TCR_Public/140703.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Thursday, July 3, 2014, Vol. 18, No. 183

                            Headlines

148 WEST 142: Court Okays Hiring of PBL Business as Accountants
ACADEMI HOLDINGS: S&P Assigns 'B+' Rating on $320MM 1st Lien Debt
AEROGROW INTERNATIONAL: Incurs $4-Mil. Net Loss in Fiscal 2014
AQGEN LIBERTY: S&P Revises Outlook to Negative & Affirms 'B' ICR
ASPEN GROUP: Obtains $100,000 From Private Placement

B&B ALEXANDRIA: Files Bare-Bones Chapter 11 Petition in Virginia
BAPTIST HOME: Maschmeyer Firm Okayed as Panel's Conflicts Counsel
BAPTIST HOME: Hires Shea Advisory Services as Financial Advisor
BAPTIST HOME: Wants to Hire Laura Solomon as Corp. & Tax Counsel
BRUSH CREEK: Court Okays Hiring of 5280 Accounting as Bookkeepers

CASTLE MANOR: Foreclosure Sale Set for Oct. 15
CHRYSLER GROUP: Ordered to Explain Delay in Fixing Jeeps
CONSOLIDATED COMMUNICATIONS: Enventis Deal No Impact on B1 CFR
CONSTAR INT'L: June 9 Fixed as General Claims Bar Date
COUDERT BROTHERS: "Hourly Fee Matters" Not Bankrupt Firm's Assets

DREXEL REALTY: Voluntary Chapter 11 Case Summary
ELBIT IMAGING: Enters Into Debt Settlement Deal with Bank Leumi
ELITE PHARMACEUTICALS: Reports $96.5MM Net Loss in Fiscal 2014
ELBIT IMAGING: InSightec Inks $50MM-$62MM Investment Agreement
ENERGY FUTURE: Seeks Six-Month Extension to Remove Lawsuits

ENERGY FUTURE: Gets Approval of Agreement With Texas' Comptroller
ENERGY FUTURE: Files Schedules of Assets and Liabilities
EXIDE TECHNOLOGIES: Panel Comments on Exclusivity Pd. Extn Sought
EXIDE TECHNOLOGIES: Shams & Steward LLC Seeks Equity Committee
FALCON STEEL: Files for Bankruptcy to Restructure Debt

FALCON STEEL: Proposes to Use Texas Capital's Cash Collateral
FIRED UP: Hearing Today on Employment of Unique Strategies
FIRED UP: Hearing Today on Texas Property Sale to LG Acquisitions
GENERAL MOTORS: CEO To Testify Before Senate Committee on July 17
GENERAL MOTORS: Judge Sets Schedule for 'Economic Victims? Fight

GENCO SHIPPING: Prevails in Valuation Fight, Judge to Confirm Plan
GLYECO INC: Registers 53.2 Million Shares for Resale
GREEN POWER: New Chapter 11 Quickly Dismissed
GUNLER FOODS: Case Summary & Largest Unsecured Creditors
HAM'S RESTAURANTS: 4th Cir. Sends Flying Pigs Suit to State Court

HUB HOLDINGS: Moody's Assigns 'B3' CFR; Outlook Negative
HUB INTERNATIONAL: S&P Assigns 'CCC+' Rating to $380MM Notes
IBCS MINING: Schedules and Statements Due July 11
INDEPENDENCE TAX II: Incurs $568,000 Net Loss in Fiscal 2014
IPREO HOLDINGS: Moody's Assigns B3 CFR Over Leveraged Buyout

JAGUAR HOLDING: Moody's Affirms B2 Corp. Family Rating
KMAP INC: Case Summary & 5 Largest Unsecured Creditors
KSS HOLDINGS: S&P Affirms B+ CCR & Rates $500MM 1st Lien Debt B+
LIFE FUNDING: Case Summary & 12 Largest Unsecured Creditors
LIME ENERGY: Has 50 Million Authorized Common Shares

LINN ENERGY: S&P Affirms 'BB-' CCR on Asset Acquisition Plan
MEE APPAREL: Files Liquidating Plan Following Sale
MIG LLC: Proposes Prime Clerk as Claims Agent & Admin. Advisor
MIG LLC: Greenberg Traurig Still Bankruptcy Counsel for New Case
MIG LLC: Asks Court to Approve Natalia Alexeeva as CRO

MIG LLC: Proposes Rothschild as Financial Advisor
MMJV SAPPHIRE: Voluntary Chapter 11 Case Summary
MORRIS BROWN: Two Buyers Purchase College for $14.5 Million
NAUTILUS HOLDINGS: Has Interim $550,000 DIP Loan Approval
NEW LIFE INT'L: Confirmation Hearing Set for Aug. 5

NORTHERN BERKSHIRE HEALTHCARE: Rival Bids for Assets Due July 24
PACIFIC STEEL: Speyside Equity Signs to Buy Assets for $11.3MM
PHARMACEUTICAL PRODUCT: S&P Retains 'B' CCR on $600MM Add-On
PLEASE TOUCH: S&P Lowers Rating on 2006 Revenue Bonds to 'D'
PORTER MILL: Voluntary Chapter 11 Case Summary

PR WIRELESS: Moody's Hikes CFR to Caa1 & rates $190MM Debt Caa1
PRICHARD, AL: Cleared to Leave Bankruptcy After Five Years
QUIZNOS: Completes Financial Restructuring, Exits Chapter 11
RED LOBSTER: Moody's Assigns B3 CFR & Rates New $425MM Loans B3
RICEBRAN TECHNOLOGIES: Hal Mintz Holds 7.3% Equity Stake

RODGERS AND RODGERS: Case Summary & 14 Top Unsecured Creditors
SAN ANGELO COLTS: Case Summary & 20 Largest Unsecured Creditors
SPECIALTY HOSPITAL: Silver Point Has Authority to Buy Assets
SPECIALTY HOSPITAL: Petitioning Creditors Withdraw Trustee Motion
SPECIALTY HOSPITAL: Gets Final Court OK on $15-Mil. DIP Loan

SS&C TECHNOLOGIES: Moody's Hikes Corporate Family Rating to Ba2
THELEN LLP: "Hourly Fee Matters" Are Not Bankrupt Firm's Assets
TRANS ENERGY: Presented at GHS 100 Energy Conference
TRANS-LUX CORP: Retop Buys $2 Million Worth of Common Shares
TREEHOUSE FOODS: Moody's Puts 'B2' CFR on Review for Downgrade

VUZIX CORP: Stockholders Elected Five Directors
VISCOUNT SYSTEMS: Issues 20.417 Series A Conv. Preferred Shares
WAFERGEN BIO-SYSTEMS: Effects a Reverse Common Stock Split
WEST CORP: Completes Private Offering of $1-Bil. Senior Notes
WILTON BRANDS: Moody's Lowers Corp. Family Rating to 'Caa2'

UNICOI WATER: S&P Affirms and Removes 'BB' Rating on Watch Neg.
UNITY BUILDERS: Selling Undeveloped Calgary Lot; Bids Due July 25
UNIVERSAL CORP: Fitch Affirms 'BB' Preferred Stock Rating

* Corinthian Colleges, ITT Educational Face Government Sanctions

* Kelley Drye & Warren Appoints New Partners & Special Counsel

* Recent Small-Dollar & Individual Chapter 11 Filings


                             *********


148 WEST 142: Court Okays Hiring of PBL Business as Accountants
---------------------------------------------------------------
148 West 142 Street Corp. sought and obtained permission from the
Hon. Robert D. Drain of the U.S. Bankruptcy Court for the Southern
District of New York to employ PBL Business Advisory, LLC as
accountants, nunc pro tunc to May 20, 2014.

PBL Business will perform necessary accounting services for the
Debtor, including but not limited to the preparation of the
Debtor's state and federal 2013 corporate tax returns, and other
accounting services as necessary for the successful prosecution of
the Debtor's Chapter 11 case.

The Court also ruled that compensation and reimbursement of
expenses of PBL Business shall be paid upon a Court order granting
a proper application pursuant to 11 U.S.C. Sections 330 and 331,
as the case may be, and the applicable Bankruptcy Rules, Local
Rules and fee and expense guidelines of the Court.

Patrick Largie, managing member of PBL Business, 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.

PBL Business can be reached at:

       Patrick Largie
       PBL BUSINESS ADVISORY LLC
       521 5th Avenue, 17th Floor
       New York, NY 10175
       Tel: (646) 872-2710

148 West 142 Street Corp. filed a Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 14-22484) on April 10, 2014.  Patsy J.
Morton signed the petition as secretary/treasurer.  Judge Robert
D. Drain oversees the case.  Alter & Brescia, LLP, is the Debtor's
counsel.

No Committee of Unsecured Creditors has been appointed in the
case.


ACADEMI HOLDINGS: S&P Assigns 'B+' Rating on $320MM 1st Lien Debt
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' issue-level
rating and '2' recovery rating to Academi Holdings LLC's $320
million first-lien debt due 2019, which comprises a $200 million
term loan and a $120 million revolver ($30 million drawn at
close).  The '2' recovery rating indicates S&P's expectation for
substantial recovery (70%-90%) in a payment default scenario.
ERSM (International) Ltd. is a limited borrower under the
$120 million revolver.  The U.S. borrower will guarantee ERSM's
obligations, but ERSM is only liable for obligations under the
senior credit facility relating to its own borrowings.

At the same time, S&P assigned its 'CCC+' issue-level rating and
'6' recovery rating to the company's $80 million second-lien term
loan.  The '6' recovery rating indicates S&P's expectation for
negligible recovery (0%-10%) in a payment default scenario.

The 'B' corporate credit rating on Academi Holdings is not
affected by the company's modified capital structure proposal,
since the higher interest expense and somewhat lower cash flow is
largely offset by modestly lower debt outstanding at the
transaction's closing.  S&P continues to expect debt to EBITDA in
the 3x-3.5x range in 2015.  But S&P now expects EBITDA interest
coverage of about 4x-5x in 2015, compared with its previous
expectation for 5x-6x, which is still at the strong-end of the
indicative range for an "aggressive" financial risk profile
assessment.

RECOVERY ANALYSIS

Key analytical factors

   -- S&P has completed a recovery analysis and assigned issue-
      level and recovery ratings to Academi Holdings' first-lien
      revolver, first-lien term loan, and second-lien term loan.

   -- The company's revised capital structure comprises a $120
      million first-lien revolver, a $200 million first-lien term
      loan, an $80 million second-lien term loan, and $10 million
      in subordinated seller notes related to the legacy
      Constellis ESOP plan.

