as foreign main
proceedings under Chapter 15.

U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and
15 cases.  Mary Caloway, Esq., and Peter James Duhig, Esq., at
Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as
Chapter 15 petitioner's counsel.

In the Chapter 11 case, James L. Bromley, Esq., at Cleary Gottlieb
Steen & Hamilton, LLP, in New York, serves as the U.S. Debtors'
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.

The United States Trustee appointed an Official Committee of
Unsecured Creditors in respect of the U.S. Debtors.  An ad hoc
group of bondholders also was organized.

Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
New York, and Christopher M. Samis, Esq., at Richards, Layton &
Finger, P.A., in Wilmington, Delaware, represent the Official
Committee of Unsecured Creditors.

An Official Committee of Retired Employees and the Official
Committee of Long-Term Disability Participants tapped Alvarez &
Marsal Healthcare Industry Group as financial advisor.  The
Retiree Committee is represented by McCarter & English LLP as
Delaware counsel, and Togut Segal & Segal serves as the Retiree
Committee.  The Committee retained Alvarez & Marsal Healthcare
Industry Group as financial advisor, and Kurtzman Carson
Consultants LLC as its communications agent.

Several entities, particularly, Nortel Government Solutions
Incorporated and Nortel Networks (CALA) Inc., have material
operations and are not part of the bankruptcy proceedings.

As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated
assets of $11.6 billion and consolidated liabilities of $11.8
billion.  The Nortel Companies' U.S. businesses are primarily
conducted through Nortel Networks Inc., which is the parent of
majority of the U.S. Nortel Companies.  As of Sept. 30, 2008, NNI
had assets of about $9 billion and liabilities of $3.2 billion,
which do not include NNI's guarantee of some or all of the Nortel
Companies' about $4.2 billion of unsecured public debt.

Since the commencement of the various insolvency proceedings,
Nortel has sold its business units and other assets to various
purchasers.  Nortel has collected roughly $9 billion for
distribution to creditors.  Of the total, $4.5 billion came from
the sale of Nortel's patent portfolio to Rockstar Bidco, a
consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation.  The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction.  The
deal closed in July 2011.

Nortel has filed a proposed plan of liquidation in the U.S.
Bankruptcy Court.  The Plan generally provides for full payment on
secured claims with other distributions going in accordance with
the priorities in bankruptcy law.

Judge Gross and the court in Canada scheduled trials in 2014 on
how to divide proceeds among creditors in the U.S., Canada, and
Europe.


OCZ TECHNOLOGY: Unsecured Creditors Won't Vote on Liquidating Plan
------------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that general unsecured creditors of OCZ Technology Group
Inc., won't vote on the producer of solid-state computer drives'
liquidating Chapter 11 plan because they are deemed to vote "no."

According to the report, OCZ, which sold most of its business for
$35 million to Toshiba Corp., is now soliciting votes on the plan
because the Delaware bankruptcy judge has approved an explanatory
disclosure statement.  There was no hearing since no objections
were filed, the report said.

Creditors have until July 15 both to vote on the liquidating plan
and file objections, the report related.  The plan comes up for
approval at a confirmation hearing on July 22, the report further
related.

                             About OCZ

San Jose, Calif.-based OCZ Technology Group, Inc. (Nasdaq: OCZ)
designs, manufactures, and distributes high-performance solid-
state storage solutions and premium computer components.

OCZ and two affiliates on Dec. 2, 2013, filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 13-13126) with a deal to
sell all assets under 11 U.S.C. Sec. 363 to Toshiba Corporation
for $35 million.

As of the bankruptcy filing, the Debtors had funded indebtedness
of $29.3 million and general unsecured trade obligations of $31.4
million.

The Debtors are represented by Mayer Brown LLP's Sean T. Scott,
Esq., as counsel and Young Conaway Stargatt & Taylor LLP's Michael
R. Nestor, Esq., Matthew B. Lunn, Esq., and Jaime Luton Chapman,
Esq., as Delaware local counsel.  Deutsche Bank is the Debtors'
investment banker.  Mike Rizzo Jr. at RAS Management Advisors,
LLC, serves as financial advisors to the Debtors.  The Hon. Peter
J. Walsh presides over the case.

Kelley Drye & Warren LLP's Eric R. Wilson, Esq., Jason R. Adams,
Esq., and Gilbert R. Saydah Jr., Esq., serve as counsel to the
official committee of unsecured creditors, and Greenberg Traurig,
LLP's Dennis A. Meloro, Esq. serves as local counsel.

OCZ Technology, on Jan. 17, 2014, received approval from the
Bankruptcy Court to sell substantially all of its assets to
Toshiba Corporation for $35 million.  OCZ Technology changed its
name to ZCO Liquidating Corporation.


PALM BEACH BREWERY: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

       Debtor                                        Case No.
       ------                                        --------
       Palm Beach Brewery Associates, Ltd            14-24148
       301 Yamato Rd #3101
       Boca Raton, FL 33431

       Palm Beach Brewery Associates, Inc.           14-24149
       301 Yamato Rd #3101
       Boca Raton, FL 33431

Chapter 11 Petition Date: June 20, 2014

Court: United States Bankruptcy Court
       Southern District of Florida (West Palm Beach)

Judge: Hon. Erik P. Kimball

Debtors' Counsel: Tarek K Kiem, Esq.
                  1300 N Federal Hwy #203
                  Boca Raton, FL 33432
                  Tel: (561) 368-2200
                  Fax: (561) 338-0350
                  Email: rappaport@kennethrappaportlawoffice.com

                     - and -

                  Kenneth S Rappaport, Esq.
                  RAPPAPORT OSBORNE & RAPPAPORT PL
                  1300 N Federal Hwy #203
                  Boca Raton, FL 33432
                  Tel: (561) 368-2200
                  Email: rappaport@kennethrappaportlawoffice.com

                                     Estimated     Estimated
                                       Assets     Liabilities
                                    ----------    -----------
Palm Beach Brewery Associates, Ltd  $1MM-$10MM    $1MM-$10MM
Palm Beach Brewery Associates, Inc. $1MM-$10MM    $1MM-$10MM

The petitions were signed by Morris L. Stoltz, sole stockholder,
Palm Beach Brewery Assoc Inc, GP.

A list of Palm Beach Brewery Associates, Ltd's 20 largest
unsecured creditors is available for free at:

        http://bankrupt.com/misc/flsb14-24148.pdf

A copy of Palm Beach Brewery Associates, Inc.'s largest unsecured
creditor is available for free at:

        http://bankrupt.com/misc/flsb14-24149.pdf


PARAGON OFFSHORE: S&P Assigns 'BB' CCR & Rates &1.185BB Notes 'B+'
------------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'BB'
corporate credit rating to Paragon Offshore Ltd. and its 'BBB-'
senior secured debt issue rating, with a recovery rating of '1',
to the company's senior secured debt.

In addition, S&P is assigning its 'B+' senior unsecured issue
rating and '6' recovery rating to the company's proposed $1.185
billion note offering.  The issue ratings are subject to final
documentation.  The outlook is stable.

"The stable outlook reflects our expectation that the company will
maintain good utilization of its fleet and leverage in the 2x-3x
range," said Standard & Poor's credit analyst Susan Ding.

S&P could consider a downgrade if business trends weakened and the
company's dayrates and fleet utilization deteriorated
significantly such that leverage (FFO to total debt) were below
30% and/or total debt to EBITDA exceeded 4x on a sustained basis.

S&P would consider an upgrade if Paragon improved its business
profile by diversifying or upgrading its fleet, or if credit
measures improved meaningfully such that FFO to total debt
exceeded 45% and leverage were less than 2x on a sustained basis.


PLYMOUTH OIL: Court Okays Hiring of Brock as Auctioneer
-------------------------------------------------------
Plymouth Oil Company, LLC sought and obtained permission from the
U.S. Bankruptcy Court for the Northern District of Iowa to employ
Brock Auction Company, Inc. as auctioneer.

On May 23, 2014, the Debtor filed its Motion to Sell Property Free
and Clear of Liens, proposing that the sale of property be held on
June 13, 2014, at 1:00 p.m., at the location of the property, at
the corner of Main Street and Douglas Street in Merrill, Iowa.
The Debtor also proposed that Brock Auction Company, Inc., located
at 30 Plymouth Street SW, LeMars, Iowa 51031, conduct the auction
of the property.  No objections to the Motion have been filed or
received.

The services to be rendered by the Auctioneer are:

   (a) marketing services, including listing the auction on the
       auctioneer's website, preparing and distributing auction
       flyers currently being posted in the region, together with
       newspaper and radio ads;

   (b) conducting a professional auction of the property in
       question; and

   (c) performing any and all other auction services the Debtor
       may require in the course of the sale of the property in
       question.

The Debtor desires to employ the Auctioneer and has agreed to pay
the Auctioneer a fee of 3% of the total gross sale of the
property.

Bruce Brock, the President of Brock Auction Company, Inc., attests
that his firm is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code.

                         About Plymouth Oil

Plymouth Oil Company, LLC, filed a bare-bones Chapter 11 petition
(Bankr. N.D. Iowa Case No. 12-01403) in Sioux City on July 23,
2012.  In its amended schedules, the Debtor disclosed $21,623,349
in total assets and $12,891,586 in total liabilities.

Plymouth Oil -- http://www.plymouthoil.com-- owned a $30 million
extraction plant located at 22058 K-42 Merrill, Iowa, directly
across from the new Plymouth Energy Ethanol Plant.

Founded by local investors, Plymouth Oil Company, started
operations in February 2010 purchasing raw corn germ and refining
this material into de-oiled germ meal and kosher food-grade
cooking oil.  The plant was capable of pumping out 90 tons of corn
oil each day and about 300 tons of DCGM (defatted corn germ meal)
daily, which is used for hog, poultry and dairy feed.  The plant
was later shut down.

Bankruptcy Judge Thad J. Collins presides over the case.  Bradley
R. Kruse, Esq., and Adam J. Freed, Esq., at Brown, Winick, Graves,
Gross, Baskerville and Schoenebaum, P.L.C., represent the Debtor
as counsel.  The petition was signed by David P. Hoffman,
president.

Secured creditors Arlon Sandbulte, Ryan Lake, Dirk Dorn, Steven
Vande Brake, and Iowa Corn Opportunities, LLC, are represented by
lawyers at Baird Holm LLP in Omaha, Nebraska.

On Oct. 28, 2013, the Bankruptcy Court denied confirmation of
the Debtor's Chapter 11 plan and allowed secured lenders owed
$8.3 million on a bridge loan to foreclose.  A copy of the Plan
is available at http://bankrupt.com/misc/plymouthoil.doc120.pdf


PRIME PROPERTIES: Liquidation Plan Okayed, Declared Effective
-------------------------------------------------------------
The Hon. Carla E. Craig of the U.S. Bankruptcy Court for the
Eastern District of New York has approved Prime Properties of New
York, Inc.'s joint liquidation plan and its accompanying
disclosure statement.  The effective date under the Plan occurred
on June 11, 2014.

Scott S. Markowitz, Esq., at Tarter Krinsky & Drogin LLP, the
attorney for the Debtor's principal, Nicholas Gordon, said in a
June 12, 2014 notice that the Debtor's transactions with 300-304
10th Street FT LLC contemplated under the Plan, including the
transfer of the property known as and located at 300-304 10th
Street, Brooklyn, New York, from the Debtor to the purchaser, was
consummated on June 11.

As reported by the Troubled Company Reporter on May 27, 2014, the
Debtor, along with secured mortgagee FTBK Investor II LLC, as
Trustee for NY Brooklyn Investor II Trust 19, filed the Plan that
provides for FTBK or is designated nominee, to purchase the real
property and improvements thereon located at 300-304 10th 1016;
Lots 2 and 5 from the Debtor in accordance with the provisions of
the Bankruptcy Code, pursuant to a private sale pursuant to 11
U.S.C. Section 363 and Federal Rule of Bankruptcy Procedure
6004(f), with a closing of the Sale immediately following
Confirmation of the Plan.  A full-text copy of the Plan may be
accessed for free at http://is.gd/XZ0m0c

               About Prime Properties of New York, Inc.

Prime Properties of New York, Inc., filed a Chapter 11 petition
(Bankr. E.D.N.Y. Case No. 13-44020) on June 28, 2013.  Prime
Properties of New York's business consists of the ownership and
operation of a property, consisting of two adjacent five-story,
residential apartment buildings, which collectively contain a
total of 55 units, 52 of which are residential units on the corner
of 10th Street and 4th Avenue, in Brooklyn.  The Debtor identified
itself to be Single Asset Real Estate as defined in 11 U.S.C. Sec.
101(51B).

The Debtor's principal and its 100% shareholder, Nick Gordon,
managed the Property until March 2011, when management of the
Property was taken over by a receiver.  Prior to the Receiver's
appointment, there were well documented disputes between Nick
Gordon and the tenants with respect to the maintenance and upkeep
of the Property.