   -- S&P's simulated default scenario contemplates a hypothetical
      default in 2017.  A large part of the company's success is
      based on forging strategic relationships and maintaining a
      solid reputation.  Under S&P's hypothetical default
      scenario, the company is unable to fulfill its duties in a
      satisfactory manner or incurs an operational mishap that
      adversely affects its reputation.  This leads to a loss of a
      large number of key contracts with top customers (primarily
      the U.S. Department of State and the U.S. Department of
      Defense), causing revenue decline and margin contraction,
      which in turn impairs cash flow generation, erode liquidity,
      and ultimately lead to a payment default.

   -- S&P believes that if Academi were to default, a viable
      business model would remain because the company's
      specialized capabilities provide a valuable alternative to
      military options and a way to address the need for a global
      U.S. security and training presence during periods when the
      deployment of U.S. military personnel is reduced.  Although
      the industry is highly fragmented among several localized
      private security firms, S&P believes that Academi benefits
      from strong technical capabilities and an established
      presence in certain key locations.  Therefore, S&P believes
      that the debtholders would achieve the greatest recovery
      value through reorganization rather than through
      liquidation.

   -- S&P's default assumptions also include the following: LIBOR
      totaling 225 basis points (bps), a fully drawn revolver at
      default, a 125-bps increase in the margin on the revolver
      and first-lien term loan, a 100-bps increase in the margin
      on the second-lien term loan as a result of credit
      deterioration, and all debt includes six months of accrued
      interest.

Simulated default and valuation assumptions

   -- Simulated year of default: 2017
   -- EBITDA at emergence: $60 million
   -- EBITDA multiple: 4x

Simplified waterfall

   -- Net enterprise value (after administrative costs): $228
      million
   -- Valuation split (obligors/nonobligors): 100%/0%
   -- Collateral value available to secured creditors: $228
      million
   -- Secured first-lien debt: $307 million
   -- Recovery expectations: 70%-90%
   -- Secured second-lien debt: $85 million
   -- Recovery expectations: 0%-10%
   -- Structurally subordinated debt: $10 million

Note: All debt amounts include six months of prepetition interest.

RATINGS LIST

Academi Holdings LLC
Corporate Credit Rating                 B/Stable/--

New Ratings

Academi Holdings LLC
ERSM (International) Ltd.
$120 million first-lien revolver        B+
  Recovery Rating                        2

Academi Holdings LLC
$200 million first-lien term loan       B+
  Recovery Rating                        2
$80 million second-lien term loan       CCC+
  Recovery Rating                        6


AEROGROW INTERNATIONAL: Incurs $4-Mil. Net Loss in Fiscal 2014
--------------------------------------------------------------
Aerogrow International, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing a
net loss attributable to common shareholders of $4.13 million on
$9.35 million of net revenue for the year ended March 31, 2014, as
compared with a net loss attributable to common shareholders of
$8.25 million on $7.33 million of net revenue for the year ended
March 31, 2013.  The Company incurred a net loss of $3.55 million
for the year ended March 31, 2012.

As of March 31, 2014, the Company had $4.54 million in total
assets, $3.65 million in total liabilities and $894,000 in total
stockholders' equity.

As of March 31, 2014, the Company had had a cash balance of $1.7
million, of which $15,000 was restricted as collateral for the
Company's various corporate obligations.  This compares to a cash
balance of $567,000 as of March 31, 2013, of which $42,000 was
restricted.

"In fiscal 2014, we began to achieve significant increases in
sales, largely through second-half growth in our direct-to-
consumer channel and encouraging results with several retail
partnerships," said President and CEO, J. Michael Wolfe.  "Net
Sales for the second half of the year were $7.5 million, a 58.4%
increase over the prior year period and adjusted EBITDA
profitability for the period was $0.6 million, an impressive
improvement compared to a loss of $0.2 million in the prior year
period.

"In the first half of the year, our net sales were actually down
30% year over year due to inventory shortages as we co-branded the
product line as the "Miracle-Gro AeroGarden."  Everything changed
in the second half of the year as the co-branded products became
available beginning in October, and we ended the year with 28%
overall growth in sales.

"Looking forward, I'm even more excited about fiscal 2015.  I'm
pleased to report that our efforts to further build the retail
channel have been very well received.  We anticipate increasing
our presence or engaging in tests with many of the world's largest
retailers this fall, including Amazon, BJ's, Costco, Meijer, Sam's
Club, True Value, Walmart and others.  This retail expansion,
combined with new product introductions and our position as market
leaders in the rapidly growing indoor gardening industry, has set
the stage for an exciting fiscal 2015 and beyond."

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

                        http://is.gd/oO1wAm

On June 30, 2014, AeroGrow issued a Letter to Shareholders
discussing the Company's operational results for the fiscal year
ended March 31, 2014, a copy of which is available for free at:

                        http://is.gd/GVwurV

                          About AeroGrow

Boulder, Colo.-based AeroGrow International, Inc., is a developer,
marketer, direct-seller, and wholesaler of advanced indoor garden
systems designed for consumer use and priced to appeal to the
gardening, cooking, and healthy eating, and home and office decor
markets.


AQGEN LIBERTY: S&P Revises Outlook to Negative & Affirms 'B' ICR
----------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on AqGen
Liberty Management I (Altegris) and AqGen Liberty Management II
(together, AqGen) to negative from stable.  At the same time, S&P
affirmed its 'B' issuer credit ratings and senior secured term
loan rating on AqGen Liberty Management I and AqGen Liberty
Management II.

"The outlook revision to negative primarily reflects Altegris'
weak investment performance, which has translated into sustained
net asset outflows," said Standard & Poor's credit analyst Trevor
Martin.  Although assets under management (AUM) are skewed toward
AqGen Liberty Management II (AssetMark), Altegris charges much
higher fees and therefore makes up a more significant portion of
revenues.  Under S&P's base-case scenario, the net asset outflows
will lead to a 15% decline in EBITDA in 2014, which it believes
could limit the company's ability to meet the financial covenants
over the next 12 months.

"Under our base-case forecast, we estimate that the debt-to-EBITDA
multiple will rise to approximately 4.5x-5.0x by the end of 2014.
We expect EBITDA interest coverage will be about 3.0x in 2014.
These metrics are in line with the current 'B' rating.  The debt
leverage covenant to which AqGen must adhere, however, steps down
to 4.7x as of June 30, 2015, from 5.2x at the end of 2014," S&P
said.

S&P's ratings also reflect the lack of a track record as a stand-
alone entity, which continues to weigh on AqGen's credit quality.
The company's limited scale and position in the highly competitive
wealth management business also underscore the company's
weaknesses.

The negative outlook incorporates S&P's view that the firm's
financial profile will remain weak in the near term and that it
could downgrade it over the next 12 months.  In S&P's view, this
is most likely to occur as a result of lower AUM at Altegris
because of continued market depreciation and net asset outflows.
S&P could downgrade the company if it breaches debt to last-12-
months EBITDA of 5.0x by Dec. 31, 2014.  Additionally, if S&P do
not anticipate leverage to improve to below 4.5x in 2015, it could
also lower the ratings on the potential for a covenant violation.
An upgrade is highly unlikely in the near future, but S&P would
consider it if the debt-to-EBITDA multiple improves to closer to
3.0x on a sustained basis.


ASPEN GROUP: Obtains $100,000 From Private Placement
----------------------------------------------------
Aspen Group, Inc., raised $100,000 from the sale of units
consisting of shares of common stock and five-year warrants
exercisable at $0.19 per share in a private placement offering to
two directors of Aspen.  The units sold contained a total of
526,316 shares of common stock (priced at $0.19 per share) and
526,316 five-year warrants exercisable at $0.19 per share.  Aspen
agreed to provide certain registration and price protection rights
to the investors.  The proceeds will be used for general working
capital.  The securities were issued and sold in reliance upon the
exemption from registration contained in Section 4(a)(2) of the
Securities Act of 1933 and Rule 506(b) promulgated thereunder.

                         About Aspen Group

Denver, Colo.-based Aspen Group, Inc., was founded in Colorado in
1987 as the International School of Information Management.  On
Sept. 30, 2004, it was acquired by Higher Education Management
Group, Inc., and changed its name to Aspen University Inc.  On
May 13, 2011, the Company formed in Colorado a subsidiary, Aspen
University Marketing, LLC, which is currently inactive.  On
March 13, 2012, the Company was recapitalized in a reverse merger.

Aspen's mission is to become an institution of choice for adult
learners by offering cost-effective, comprehensive, and relevant
online education.  Approximately 88 percent of the Company's
degree-seeking students (as of June 30, 2012) were enrolled in
graduate degree programs (Master or Doctorate degree program).
Since 1993, the Company has been nationally accredited by the
Distance Education and Training Council, a national accrediting
agency recognized by the U.S. Department of Education.

The Company reported a net loss of $6.01 million on $2.68 million
of revenues for the year ended Dec. 31, 2012, as compared with a
net loss of $2.13 million on $2.34 million of revenues during the
prior year.  As of Jan. 31, 2014, the Company had $3.67 million in
total assets, $5.29 million in total liabiities and a $1.62
million total stockholders' deficit.

Salberg & Company, P.A., in Boca Raton, Florida, issued a "going
concern" qualification on the consolidated financial statements
for the transition period ending April 30, 2013.  The independent
auditors noted that the Company has a net loss allocable to common
stockholders and net cash used in operating activities for the
four months ended April 30, 2013, of $1,402,982 and $918,941,
respectively, and has an accumulated deficit of $12,740,086 at
April 30, 2013.  These matters raise substantial doubt about the
Company's ability to continue as a going concern.


B&B ALEXANDRIA: Files Bare-Bones Chapter 11 Petition in Virginia
----------------------------------------------------------------
B&B Alexandria Corporate Park TIC 17, LLC, filed a bare-bones
Chapter 11 bankruptcy petition (Bankr. E.D. Va. Case No. 14-12434)
in Alexandria, Virginia, on June 27, 2014.

According to the docket, the deadline for governmental entities to
file proofs of claim is Dec. 24, 2014.

The Debtor claims to be a Single Asset Real Estate as defined in
11 U.S.C. Sec. 101(51B) with its principal asset located at
Alexandria Corporate Park, 6315 Bren Mar Dr. in Alexandria.

The Debtor said that total assets and debt each exceed $10
million.  The Debtor estimates that funds will be available for
distribution to unsecured creditors.

The Debtor has tapped Tyler, Bartl, Ramsdell & Counts, P.L.C., as
counsel.