Bankruptcy Judge Hon. Carla E. Craig oversees the case.  M. David
Graubard, Esq., at Kera & Graubard, in New York, serves as counsel
to the Debtor.  The Debtor estimated up to $12 million in assets
and up to $8.5 million in liabilities.  An affiliate, 234 8th St.
Corp., sought Chapter 11 protection (Case No. 13-42244) on the
March 14, 2013.

Prime Properties of New York, Inc., also sought Chapter 11
protection (Bankr. E.D.N.Y. Case No. 09-46912) on Aug. 12, 2009.
In October 2010, Bankruptcy Judge Joel B. Rosenthal granted the
request by JP Morgan Chase Bank, N.A., to lift the automatic stay
to foreclose on the Debtor's property.  Judge Rosenthal denied the
Debtor's bid to sell the property, free and clear of liens.

In the 2013 case, Prime Properties of New York filed a plan of
reorganization providing for the payment of all administrative
claims and priority claims in full upon confirmation.  The Plan
also offers to pay general unsecured creditors 100% of their
claims, from a fund that will be established by the Debtor for the
purpose of implementing the Plan.  A full-text copy of the
Disclosure Statement dated Sept. 18, 2013, is available for free
at http://bankrupt.com/misc/PRIMEds0918.pdf

Attorneys for FTBK Investor II LLC, as Trustee for NY Brooklyn
Investor II Trust 19, are Jerold C. Feuerstein, Esq., and Jason S.
Leibowitz, Esq., at Kriss & Feuerstein LLP.

                           *     *     *

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


PROSPECT PARK: Wants to Pay $48,183 to Secured Creditor
-------------------------------------------------------
Prospect Park Networks, LLC, seeks authority from the U.S.
Bankruptcy Court for the District of Delaware to make payment of
cash collateral to secured creditor Prospect Park, LLC, in the
amount of $48,183.96.

Prospect Park has demanded immediate repayment of its cash
collateral in the amount of $48,183.96.  The Debtor does not
intend to use Prospect Park's cash collateral for any other
purpose, as it would be unable to provide adequate protection to
Prospect Park to the extent of diminution in its collateral
resulting from any use, Mark D. Olivere, Esq., at Cousins Chipman
& Brown, LLP, the attorney for the Debtor, says in a court filing
dated May 27, 2014.

Prior to the Petition Date, the Debtor required funding for the
retention of its professionals in connection with this Chapter 11
case and for the payment of fees to Andy Wheeler, the Debtor's
production accountant.  The Debtor obtained the required funds
through a loan from Prospect Park, which required that the Debtor
grant it a security interest in specified collateral.  On
March 10, 2014, prior to the filing of the Debtor's bankruptcy
petition, the Debtor executed a promissory note in favor of
Prospect Park, evidencing a $130,000 loan made by Prospect Park to
the Debtor.  As security for the indebtedness, the Debtor executed
a Security Agreement in favor of Prospect Park.  The collateral
pledged by the Debtor in the Security Agreement is "PPN's rights
to payment under the Content Deal Memorandum executed on or about
Jan. 7, 2013, between PPN and Hulu, LLC, and all proceeds arising
therefrom" including "all of PPN's rights to payments under the
Hulu Agreement, together with all products and proceeds of the
foregoing."

On May 14, 2014, Hulu initiated an ACH payment to the Debtor in
the amount of $48,183.96, which represent required payments under
the Hulu Agreement.  Accordingly, this sum in the Debtor's
possession represents the cash collateral of Prospect Park
Networks, LLC, under the Note and the Security Agreement, which
interest was perfected by the filing of the UCC-1.

Committee Objects

The Official Committee of Unsecured Creditors filed on June 11,
2014, an objection to the Debtor's motion for authority to pay
$48,183.96 to Prospect Park, claiming that the motion "is based on
the erroneous premise that Prospect Park, LLC, the Debtor's
parent, holds a valid security interest when, in fact, it does
not."

An hour before the Debtor filed for bankruptcy, the Debtor
transferred a security interest, in the Debtor's only unencumbered
asset, to the Debtor's parent company, in exchange for an alleged
loan made days prior to the transfer, David R. Hurst, Esq., at
Cole, Schotz, Meisel, Forman & Leonard, P.A., the attorney for the
Committee, says.

Mr. Hurst states that the $48,183.96 is not Prospect Park's cash
collateral.  Prospect Park's security interest is subject to
avoidance as a preferential transfer.  As a result, Prospect Park
holds, at best, an unsecured claim with no specific interest in
the $48,183.96.  The proceeds of the Hulu Agreement would
therefore represent much needed funds belonging to the estate.

Schedules Filing Extension

On May 28, 2014, the Court, at the behest of the Debtor, further
extended the time for the Debtor to file schedules of assets and
liabilities, schedules of executory contracts and unexpired
leases, and statements of financial affairs.  As reported by the
Troubled Company Reporter on April 1, 2014, the Debtor sought
additional time to file with the Court its schedules of assets and
liabilites and schedules of executory contracts and unexpired
leases, asserting that its request was warranted due to the large
amount of information that must be assembled and compiled, the
multiple locations for the information, the large amount of
professional hours that may be required for the completion of the
Schedules and Statements, and the lack of prejudice to creditors.

The TCR reported on May 16, 2014, that the Debtor filed on
April 11, 2014, its schedules of assets and liabilities,
disclosing $5,678,388 in total assets and $10,682,537 in total
liabilities.

                   About Prospect Park Networks

Prospect Park Networks, LLC, a Los Angeles, Calif.-based talent
and management company, filed for Chapter 11 bankruptcy (Bankr. D.
Del. Case No. 14-10520) in Wilmington, on March 10, 2014,
estimating $50 million to $100 million in assets, and $10 million
to $50 million in debts.  The petition was signed by Jeffrey
Kwatinetz, president.

William E. Chipman, Jr., Esq., and Mark D. Olivere, Esq., at
Cousins Chipman & Brown LLP, in Wilmington, Delaware; and John H.
Genovese, Esq., Michael Schuster, Esq., and Heather L. Harmon,
Esq., at Genovese Joblove & Battista, P.A. serve as the Debtor's
bankruptcy counsel.  The Debtor also hired Cohn Reznick LLP as an
ordinary course professional.

The U.S. Trustee for Region 3 selected three creditors to serve on
the Official Committee of Unsecured Creditors.  Cole, Schotz,
Meisel, Forman & Leonard, P.A., serves as the Committee's counsel.


PUENTE HOLDINGS: Case Summary & 2 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Puente Holdings, LLC
        3700 Wilshire Blvd, Suite 520
        Los Angeles, CA 90010

Case No.: 14-21945

Chapter 11 Petition Date: June 20, 2014

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

Judge: Hon. Thomas B. Donovan

Debtor's Counsel: David G Epstein, Esq.
                  THE DAVID EPSTEIN LAW FIRM
                  POB 4858
                  Laguna Beach, CA 92652-4858
                  Tel: 949-715-1500
                  Fax: 949-715-2570
                  Email: david@epsteinlitigation.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $500,000 to $1 million

The petition was signed by Mark Smith, manager.

A list of the Debtor's two largest unsecured creditors is
available for free at http://bankrupt.com/misc/cacb14-21945.pdf


QOL MEDS: S&P Assigns 'B' CCR & Rates $315MM Secured Debt 'B'
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to QoL Meds LLC.  The outlook is stable.

At the same time, S&P assigned its 'B' issue-level rating and '3'
recovery rating to QoL's proposed senior secured credit facility,
which consists of a $30 million revolver and $285 million term
loan.  The '3' recovery rating indicates S&P's expectation for
meaningful (50%-70%) recovery to lenders in the event of payment
default.

"Our ratings on QoL reflect our assessment of the company's very
narrow business focus as a provider of pharmacy services on-site
at community mental health centers and the company's high
leverage," said credit analyst David Kaplan.  "We assess the
business risk profile as "weak" and the financial risk profile as
"highly leveraged"."

S&P's stable rating outlook reflects its expectation that double-
digit revenue growth and relatively stable EBITDA margins will
support the generation of moderate free operating cash flow.

Upside scenario

S&P could consider a higher rating if QoL demonstrated a
commitment to sustaining all-in leverage (including sponsor
preference equity, which S&P views as debt) below 5x and if the
company's FFO to total debt rose to the mid-teens.  While S&P's
base-case analysis shows that this could occur in several years,
based on potential EBITDA growth it would also need to be
confident that the company's financial sponsors would be committed
maintaining leverage below 5x before S&P considered an upgrade.

Downside scenario

S&P could lower its rating if competitive dynamics changed or
reimbursement pressures limited the company's ability to generate
meaningful free cash flow.  This could occur if EBITDA margins
narrowed by 300 bps.


QUANTUM FOODS: West Liberty Acquires Assets for $12.7 Million
-------------------------------------------------------------
The equipment and inventory formerly owned by bankrupt Quantum
Foods in three Bolingbrook facilities have been sold as a turnkey
operation to West Liberty Foods, L.L.C. in a $12.7 million
transaction coordinated by Tiger Group, City Capital Advisors,
LLC, and Schneider Industries.  The acquisition of the equipment
and inventory was approved on June 19 by U.S. Bankruptcy Judge
Kevin J. Carey, sitting in the District of Delaware.

In separate transactions unrelated to the bankruptcy but also
directed by Tiger and Schneider, West Liberty has agreed to
purchase or lease the three Bolingbrook buildings that housed
Quantum's operations.  The company plans to purchase the
220,000-square-foot production facility and 80,000-square-foot
culinary facility, and agreed to lease the 250,000-square-foot
cold-storage distribution center.

As a result of the transactions, Tiger and Schneider cancelled a
live webcast auction for the former Quantum assets that had been
scheduled for June 24, 25 and 26.

"The successful conclusion of this turnkey sale means that
hundreds of jobs will be created," said Tiger Director Andy
Babcock.  "West Liberty plans to immediately begin the process of
restarting the operations at the facilities."

"West Liberty Foods' continued growth has put us in a position to
make this acquisition," said Ed Garrett, President and CEO of the
West Liberty, Iowa-based company.  "The Quantum facilities are
well positioned to support our existing growth plans and will
allow us to continue to offer the high quality, innovative, and
food safe products we are known for."

The company, which plans to have 400 to 600 employees at the
Bolingbrook sites within the next 12-14 months, will re-brand the
facilities under the West Liberty Foods name.

"We were very pleased to see the deal completed as a single
turnkey operation," said Michael Pizette, Chief Credit Officer of
secured lender Crystal Financial LLC.  "In addition to saving
valuable time, the approach in this case significantly increased
recovery for the creditors compared to a piecemeal auction.  The
result underscores how Tiger represents the new generation of
asset disposition professionals.  The Tiger team doesn't just show
up looking for value, instead they create it."

Former operator Quantum Foods was launched more than two decades
ago, as a hand-cut beef butcher.  The company ultimately grew to
an approximately 1,100-employee operation, supplying commercial
accounts as well as overseas military bases.  However, the recent
withdrawal of troops in the Middle East, along with the loss of
top retail clients, hurt its business operations, leading the
company to file for Chapter 11 bankruptcy on February 18, 2014 in
the Delaware Bankruptcy Court (case number 1:14-bk-10318).

"Although this was a complex transaction, Tiger's experienced
liquidation division, transaction advisory services and
disposition services teams were able to work seamlessly together
to find the buyer and close the deal within about one month from
the engagement date," noted Mr. Babcock.  "I'm very pleased that
our teams were able, as usual, to leverage their expertise to
close this deal so quickly and to help get so many people back to
work."

                        About Tiger Group

Tiger Group -- http://www.TigerGroup.com-- provides asset
valuation, advisory and disposition services to a broad range of
retail, wholesale, and industrial clients.  Tiger operates main
offices in Boston, Los Angeles and New York.

                        About Quantum Foods

Founded in 1990 and headquartered in Bolingbrook, Illinois,
Quantum Foods, LLC -- http://www.quantumfoods.com-- provides
protein products made from beef, poultry and pork.

Quantum Foods and its affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 14-10318) on Feb. 18, 2014, to
facilitate the sale of substantially all their business to
CTI Foods Holding Co., LLC.

The Debtors' primary secured indebtedness totals $50.2 million,
owing to lenders led by Crystal Financial, LLC, as administrative
and collateral agent.

Quantum Foods is being advised in its restructuring by Daniel J.
McGuire, Esq., Gregory M. Gartland, Esq., and Caitlin S. Barr,
Esq., at Winston & Strawn as counsel; M. Blake Cleary, Esq.,
Kenneth J. Enos, Esq., and Andrew Magaziner, Esq., at Young,
Conaway, Stargatt & Taylor, LLP, serve as local counsel.
City Capital Advisors is the investment banker.  FTI Consulting,
Inc.  also serves as advisor. BMC Group is the claims and notice
agent.

The U.S. Trustee for Region 3 appointed five members to the
official committee of unsecured creditors in the case. The
Committee is seeking to retain Triton Capital Partners, Ltd. as
financial advisor; and Mark D. Collins, Esq., Russell C.
Silberglied, Esq., Michael J. Merchant, Esq., Christopher M.
Samis, Esq., and Robert C. Maddox, Esq., at Richards, Layton &
Finger, P.A. as counsel.

Raging Bull is represented in the case by Van C. Durrer II, Esq.,
at Skadden Arps Slate Meagher & Flom LLP.  Crystal Finance LLC is
represented by David S. Berman, Esq., at Riemer & Braunstein LLP.


S.B. RESTAURANT: Hires Rust Omni as Claims & Noticing Agent
-----------------------------------------------------------
S.B. Restaurant Co., et al., seek authority from the U.S.
Bankruptcy Court Central District of California, Santa Ana
Division, to employ Rust Consulting Omni Bankruptcy, a division of
Rust Consulting, Inc., as the claims, noticing and balloting
agent.

Rust Omni, at the request of the Debtors or the Clerk's Office,
will provide the following services as the claims and noticing
agent in the Chapter 11 cases, including:

   (a) serving notice of the claims bar date and required notices
       and related pleadings filed therewith;

   (b) serving notice of objections to claims and required notices
       and related pleadings filed therewith;

   (c) serving notice of any hearings on a disclosure statement
       and confirmation of a plan of reorganization and required
       notices and related pleadings filed therewith; and

   (d) serving other miscellaneous notices to any entities, as the
       Debtors or the Court may deem necessary or appropriate for
       an orderly administration of the Chapter 11 cases.

Rust Omni will also maintain official claims registers and copies
of all proofs of claim and proofs of interest filed in the
Debtors' Chapter 11 cases.

Brian Osborne, a member of Rust Consulting Omni Bankruptcy, a
division of Rust Consulting, Inc., assures the Court that his firm
is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.

In the year prior to the Petition Date, Rust Omni has been paid
$5,000.  Rust Omni is currently holding a prepetition retainer of
$5,000 from the Debtors for services to be rendered in connection
with the Chapter 11 cases.

S.B. Restaurant Co. dba Elephant Bar Global Grill/Wok Kitchen, now
a chain of 29 restaurants in seven states, filed a petition for
Chapter 11 protection (Bankr. C.D. Cal. Case No. 14-bk-13778)
on June 17 in Santa Ana, California.  The case is assigned to
Judge Erithe A. Smith.

The Debtors' counsel is Jeffrey N Pomerantz, Esq., and John W.
Lucas, Esq., at Pachulski Stang Ziehl & Jones LLP, in Los Angeles,
California.  The Debtors' Chief Restructuring Officers are from
Deloitte Transactions & Business Analytics LLP, while their
Investment Banker is Mastodon Ventures, Inc.  The Debtors'
Noticing Claims and Balloting Agent is Rust Consulting Omni
Bankruptcy.


S.B. RESTAURANT: Has Until July 14 to File Schedules
----------------------------------------------------
Judge Erithe Smith of the U.S. Bankruptcy Court Central District
of California, Santa Ana Division, extended until July 14, 2014,
the time within which S.B. Restaurant Co., et al., to file their
schedules of assets and liabilities and statements of financial
affairs.  The Debtors said they require a modest extension to
compile the requisite information necessary to ensure that
accurate and complete schedules will be filed.

S.B. Restaurant Co. dba Elephant Bar Global Grill/Wok Kitchen, now
a chain of 29 restaurants in seven states, filed a petition for
Chapter 11 protection (Bankr. C.D. Cal. Case No. 14-bk-13778)
on June 17 in Santa Ana, California.  The case is assigned to
Judge Erithe A. Smith.

The Debtors' counsel is Jeffrey N Pomerantz, Esq., and John W.
Lucas, Esq., at Pachulski Stang Ziehl & Jones LLP, in Los Angeles,
California.  The Debtors' Chief Restructuring Officers are from
Deloitte Transactions & Business Analytics LLP, while their
Investment Banker is Mastodon Ventures, Inc.  The Debtors'
Noticing Claims and Balloting Agent is Rust Consulting Omni
Bankruptcy.


S.B. RESTAURANT: Seeks to Reject 16 Restaurant Leases
-----------------------------------------------------
S.B. Restaurant Co., et al., seek authority from U.S. Bankruptcy
Court Central District of California, Santa Ana Division, to
reject certain unexpired leases and executory contracts, and
abandon any personal property located at the premises.

The Rejected Leases relate to 16 restaurants that the Debtors
operated prior to the Petition Date.  The Debtors determined that
the restaurants governed by the Rejected Leases were no longer
profitable and those restaurants were closed prior to the Petition
Date.  As a result, the Debtors have no further use for the
property that is the subject of the Rejected Leases.  The Debtors
vacated the leased premises associated with the Rejected Leases
prior to the Petition Date and handed over possession to the
applicable landlords.

The Rejected Contracts relate to parties that provided goods and
services to the Debtors, like internet and data service providers
whose goods and services are no longer being used by the Debtors
at locations that were closed prior to the Petition Date.  The
Debtors have no further use for the goods and services that are
the subject of the Rejected Contracts.

S.B. Restaurant Co. dba Elephant Bar Global Grill/Wok Kitchen, now
a chain of 29 restaurants in seven states, filed a petition for
Chapter 11 protection (Bankr. C.D. Cal. Case No. 14-bk-13778)
on June 17 in Santa Ana, California.  The case is assigned to
Judge Erithe A. Smith.

The Debtors' counsel is Jeffrey N Pomerantz, Esq., and John W.
Lucas, Esq., at Pachulski Stang Ziehl & Jones LLP, in Los Angeles,
California.  The Debtors' Chief Restructuring Officers are from
Deloitte Transactions & Business Analytics LLP, while their
Investment Banker is Mastodon Ventures, Inc.  The Debtors'
Noticing Claims and Balloting Agent is Rust Consulting Omni
Bankruptcy.


SAND SPRING: M.D. La. Court Rules in CA Funds Suit v. JPMorgan
--------------------------------------------------------------
District Judge James J. Brady ruled on the Motion to Strike and
Alternative Motion to Conduct Discovery brought by counterclaim
plaintiff, J.P. Morgan Clearing Corp., on its own behalf and as
successor to Bear Stearns Securities Corp.  Counterclaim
defendants CA Core Fixed Income Fund, LLC, CA Core Fixed Income
Offshore Fund, Ltd., CA High Yield Fund, LLC, CA High Yield
Offshore Fund, Ltd., and Sand Springs Capital III Master Fund, LLC
-- "CA Funds" -- filed an opposition.

The Court also ruled on the Motion to Dismiss Counterclaim brought
by the CA Funds.  J.P. Morgan filed an opposition.  The CA Funds
filed a reply, to which J.P. Morgan has filed a sur-reply.

The CA Funds sued J.P. Morgan and others asserting several causes
of action under various state and federal corporate and securities
laws.  The CA Funds allege that J.P. Morgan and others have
committed "a variety of wrongs relating to and arising out of the
CA Funds' investments in the Collybus CDO."  As it specifically
relates to J.P. Morgan and Bear Stearns, the CA Funds allege that
Bear Stearns was aware of redflags presented by the unlawful
transactions complained of in the suit, but nevertheless
"materially participated in, aided and abetted such
transactions[.]"

J.P. Morgan contends that the CA Funds entered into various
agreements with Bear Stearns including institutional account
agreements and other supplemental agreements.  J.P. Morgan further
alleges that these agreements contained representations and
warranties in which the CA Funds agreed, among other things, that
Bear Stearns was not its fiduciary or advisor and that it would
not rely upon Bear Stearns "taking any action with respect to any
account, position, or activity."

J.P. Morgan also alleges that the CA Funds further agreed to limit
Bear Stearns' liability and that Bear Stearns shall have no
liability for "any consequential, indirect, incidental, or similar
damages . . . and irrevocably and unconditionally waive[d] any
right" to recovery any such damages.  Finally, J.P. Morgan alleges
that the CA Funds agreed to indemnify Bear Stearns for all losses
associated with any claims.

J.P. Morgan asserted two counterclaims against the CA Funds: (1)
breach of contract; and (2) breach of the covenant of good faith
and fair dealing.  The CA Funds have brought the motion to dismiss
contending that J.P. Morgan's claims should be dismissed under
several theories.

In a June 18 ruling, the Court held that J.P. Morgan's Motion to
Strike is granted and the CA Funds' Motion to Dismiss is denied.
J.P. Morgan has been directed to file an amended counterclaim
consistent with the Court's ruling within 7 days.

The cases before the Court is, JOSEPH N. BROYLES, v. CANTOR
FITZGERALD & CO., ET AL.; and JOSEPH N. BROYLES, ET AL.,v.
CANTOR FITZGERALD & CO. ET AL., Civil Action Nos. 10-854-JJB,
10-857-JJB (M.D. La.).  A copy of the Court's June 18, 2014 Ruling
is available at http://is.gd/b7sx6yfrom Leagle.com.

                        About Sand Spring

Nine funds advised by Commonwealth Advisors Inc. of Baton Rouge,
Louisiana, sought Chapter 11 protection on Oct. 25, 2011, after
failing to work out a reorganization plan acceptable to all
investors.  Lead Debtor is Sand Spring Capital III, LLC (Bankr. D.
Del. Case No. 11-13393).

Robert S. Brady, Esq., Kenneth J. Enos, Esq., and Michael R.
Nestor, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington,
Delaware, serve as counsel to the Debtors.  Epiq Bankruptcy
Solutions LLC serves as claims and notice agent.

The funds were formed from 2005 to 2007 under Walter Morales,
president and chief investment manager, and attracted 456
investors, according to filings in U.S. Bankruptcy Court in
Wilmington, Delaware.  Investors filed class-action and derivative
suits alleging mismanagement, misrepresentation, and breach of
fiduciary duty.

According to Bloomberg News, the U.S. Securities and Exchange
Commission initiated a formal investigation in July 2009.  The
funds were unable or unwilling to satisfy investors' redemption
demands, which would have required liquidation of "their
holdings in an illiquid market and at depressed prices."

The funds, Commonwealth and Morales negotiated a prepackaged
Chapter 11 plan, which was accepted by all classes of creditors
except one.  Because third-party contributions required unanimous
approval, the funds said they filed in Chapter 11 so they could
have "further discussions with their investors with the oversight
of this court."

The Bankruptcy Court confirmed the Debtors' Fourth Amended Joint
Plan of Reorganization on Sept. 18, 2013.  The Plan was declared
effective Oct. 21, 2013.


SCH CORP: 3rd Circ. Gives Claimants 2nd Shot In Debt Collector Row
------------------------------------------------------------------
Law360 reported that the Third Circuit revived a bankruptcy appeal
from a group of class action claimants left empty-handed when debt
collectors SCH Corp., American Corrective Counseling Services Inc.
and ACCS Corp. were liquidated in Chapter 11 bankruptcy, saying a
Delaware district court wrongfully dismissed the appeal.

According to the report, a three-judge panel of the Third Circuit
held that a Delaware district court abused its discretion in
dismissing as equitably moot the CFI class action claimants'
appeal of the bankruptcy court's denial of their post-confirmation
motion challenging how the debtors' liquidation was implemented by
Carl Singley, the disbursing agent.

The CFI class action claimants were the largest group of unsecured
creditors in the debtors' Chapter 11 bankruptcy, based on their
role as plaintiffs in pending consumer class actions against the
debtors in California, Florida and Indiana, the report related.
After the debtors' plan was confirmed and millions of dollars were
distributed to priority claims, about $200,000 was distributed
under the plan to cover the fees of bankruptcy counsel and other
preferential, but none of those went to unsecured creditors,
according to court documents, the report further related.

The case is In re: SCH Corp. et al., case number 13-3371, in the
U.S. Court of Appeals for the Third Circuit.

SCH Corp., American Corrective Counseling Services Inc. and ACCS
Corp. were in the debt collection business in January 2009
when they filed for Chapter 11 bankruptcy in the District of
Delaware.  They filed for bankruptcy on Jan. 19, 2009 (Bankr. D.
Del. Case No. 09-10198).  The Debtors obtained confirmation of an
amended Chapter 11 plan on Nov. 2, 2009, which plan was declared
effective on Dec. 21, 2009.


SCRUB ISLAND: Plan Exclusivity Period Extended to June 27
---------------------------------------------------------
Firstbank Puerto Rico has requested that the Bankruptcy Court
terminate Scrub Island Development Group Ltd's exclusive period
for gaining approval of its Plan of Reorganization.  Firstbank
argued that during the pendency of this case, the Debtor has made
no meaningful progress toward formulating a Plan.  Rather the
Debtor has used the period to delay a resolution in order to
further a controlling shareholder's (Collier) personal interests.

The Debtor did file what Firstbank calls a "facially
unconfirmable" Plan on March 19, 2014; however, that Plan does not
illustrate the Debtor's ability to fund unsecured claims.  Since
the Petition date, the Debtor has had a negative cash flow of
$100,000 per month.  Furthermore, Firstbank asserts, the Debtor's
Plan seeks to pay Collier while not paying the unsecured claims in
full; attempts to place all of Firstbank's claims in a single
class in violation of the Bankruptcy Code; violates feasibility as
it provides no evidence of how the Debtor will fund over $50
million in payments; and provides for Collier's release of
personal guaranty obligations owed to creditors.

Firstbank stated that it is prepared to formulate a competing Plan
that maximizes the value of the estate without insider influence.
Scrub Island Utility (BVI) Ltd joined Firstbank's motion.