The list of 20 largest unsecured claims contains a single entry: a
$624,000 claim by B&B Alexandria Corp. Mgt., LLC, on account of
property and asset management services.


BAPTIST HOME: Maschmeyer Firm Okayed as Panel's Conflicts Counsel
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors of The Baptist Home
of Philadelphia and The Baptist Home Foundation sought and
obtained permission from the Hon. Eric L. Frank of the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to
retain Maschmeyer Karalis P.C. as conflicts counsel to the
Committee.

Maschmeyer Karalis will generally and specifically review the
perfection and enforceability of the bondholders' liens.

The Court ordered that any and all compensation to be paid to
Maschmeyer Karalis for services rendered on the Committee's behalf
shall be fixed by application to the Court.

Aris J. Karalis, shareholder of Maschmeyer Karalis, 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.

Maschmeyer Karalis can be reached at:

       Aris J. Karalis, Esq.
       MASCHMEYER KARALIS P.C.
       1900 Spruce Street
       Philadelphia, PA
       Tel: (215) 546-4500
       Fax: (215) 985-4175
       E-mail: AKaralis@cmklaw.com

             About The Baptist Home of Philadelphia

The Baptist Home of Philadelphia and The Baptist Home Foundation
sought Chapter 11 protection (Bankr. E.D. Pa. Case Nos. 14-13305
and 14-13306) in Philadelphia on April 25, 2014.

Baptist Home of Philadelphia is a Pennsylvania nonprofit
corporation that owns and operates a continuing care retirement
community known as "Deer Meadows Retirement Community", which is
located at 8301 Roosevelt Boulevard, Philadelphia, Pennsylvania.
Home offers 126 living accommodations, which vary in size, for
independent living and personal care.  It presently also has 206
skilled nursing beds in the nursing and rehabilitation center that
offers short and long term care.  It has 369 employees.

Baptist Home of Philadelphia disclosed $37,330,904 in assets and
$34,562,834 in liabilities as of the Chapter 11 filing.

The Debtors have tapped Cozen O'Connor as counsel and KPMG
Corporate Finance LLC as financial advisor and investment banker.

The U.S. Trustee appointed Wilmarie Gonzalez as patient care
ombudsman.

U.S. Bank National Association, the trustee with regard to the
secured bond indebtedness, hired Reed Smith LLP as counsel and
CohnReznick LLP as financial advisor.

Pepper Hamilton LLP represents the Official Committee of Unsecured
Creditors.


BAPTIST HOME: Hires Shea Advisory Services as Financial Advisor
---------------------------------------------------------------
The Baptist Home of Philadelphia and The Baptist Home Foundation
ask for authorization from the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania to employ Shea Advisory Services,
LLC as financial advisor, effective as of the April 25, 2014
petition date.

The Debtors require Shea Advisory to:

   (a) assist the Debtors' management in the negotiation and
       review of offers to purchase the Debtors' assets or engage
       in other transactions with the Debtors;

   (b) prepare financial reports and analyses as required in
       connection with use of cash collateral, a sale process, a
       financial restructuring, or for other purposes;

   (c) assist management with communicating and maintaining strong
       relationships with residents and employees during the
       Chapter 11 Cases; and

   (d) assist the Debtors' management and other professionals in
       the preparation of various Chapter 11-related documents,
       including but not limited to sale and plan documents.

Shea Advisory will charge for its services on an hourly basis at a
rate of $375 per hour, subject to sections 328(a) and 330 of the
Bankruptcy Code.

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

Toby Shea, principal of Shea Advisory, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.

The Court for the Eastern District of Pennsylvania will hold a
hearing on the application on Jul. 23, 2014, at 11:00 a.m.
Objections, if any, are due Jul. 16, 2014.

The firm may be reached at:

     Toby Shea
     SHEA ADVISORY SERVICES LLC
     8 Adeline Rd
     Beverly, MA 01915-2108
     Tel: (978) 969-1406

             About The Baptist Home of Philadelphia

The Baptist Home of Philadelphia and The Baptist Home Foundation
sought Chapter 11 protection (Bankr. E.D. Pa. Case Nos. 14-13305
and 14-13306) in Philadelphia on April 25, 2014.

Baptist Home of Philadelphia is a Pennsylvania nonprofit
corporation that owns and operates a continuing care retirement
community known as "Deer Meadows Retirement Community", which is
located at 8301 Roosevelt Boulevard, Philadelphia, Pennsylvania.
Home offers 126 living accommodations, which vary in size, for
independent living and personal care.  It presently also has 206
skilled nursing beds in the nursing and rehabilitation center that
offers short and long term care.  It has 369 employees.

Baptist Home of Philadelphia disclosed $37,330,904 in assets and
$34,562,834 in liabilities as of the Chapter 11 filing.

The Debtors have tapped Cozen O'Connor as counsel and KPMG
Corporate Finance LLC as financial advisor and investment banker.

The U.S. Trustee appointed Wilmarie Gonzalez as patient care
ombudsman.

U.S. Bank National Association, the trustee with regard to the
secured bond indebtedness, hired Reed Smith LLP as counsel and
CohnReznick LLP as financial advisor.

Pepper Hamilton LLP represents the Official Committee of Unsecured
Creditors.


BAPTIST HOME: Wants to Hire Laura Solomon as Corp. & Tax Counsel
----------------------------------------------------------------
The Baptist Home of Philadelphia and The Baptist Home Foundation
ask authorization from the U.S. Bankruptcy Court for the Eastern
District of Pennsylvania to employ Laura Solomon and Associates as
corporate and tax counsel, effective as of the April 25, 2014
petition date.

The Debtors require LS&A to:

   (a) attend meetings of the Debtors' respective Boards of
       Trustees, prepare Board resolutions, review and revise
       minutes, preparing policies, and counseling the Debtors on
       corporate best practices;

   (b) review and update program-related materials, such as
       applications, release forms, and other agreements;

   (c) provide required notices to and otherwise communicating
       with the Office of the Attorney General of the Commonwealth
       of Pennsylvania and other regulatory authorities;

   (d) negotiate, draft and review contracts with the Home's
       vendors;

   (e) provide legal advice with respect to employment and
       resident issues;

   (f) review the Debtors' IRS Forms 990, audited financial
       statements, and ongoing financial disclosures to the
       Debtors' creditors;

   (g) review and update the Debtors' corporate compliance
       programs; and

   (h) provide legal and tax advice to the Debtors with respect to
       fundraising.

LS&A will be paid at these hourly rates:

       Laura N. Solomon, President         $395
       Gil A. Nusbaum, Associate           $295

LS&A will also be reimbursed for reasonable out-of-pocket expenses
incurred.

As set forth in the Solomon Declaration, prior to the Petition
Date LS&A received $45,000 as a retainer from the Debtors as
compensation for professional services to be performed during the
prosecution of these Chapter 11 Cases and for the reimbursement of
reasonable and necessary expenses incurred.  In addition, LS&A
currently holds $1,676 from an earlier retainer provided by the
Home.

Laura N. Solomon, president and owner of LS&A, assured the Court
that the firm is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code and does not represent
any interest adverse to the Debtors and their estates.

The Court for the Eastern District of Pennsylvania will hold a
hearing on the application on Jul. 23, 2014, at 11:00 a.m.
Objections, if any, are due Jul. 16, 2014.

LS&A can be reached at:

       Laura N. Solomon, Esq.
       LAURA SOLOMON & ASSOCIATES
       121 Sibley Ave.
       Ardmore PA 19003
       Tel: (610) 645-0992
       Fax: (610) 645-9963

             About The Baptist Home of Philadelphia

The Baptist Home of Philadelphia and The Baptist Home Foundation
sought Chapter 11 protection (Bankr. E.D. Pa. Case Nos. 14-13305
and 14-13306) in Philadelphia on April 25, 2014.

Baptist Home of Philadelphia is a Pennsylvania nonprofit
corporation that owns and operates a continuing care retirement
community known as "Deer Meadows Retirement Community", which is
located at 8301 Roosevelt Boulevard, Philadelphia, Pennsylvania.
Home offers 126 living accommodations, which vary in size, for
independent living and personal care.  It presently also has 206
skilled nursing beds in the nursing and rehabilitation center that
offers short and long term care.  It has 369 employees.

Baptist Home of Philadelphia disclosed $37,330,904 in assets and
$34,562,834 in liabilities as of the Chapter 11 filing.

The Debtors have tapped Cozen O'Connor as counsel and KPMG
Corporate Finance LLC as financial advisor and investment banker.

The U.S. Trustee appointed Wilmarie Gonzalez as patient care
ombudsman.

U.S. Bank National Association, the trustee with regard to the
secured bond indebtedness, hired Reed Smith LLP as counsel and
CohnReznick LLP as financial advisor.

Pepper Hamilton LLP represents the Official Committee of Unsecured
Creditors.


BRUSH CREEK: Court Okays Hiring of 5280 Accounting as Bookkeepers
-----------------------------------------------------------------
Brush Creek Airport, LLC sought and obtained permission from the
Hon. Michael E. Romero of the U.S. Bankruptcy Court for the
District of Colorado to employ 5280 Accounting Services, LLC dba
The Wright Way as accountants and bookkeepers, nunc pro tunc April
10, 2014.

The Debtor desires to employ 5280 as accountants and bookkeepers
for the estate to assist the Debtor in keeping financial records,
preparing bankruptcy reports, and preparing its tax returns and
tax related documents and schedules.

5280 will be paid at these hourly rates:

       General Bookkeeping                 $85
       Accounting                          $110
       Tax Preparation                     $150
       Miscellaneous Consulting            $125

5280 will also be reimbursed for reasonable out-of-pocket expenses
incurred.

Ms. Wright has a pre-petition claim against Debtor for tax
services in the approximate amount of $4,420 and 5280 has a pre-
petition claim against the Debtor for tax services in the
approximate amount of $2,090.  Ms. Wright waived and released any
and all pre-petition claims against the Debtor.

Louise Wright, manager of 5280, 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.

5280 can be reached at:

       Louise Wright
       5280 ACCOUNTING SERVICES, LLC
       2828 N. Speer Blvd., Ste. 220
       Denver, CO 80211
       Tel: (303) 567-6242
       Fax: (303) 567-6243

Brush Creek Airport, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. D. Col. Case No. 14-14630) in Denver on April 10, 2014.
The Debtor has tapped Sender Wasserman Wadsworth, P.C., as
counsel.  It estimated assets of $10 million to $50 million and
debt of $1 million to $10 million.

According to the docket, the Debtor's Chapter 11 plan and
disclosure statement are due August 8, 2014.