Subsequently, the Debtor filed an unopposed motion which extends
the exclusive period to June 27, 2014.  The Debtor, Firstbank
Puerto Rico, and the Official Committee of Unsecured Creditors
have been involved in ongoing mediation and as a part of the
mediation, have agreed to the extension.

Judge Michael G. Williamson of the Middle District of Florida,
Tampa Division, granted the extension to June 27, 2014.

The Debtors are represented by Harley E. Riedel, Esq., and Charles
A. Postler, Esq., at Stichter, Riedel, Blain, and Prosser, PA of
Tampa, FL.

Scrub Island Utility is represented by Adam Lawton Alpert, Esq.,
at Bush Ross, PA of Tampa, FL.

Firstbank is represented by W. Keith Fendrick, Esq., at Holland &
Knight LLP of Tampa, FL; and Zachary H. Smith, Esq., at Moore &
Van Allen PLLC of Charlotte, NC.

                         About Scrub Island

Scrub Island Development Group Ltd., the owner of a British Virgin
Islands luxury resort, and its affiliate, Scrub Island
Construction Limited, sought bankruptcy protection (Bankr. M.D.
Fla. Case Nos. 13-15285 and 13-15286) on Nov. 19, 2013, to end a
receivership Scrub Island claims was secretly put in place by its
lender.  The bankruptcy case is assigned to Judge Michael G.
Williamson.

The 230-acre resort operates as a Marriott Autograph Collection
property.  It has 52 rooms and suites, a spa and a 55-slip marina.

Scrub Island Development Group scheduled $125,569,235 in total
assets and $130,695,731 in total liabilities.

The Debtors are represented by Charles A. Postler, Esq., and
Harley E. Riedel, Esq., at Stichter, Riedel, Blain & Prosser, in
Tampa, Florida.

FirstBank Puerto Rico, the prepetition secured lender, is
represented by W. Keith Fendrick, Esq., at Holland & Knight LLP,
in Tampa, Florida.

The Debtors are represented by Charles A. Postler, Esq., and
Harley E. Riedel, Esq., at Stichter, Riedel, Blain & Prosser, in
Tampa, Florida.

FirstBank Puerto Rico, the Debtor's prepetition secured lender, is
represented by W. Keith Fendrick, Esq., at Holland & Knight LLP,
in Tampa, Florida.

The Official Committee of Unsecured Creditors appointed in Scrub
Island's cases has retained Robert B. Glenn, Esq., Edwin G. Rice,
Esq., and Victoria D. Critchlow, Esq., at Glenn Rasmussen, P.A.,
as general counsel.


SOURCE INTERLINK: Files for Chapter 11 to Sell to Lenders
---------------------------------------------------------
Florida-based Source Home Entertainment LLC is winding down its
books distribution business and has sought bankruptcy protection
to sell its front-end retail display fixtures business to lenders,
absent higher and better offers.

Over the past two weeks, the Debtors have engaged in substantial,
good faith, arm's-length discussions with certain of their lenders
under the term loan facility, regarding the lenders' role as a
stalking horse in an auction for the retail display business.

The Debtors' retail checkout display manufacturing business is
primarily operated by debtor Source Interlink Manufacturing, LLC.
Through the retail display business, the Debtors design,
manufacture, and install front-end retail display fixtures and
manage rebates and other sale incentive programs for certain
retailer and publisher customers.

The discussions culminated in the parties' entry into a purchase
agreement, pursuant to which the purchaser would act as the
stalking horse in a public auction for all or substantially all of
Source Manufacturing's assets and any other assets related to the
retail display business owned by other Debtors, with the remainder
of the Debtors' assets to be administered through a chapter 11
plan of liquidation.  The Debtors plan to file a motion seeking
authorization of the sale and related bidding procedures as soon
as reasonably practicable after the Petition Date.

Accordingly, the Debtors have commenced the Chapter 11 cases to
facilitate a timely and efficient sale and liquidation plan
process that will monetize the value of the Debtors' estates and
distribute the proceeds to the Debtors' creditors.

                      Road to Chapter 11

Stephen Dube, the chief restructuring officer, explains in a court
filing that the continuing fundamental technological shift away
from traditional consumption of print media towards online
magazines and e-book readers, as well as the continuing overhang
of the economic downturn, created a difficult operating
environment for distributors of print media.

The Debtors, like many wholesalers, have attempted to cope with
the substantial reduction in retail print consumption while
running on narrow profit margins resulting from intense
competition for retailer contracts. Indeed, over the course of
just 19 years, the number of wholesalers fell from approximately
400 in 1995 to just three major wholesalers in 2014 (including the
Debtors).

According to Mr. Dube, the intense competition among wholesale
distributors also saddled the Debtors with unsustainable
distribution agreements with the Debtors' national distributors
and publishers who supplied the Debtors with product.  Among other
things, the distribution agreements allowed suppliers to impose an
artificially high volume of magazines upon the Debtors (i.e.,
amounts vastly greater than would ever be sold at retail),
and the Debtors' inability under the distribution agreements to
determine how many magazines they could afford to purchase?coupled
with their inability to modify inefficient and costly mechanisms
for processing return credits -- drained the Debtors of the
liquidity necessary to run their distribution operations
efficiently and profitably.  In short, similar to the experiences
of other failed wholesalers in the industry, the Debtors were
required to pay for far more magazines than their retailers could
ever sell and -- as the only way to obtain necessary return
credits against future purchases -- forced to retrieve, transport,
and destroy the unsold copies at a substantial cost.

Faced with a series of liquidity crises and the prospect of being
unable to continue operations under their existing distribution
agreements, the Debtors re-engaged in negotiations in January 2014
with their major national distributors and publishers in the hopes
of effectuating a more efficient magazine and publication
distribution system.  These negotiations continued for several
months, and in late May 2014, the Debtors had reached agreements
in principle with certain of its national distributors and were in
the process of finalizing term sheets and associated contracts
with certain other industry participants that would have provided
the Debtors with, among other things, additional liquidity and a
feasible path forward for their distribution business.
Unfortunately, on May 25, 2014, the Debtors' largest publisher
unexpectedly pulled out of negotiations with respect to an almost
finished term sheet and ceased shipping product to the Debtors.
Following this development, the Debtors were forced to begin
immediately winding down their distribution business operations,
making the difficult determination to lay off substantially all of
their distribution-affiliated employees.

At the same time, isolated from the Debtors' deteriorating
distribution business, the Debtors' other primary business unit,
the retail display business, has remained profitable.
Accordingly, to preserve and maximize value, the Debtors sought to
implement the sale of the retail display business in connection
with a chapter 11 filing.

As of the Petition Date, the Debtors' consolidated long-term debt
obligations totaled approximately $65.1 million, which include
$51.9 million on a term loan facility and $12.6 million on a
mortgage.

                        Sale of the Assets

To that end, the Debtors intend to file a motion seeking
authorization of a sale, pursuant to the Purchase Agreement, of
substantially all of Source Manufacturing's assets to the lenders
free and clear of all claims, liens, and other encumbrances
pursuant to section 363 of the Bankruptcy Code.  As part of the
sale motion, the debtors will also file proposed bid procedures to
be used in the auction.  The Debtors hope that the proposed
auction and sale process will attract additional potential
purchasers and create value for the Debtors' estates.

                         First Day Motions

The Debtors on the Petition Date filed motions to, among other
things:

    * pay prepetition claims of shippers and lien claimants;
    * pay obligations under their insurance policies;
    * pay sales and use taxes;
    * pay wages and benefits of employees;
    * continue their cash management system;
    * pay critical vendor claims;
    * use cash collateral; and
    * extend the deadline to file schedules and other documents.

                 About Source Home Entertainment

Headquartered in Bonita Springs, Florida, Source Home
Entertainment, LLC, manufactures front-end retail checkout
displays and is a leading distributor of books, periodicals, and
other printed material.  Its distribution network spans over
32,500 retail locations in the U.S. and abroad.

In the twelve months ended April 30, 2014, Source Home generated
revenues totaling approximately $600 million on a consolidated
basis.  As of March 31, 2014, Source Home had assets (not
including goodwill or intangibles) of $205 million and liabilities
of approximately $290 million.

Source Home Entertainment, Source Interlink Manufacturing, LLC
and other affiliates sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 14-11553) on June 23, 2014.

The Debtors have tapped Young Conaway Stargatt & Taylor, LLP, and
Kirkland & Ellis LLP as attorneys, and Kurtzman Carson
Consultants, LLC, as claims agent.

The Debtors are seeking joint administration of their Chapter 11
cases.

Source Interlink Companies, Inc., is a debtor in a prior
bankruptcy case filed in 2009.  Source Interlink and 17 affiliates
filed for Chapter 11 protection (Bankr. D. Del. Case No. 09-11424)
on April 27, 2009.  Judge Kevin Gross entered an order on May 28,
2009, confirming the Debtors' Prepackaged Joint Plan of
Reorganization, and the Debtors on June 19, 2009, filed a Notice
of Effective Date of the Plan, emerging from Chapter 11 as a
privately held company.

David Eaton, Esq., and David Agay, Esq., at Kirkland & Ellis LLP;
and Laura Davis Jones, Esq., Mark M. Billion, Esq., and Timothy P.
Cairns, Esq., at Pachulski Stang Ziehl Young Jones in Wilmington,
Delaware, served as bankruptcy counsel in the 2009.  Meolis &
Company LLC served as the Debtors' financial advisors, while
Kurtzman Carson Consultants LLC acted as the Debtors' claims and
notice agent.  As of April 24, 2009, the Debtors had
$2,436,005,000 in total assets and $1,995,504,000 in total debts.


SOURCE INTERLINK: Case Summary & 35 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

         Debtor                                     Case No.
         --------                                   --------
         Source Home Entertainment, LLC             14-11553
            aka Source Home Entertainment, Inc.
         27500 Riverview Center Boulevard
         Suite 400, Bonita Springs, FL 34134

         Directtou, Inc.                            14-11554

         RDS Logistics, LLC                         14-11555

         Retail Vision, LLC                         14-11556

         Source Interlink Distribution, LLC         14-11557

         Source Interlink International, Inc.       14-11558

         Source Interlink Manufacturing, LLC        14-11559

         Source Interlink Retail Services, LLC      14-11560

Type of Business: Wholesale distributors of books, periodicals,
                  and other printed material in North
                  America.

Chapter 11 Petition Date: June 23, 2014

Court: United States Bankruptcy Court
       District of Delaware (Delaware)

Judge: Hon. Kevin Gross

Debtors'               David L. Eaton, Esq.
General                KIRKLAND & ELLIS LLP
Counsel:               300 North LaSalle
                       Chicago, IL 60654
                       Tel: (312) 862-2066
                       Fax: (312) 862-2200
                       Email: david.eaton@kirkland.com

                         - and -

                       Michael Weitz, Esq.
                       KIRKLAND & ELLIS LLP
                       300 North LaSalle
                       Chicago, IL 60654
                       Tel: 312-862-2000
                       Fax: 312-862-2200
                       Email: michael.weitz@kirkland.com

                         - and -

                       Paul M Basta, Esq.
                       KIRKLAND & ELLIS LLP
                       601 Lexington Avenue
                       New York, NY 1022-4611
                       Tel: (212) 446-4800
                       Fax: (212) 446-4900

Debtors'               Ryan M. Bartley, Esq.
Co-counsel:            Maris J. Kandestin, Esq.
                       Pauline K. Morgan, Esq.
                       YOUNG CONAWAY STARGATT & TAYLOR, LLP
                       Rodney Square
                       1000 North King Street
                       Wilmington, DE 19801
                       Tel: 302-571-6600
                       Email: rbartley@ycst.com
                              mkandestin@ycst.com
                              pmorgan@ycst.com

                         - and -

                       Edmon L. Morton, Esq.
                       YOUNG, CONAWAY, STARGATT & TAYLOR, LLP
                       The Brandywine Bldg.
                       1000 West Street, 17th Floor
                       P.O. Box 391
                       Wilmington, DE 19899
                       Tel: 302 571-6600
                       Fax: 302-571-1253
                       Email: emorton@ycst.com

Debtors'               Stephen Dube
Crisis and             Joshua Korsower
Turnaround             Christopher Post
Advisors:              FTI CONSULTING, INC.

Debtors'               Albert Kass
Notice, Claims         KURTZMAN CARSON CONSULTANTS LLC
and Administrative     2335 Alaska Ave
Agent:                 El Segundo, CA 90245
                       Tel: 310-823-9000
                       Fax: 310-751-1549
                       Email: ECFpleadings@kccllc.com

Estimated Assets: $100 million to $500 million

Estimated Liabilities: $100 million to $500 million

The petition was signed by Stephen Dube, chief restructuring
officer.

Consolidated List of Debtors' 35 Largest Unsecured Creditors:

   Entity                          Nature of Claim  Claim Amount
   ------                          ---------------  ------------
Time/Warner Retail Sales               Trade Debt   $53,776,843
& Marketing Inc.
260 Cherry Hill Rd.
Parsippany, NJ 07054
Tel: (973) 939-7200
Fax: (201) 995-1672
Email: rich_jacobsen@timeinc.com

Curtis Circulation Company, LLC        Trade Debt   $32,751,835
730 River Rd.
New Milford, NJ 07646
Tel: (201) 634-7415
Fax: (201) 634-7493
Email: dporti@curtiscirc.com

Comag Marketing Group, LLC             Trade Debt   $32,751,835
2970 Peachtree Rd. N.W., Ste. 615
Atlanta, GA 30305
Tel: (404) 231-3050
Fax: (404) 231-3454
Email: jfelts@i-cmg.com

BGI, Inc./ f/k/a Borders Group, Inc.    Pending      $16,870,502
Attn: Bruce S. Nathan                   Litigation
Lowenstein Sander PC
1251 Ave. of the Americas
New York, NY 10020
Tel: (212) 204-8686
Fax: (973) 422-6851
Email: bnathan@lowenstein.com

Kable Distribution Services, Inc.       Trade Debt   $11,744,165
14 Wall St., Ste. 4C
New York, NY 10005
Tel: (212) 705-4635
Fax: (212) 705-4668
Email: mduloc@kable.com

Heinrich Bauer (USA) LLC                Trade Debt   $10,412,501
270 Sylvan Ave.
Englewood Cliffs, NJ 07632
Tel: (201) 569-6699 (ext. 203)
Fax: (201) 569-5303
Email: rparker@bauer-usa.com

Chicago Newspaper Publishers Drivers    Pension       $8,316,199
Union Pension Trust
5940 W. Montrose Ave.
Chicago, IL 60634
Tel: (773) 685-0340
Fax: (773) 685-0463
Email: billc@727benefitfunds.com

Teamsters' Pension Trust Fund of        Pension       $6,656,068
Philadelphia and Vicinity
6981 N. Park Dr. Ste. 400
Pennsauken, NJ 08109
Tel: (800) 523-2846
Fax: (856) 382-2401
Email: weinhorn@teamsterfunds.com

Wal-Mart Stores, Inc.                   Trade Debt    $5,190,319
702 S. W. 8th St.
Bentonville, AR 72716
Tel: (479) 274-6051
Fax: N/A
Email: steve.bratspies@wal-mart.com

PMG International, Ltd.                 Trade Debt    $4,424,048
1011 N. Frio St.
San Antonio, TX 78207
Tel: (210) 212-3125
Fax: (210) 226-5716
Email: bweiner@pmg-int.com

Marketforce (UK) Ltd.                   Trade Debt     $3,947,523
Blue Fin Building, 110 Southwark St.
London, SE1 OSU
United Kingdom
Tel: +44 020 3148 3561
Fax: N/A
Email: stephen_hirst@ipcmedia.com

Readerlink Distribution Services LLC    Trade Debt     $3,829,807
1420 Kensington Rd., Ste. 300
Oak Brook, IL 60523
Tel: (708) 547-4500
Fax: (630) 590-2302
Email: DAbboud@Readerlink.com

United Parcel Service, Inc.             Trade Debt     $3,505,566
6001 E. 8th Ave.
Hialeah, Fl 33013
Tel: (954) 445-5134
Fax: N/A
Email: ovila@ups.com

COMAG Ltd.                              Trade Debt     $3,008,132
Tavistock Rd.
W. Drayton
Middlesex, UB7 7QE
United Kingdom
Tel: (609) 524-1680
Fax: (609) 524-1657
Email: milk.mirams@comag.co.uk

United Wire Metal and Machine           Pension        $2,809,926
Pension Fund
10 E. 15th St.
New York, NY 10033
Attn: Harvey S. Morgan
Administrator/Trustee
Tel: (212) 692-4100 (ext. 213)
Fax: N/A
Email: hmorgan@local810.org

Seymour International Limited           Trade Debt     $2,653,713
2 E. Poultry Ave.
London, ECIA 9PT
United Kingdom
Tel: +44 020 7429 4000
Fax: +44 020 7429 4001
Email: tracy.osullivan@seymour.co.uk

American Media, Inc.                    Trade Debt     $2,252,715
4950 Communications Ave.
Boca Raton, FL 33431
Tel: (561) 989-1074
Fax: (561) 989-1224
Email: DPecker@amilink.com

Coast to Coast Newsstand Services       Trade Debt     $2,182,938
Partnership
5230 Finch Ave. E. Ste. #1
Toronto, ON M1S 4Z9
Canada
Tel: (416) 754-3900
Fax: (416) 754-4900
Email: glennm@ctcmagazines.com

Future plc                              Trade Debt    $2,122,938
30 Monmouth St.
Bath, BA1 2BW
United Kingdom
Tel: +44 012 2582 2785
Fax: +44 012 2573 2295
Email: Richard.Walker@futurenet.com

Harris Publications, Inc.               Trade Debt    $1,869,529
115 Broadway, 8th FL
New York, NY 10010
Tel: (212) 807-7100
Fax: (212) 414-4628
Email: rciotta02@aol.com

Time, Inc.                              Trade Debt    $1,796,398
1271 Ave. of the Americas
New York, NY 10020
Tel: (212) 522-1686
Fax: N/A
Email: lynne.biggar@timeinc.com

Target Corporation                      Trade Debt    $1,631,073
1000 Nicollet Mall
Minneapolis, MN 55403
Tel: (612) 696-6365
Fax: N/A
Email: michelle.collier@target.com

Walgreen Co.                            Trade Debt    $1,092,399
104 Wilmot Rd. MS #1425
Deerfield, IL 60015
Tel: (847) 315-3934
Fax: (847) 315-6885
Email: david.kingman@walgreens.com

Executive Express                       Trade Debt      $835,134
d/b/a 1st Choice Courier and Distribution
9461 Dielman Rock Island Industrial Dr.
Olivette, MO 63132
Tel: (314) 895-6123
Fax: (314) 997-7775
Email: jflegel@1stchoicecourier.com

Koosharem Corporation                   Trade Debt      $828,045
7333 Clairemont Mesa Blvd.
San Diego, CA 92111
Tel: (619) 806-5800
Fax: (858) 637-2922
Email: Kelli.Ryan@selectstaffing.com

Stampington & Company LLC              Trade Debt       $767,581
876 Genoa Way
San Marcos, CA 92009
Tel: (949) 380-7318
Fax: (949) 380-9355
Email: pkapur@stampington.com

Penske Truck Leasing Co., L.P.         Trade Debt       $730,089
3850 N. Mannheim Rd.
Franklin Park, IL 60131
Tel: (847) 671-0301
Fax: (847) 671-7262
Email: billy.britt@penske.com

Wenner Media, LLC                      Trade Debt       $728,226
1290 Ave. of the Americas, 2nd Fl.
New York, NY 10104
Tel: (212) 484-4211
Fax: (212) 484-4201
Email: john.gruber@wennermedia.com

Western Conference of Teamsters        Pension          $708,341
Pension Trust
2323 Eastlake Ave. E.
Seattle, WA 98102
Tel: (206) 726-3250
Fax: N/A
Email: N/A

Mac Papers                             Trade Debt       $655,901
5900 N.W. 176th St.
Miami, FL 33015
Tel: (786) 385-7234
Fax: (305) 362-0262
Email: jim.lyon@macpapers.com

Playboy Enterprises International      Trade Debt       $619,903
4950 Communication Ave.
Boca Raton, FL 33431
Tel: (561) 989-1089
Fax: (561) 989-1224
Email: thannon@amilink.com

Kalmbach Publishing Co.                Trade Debt       $605,373
21027 Crossroads Circle
Waukesha, WI 53187-1612
Tel: (262) 798-6638
Fax: (262) 798-6592
Email: edelany@kalmbach.com

Disticor Magazine Distribution         Trade            $576,188
Services
695 Westney Rd. S., Ste. 14
Ajax, Ontario L1S 6M9
Canada
Tel: (905) 619-6565
Fax: (905) 619-2903
Email: johnl@disticor.com

Debbie Grossberg, et al.               Pending           Unknown
Attn: Matthew Righetti                 Litigation
Righetti Glugoski, PC
456 Montgomery St., Ste #1400
San Francisco, CA 94104
Tel: (415) 983-0900
Fax: (415) 397-9005
Email: Matt@righettilaw.com

Jorge Lopez, et al.                    Pending          Unknown
Attn: Miriam Schimmel                  Litigation
Initiative Legal Group APC
Righetti Glugoski, PC
1800 Century Park E. 2nd Fl.
Los Angeles, CA 90067
Tel: (310) 556-5637
Fax: (310) 861-9051
Email: mschimmel@initiativelegal.com


SPECIALTY HOSPITAL: Ombudsman Hires Polsinelli as Counsel
---------------------------------------------------------
Suzanne Koenig, the patient care ombudsman of Specialty Hospital
of Washington, LLC and its debtor-affiliates, seeks authorization
from the U.S. Bankruptcy Court for the District of Columbia to
employ Polsinelli PC as counsel for the Ombudsman, nunc pro tunc
to June 2, 2014.

The professional services that the Ombudsman expects Polsinelli to
render include, but shall not be limited to:

   (a) representing the Ombudsman in any proceeding or hearing in
       the Court, and in any action in other courts where the
       rights of the patients may be litigated or affected as a
       result of the Cases;

   (b) advising the Ombudsman concerning the requirements of the
       Bankruptcy Code and Bankruptcy Rules and the requirements
       of the Office of the United States Trustee relating to the
       discharge of her duties under section 333 of the Bankruptcy
       Code;

   (c) advising and representing the Ombudsman concerning any
       potential health law related issues; and

   (d) performing other legal services as may be required
       under the circumstances of the Cases in accordance with the
       Ombudsman's powers and duties as set forth in the
       Bankruptcy Code, including assisting the Ombudsman with
       reports to the Court, fee applications or other matters.

Polsinelli will be paid at these hourly rates:

       Charles P. Sheets, Shareholder      $495
       Jerry L. Switzer, Shareholder       $470
       William D. Blakely, Shareholder     $525
       Noam B. Fischman, Shareholder       $450
       Shannon Y. Shin, Associate          $280

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

Jerry L. Switzer, Jr., shareholder of Polsinelli, 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.

Polsinelli can be reached at:

       Jerry L. Switzer, Jr., Esq.
       POLSINELLI PC
       161 N. Clark Street, Ste. 4200
       Chicago, IL 60601
       Tel: (312) 819-1900
       Fax: (312) 819-1910
       E-mail: jswitzer@polsinelli.com

                 About Specialty Hospital

Specialty Hospital of America LLC operates nursing home
facilities and long-term acute care hospitals.

On April 23, 2014, an involuntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 14-
10935) was filed against Specialty Hospitals of Washington, LLC
("SHDC").

Capitol Hill Group and five other alleged creditors who signed the
involuntary bankruptcy petition are represented by Stephen W.
Spence, Esq., at Phillips, Goldman & Spence, in Wilmington,
Delaware.  Capitol Hill Group claims to be owed $1.66 million on a
lease for non-residential real property while another creditor,
Metropolitan Medical Group, LLC, claims $837,000 for physician
services.  The petitioners assert $2.69 million in total claims.

On May 9, 2014, the Delaware court transferred the case to
Washington, D.C. (Bankr. D.C. Case No. 14-00279).

On May 21, 2014, SHDC filed an answer and consent for relief under
Chapter 11.  Also on May 21, six affiliates of SHDC, including
Specialty Hospital of America, LLC filed for Chapter 11
protection.  The U.S. Bankruptcy Court entered an order directing
the joint administration the cases under Specialty Hospital of
Washington, LLC, Case No. 14-00279.

The Debtors announced plans to sell all of their assets in
exchange for a $15 million debtor-in-possession loan from Silver
Point Capital, which will allow the Debtors to continue operating
through the bankruptcy process.

Specialty Hospital of America estimated between $10 million and
$50 million in assets and between $50 million and $100 million in
liabilities in its bankruptcy petition.

The Debtors are represented by Pillsbury Winthrop Shaw Pittman LLP
as counsel.  Alvarez and Marsal Healthcare Industry Group, LLC,
serves as the Debtors' financial advisor.  Cain Brothers &
Company, LLC, is the Debtors' investment banker.

The U.S. Trustee has named three members to the Official Committee
of Unsecured Creditors.

The U.S. Trustee also has appointed Suzanne Koenig as Patient Care
Ombudsman in the Debtors' cases.


SPECIALTY HOSPITAL: Ombudsman Taps SAK Management as Advisor
------------------------------------------------------------
Suzanne Koenig, the patient care ombudsman of Specialty Hospital
of Washington, LLC and its debtor-affiliates, seeks authorization
from the U.S. Bankruptcy Court for the District of Columbia to
employ SAK Management Services, LLC as medical operations advisor
for the Ombudsman, nunc pro tunc to May 28, 2014.