CASTLE MANOR: Foreclosure Sale Set for Oct. 15
----------------------------------------------
Jim Spinner, Esq., as successor trustee, will sell at public
auction on Oct. 15, 2014, at 10:00 a.m. at Alliance Title Company,
2350 Via Caporatti, Pocatello, Idaho, to the highest bidder, for
cash, all payable at the time of sale, a parcel of land located in
a portion of Lot 2, Bonniebrae Acres Townsite, in the County of
Bannock, Idaho.  The property is identified generally as a portion
of 207 East Chubbuck Road, Chubbuck, Idaho.

The real property is bare ground, and not held as a personal
residence.  The sale will be made without covenant or warranty
regarding title, possession or encumbrances, to satisfy the
obligations secured by and pursuant to the power of the sale
conferred in the Deed of Trust executed by Castle Manor, LLC, an
Idaho Limited Liability Company as Grantor, to Jim Spinner as
successor Trustee, for the benefit and security of R. Sam Hopkins,
and Gary L. Rainsdon, Chapter 7 Trustees for Robert Elzner, Jr.
and Shawna Elzner respectively.

The default for which the sale is being made is as follows:
Failure to make annual payments due under the promissory note,
plus failure to keep the property clear of property tax liens,
together with all costs, advances, attorney's fees, trustee's
fees, and costs accruing until date of sale. The amount of
$250,000, together with interest at 7.5% per annum pursuant to the
terms of the note, is owing.  Interest accrued and accruing
thereon at 7.5% per annum after May 8, 2008, together with
property taxes due, costs, advances, attorney's fees, trustee's
fees, and costs accruing until date of sale.

The foreclosure of the property is conducted by the chapter 7
bankruptcy Trustees for the respective, initial beneficiaries
under the Deed of Trust, and authorized under bankruptcy Court
Order on June 6, 2014.

The Trustee may be reached at:

     Jim Spinner
     P.O. Box 6009
     Pocatello, ID 83205
     Tel: 208-232-4471


CHRYSLER GROUP: Ordered to Explain Delay in Fixing Jeeps
--------------------------------------------------------
Christina Rogers, writing for The Wall Street Journal, reported
that the U.S. auto safety regulator is pressuring Fiat Chrysler
Automobiles NV to speed up repairs to 1.56 million older-model
Jeep sport-utility vehicles that have been linked to dozens of
deadly fuel-tank fires.  According to the report, a year ago Fiat
Chrysler agreed to recall vehicles and install trailer hitches to
protect their fuel tanks in a rear-end crash, but Fiat Chrysler
said in April it won't have parts to begin making repairs until
August.

On July 2, the National Highway Traffic Safety Administration
called for an executive of the auto maker to explain under oath
the delay in launching the repairs, the report related.  NHTSA
estimates it could take Fiat Chrysler's sole supplier more than
four years at the current production rate to build enough trailer
hitches for the recalled Jeeps, the report further related.

                       About Chrysler Group

Chrysler Group LLC, formed in 2009 from a global strategic
alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram
Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles
and products.  Headquartered in Auburn Hills, Michigan, Chrysler
Group LLC's product lineup features some of the world's most
recognizable vehicles, including the Chrysler 300, Jeep Wrangler
and Ram Truck.  Fiat will contribute world-class technology,
platforms and powertrains for small- and medium-sized cars,
allowing Chrysler Group to offer an expanded product line
including environmentally friendly vehicles.

Chrysler LLC and 24 affiliates on April 30, 2009, sought Chapter
11 protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead
Case No. 09-50002).  The U.S. and Canadian governments provided
Chrysler LLC with $4.5 billion to finance its bankruptcy case.

In connection with the bankruptcy filing, Chrysler reached an
agreement to sell all assets to an alliance between Chrysler and
Italian automobile manufacturer Fiat.  Under the terms approved by
the Bankruptcy Court, the company formerly known as Chrysler LLC
in June 2009, formally sold substantially all of its assets to the
new company, named Chrysler Group LLC.

In January 2014, the American car manufacturer officially became
100% Italian when Fiat Spa completed its deal to purchase the 40%
it did not already own of Chrysler.  Fiat has shared ownership of
Chrysler with the health care fund of the United Automobile
Workers unions since Chrysler emerged from bankruptcy in 209.

                           *     *     *

Standard & Poor's Ratings Services raised its ratings on U.S.-
based auto manufacturer Chrysler Group LLC, including the
corporate credit rating to 'BB-' from 'B+' in mid-January 2014.
The outlook is stable.


CONSOLIDATED COMMUNICATIONS: Enventis Deal No Impact on B1 CFR
--------------------------------------------------------------
Moody's Investors Service said that Consolidated Communications
Holdings, Inc. announcement that it plans to merge with Enventis
Corporation in an all-stock transaction valued at $350 million,
including $123 million of Enventis' net debt as of 3/31/2014 does
not impact its B1 corporate family rating or stable outlook.
Moody's considers the merger with Enventis to be credit positive
for Consolidated due to the modest improvement in leverage.
However the all-stock deal will increase Consolidated's already
high common dividend and result in a slight deterioration in free
cash flow until merger synergies are realized.

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

Consolidated provides communications services, including local and
long distance telephone, high-speed Internet access and
television, to residential and business customers in Illinois,
Texas, Pennsylvania, California, Kansas and Missouri. The company
maintains headquarters in Mattoon, IL, and its LTM revenue is
approximately $600 million as of 3/31/14.


CONSTAR INT'L: June 9 Fixed as General Claims Bar Date
------------------------------------------------------
The general claims bar date for Capsule International Holdings,
LLC, et al., (f/k/a Constar International Holdings, et al.) was
set for June 9, 2014.  Moreover, the deadline for governmental
units to file proofs of claim in the Debtors' cases was set for
June 18, 2014.

                    About Constar International

Privately held Constar International Holdings and nine affiliated
debtors (nka Capsule International Holdings, et al.)  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.  The Committee retained Alvarez & Marsal
North America LLC as its financial advisor.

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

On Feb. 10, 2014, the Bankruptcy Court authorized Constar to sell
certain assets to Plastipak Packaging, Inc., a global manufacturer
of rigid plastic packaging.  The Court determined that Plastipak's
$102,450,000 offer for the Debtors' U.S. assets bested the offers
from Amcor Rigid Plastics USA, Inc., and Envases Universales De
Mexico S.A.P.I. De C.V. during a Feb. 6 auction.

Separately, the Court authorized Constar to sell a facility in
Havre de Grace, Maryland, to Smucker Natural Foods, Inc., for
$3 million.  There was no other bidder for the Maryland facility.

The sole director of debtor Constar International U.K. Limited has
appointed Daniel Francis Butters and Nicolas Guy Edwards of
Deloitte LLP as administrators.  The U.K. Administration
Proceeding follows the closing of the sale of the U.K. assets to
Sherburn Acquisition Limited.  The Delaware Bankruptcy Judge
authorized the U.S. Debtors to sell the U.K. Assets to Sherburn
for GBP3,512,727, (or US$7,046,000), less the deposit in the sum
of US$1,250,000.

Secured lender Black Diamond Commercial Finance, LLC, as DIP note
agent, and Wells Fargo Capital Finance, LLC, as DIP revolving
agent and agent under the revolving loan facility, consented to
the administration of Constar U.K. and the appointment of the
Joint Administrators.

In view of the asset sales in the U.S. and the U.K., the Debtors
changed their corporate trade names -- and with the Bankruptcy
Court's consent, their bankruptcy case caption -- to Capsule Group
Holdings, Inc.; Capsule Intermediate Holdings, Inc.; Capsule
Group, Inc.; Capsule International LLC; Capsule DE I, Inc.;
Capsule DE II, Inc.; Capsule PA, Inc.; Capsule Foreign Holdings,
Inc.; and Capsule International U.K. Limited (Foreign).

                          *     *     *

The Debtors currently have the exclusive right to file a Chapter
plan through July 12, 2014.


COUDERT BROTHERS: "Hourly Fee Matters" Not Bankrupt Firm's Assets
-----------------------------------------------------------------
The United States Court of Appeals for the Second Circuit has
asked the Court of Appeals of New York two questions relating to
"whether, for purposes of administering [a] . . . related
bankruptcy, New York law treats a dissolved law firm's pending
hourly fee matters as its property"

In a July 1, 2014 Opinion by Judge Susan Phillips Read -- in which
Chief Judge Jonathan Lippman and Judges Victoria A. Graffeo,
Robert S. Smith, Eugene F. Pigott Jr., Jenny Rivera and Sheila
Abdus-Salaam concur -- the New York Appeals Court held that
pending hourly fee matters are not partnership "property" or
"unfinished business" within the meaning of New York's Partnership
Law.  A law firm does not own a client or an engagement, and is
only entitled to be paid for services actually rendered.

A copy of the Opinion is available at http://is.gd/YC8a1yfrom
Leagle.com.

                         In re Thelen LLP

On October 28, 2008, the partners of the law firm Thelen LLP voted
to dissolve the firm, which was insolvent. In carrying out the
dissolution, Thelen's partners adopted the Fourth Amended and
Restated Limited Liability Partnership Agreement and a written
Plan of Dissolution.  The Fourth Partnership Agreement provided
that it was governed by California law and, unlike its predecessor
agreements, included an "Unfinished Business Waiver" referred to
as a "Jewel Waiver," after Jewel v Boxer (156 Cal.App.3d 171 [Cal
Ct App 1984]), the intermediate appellate court case that inspired
it.  Applying the Uniform Partnership Act (UPA), the Jewel court
held that, absent an agreement to the contrary, profits derived
from a law firm's unfinished business are owed to the former
partners in proportion to their partnership interests.

Following Thelen's dissolution, Thelen partners joined Seyfarth
Shaw LLP -- 10 in its New York office and one in California. The
former Thelen partners transferred unfinished matters to Seyfarth,
which billed clients for their services. On September 18, 2009,
Thelen filed a voluntary petition for relief under Chapter 7 of
the Bankruptcy Code in the United States Bankruptcy Court for the
Southern District of New York.

After his appointment as the Chapter 7 trustee of Thelen's
bankruptcy estate, Yann Geron commenced an adversary proceeding
against Seyfarth in the United States District Court for the
Southern District of New York. Geron sought to avoid the
"Unfinished Business Waiver" as a constructive fraudulent transfer
under 11 U.S.C. Sections 544 and 548(a)(1)(B) and California state
law, and to recover the value of Thelen's unfinished business for
the benefit of the estate's creditors. On the assumption that
pending hourly matters were among a law firm's assets, Geron
argued that Thelen's partners fraudulently transferred those
assets to individual partners without consideration when they
adopted the "Unfinished Business Waiver" on the eve of
dissolution.

Seyfarth moved for judgment on the pleadings, arguing that New
York rather than California law defined whether it received any
"property interest."

In a decision dated September 4, 2012, the District Court Judge
first agreed with Seyfarth that New York law governed. He then
concluded that under New York law, the "unfinished business
doctrine" does not apply to a dissolving law firm's pending hourly
fee matters, and that a partnership does not retain any property
interest in such matters upon the firm's dissolution. In the
Judge's view, to rule otherwise would "conflict[] with New York's
strong public policy in favor of client autonomy and attorney
mobility"; and "result in an unjust windfall for the Thelen
estate, as 'compensating a former partner out of that fee would
reduce the compensation of the attorneys performing the work'".

The Judge granted Seyfarth's motion for judgment on the pleadings.
The Judge sua sponte certified his order for interlocutory appeal.

By decision dated November 15, 2013, the Second Circuit agreed
with the District Court that New York law governed the parties'
dispute, and asked the New York Appeals Court to answer two
unresolved questions of New York law regarding the applicability
and scope of the "unfinished business doctrine"; specifically:

     "Under New York law, is a client matter that is billed on an
hourly basis the property of a law firm, such that, upon
dissolution and in related bankruptcy proceedings, the law firm is
entitled to the profit earned on such matters as the 'unfinished
business' of the firm?

     "If so, how does New York law define a 'client matter' for
purposes of the unfinished business doctrine and what proportion
of the profit derived from an ongoing hourly matter may the new
law firm retain?"

                    In re Coudert Brothers LLP

On August 16, 2005, the law firm Coudert Brothers LLP dissolved in
accordance with the terms of its partnership agreement.  That same
day, the equity partners adopted a "Special Authorization,"
whereby the equity partners authorized

     "the Executive Board . . . to take such actions as it may
deem necessary and appropriate, including, without limitation, the
granting of waivers, notwithstanding any provisions to the
contrary in the Partnership Agreement . . ., in order to:

          "a. . . . sell all or substantially all of the assets of
. . . the Firm to other firms or service providers, in order to
maximize the value of the Firm's assets and business;

          "b. wind down the business of the Firm with a view to
continuing the provision of legal services to clients and the
orderly transition of client matters to other firms or service
providers, in order to maximize the value of the Firm's assets and
business to the extent practicable."

Coudert partners were subsequently hired by several different
firms.  As of the date of the firm's dissolution, there remained
between Coudert and its clients partly performed contracts for the
provision of legal services.  When former Coudert partners joined
other firms, those firms were retained by Coudert's former clients
to conclude these unfinished legal matters.  The client matters
were completed by the new firms on an hourly basis, with only two
exceptions.

In September 2006, Coudert filed for protection from its creditors
pursuant to Chapter 11 of the Bankruptcy Code.  Developmental
Specialists, Inc., as administrator of Coudert's bankruptcy
estate, brought 13 separate adversary proceedings against the
firms that had hired the former Coudert partners.  These lawsuits
were premised on the unfinished business doctrine.  DSI argued
that the defendant firms were liable to Coudert for any profits
derived from completing the client matters that the former Coudert
partners brought to those firms. The firms moved for summary
judgment, arguing that the unfinished business doctrine did not
apply to matters billed on an hourly basis.  DSI cross-moved for a
declaration that the unfinished client matters were Coudert's
property on the day it dissolved.

In a decision dated May 24, 2012, the District Court denied the
firms' motion for summary judgment and granted DSI's cross-motion.
Upon the District Court's certification, the law firms appealed.
By order dated December 2, 2013, the Second Circuit certified the
same two questions asked in Thelen.

                      About Coudert Brothers

Coudert Brothers LLP was an international law firm specializing in
complex cross-border transactions and dispute resolution.  The
firm had operations in Australia and China.  Coudert filed for
Chapter 11 protection (Bankr. S.D.N.Y. Case No. 06-12226) on
Sept. 22, 2006.  John E. Jureller, Jr., Esq., and Tracy L.
Klestadt, Esq., at Klestadt & Winters, LLP, represented the Debtor
in its restructuring efforts.  Brian F. Moore, Esq., and David J.
Adler, Esq., at McCarter & English, LLP, represented the Official
Committee of Unsecured Creditors.  Coudert scheduled total assets
of $30.0 million and total debts of $18.3 million as of the
Petition Date.  The Bankruptcy Court in August 2008 signed an
order confirming Coudert's chapter 11 plan.  The Plan contemplated
on paying 39% to unsecured creditors with $26 million in claims.

Coudert has been succeeded by Development Specialists, Inc. in its
capacity as Plan Administrator under the confirmed chapter 11
plan.

                        About Thelen LLP

Thelen LLP, formerly known as Thelen Reid Brown Raysman & Steiner
-- http://thelen.com/-- is a bi-coastal American law firm in
process of dissolution.  It was formed as a product between two
mergers between California and New York-based law firms, mostly
recently in 2006.  Its headcount peaked at roughly 600 attorneys
in 2006, and had 500 early in 2008, with offices in eight cities
in the United States, England and China.

In October 2008, Thelen's remaining partners voted to dissolve the
firm.  As reported by the Troubled Company Reporter on Sept. 22,
2009, Thelen LLP filed for Chapter 7 protection.  The filing was
expected due to the timing of a writ of attachment filed by one of
Thelen's landlords, entitling the landlord to $25 million of the
Company's assets.  The landlord won approval for that writ in June
2009, but Thelen could void the writ by filing for bankruptcy
within 90 days of that court ruling.  Thelen, according to AM Law
Daily, has repaid most of its debt to its lending banks.


DREXEL REALTY: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Drexel Realty Partnership
        1705 N. American St.
        Philadelphia, PA 19122

Case No.: 14-15334

Nature of Business: Single Real Estate

Chapter 11 Petition Date: July 1, 2014

Court: United States Bankruptcy Court
       Eastern District of Pennsylvania (Philadelphia)

Judge: Hon. Magdeline D. Coleman

Debtor's Counsel: Thomas Daniel Bielli, Esq.
                  O'KELLY ERNST & BIELLI, LLC
                  1500 Walnut Street, Suite 900
                  Philadelphia, PA 19102
                  Tel: 215-543-7182
                  Fax: 215-525-9648
                  Email: tbielli@oeblegal.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Theodoros Kanellopoulos, general
partner.

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


ELBIT IMAGING: Enters Into Debt Settlement Deal with Bank Leumi
---------------------------------------------------------------
Elbit Imaging Ltd. on July 1 disclosed, following its announcement
dated February  20, 2014, that the Company and Bank Leumi Le
Israel B.M. have reached an agreement on the terms of a proposed
settlement of the parties' disputes with respect to the Company's
debt to Bank Leumi.  The consummation of the Settlement is subject
to the approval of the Tel-Aviv District Court.  Under the
Settlement, Bank Leumi would receive ownership of all marketable
securities held in the Company's accounts at Bank Leumi and will
offset the fair value of such securities (approximately NIS8.7
million based on their quoted market price) against the Company's
debt () "Offset Amount" ).  In addition, the ordinary shares and
notes deposited in trust for the benefit of Bank Leumi pursuant to
the Company's debt restructuring as detailed in the Previous
Announcement (the "Debt Restructuring") would be transferred to
Bank Leumi, after deduction of such amount of ordinary shares and
notes equal in value to the Offset Amount.  The Settlement would
constitute the full settlement of the Company's obligations to
Bank Leumi under the Debt Restructuring as well as the loan
agreement entered between the parties on May 5, 2011, and Bank
Leumi would release any lien registered for its benefit on the
Company's assets.  The Settlement also includes a mutual waiver of
claims. The balance of the ordinary shares and notes retained in
trust will be cancelled.

                     About Elbit Imaging Ltd.

Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF)
hold investments in real estate and medical companies.  The
Company, through its subsidiaries, also develops shopping and
entertainment centers in Central Europe and invests in and manages
hotels.

Since February 2013, Elbit has intensively endeavored to come to
an arrangement with its creditors.  Elbit has said it has been
hanging by a thread for more than five months.  It has encountered
cash flow difficulties and this burdens its day to day activities,
and it certainly cannot make the necessary investments to improve
its assets.  In light of the arrangement proceedings, and
according to the demands of most of the bondholders, as well as an
agreement that was signed on March 19, 2013, between Elbit and the
Trustees of six out of eight series of bonds, Elbit is prohibited,
inter alia, from paying off its debts to the financial creditors
-- and as a result a petition to liquidate Elbit was filed, and
Bank Hapoalim has declared its debts immediately payable,
threatening to realize pledges that were given to the Bank on
material assets of the Company -- and Elbit undertook not to sell
material assets of the Company and not to perform any transaction
that is not during its ordinary course of business without giving
an advance notice to the trustees.

Accountant Rony Elroy has been appointed as expert for examining
the debt arrangement in the Company.

In July 2013, Elbit Imaging's controlling shareholders, Europe-
Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company
that the Tel Aviv District Court has appointed Adv. Giroa Erdinast
as a receiver with regards to the ordinary shares of the Company
held by Europe Israel securing Europe Israel's obligations under
its loan agreement with Bank Hapoalim B.M.  The judgment stated
that the Receiver is not authorized to sell the Company's shares
at this stage.  Following a request of Europe-Israel, the Court
also delayed any action to be taken with regards to the sale of
those shares for a period of 60 days.  Europe Israel and
Mr. Zisser have also notified the Company that they utterly reject
the Bank's claims and intend to appeal the Court's ruling.

Elbit Imaging reported a loss of NIS1.56 billion on
NIS360.59 million of total revenues for the year ended Dec. 31,
2013, as compared with a loss of NIS483.98 million on NIS418.48
million of total revenues in 2012.  The Company's balance sheet at
Dec. 31, 2013, showed NIS4.56 billion in total assets, NIS4.97
billion in total liabilities and a NIS408.63 million shareholders'
deficit.

Brightman Almagor Zohar & Co., a member firm of Deloitte Touche
Tohmatsu, in Tel-Aviv, Israel, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.


ELITE PHARMACEUTICALS: Reports $96.5MM Net Loss in Fiscal 2014
--------------------------------------------------------------
Elite Pharmaceuticals, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing a
net loss attributable to common shareholders of $96.57 million on
$4.60 million of total revenues for the year ended March 31, 2014,
as compared with net income attributable to common shareholders of
$1.48 million on $3.40 million of total revenues for the year
ended March 31, 2013.