The professional services that the Ombudsman expects SAK
Management to render include, but shall not be limited to:

   (a) conducting interviews of patients and facility staff as
       required;

   (b) reviewing license and governmental permits;

   (c) reviewing adequacy of staffing, supplies and equipment;

   (d) reviewing safety standards;

   (e) reviewing facility maintenance issues or reports;

   (f) reviewing patient, family, staff or employee complaints;

   (g) reviewing risk management reports;

   (h) reviewing litigation relating to the Debtors;

   (i) reviewing patient records;

   (j) reviewing any possible sale or restructuring of the Debtors
       and how it impacts patients;

   (k) reviewing other information, as applicable to Debtors and
       these Cases, including, without limitation, EMTALA
       violations, lists of death and hospital codes, inpatient
       and outpatient surgery schedules, surgery cancellations,
       patient satisfaction survey results, regulatory or JCAHO
       reports, utilization review reports, discharged and
       transferred patient reports, staff recruitment plan and
       nurse/patient/acuity staffing plans;

   (l) reviewing various financial information, including, without
       limitation, current financial statements, cash projections,
       accounts receivable reports and accounts payable reports;
       and

   (m) assisting the Ombudsman with such other services as may be
       required under the circumstances of these Cases, including
       any diligence or investigation required for the reports to
       be submitted by the Ombudsman.

SAK Management will be paid at these hourly rates:

       Suzanne Koenig               $400
       Joyce Ciyou                  $375
       Bruce Harris                 $375
       Elizabeth Ciyou-Allee        $350
       Shannon Hauser               $350
       Keith Hufsey                 $350
       Loretta Price                $350
       Helen Kouis                  $200

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

Suzanne Koenig, president of SAK Management, 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.

SAK Management can be reached at:

       Suzanne Koenig
       SAK MANAGEMENT SERVICES, LLC
       One Northfield Plaza, Suite 480
       Northfield, IL 60093
       Tel: (847) 446-8400
       Fax: (847) 446-8432
       E-mail: skoenig@sakmgmt.com

                 About Specialty Hospital

Specialty Hospital of America LLC operates nursing home
facilities and long-term acute care hospitals.

On April 23, 2014, an involuntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 14-
10935) was filed against Specialty Hospitals of Washington, LLC
("SHDC").

Capitol Hill Group and five other alleged creditors who signed the
involuntary bankruptcy petition are represented by Stephen W.
Spence, Esq., at Phillips, Goldman & Spence, in Wilmington,
Delaware.  Capitol Hill Group claims to be owed $1.66 million on a
lease for non-residential real property while another creditor,
Metropolitan Medical Group, LLC, claims $837,000 for physician
services.  The petitioners assert $2.69 million in total claims.

On May 9, 2014, the Delaware court transferred the case to
Washington, D.C. (Bankr. D.C. Case No. 14-00279).

On May 21, 2014, SHDC filed an answer and consent for relief under
Chapter 11.  Also on May 21, six affiliates of SHDC, including
Specialty Hospital of America, LLC filed for Chapter 11
protection.  The U.S. Bankruptcy Court entered an order directing
the joint administration the cases under Specialty Hospital of
Washington, LLC, Case No. 14-00279.

The Debtors announced plans to sell all of their assets in
exchange for a $15 million debtor-in-possession loan from Silver
Point Capital, which will allow the Debtors to continue operating
through the bankruptcy process.

Specialty Hospital of America estimated between $10 million and
$50 million in assets and between $50 million and $100 million in
liabilities in its bankruptcy petition.

The Debtors are represented by Pillsbury Winthrop Shaw Pittman LLP
as counsel.  Alvarez and Marsal Healthcare Industry Group, LLC,
serves as the Debtors' financial advisor.  Cain Brothers &
Company, LLC, is the Debtors' investment banker.

The U.S. Trustee has named three members to the Official Committee
of Unsecured Creditors.

The U.S. Trustee also has appointed Suzanne Koenig as Patient Care
Ombudsman in the Debtors' cases.


SPECIALTY HOSPITAL: Wants Alvarez & Marsal as Financial Advisors
----------------------------------------------------------------
Specialty Hospital of Washington, LLC and its debtor-affiliates
seek authorization from the U.S. Bankruptcy Court for the District
of Columbia to employ Alvarez & Marsal Healthcare Industry Group
LLC as financial advisors, nunc pro tunc to May 21, 2014.

The Debtors require Alvarez & Marsal to:

   (a) assist in the preparation of financial-related disclosures
       required by the Court, including the Debtors' Schedules of
       Assets and Liabilities, Statements of Financial Affairs and
       Monthly Operating Reports;

   (b) assist with information and analyses required pursuant to
       the Debtors' debtor-in-possession financing;

   (c) assist with the identification and implementation of short-
       term cash management planning and procedures;

   (d) if required, provide advisory assistance in connection
       with the development and implementation of key employee
       compensation and other critical employee benefit programs;

   (e) assist with the identification of executory contracts and
       leases and assisting the Debtors to enable performance of
       cost/benefit evaluations by prospective purchasers with
       respect to the affirmation or rejection of each;

   (f) assist the Debtors and Debtors' other professionals in
       matters relating to and in connection with the negotiation
       and completion of sales of the Debtors' assets or
       enterprises, including analyses and informational support;

   (g) assist the Debtors' management team and counsel focused on
       the coordination of resources related to the ongoing
       reorganization effort;

   (h) assist in the preparation of financial information for
       distribution to creditors and others, including, but not
       limited to, cash flow projections and budgets, cash
       receipts and disbursement analysis, analysis of various
       asset and liability accounts, and analysis of proposed
       transactions for which Court approval is sought;

   (i) attend meetings and court hearings and assist in
       discussions with potential investors, banks, and other
       secured lenders, any official committees appointed in these
       chapter 11 cases, the United States Trustee, other parties
       in interest and professionals hired by same, as requested;

   (j) provide analysis of creditor claims by type, entity, and
       individual claim, including assistance with development of
       databases, as necessary, to track those claims;

   (k) assist in the preparation of information and analysis
       necessary for the confirmation of a plan of reorganization
       in these chapter 11 cases, including information contained
       in the disclosure statement;

   (l) assist in the evaluation and analysis of avoidance actions,
       including fraudulent conveyances and preferential
       transfers;

   (m) assist in the analysis/preparation of information necessary
       to assess the tax attributes related to the confirmation of
       a plan of reorganization in these chapter 11 cases,
       including the development of the related tax consequences
       contained in the disclosure statement;

   (n) provide litigation advisory services with respect to
       accounting and tax matters, along with expert witness
       testimony on case-related issues as required by the
       Debtors; and

   (o) render other general business consulting or other
       assistance as Debtors' management or counsel may deem
       necessary consistent with the role of a financial advisor
       to the extent that it would not be duplicative of services
       provided by other professionals in these proceedings.

Alvarez & Marsal will be paid at these hourly rates:

       Managing Director                  $725-$925
       Director/Senior Director           $525-$725
       Associate/Senior Director          $375-$525
       Analyst/Staff                      $325-$375

Alvarez & Marsal will also be reimbursed for reasonable out-of-
pocket expenses incurred.

Debtors paid Alvarez & Marsal a $100,000 retainer (the "First
Retainer"), which was received on Aug. 30, 2013.  Subject to
notice, objection opportunity and hearing, Alvarez & Marsal will
submit a fee application seeking court approval to apply the First
Retainer to satisfy up to $100,000 of the services provided by
Alvarez & Marsal prior to May 21, 2014.

A $100,000 retainer -- Initial DIP Retainer -- was received by
Alvarez & Marsal on June 6, 2014, and is being held by Alvarez &
Marsal pending the Court's approval that such funds may be held
and characterized by Alvarez & Marsal as a retainer, subject to
court approval of Alvarez & Marsal's fee statements and
applications. As set forth in the DIP Loan Term Sheet approved by
the Court, the Initial DIP Retainer shall be available first to
satisfy fees and expenses incurred by Alvarez & Marsal prior to
May 21, 2014 that exceed the First Retainer.

Ronald Winters, managing director of Alvarez & Marsal, 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.

Alvarez & Marsal can be reached at:

       Ronald Winters
       ALVAREZ & MARSAL HEALTHCARE
       INDUSTRY GROUP LLC
       600 Madison Avenue, Suite 800
       New York, NY 10022
       Tel: (212) 759-4433
       Fax: (212) 759-5532

                 About Specialty Hospital

Specialty Hospital of America LLC operates nursing home
facilities and long-term acute care hospitals.

On April 23, 2014, an involuntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 14-
10935) was filed against Specialty Hospitals of Washington, LLC
("SHDC").

Capitol Hill Group and five other alleged creditors who signed the
involuntary bankruptcy petition are represented by Stephen W.
Spence, Esq., at Phillips, Goldman & Spence, in Wilmington,
Delaware.  Capitol Hill Group claims to be owed $1.66 million on a
lease for non-residential real property while another creditor,
Metropolitan Medical Group, LLC, claims $837,000 for physician
services.  The petitioners assert $2.69 million in total claims.

On May 9, 2014, the Delaware court transferred the case to
Washington, D.C. (Bankr. D.C. Case No. 14-00279).

On May 21, 2014, SHDC filed an answer and consent for relief under
Chapter 11.  Also on May 21, six affiliates of SHDC, including
Specialty Hospital of America, LLC filed for Chapter 11
protection.  The U.S. Bankruptcy Court entered an order directing
the joint administration the cases under Specialty Hospital of
Washington, LLC, Case No. 14-00279.

The Debtors announced plans to sell all of their assets in
exchange for a $15 million debtor-in-possession loan from Silver
Point Capital, which will allow the Debtors to continue operating
through the bankruptcy process.

Specialty Hospital of America estimated between $10 million and
$50 million in assets and between $50 million and $100 million in
liabilities in its bankruptcy petition.

The Debtors are represented by Pillsbury Winthrop Shaw Pittman LLP
as counsel.  Alvarez and Marsal Healthcare Industry Group, LLC,
serves as the Debtors' financial advisor.  Cain Brothers &
Company, LLC, is the Debtors' investment banker.

The U.S. Trustee has named three members to the Official Committee
of Unsecured Creditors.

The U.S. Trustee also has appointed Suzanne Koenig as Patient Care
Ombudsman in the Debtors' cases.


SPECIALTY HOSPITAL: Creditors Panel Taps Wiley Rein as Counsel
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of Specialty
Hospital of Washington, LLC and its affiliates, asks for
permission from the U.S. Bankruptcy Court for the District of
Columbia to retain Wiley Rein LLP as counsel to the Committee,
nunc pro tunc to May 29, 2014.

The Committee requires Wiley Rein to:

   (a) advise the Committee with respect to its rights, powers and
       duties under section 1103 of the Bankruptcy Code;

   (b) advise the Committee with respect to the administration of
       these chapter 11 cases;

   (c) attend meetings and negotiate with representatives of the
       Debtors, creditors, equity security holders, employees, and
       other parties in interest in these chapter 11 cases;

   (d) advise the Committee in connection with any contemplated
       sales of assets or business combinations, including the
       negotiation of asset, stock purchase, merger or joint
       venture agreements, formulate and implement bidding
       procedures, evaluate competing offers, draft appropriate
       corporate documents with respect to the proposed sales;

   (e) advise the Committee in connection with any post-petition
       financing and cash collateral arrangements sought by the
       Debtors and negotiations relating thereto;

   (f) advise the Committee on matters relating to the evaluation
       of the assumption, rejection, assignment, restructuring or
       re-characterization of unexpired leases and executory
       contracts;

   (g) assist and advise the Committee in analyzing claims of the
       Debtors' creditors;

   (h) assist and advise the Committee in its investigation of the
       financial condition of the Debtors, including any pre-
       petition transfers of assets and related matters;

   (i) investigate and advise the Committee with respect to the
       assets of the estate, including all causes of action;

   (j) represent the Committee at all hearings and other
       proceedings before this Court;

   (k) review and advise the Committee with respect to all filings
       made in these cases, and prepare any appropriate objection,
       joinder or other response to such filings;

   (l) prepare on behalf of the Committee, all pleadings, motions,
       memoranda, complaints, or other filings as appropriate in
       these cases;

   (m) advise the Committee regarding the negotiation of any
       chapter 11 plan, disclosure statement and related
       agreements or documents and taking any necessary action on
       behalf of the Committee to obtain confirmation of plans;

   (n) attend meetings with third parties and participate in
       negotiations with respect to the above matters;

   (o) assist and advise the Committee with respect to any
       communications with the general creditor body;

   (p) meet and coordinate with other counsel and other
       professionals retained in these chapter 11 cases;

   (q) perform all other necessary legal services and provide all
       other necessary legal advice to the Committee in connection
       with this Case;

Wiley Rein will be paid at these hourly rates:

       Valerie P. Morrison, Partner      $495
       Dylan G. Trache, Partner          $450
       John T. Farnum, Associate         $395
       Lauren F. McKelvey, Associate     $395
       Robert Ours, Paralegal            $195

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

Valerie P. Morrison, partner of Wiley Rein, 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.

Wiley Rein can be reached at:

       Valerie P. Morrison, Esq.
       WILEY REIN LLP
       7925 Jones Branch Drive, Ste 6200
       McLean, VA 22102
       Tel: (703) 905-2800

                 About Specialty Hospital

Specialty Hospital of America LLC operates nursing home
facilities and long-term acute care hospitals.

On April 23, 2014, an involuntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 14-
10935) was filed against Specialty Hospitals of Washington, LLC
("SHDC").

Capitol Hill Group and five other alleged creditors who signed the
involuntary bankruptcy petition are represented by Stephen W.
Spence, Esq., at Phillips, Goldman & Spence, in Wilmington,
Delaware.  Capitol Hill Group claims to be owed $1.66 million on a
lease for non-residential real property while another creditor,
Metropolitan Medical Group, LLC, claims $837,000 for physician
services.  The petitioners assert $2.69 million in total claims.

On May 9, 2014, the Delaware court transferred the case to
Washington, D.C. (Bankr. D.C. Case No. 14-00279).

On May 21, 2014, SHDC filed an answer and consent for relief under
Chapter 11.  Also on May 21, six affiliates of SHDC, including
Specialty Hospital of America, LLC filed for Chapter 11
protection.  The U.S. Bankruptcy Court entered an order directing
the joint administration the cases under Specialty Hospital of
Washington, LLC, Case No. 14-00279.

The Debtors announced plans to sell all of their assets in
exchange for a $15 million debtor-in-possession loan from Silver
Point Capital, which will allow the Debtors to continue operating
through the bankruptcy process.

Specialty Hospital of America estimated between $10 million and
$50 million in assets and between $50 million and $100 million in
liabilities in its bankruptcy petition.

The Debtors are represented by Pillsbury Winthrop Shaw Pittman LLP
as counsel.  Alvarez and Marsal Healthcare Industry Group, LLC,
serves as the Debtors' financial advisor.  Cain Brothers &
Company, LLC, is the Debtors' investment banker.

The U.S. Trustee has named three members to the Official Committee
of Unsecured Creditors.

The U.S. Trustee also has appointed Suzanne Koenig as Patient Care
Ombudsman in the Debtors' cases.


SPECIALTY HOSPITAL: Creditors Panel Hires EisnerAmper as Advisors
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Specialty
Hospital of Washington, LLC, asks for permission from the U.S.
Bankruptcy Court for the District of Columbia to retain
EisnerAmper LLP as accountants and financial advisors to the
Committee, nunc pro tunc to June 7, 2014.

The Committee requires EisnerAmper to:

   (a) analyze the financial operations of the Debtors pre- and
       post- petition as necessary;

   (b) perform forensic investigating services as requested by the
       Committee and counsel regarding pre-petition activities of
       the Debtors in order to identify potential causes of action
       as necessary;

   (c) perform claims analysis for the Committee, as necessary;

   (d) assist the Committee in its analysis and review of monthly
       Statements of operations to be submitted by the Debtors;

   (e) analyze the Debtors' budgets, cash flow projections, cash
       disbursements, restructuring programs, selling and general
       administrative expense structure and other reports or
       analyses prepared by the Debtors or its professionals in
       order to advise the Committee on the status of the Debtors'
       operations;

   (f) analyze transactions with insiders, related and affiliated
       companies;

   (g) prepare and submit reports to the Committee as necessary;

   (h) assist the Committee in its review of the financial aspects
       of a plan of reorganization to be submitted by the Debtors;

   (i) attend meetings of Creditors and conferences with
       representatives of the creditor groups and their counsel;

  (j) prepare hypothetical orderly liquidation analyses, as
      necessary;

  (k) monitor, participate in and consult with the Committee in
      regard to the marketing, and sale of any of the Debtors'
      assets as necessary;

  (l) analyze the financial ramifications of any proposed
      transactions for which the Debtors seek Bankruptcy Court
      approval including, but not limited to, post-petition
      financing, sale of all or a portion of the Debtors' assets,
      management compensation and retention and severance plans;

  (m) provide assistance, including expert testimony, and analysis
      in support of potential litigation that may be investigated
      and prosecuted by the Committee as necessary; and

  (n) any other services in which the Committee requests its
      accountants and financial advisors to perform.

EisnerAmper will bill at its normal hourly rates:

       Directors/Partners              $425-$590
       Managers/Senior Managers        $280-$420
       Associates/Seniors              $160-$275
       Paraprofessionals               $130-$160

The principal professionals at EisnerAmper designated to represent
the Committee and their current hourly rates are:

       Allen D. Wilen, Partner         $520
       Edward A. Phillips, Partner     $520
       William J. Pederson, Director   $470
       Eugene Simon, Senior Manager    $370
       Ryan W. Farley, Manager         $280
       Various Associates as needed    $160-$275
       Stephanie Prinston,
       Paraprofessional                $160

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

Allen D. Wilen, partner of EisnerAmper, 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.

EisnerAmper can be reached at:

       Allen D. Wilen
       EISNERAMPER LLP
       111 Wood Avenue South
       Iselin, NJ 08830-2700
       Tel: (732) 243-7386

                 About Specialty Hospital

Specialty Hospital of America LLC operates nursing home
facilities and long-term acute care hospitals.

On April 23, 2014, an involuntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 14-
10935) was filed against Specialty Hospitals of Washington, LLC
("SHDC").

Capitol Hill Group and five other alleged creditors who signed the
involuntary bankruptcy petition are represented by Stephen W.
Spence, Esq., at Phillips, Goldman & Spence, in Wilmington,
Delaware.  Capitol Hill Group claims to be owed $1.66 million on a
lease for non-residential real property while another creditor,
Metropolitan Medical Group, LLC, claims $837,000 for physician
services.  The petitioners assert $2.69 million in total claims.

On May 9, 2014, the Delaware court transferred the case to
Washington, D.C. (Bankr. D.C. Case No. 14-00279).

On May 21, 2014, SHDC filed an answer and consent for relief under
Chapter 11.  Also on May 21, six affiliates of SHDC, including
Specialty Hospital of America, LLC filed for Chapter 11
protection.  The U.S. Bankruptcy Court entered an order directing
the joint administration the cases under Specialty Hospital of
Washington, LLC, Case No. 14-00279.

The Debtors announced plans to sell all of their assets in
exchange for a $15 million debtor-in-possession loan from Silver
Point Capital, which will allow the Debtors to continue operating
through the bankruptcy process.

Specialty Hospital of America estimated between $10 million and
$50 million in assets and between $50 million and $100 million in
liabilities in its bankruptcy petition.

The Debtors are represented by Pillsbury Winthrop Shaw Pittman LLP
as counsel.  Alvarez and Marsal Healthcare Industry Group, LLC,
serves as the Debtors' financial advisor.  Cain Brothers &
Company, LLC, is the Debtors' investment banker.

The U.S. Trustee has named three members to the Official Committee
of Unsecured Creditors.

The U.S. Trustee also has appointed Suzanne Koenig as Patient Care
Ombudsman in the Debtors' cases.


TRIBUNE CO: Dist. Court Rules on Wilmington Trust et al Appeal
--------------------------------------------------------------
District Judge Gregory M. Sleet granted, in part, and denied, in
part, the motion of reorganized Tribune Company to dismiss the
consolidated bankruptcy appeals taken by Wilmington Trust Company,
Aurelius Capital Management, LP, Law Debenture Trust Company of
New York and Deutsche Bank Trust Company Americas, and EGI-TRB,
LLC.

On December 8, 2008, Tribune and its affiliates, the owners and
operators of the Chicago Tribune, the Los Angeles Times, and other
newspapers, television stations and media properties nationwide,
filed voluntary petitions for Chapter 11 protection.  The
bankruptcy filings occurred approximately one year after Tribune
and certain of its subsidiaries completed a leveraged buyout in
December 2007.  Prior to the LBO, Tribune had roughly $5 billion
in debt.  Roughly $2 billion of that debt consisted of certain
notes that are held by Aurelius, the Trustees, and Wilmington
Trust.  In the course of the LBO, the Debtors incurred an
additional $8 billion in debt through Senior Loan Agreements.
Unlike the pre-LBO debt, the Senior Loan Agreements were
guaranteed by a number of Tribune's subsidiaries.

On July 23, 2012, the Bankruptcy Court confirmed the Fourth
Amended Joint Plan of Reorganization for Tribune and Its
Subsidiaries proposed by the DCL Plan Proponents, which included
the Debtors, the Official Committee of Unsecured Creditors, and
certain senior lenders -- Oaktree Capital Management, L.P.;
Angelo, Gordon & Co., L.P.; and JPMorgan Chase Bank, N.A.

Also before the bankruptcy court in 2011 was a competing
reorganization plan -- the "Note holder Plan" -- which was
proposed by a majority of the appellants -- Aurelius, the
Trustees, and Wilmington Trust.  The Note holder Plan was premised
on continued litigation of the LBO-related claims.  The Bankruptcy
Court rejected the Noteholder Plan, among other reasons, due to
its promise of 'extensive and costly litigation' that 'is highly
speculative' and because it received such limited support from
creditors.

According to the Reorganized Debtors, "the cornerstone of the DCL
Plan is the DCL Settlement," which resolved certain LBO-related
causes of action against Senior and Bridge Lenders in exchange for
immediate distributions of settlement funds paid to other
creditors, particularly Senior Noteholders and Other Parent
Claims.  The DCL Plan assigned the remaining non-settled LBO-
related causes of action to a Litigation Trust for the benefit of
creditors.

The Bankruptcy Court's 2012 confirmation order came after it had
held more than 10 days of evidentiary hearings and multiple days
of subsequent legal argument; issued a 2011 confirmation opinion
on competing plans for reorganization; issued a reconsideration
decision after extensive briefing; and held a separate two-day
evidentiary hearing and issued an Allocation Ruling that directly
addressed the exact inter creditor disputes raised in many of the
Appellants' appeals.  Accordingly, the Bankruptcy Court's
confirmation order is supported by extensive fact-finding and
detailed conclusions of law.

In his June 18 Memorandum available at http://is.gd/CJ3KObfrom
Leagle.com, Judge Sleet ruled that:

     1. EGI's Motion to File Sur-Reply is granted;

     2. The Reorganized Debtors Motion to Dismiss Appeals as
        Equitably Moot is granted-in-part and denied-in-part;

     3. Wilmington Trusts' bankruptcy appeals (No. 12-cv-128-GMS,
        No. 12-mc-108-GMS, and 12-cv-1106-GMS) are dismissed as
        Equitably Moot;

     4. Aurelius' bankruptcy appeal (No. 12-cv-1072-GMS) is
        dismissed as Equitably Moot;

     5. The Trustees' bankruptcy appeal (12-cv-1073-GMS) is
        dismissed as Equitably Moot;

     6. The court vacates the Bankruptcy Court's limited findings
        regarding the Creditor Trust in the Bankruptcy Court's
         April 9, 2012 Memorandum Regarding Allocation Disputes;

     7. The court affirms the Bankruptcy Court's April 9, 2012
        Order Regarding Allocation Disputes to the extent it
        found the EGI Notes are junior in priority to the PHONES
        Notes; and that the subordination provisions in the EGI
        Subordination Agreement are applicable to distribution of
        Settlement Proceeds and distribution of Litigation Trust
        proceeds; and

     8. The court affirms the July 23, 2012 Order of the
        Bankruptcy Court, Confirming the Fourth Amended Joint Plan
        of Reorganization for Tribune Company and its Subsidiaries
        to the extent it adopted the limited findings of the
        Allocation Order as modified.

Tribune Company, et al, the Debtors and certain Non-Debtor
Affiliates are represented by Norman L. Pernick, Esq., Janet
Kathleen Stickles, Esq., Patrick J. Reilley, Esq., at Cole,
Schotz, Meisel, Forman & Leonard.

Wilmington Trust Company, solely in its capacity as successor
Indenture Trustee in the PHONES Notes, is represented by William
D. Sullivan, Esq., and Elihu Ezekiel Allinson, III, Esq., at
Sullivan, Hazeltine Allinson LLC.

EGI-TRB, LLC, is represented by David W. Carickhoff, Jr., Esq., at
Archer & Greiner, P.C.

The Official Committee of Unsecured Creditors is represented by
Adam G. Landis, Esq., and Matthew B. McGuire, Esq., at Landis Rath
& Cobb LLP; and Janet Kathleen Stickles, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, P.A.

Oaktree Capital Management LP is represented by Robert Steven
Brady, Esq., Janet Kathleen Stickles, Esq., and M. Blake Cleary,
Esq., at Young, Conaway, Stargatt & Taylor LLP.  The firm also
represents Angelo Gordon & Co. LP.

JPMorgan Chase Bank N.A., is represented by Mark David Collins,
Esq., and Drew Gerard Sloan, Esq., at Richards, Layton & Finger,
PA

Law Debenture Trust Company of New York, solely in its capacity as
successor Indenture Trustee for certain series of Senior Notes, is
represented by Garvan F. McDaniel, Esq., and Mary E. Augustine,
Esq., at The Hogan Firm.

Deutsche Bank Trust Company Americas, solely in its capacity as
successor Indenture Trustee for certain series of Senior Notes, is
represented by James J. Freebery, IV, Esq., and Katharine L.
Mayer, Esq., at McCarter & English, LLP.

Aurelius Capital Management LP, is represented by William P.
Bowden, Esq., at Ashby & Geddes.

                         About Tribune Co.