The Company's balance sheet at March 31, 2014, showed $24.31
million in total assets, $105.51 million in total liabilities and
a $81.19 million total stockholders' deficit.

Demetrius Berkower LLC, in Wayne, New Jersey, did not issue a
"going concern" qualification on the consolidated financial
statements for the year ended March 31, 2014.  The auditors
previously expressed subtantial doubt about the Company's ability
to continue as a going concern following the financial results for
the year ended March 31, 2013.  Demetrius noted that the Company
has experienced significant losses resulting in a working capital
deficiency and shareholders' deficit.

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

                         http://is.gd/SnDiHM

                     About Elite Pharmaceuticals

Northvale, New Jersey-based Elite Pharmaceuticals, Inc., is a
specialty pharmaceutical company principally engaged in the
development and manufacture of oral, controlled-release products,
using proprietary technology and the development and manufacture
of generic pharmaceuticals.  The Company has one product,
Phentermine 37.5mg tablets, currently being sold commercially.


ELBIT IMAGING: InSightec Inks $50MM-$62MM Investment Agreement
--------------------------------------------------------------
Elbit Imaging Ltd. said that InSightec Ltd. has entered into a
Series D Preferred Share Purchase Agreement with York Global
Finance II S.a r.l. (an affiliate of York Capital Management),
(the "Investor") pursuant to which the Investor and certain
Subsequent Investors, will invest between US$50 and US$62.5
million in InSightec.  The Company holds approximately 90% of the
share capital of Elbit Medical Technologies Ltd. which, in turn,
holds approximately 48.2% (42.3% on a fully diluted basis) of the
share capital in InSightec.  As part of the transaction, Elbit
Medical and other current shareholders of InSightec have agreed to
amend the Securityholders Agreement among them.

The main terms of the Transaction are as follows:

1. At closing, the Investor has invested US$37.5 million in
   InSightec in consideration for 19,332,212 Series D Preferred
   Shares.  In addition, the foreign investor with whom InSightec
   was negotiating an investment transaction, as announced by
   Elbit Medical on April 13, 2013 (the "Potential Investor") may
   invest US$12.5 million in InSightec, in consideration for
   6,444,404 Series D Preferred Shares, upon written notice within
   45 days from Closing.  In addition, the existing shareholders
   of InSightec (including Elbit Medical, pro-rata among them)
   (the "Existing Shareholders") will have the right to invest up
   to an additional US$12.5 million in InSightec, in
   consideration for 6,444,404 series D preferred shares, within
   45 days from Closing.  The Existing Shareholders may extend
   the 45 day period by an additional 45 days in certain
   circumstances.

2. If the Subsequent Investors do not choose to invest in the
   Series D round or if the Existing Shareholders do not invest
   the full US$12.5 million, then the Investor will be required to
   purchase additional Series D Preferred Shares at the same
   purchase price, as necessary to assure that the aggregate
   amount invested in InSightec shall be at least $50 million.  In
   addition, the Investor may purchase additional Series D
   Preferred Shares not purchased by the Subsequent Investors up a
   total investment in the round of US$62.5 million.

3. The Transaction reflects a pre money valuation of InSightec of
    US$200 million (on a fully diluted, as-converted basis).

4. In the event the InSightec's aggregate revenues for 2014 and
   2015 as reflected in its annual audited financial statements
   for those years are less than $60,000,000, the Series D price
   per share will be adjusted proportionately and the Investor and
   Subsequent Investors shall be issued additional Series D
   Preferred Shares, provided, however, that the price per share
   will not be reduced by more than 8%.

5. As part of the Investment Agreement, the parties have agreed to
   changes in the Securityholders Agreement among InSightec
   shareholders, including increasing the maximum number of
   directors to 11, of which Elbit Medical (as well as GE and the
   Investor; Elbit Medical, GE and the Investor, collectively,
   will be referred to herein as the "Major Securityholders") and
   its transferees, together with their respective affiliates and
   transferees, will be entitled to appoint two persons as long as
   they hold in the aggregate 12.5% or more, and one person so
   long as such Major Securityholder, together with its affiliates
   and transferees, beneficially holds less than 12.5% but 5% or
   more.  In addition, the Major Securityholders will be entitled
   to jointly appoint three additional directors. Should the
   Potential Investor choose to invest in the Series D round the
   full amount of US$12.5 million it will have a right to appoint
   one director.  InSightec's CEO will also serve as a director.
   The Major Securityholders will be entitled to jointly appoint
   the CEO.

6. The parties further agreed to amend the Technology, Co-
   operation, and Distribution Agreement between GE Healthcare
   ("GEHC") and InSightec, dated Oct. 17, 2012, so that the
   product exclusively granted to GEHC, will terminate, and in
   exchange, InSightec will pay to GEHC a quarterly royalty on a
   going forward basis equal to 15% of the net selling price of
   the first 250 products directly or indirectly sold to customers
   other than GEHC for use with MRI or other scanners manufactured
   by companies other than GEHC or any GEHC affiliates. InSightec
   may elect to terminate its obligations, by so notifying GEHC
   and paying GEHC an amount equal to $10 million, less any
   royalties previously paid by InSightec to GEHC pursuant to the
   above agreement.  Upon that election and payment, certain
   licenses granted by GEHC to InSightec will terminate.

                      About Elbit Imaging Ltd.

Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF)
hold investments in real estate and medical companies.  The
Company, through its subsidiaries, also develops shopping and
entertainment centers in Central Europe and invests in and manages
hotels.

Since February 2013, Elbit has intensively endeavored to come to
an arrangement with its creditors.  Elbit has said it has been
hanging by a thread for more than five months.  It has encountered
cash flow difficulties and this burdens its day to day activities,
and it certainly cannot make the necessary investments to improve
its assets.  In light of the arrangement proceedings, and
according to the demands of most of the bondholders, as well as an
agreement that was signed on March 19, 2013, between Elbit and the
Trustees of six out of eight series of bonds, Elbit is prohibited,
inter alia, from paying off its debts to the financial creditors -
- and as a result a petition to liquidate Elbit was filed, and
Bank Hapoalim has declared its debts immediately payable,
threatening to realize pledges that were given to the Bank on
material assets of the Company -- and Elbit undertook not to sell
material assets of the Company and not to perform any transaction
that is not during its ordinary course of business without giving
an advance notice to the trustees.

Accountant Rony Elroy has been appointed as expert for examining
the debt arrangement in the Company.

In July 2013, Elbit Imaging's controlling shareholders, Europe-
Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company
that the Tel Aviv District Court has appointed Adv. Giroa Erdinast
as a receiver with regards to the ordinary shares of the Company
held by Europe Israel securing Europe Israel's obligations under
its loan agreement with Bank Hapoalim B.M.  The judgment stated
that the Receiver is not authorized to sell the Company's shares
at this stage.  Following a request of Europe-Israel, the Court
also delayed any action to be taken with regards to the sale of
those shares for a period of 60 days.  Europe Israel and
Mr. Zisser have also notified the Company that they utterly reject
the Bank's claims and intend to appeal the Court's ruling.

Elbit Imaging reported a loss of NIS1.56 billion on
NIS360.59 million of total revenues for the year ended Dec. 31,
2013, as compared with a loss of NIS483.98 million on NIS418.48
million of total revenues in 2012.  The Company's balance sheet at
Dec. 31, 2013, showed NIS4.56 billion in total assets, NIS4.97
billion in total liabilities and a NIS408.63 million shareholders'
deficit.

Brightman Almagor Zohar & Co., a member firm of Deloitte Touche
Tohmatsu, in Tel-Aviv, Israel, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.


ENERGY FUTURE: Seeks Six-Month Extension to Remove Lawsuits
-----------------------------------------------------------
Energy Future Holdings Corp. is seeking a six-month extension to
remove lawsuits involving the company and its affiliated debtors.

In a motion filed in U.S. Bankruptcy Court for the District of
Delaware, the company asked Judge Christopher Sontchi to extend
the deadline for filing notices to remove the lawsuits to January
26 from July 28.

Energy Future and its affiliated debtors are involved in more than
420 civil actions pending in various forums across the United
States.  The company said it needs more time "to properly evaluate
the potential removal of each of the actions."

A court hearing is scheduled for July 18.  Objections are due by
July 11.

            About Energy Future Holdings, fka TXU Corp.

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas.  Oncor,
an 80 percent-owned entity within the EFH group, is the largest
regulated transmission and distribution utility in Texas.

The Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth.  EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.

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

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

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

EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal.  The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,
and Millstein & Co., LLC, as financial advisor.

The EFIH unsecured creditors supporting the restructuring
agreement are represented by Akin Gump Strauss Hauer & Feld LLP,
as legal advisor, and Centerview Partners, as financial advisor.
The EFH equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor.  Epiq
Systems is the claims agent.

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

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


ENERGY FUTURE: Gets Approval of Agreement With Texas' Comptroller
-----------------------------------------------------------------
U.S. Bankruptcy Judge Christopher Sontchi approved a settlement
agreement between a subsidiary of Energy Future Holdings Corp. and
the Texas Comptroller's office.

The agreement calls for a release of more than $11.3 million to
the trust to which TXU Energy Retail Company LLC assigned its
right to file a claim with the Texas Comptroller for refunds of
that amount.

The trust was created for the benefit of Thomas Crowson and
several other customers who filed in 2017 a class action lawsuit
against TXU Energy for erroneously charging and collecting sales
taxes from customers who were exempt from paying the taxes.

In exchange for releasing the funds, TXU Energy will receive a
tax credit without any penalties or alterations to its right to a
prepayment discount.  A copy of the agreement is available for
free at http://is.gd/REmCXB

            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.

            About Energy Future Holdings, fka TXU Corp.

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas.  Oncor,
an 80 percent-owned entity within the EFH group, is the largest
regulated transmission and distribution utility in Texas.

The Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth.  EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.

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

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

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

EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal.  The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,
and Millstein & Co., LLC, as financial advisor.

The EFIH unsecured creditors supporting the restructuring
agreement are represented by Akin Gump Strauss Hauer & Feld LLP,
as legal advisor, and Centerview Partners, as financial advisor.
The EFH equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor.  Epiq
Systems is the claims agent.

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

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


ENERGY FUTURE: Files Schedules of Assets and Liabilities
--------------------------------------------------------
Energy Future Holdings Corp. filed with the U.S. Bankruptcy Court
for the District of Delaware its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property        $3,520,009,736
  C. Property Claimed as
     Exempt
  D. Creditors Holding                                     $0
     Secured Claims
  E. Creditors Holding                                     $0
     Unsecured Priority
     Claims
  F. Creditors Holding                         $5,195,583,476
     Unsecured Non-priority
     Claims
                                 -----------      -----------
        TOTAL                 $3,520,009,736   $5,195,583,476

            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.


EXIDE TECHNOLOGIES: Panel Comments on Exclusivity Pd. Extn Sought
-----------------------------------------------------------------
In papers filed with the Bankruptcy Court, the Official Committee
of Unsecured Creditors relates that it does not oppose for Exide
Technologies' second motion for an extension of its plan filing
exclusivity period through July 31, 2014; provided that the Debtor
uses the time to work constructively with the Committee to (a)
address the environmental issues impacting its recycling facility
in Vernon, California, and (b) negotiate, draft and propose a
consensual Plan.

Moreover, the Committee seeks that its right to seek termination
of the Exclusive Periods be preserved.

Erin R. Fay, Esq., of Morris, Nichols, Arsht & Tunnell LLP,
represents the Committee.

                     About Exide Technologies

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

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

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

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

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

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

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


EXIDE TECHNOLOGIES: Shams & Steward LLC Seeks Equity Committee
--------------------------------------------------------------
In a letter to the Bankruptcy Court, Alfred M. Shams asserts that
an equity committee appointed in the case of Exide Technologies
could provide the insight and guidance that could enhance the
value of the Debtor's assets, including a plant in Vernon,
California.

Mr. Shams says he is concerned the Debtor's management is not
working whole heartedly with regulators to resolve the issues at
Vernon.  He cites that the bankruptcy process will be used to
liquidate equity and junior creditors and to work a management
deal with the senior creditors.

Mr. Shams adds that he worked closely in the Exide-related matters
with Steward LLC and their legal representative Pillsbury
Winthrop.  He insists that value exists in equity.

Landon Romano of Steward LLC filed a separate letter to the Court,
affirming that he and Mr. Shams worked together on the Exide
issues.  He believes value exists so that equity can be maintained
in the current form on emergence from bankruptcy, and accordingly,
asks the Court to establish an official Exide equity committee.

Mr. Romano adds that analysis performed by the outside
restructuring firm suggests there could be as much as $600 million
in value at the moment.

                     About Exide Technologies

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

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

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

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

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

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

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


FALCON STEEL: Files for Bankruptcy to Restructure Debt
------------------------------------------------------
Steel fabricator Falcon Steel Company sought Chapter 11 protection
after it couldn't find new clients following the completion of a
four-year project with Oncor Electric.

Falcon concluded a four-year project last year for Oncor to
fabricate approximately 4,000 steel lattice towers.  The Oncor
tower project utilized over 64,000 tons of fabricated steel,
resulting in approximately $120 million in revenue to the Company
over the four-year period.

According to proposed counsel Jeff P. Prostok, Esq., at Forshey &
Prostok, since the completion of the project, the revenue from
that project has not been completely replaced with new
manufacturing orders.

In addition, the company lost $7 million in investments in land
and equipment for the New Falcon venture which, in the end, did
not prove viable.  Debtor New Falcon Steel, LLC, was initially
formed in 2012 as a joint venture between Falcon and a foreign
entity to construct a new manufacturing facility with operations
similar to those of its parent company.  In March 2013, Falcon
acquired all of the equity interests in New Falcon.  In June 2013,
New Falcon's operations were suspended indefinitely and New
Falcon's assets are being held for sale.

The Company recently retained Jim Taylor as its chief
restructuring officer to assist the Company in devising a new
business strategy.  Over the last several months, the Company and
the CRO have been working closely with the secured lender, Texas
Capital Bank, N.A., to steadily reduce the principal of the
Company's secured debt.

The parties have been engaged in extensive negotiations for the
purpose of entering into a forbearance agreement.  Nevertheless,
and despite having paid the bank $740,000 as a sign of good faith
on June 26, 2014, the bank unexpectedly offset $1.4 million in
cash from the Company's operating account.  The bank's actions
left the company with very little cash for operations in the short
run and with few options other than to file an emergency Chapter
11 bankruptcy.

Mr. Prostok relates that in the Chapter 11 case, the Company
intends to implement a business strategy that will ensure the
Debtor's financial stability.  The Company is evaluating its
business and will prepare a proposed plan of reorganization to
restructure the Debtor's prepetition obligations and to provide
equitable treatment to secured and unsecured creditors.  The
Debtor will seek confirmation of its plan at the earliest
practicable date, Mr. Prostok tells the bankruptcy court.

                    About Falcon Steel Company

Falcon Steel Company and New Falcon Steel, LLC, sought Chapter 11
protection in the U.S. Bankruptcy Court for the Northern District
of Texas, Fort Worth Division (Case Nos. 14-42585 and 15-42586) on
June 29, 2014.  Falcon Steel claims to be the only American-owned
company that builds steel lattice towers for high electrical
transmission lines.

The Debtors are seeking joint administration of their Chapter 11
cases (Lead Case No. 14-42585).

Falcon Steel was formed in 1963 and has operated continuously
since that time as a manufacturer engaged in fabricating and
galvanizing structural steel for customers in the United States.
New Falcon, a subsidiary, suspended operations in June 2013 and is
being held for sale.

Falcon has three manufacturing plants in the DFW area in Texas,
with one facility in Haltom City, another in Euless, and the third
facility in Kaufman, Texas.  The company's corporate headquarters
is located at its Haltom City plant.  It currently employs
approximately 255 employees.

Falcon Steel estimated assets and debt of $10 million to $50
million.

The Debtors have tapped Forshey & Prostok, LLP, as counsel.


FALCON STEEL: Proposes to Use Texas Capital's Cash Collateral
-------------------------------------------------------------
Falcon Steel Company seeks approval from the bankruptcy court to
use cash collateral of Texas Capital Bank, N.A., in accordance
with a budget.

According to proposed counsel Jeff P. Prostok, Esq., at Forshey &
Prostok, use of cash collateral is necessary to prevent immediate
and irreparable harm to the Debtors' Chapter 11 estates and should
provide sufficient funds to permit Falcon to continue to operate
its business.

The Debtors request approval for use of cash collateral through
July 18, 2014 on an interim basis, and thereafter on a permanent
basis.

Falcon is obligated to Texas Capital in the amount of $16 million,
comprising of $12.8 million on a revolver, $1.7 million on a Term
A note, $241,000 on a Term B note, $318,000 on an equipment loan,
and $1.535 million on a Term C note.  The loans are secured by the
Company's account, inventory, equipment and ral property, as well
as the New Falcon assets.

The Debtors believe that the bank is adequately protected as there
exists significant equity in the prepetition collateral over and
above the bank's claims.  Nevertheless, to the extent of any
diminution in value in the bank's cash collaterals occasioned by
the Debtors' use of cash collateral, the Debtors propose to grant
the bank replacement liens in cash generated postpetition.

                    About Falcon Steel Company

Falcon Steel Company and New Falcon Steel, LLC, sought Chapter 11
protection in the U.S. Bankruptcy Court for the Northern District
of Texas, Fort Worth Division (Case Nos. 14-42585 and 15-42586) on
June 29, 2014.  Falcon Steel claims to be the only American-owned
company that builds steel lattice towers for high electrical
transmission lines.

The Debtors are seeking joint administration of their Chapter 11
cases (Lead Case No. 14-42585).

Falcon Steel was formed in 1963 and has operated continuously
since that time as a manufacturer engaged in fabricating and
galvanizing structural steel for customers in the United States.
New Falcon, a subsidiary, suspended operations in June 2013 and is
being held for sale.

Falcon has three manufacturing plants in the DFW area in Texas,
with one facility in Haltom City, another in Euless, and the third
facility in Kaufman, Texas.  The company's corporate headquarters
is located at its Haltom City plant.  It currently employs
approximately 255 employees.

Falcon Steel estimated assets and debt of $10 million to $50
million.

The Debtors have tapped Forshey & Prostok, LLP, as counsel.


FIRED UP: Hearing Today on Employment of Unique Strategies
----------------------------------------------------------
The Bankruptcy Court will convene a hearing on July 3, 2014, to
consider Fired Up, Inc.'s request to employ Unique Strategies
Group, Inc., as financial advisor effective May 24, 2014.

Dan Bensimon, chief executive officer of USG, tells the Court that
the hourly rates of USG are:

         Mr. Bensimon                      $250
         Beth Whatley                      $200

The firm has received no payment for any work performed, nor has
it received a retainer for work it is expected to do.

To the best of the Debtor's knowledge USG is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

USG will:

   a. assist the Debtor in identifying strategic alternatives and
the most cost effective options for the Debtor and creditors to
maximize their eventual financial benefit;

   b. assist the Debtor in preparing descriptive and analytical
tools including potential projection regarding strategic
alternatives; and

   c. assist the Debtor in the preparation and implementation of a
plan that efficiently describes the impact to the unsecured
creditors of major transactions by the Debtor.

The firm may be reached at:

     Dan Bensimon
     UNIQUE STRATEGIES GROUP, INC.
     5810 Tom Wooten Dr.
     Austin, TX 78731-6508

                       About Fired Up, Inc.

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

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

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

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

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

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

The U.S. Trustee appointed a seven-member Official Committee of
Unsecured Creditors.  The Commitee tapped Pachulski Stang Ziehl &
Jones LLP as its counsel, and FTI Consulting, Inc. as its
financial advisor.


FIRED UP: Hearing Today on Texas Property Sale to LG Acquisitions
-----------------------------------------------------------------
The Bankruptcy Court will convene a hearing today, July 3, 2014,
at 1:30 p.m., to consider Fired Up, Inc.'s request for approval of
the sale of the property located in Abilene, Texas, to LG
Acquisitions, LLC.

The purchaser is a Dallas-based real estate investment firm
focused on the acquisition and development of retail and multi-
family projects in Texas and the southern United States.  Over the
past 24 months, purchaser has acquired, developed and financed
over $450 million of real estate projects in over 40 transactions.

Subject to Court approval, a contract of sale has been executed by
Debtor and LG Acquisitions, LLC for $1,725,000.

The Debtor estimates that the net proceeds of the sale will be
between $375,000 and $400,000 with FRG Capital's lien to attach to
not more than $60,000 of same.  It will be held in a segregated,
interest bearing account by the Debtor pending the earlier of an
order of this Court or confirmation of a Plan of Reorganization.