Chicago, Illinois-based Tribune Co. -- http://www.tribune.com/--
and 110 of its affiliates filed for Chapter 11 protection (Bankr.
D. Del. Lead Case No. 08-13141) on Dec. 8, 2008.  The Debtors
proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel,
Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez
& Marsal North America LLC as financial advisors; and Epiq
Bankruptcy Solutions LLC as claims agent.  As of Dec. 8, 2008, the
Debtors listed $7,604,195,000 in total assets and $12,972,541,148
in total debts.  Chadbourne & Parke LLP and Landis Rath LLP served
as co-counsel to the Official Committee of Unsecured Creditors.
AlixPartners LLP served as the Committee's financial advisor.
Landis Rath Moelis & Company served as the Committee's investment
banker.  Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in
Wilmington, Delaware, represented the Committee in connection with
the lawsuit filed against former officers and shareholders for the
2007 LBO of Tribune.

Protracted negotiations and mediation efforts and numerous
proposed plans of reorganization filed by Tribune Co. and
competing creditor groups delayed Tribune's emergence from
bankruptcy.  Many of the disputes among creditors center on the
2007 leveraged buyout fraudulence conveyance claims, the
resolution of which is a key issue in the bankruptcy case.

Judge Kevin J. Carey issued an order dated July 13, 2012,
overruling objections to the confirmation of Tribune Co. and its
debtor affiliates' Plan of Reorganization.  In November 2012,
Tribune received approval from the Federal Communications
Commission to transfer media licenses, one of the hurdles to
implementing the reorganization plan.  Aurelius Capital Management
LP failed in halting implementation of the plan pending appeal.

Tribune Co. exited Chapter 11 protection Dec. 31, 2012, ending
four years of reorganization.  The reorganization allowed a group
of banks and hedge funds, including Oaktree Capital Management and
JPMorgan Chase & Co., to take over the media company.


TWEETER HOME: Estate, Creditors To Fight Chapter 7 Conversion
-------------------------------------------------------------
Kirk O?Neil, writing for The Deal, reported that TWTR Inc. and its
official committee of unsecured creditors will challenge the U.S.
trustee's move to shift the case of the former retailer to
Chapter 7.

According to the report, Judge Peter Walsh of the U.S. Bankruptcy
Court for the District of Delaware in Wilmington has scheduled a
June 25, hearing to consider the conversion motion of U.S. Trustee
Roberta DeAngelis.  DeAngelis said the debtor, once known as
Tweeter Home Entertainment Group Inc., had informed her office
that it could not confirm its liquidation plan because outstanding
administrative and priority claims exceed assets remaining in the
estate, the report related.

                          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.


WATERGATE WINE: Files Chapter 11 in Washington D.C.
---------------------------------------------------
Watergate Wine & Spirits Inc. filed a petition for Chapter 11
reorganization (Bankr. D. D.C. Case No. 14-00352) on June 16,
2014, in District of Columbia.  The Company is based at 2544
Virginia Ave. NW, Washington, D.C. 20037.  David E. Lynn, Esq.,
serves as the Debtor's counsel.  The Company listed under $50,000
in assets and $100,001 to $500,000 in liabilities in the petition.
It said the largest unsecured creditor is Greenpenz, owed
$218,535.


WEC GROUP: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: WEC Group, LLC
        1850 Northfield Drive
        Rochester Hills, MI 48309

Case No.: 14-50407

Chapter 11 Petition Date: June 20, 2014

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

Judge: Hon. Walter Shapero

Debtor's Counsel: Mark H. Shapiro, Esq.
                  STEINBERG SHAPIRO & CLARK
                  25925 Telegraph Rd., Suite 203
                  Southfield, MI 48033-2518
                  Tel: (248) 352-4700
                  Fax: (248) 352-4488
                  Email: shapiro@steinbergshapiro.com

Total Assets: $1.17 million

Total Liabilities: $2.37 million

The petition was signed by Gregory Wolf, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/mieb14-50407.pdf


WILTON HOLDINGS: S&P Affirms 'B-' CCR & Revises Outlook to Neg.
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its corporate credit
rating on Woodridge, Ill.-based Wilton Holdings Inc. at 'B-' and
revised the outlook to negative from stable.

S&P also affirmed its issue-level rating on the company's $400
million senior secured term loan due 2018 at 'B-'.  The '3'
recovery rating on this term loan is unchanged and indicates S&P's
expectation for meaningful (50% to 70%) recovery in the event of
payment default.

"The negative outlook reflects Wilton's continued weak operating
performance, which has resulted in credit protection measures
below our expectations, including adjusted leverage of about 12x,"
said Standard & Poor's credit analyst Stephanie Harter.  "As such,
we believe Wilton will be challenged to meaningfully reduce
adjusted leverage given its growing accrued liabilities, unless
the company is able to improve operating performance, which could
be weakened if consumer spending decreases and if demand shifts in
non-food and paper crafts."

The ratings on Wilton reflect S&P's view that the company's
financial risk profile is "highly leveraged" and that the business
risk profile is "vulnerable."  Wilton's highly leveraged financial
risk profile reflects its weak credit metrics and financial
sponsor ownership.  Wilton's vulnerable business risk profile
reflects S&P's view that the company participates in the
competitive and highly fragmented crafts industry, which has low
barriers to entry and a narrow product and customer focus.  S&P
believes the company's products are also vulnerable to changes in
consumer tastes and cutbacks in discretionary spending.


WORCH ELECTRIC: Files Chapter 7 in Greenbelt, Md.
-------------------------------------------------
Worch Electric Inc. filed a petition for Chapter 7 liquidation
(Bankr. D. Md. Case No. 14-19676) on June 16, 2014, in Greenbelt.
The Company is based at 12120 Whippoorwill Lane, Rockville, Md.
20852.  Richard H. Gins, Esq., serves as the Debtor's counsel.
The Company did not disclose its assets and liabilities in the
petition.


WORLEY BROTHERS: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Worley Brothers Scrap Iron & Metal, Inc.
           aw B&B Recyled Auto Parts
           aw Worley Enterprises
           aw Complete Auto Parts
           aw Southside Auto Parts
           aw Worley Auto Parts
        1554 Thomas Street
        Memphis, TN 38107

Case No.: 14-26318

Chapter 11 Petition Date: June 20, 2014

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

Judge: Hon. Paulette J. Delk

Debtor's Counsel: Steven N. Douglass, Esq.
                  HARRIS SHELTON HANOVER WALSH, PLLC
                  2700 One Commerce Square
                  Memphis, TN 38103
                  Tel: (901) 525-1455
                  Fax: (901) 526-4084
                  Email: snd@harrisshelton.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Johnny Worley, authorized individual.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/tnwb14-26318.pdf


* Stay Granted to Allow Artificial Impairment Appeal
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the lack of circuit court authority on what
constitutes "artificial impairment" raised a serious issue of
unsettled law justifying a stay pending appeal, U.S. District
Judge S. Thomas Anderson in Memphis, Tennessee, said in an
opinion.  According to the report, Judge Anderson was imposing a
stay so the U.S. Court of Appeals in Cincinnati could review one
of his decisions.

The case involved an apartment project where the Chapter 11 plan
was confirmed twice and reversed twice by Judge Anderson, the
report related.  The second time, Judge Anderson concluded that
$2,500 in professionals' claims were impaired when they could have
been paid in full, making the plan not proposed in good faith.

The case is Village Green I GP v. Federal National Mortgage
Association, 14-cv-02535, U.S. District Court, Western District
Tennessee (Memphis).


* Aborted Chapter 13 Bars Using Judicial Estoppel
-------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that failing to disclose an insurance claim while in
bankruptcy doesn't mean the doctrine of judicial estoppel will
always preclude filing a lawsuit based on the claim, as shown in a
June 13 decision by Chief U.S. Magistrate Judge John E. Ott from
Birmingham, Alabama.

According to the report, about a year after filing a Chapter 13
petition, the bankrupt's home was destroyed by fire.  Ten days
later, the trustee moved to dismiss the case because the bankrupt
failed to make required payments under his Chapter 13 plan, the
report related.  The case was dismissed about a month later, the
report further related.

The case is Nationwide Property & Casualty Co. v. Hunt, 11-cv-
02591, U.S. District Court, Northern District of Alabama
(Birmingham).


* JPMorgan Blamed for "Zombie" Properties in Miami Lawsuit
----------------------------------------------------------
Christie Smythe, writing for Bloomberg News, reported that
JPMorgan Chase & Co. engaged in a "pattern of discriminatory"
lending that led to foreclosures, the city of Miami said in a
lawsuit filed in federal court, the latest in a series of similar
claims against the nation's largest banks.

According to the report, in May, Banco Santander SA's U.S. unit
was sued by the city of Providence, Rhode Island, over claims it
stopped issuing mortgages in minority neighborhoods after the
housing bubble burst.  Santander Bank, previously named Sovereign
Bank, pulled out of the neighborhoods and focused on white
communities after being acquired by the Madrid-based lender in
2009, the city alleged, the report related.

Miami and Los Angeles are among cities to have filed similar
lawsuits against Bank of America Corp., Citigroup Inc., and Wells
Fargo & Co. for allegedly "red-lining" black and Hispanic areas as
no-loan zones, and then "reverse red-lining," flooding the areas
with predatory mortgages even when minorities qualified for better
terms, the report further related.

The case is City of Miami v. JPMorgan Chase & Co., 1:14-cv-22205,
U.S. District Court, Southern District of Florida (Miami).


* Merrill Must Face Trusts' RMBS Buyback Suit, Court Says
---------------------------------------------------------
Law360 reported that a New York appeals court refused to dismiss
claims accusing Merrill Lynch of reneging on a deal to buy back
defective loans Merrill obtained from now-bankrupt ResMae Mortgage
Corp. to turn into residential mortgage-backed securities, finding
that the contract provision at issue was ambiguous.

According to the report, the Appellate Division, First Department
panel's decision is an affirmation of the lower court's September
ruling, but it reached the same conclusion for different reasons,
it said.  New York Supreme Court Justice Melvin L. Schweitzer
initially ruled that the arguments of the plaintiffs -- two trusts
that hold mortgages on behalf of investors who own more than $1
billion in securities collateralized by those loans -- undermined
the Bank of America Corp. unit's claim that it wasn't obligated to
repurchase the loans, but the appellate panel found instead that
there was an issue of fact regarding the ambiguity of the contract
provision in question, the report related.

The case is Merrill Lynch Mortgage Investors Trust et al., v.
Merrill Lynch Mortgage Lending Inc., case No. 654403/12 in the
First Department of New York's Appellate Division.


* Daniel Williams Joins Great American Group as Managing Director
-----------------------------------------------------------------
Great American Group, Inc. on June 24 announced the appointment of
Daniel Williams as Managing Director of its Advisory and
Valuation Services division.  Mr. Williams has 20 years of
experience in asset based lending which he will use to benefit the
Company's clients.

"I've known Dan for many years and am excited he decided to join
GA. Each day Dan will be in market, supplementing our existing
coverage of Ryan Mulcunry and Michael Petruski," said
Great American Group CEO of Advisory and Valuation Services,
Lester Friedman.  He continued, "We see immense growth potential
in New York and Dan will be instrumental in leading a team of
professionals to service the world's largest financial market."

With a career that has spanned two decades, Mr. Williams has a
rich history working for financial institutions and will bring
this expertise to his new role.  His business acumen and
understanding of the asset based lending process will be
invaluable as he works with Great American Group's clients.
Mr. Williams will be strategically based in New York City, a
center of multi-jurisdictional deals which remain a concentrated
focus of the global practice.

Prior to joining Great American Group, Mr. Williams served as a
senior vice president of RBS Citizens and previously worked for GE
Capital and Bank of America.  He is an active member of the
Association for Corporate Growth, the Commercial Finance
Association, and the Turnaround Management Association.
Mr. Williams earned a BS from the University of Massachusetts.

"I am thrilled to join Great American Group and am looking forward
to working with such an accomplished group of professionals to
grow the practice in New York," said Mr. Williams.

Great American Group's Advisory and Valuation Services division is
one of the largest appraisal practices in the U.S. The
professionals in the group conduct thousands of appraisals each
year representing hundreds of billions of dollars in assets
annually.  For more information, contact (818)
884-3737 or visit http://greatamerican.com/advisory/overview.html

               About Great American Group, Inc.

Great American Group (OTCBB: GAMR) (OTCBB: GAMRD) --
http://www.greatamerican.com-- is a provider of asset disposition
and auction solutions, advisory and valuation services, capital
investment, and real estate advisory services for an extensive
array of companies.  A trusted strategic partner at every stage of
the business lifecycle, Great American Group efficiently deploys
resources with sector expertise to assist companies, lenders,
capital providers, private equity investors and professional
service firms in maximizing the value of their assets.  The
company has in-depth experience within the retail, industrial,
real estate, healthcare, energy and technology industries.  The
corporate headquarters is located in Woodland Hills, Calif.
with additional offices in Atlanta, Boston, Charlotte, N.C.,
Chicago, Dallas, Melville, N.Y., New York, Norwalk, Conn., San
Francisco, London, Milan and Munich.



                             *********

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
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The TCR subscription rate is $975 for 6 months delivered via
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are $25 each.  For subscription information, contact Peter A.
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                  *** End of Transmission ***