The terms of the contract of sale provides for, among other
things:

   a. payment of any ad valorem taxes owed at the time of closing
with those for 2014 to be pro-rated with the purchaser;

   b. payment to Prosperity Bank of the amount owed on Note
through date of closing amounting to $1.18 million;

   c. a commission of six percent of the purchase price to John T.
Evan Company, Inc. from the proceeds of the sale;

   d. the lien of FRG Capital will attach to the proceeds up to
the value of its collateral; and

   e. the property will be sold free and clear of liens and other
encumbrances.

On June 5, the Court approved the Debtor's sale of 2012 Ford
Econoline Cargo Van to Twisted X Brewery $18,500.  The proceeds of
the sale were deposited into a segregated interest bearing
account.

The Debtor, in its motion, stated that from October 2013 until
March 2014, the Debtor closed a total of 19 locations which it had
determined were unprofitable and likely to remain so.  As a result
of the store closings, the Debtor had a 2012 Ford Econoline Cargo
Van which had been used as a catering van and was no longer
needed.  There was no lien on the Vehicle 4.

The Debtor sold the Vehicle to Twisted X Brewery on May 1, 2014.

On June 2, Hidalgo County, Hidalgo County Drainage District No. 1,
and McAllen Independent School District, secured ad valorem tax
creditors of the Debtor objected to the Debtor's sale motion
stating that there are unpaid personal property ad valorem taxes
which were assessed for the 2013 tax year and which are secured by
the subject property, well as a statutory lien for the 2014 ad
valorem taxes which have not yet been finally assessed but which
are also secured the property, as reflected in the proofs of claim
filed herein by Hidalgo County and McAllen ISD.

Hidalgo County, et al., is represented by:

         John T. Banks, Esq.
         PERDUE, BRANDON, FIELDER, COLLINS & MOTT, L.L.P.
         3301 Northland Drive, Suite 505
         Austin, TX 78731
         Tel: (512) 302-0190
         Fax: (512) 302-1802

On June 10, the Bankruptcy Court approved a an agreed order
grating a motion to sell furniture, fixtures and equipment located
at 412 E. Nolana Loop, McAllen, Texas for $7,500 with the liens,
encumbrances, claims and other charges to attach to the proceeds
of the sale in the same order as they currently may exist to the
extent they are not paid at closing, except as:

   a. the Debtor will pay the 2013 allowed ad valorem property
taxes secured by the property on or before five days after receipt
of the purchase price; and

   b. the sale and the property itself remain subject to the ad
valorem tax liens which secure payment of the 2014 property taxes.

The Debtor is authorized to pay pay G.E. Capital Franchise Finance
Corp. the net proceeds of the sale after payment of the 2013 ad
valorem property taxes as provided herein if GE will accept this
sum and release its lien on the property.

The agreed order was entered into the Debtor, Hidalgo County,
Hidalgo County Drainage District No. 1, McAllen Independent School
District, City of McAllen South Texas College, and South Texas
ISD.

The City of McAllen, South Texas College, and South Texas ISD,
secured ad valorem tax creditors of the Debtor, objected to the
sale motion stating that the Court must approve the motion only if
same is conditioned on the payment at closing of the 2013 taxes
secured by the subject property, and requiring an escrow for 2014
taxes.

The City of McAllen, et al., are represented by:

         Diane W. Sanders, Esq.
         LINEBARGER GOGGAN BLAIR & SAMPSON, LLP
         2700 Via Fortuna Dr., Suite 400 (78746)
         P.O. Box 17428
         Austin, TX 78760
         Tel: (512) 447-6675
         Fax: (512) 443-5114

The Debtor is represented by:

         Lynn Saarinen, Esq.
         Barbara M. Barron, Esq.
         Stephen W. Sather, Esq.
         BARRON & NEWBURGER, P.C.
         1212 Guadalupe, Suite 104
         Austin, TX 78701
         Tel: (512) 476-9103
         Fax: (512) 476-9253

                       About Fired Up, Inc.

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

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

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

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

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

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

The U.S. Trustee appointed a seven-member Official Committee of
Unsecured Creditors.  The Commitee tapped Pachulski Stang Ziehl &
Jones LLP as its counsel, and FTI Consulting, Inc. as its
financial advisor.


GENERAL MOTORS: CEO To Testify Before Senate Committee on July 17
-----------------------------------------------------------------
Jeff Bennett and Siobhan Hughes, writing for The Wall Street
Journal, reported that General Motors Co. Chief Executive Mary
Barra will return to Capitol Hill July 17 to face a new round of
questions from a senate committee over the auto maker's nearly 11-
year delay in recalling 2.6 million cars equipped with faulty
ignition switches.

According to the report, the Subcommittee on Consumer Protection,
Product Safety, and Insurance is expected to release a more
detailed list of any additional witnesses who might be called to
testify next week.  It is highly likely Chicago attorney Anton
Valukas, who handled the internal probe of the auto maker's recall
delay, will also be asked to join Ms. Barra, the report related.

                       About General Motors

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

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

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

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

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

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


GENERAL MOTORS: Judge Sets Schedule for 'Economic Victims? Fight
----------------------------------------------------------------
Joseph Checkler, writing for The Wall Street Journal, reported
that a judge set a schedule for General Motors Co.'s bankruptcy
court fight with the so-called "economic victims" of GM?s ignition
switch defect, urging both sides to work together toward a
resolution.

According to the report, Judge Robert Gerber of U.S. Bankruptcy
Court in Manhattan must ultimately decide, among other issues,
whether his approval of a 2009 sale of the so-called "old GM"
absolves "new GM" from lawsuits brought by those who say their
cars lost value because of the ignition switch defect.  The judge
said he wants written briefs filed on when they were denied due
process by the 2009 sale approval, what their remedies should be
and whether any of their claims are against "old GM." The next
status conference is set for Aug. 5, the report related.

                       About General Motors

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

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

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

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

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

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


GENCO SHIPPING: Prevails in Valuation Fight, Judge to Confirm Plan
------------------------------------------------------------------
Stephanie Gleason, writing for Daily Bankruptcy Review, reported
that a federal bankruptcy judge said that Genco Shipping & Trading
Ltd.'s restructuring plan appropriately values the dry-bulk
shipper and that he will confirm the plan.

Nick Brown, writing for Reuters, reported that lawyers for
bankrupt Genco Shipping insisted the dry bulk shipper is not being
undervalued during the closing of a trial pitting the company
against angry shareholders who wanted better treatment in the
restructuring.  Reuters related that financial advisers at
Blackstone, which was retained by Genco to value the company,
argued the shipper was worth between $1.36 billion and $1.44
billion based on the market value of its ships and other assets.
Shareholders put the value at $1.91 billion based on financial
performance and other factors, the Reuters further related.

Law360 reported that lawyers for the dry bulk shipper, in their
last day of a trial over the company?s proposed bankruptcy exit
plan, questioned the credibility of the equity holder committee?s
evidence and witness testimony supporting its contention that the
judge should reject the proposed restructuring plan.  Under the
prepackaged plan, current equity would be canceled and holders
will be offered seven-year warrants for 6 percent of the
reorganized company struck at a $1.295 billion valuation, Law360
related, citing court papers.

                 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.


GLYECO INC: Registers 53.2 Million Shares for Resale
----------------------------------------------------
Glyeco, Inc., filed with the U.S. Securities and Exchange
Commission a registration statement relating to the sale,
transfer, or other disposition from time to time of up to an
aggregate of 53,272,150 shares of its common stock, consisting of:

    (i) 31,036,196 shares of the Company's issued and outstanding
        common stock; and

   (ii) 22,235,954 shares of the Company's common stock that may
        be issued upon the exercise of certain outstanding
        warrants.

Alvin Fund, Alpha Capital, J. Abeles, et al., may offer the shares
at prevailing market prices at the time of sale, at prices related
to the prevailing market price, at varying prices determined at
the time of sale or at negotiated prices.

The Company is not offering any shares of common stock for sale
under this prospectus, and will not receive any proceeds from
sales of shares of its common stock by the selling shareholders,
except that the Company may receive proceeds on the exercise of
outstanding warrants for shares of the Company's common stock
covered by this prospectus.

The Company's common stock is traded on the OTCQB under the symbol
"GLYE."  On June 13, 2014, the closing bid price for the Company's
common stock as reported on the OTCQB was $0.65 per share.

A full-text copy of the Form S-1 prospectus is available at:

                        http://is.gd/MqrAEY

                         About GlyEco, Inc.

Phoenix, Ariz.-based GlyEco, Inc., is a green chemistry company
formed to roll-out its proprietary and patent pending glycol
recycling technology that transforms waste glycols, a hazardous
material, into profitable green products.

GlyeCo reported a net loss of $4.01 million in 2013, a net loss of
$1.86 million in 2012.and a net loss of $592,171 in 2011.  As of
Dec. 31, 2013, the Company had $15.69 million in total assets,
$3.34 million in total liabilities, $1.17 million in mandatorily
redeemable series AA convertible preferred stock, and $11.18
million in total stockholders' equity.

Semple, Marchal & Cooper, LLP, in Phoenix, Arizona, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013.  The independent
auditors noted that the Company has yet to achieve profitable
operations and is dependent on its ability to raise capital from
stockholders or other sources to sustain operations and to
ultimately achieve viable profitable operations.  These factors
raise substantial doubt about the Company's ability to continue as
a going concern.


GREEN POWER: New Chapter 11 Quickly Dismissed
---------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Green Power Inc. didn't last long in Chapter 11 a
second time after U.S. Bankruptcy Judge Timothy W. Dore in Seattle
gave dismissed the new bankruptcy because the power plant owner
didn't provide proof of insurance, didn't file required
disclosures about assets and pre-bankruptcy transactions, and
didn't submit papers to sell the business.

The case is In re Green Power Inc., 14-bk-13645, U.S. Bankruptcy
Court, Western District of Washington (Seattle).  U.S. Bankruptcy
Court Judge Timothy Dore dismissed Green Power Inc.'s bankruptcy
case (Bankr. E.D. Wash. Case No. 14-11274) in March 2014.  The
U.S. Trustee in Seattle sought case dismissal, citing the
Company's lack of an attorney and insurance.  The Company also
failed to file all the information needed for a Chapter 11
bankruptcy.


GUNLER FOODS: Case Summary & Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Gunler Foods, Inc.
        3301 North State Highway 6
        Bryan, TX 77807

Case No.: 14-33734

Chapter 11 Petition Date: July 1, 2014

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

Judge: Hon. Letitia Z. Paul

Debtor's Counsel: Ronald J Sommers, Esq.
                  NATHAN SOMMERS JACOBS
                  2800 Post Oak Blvd, 61st Fl
                  Houston, TX 77056-6102
                  Tel: 713-892-4801
                  Fax: 713-892-4800
                  Email: efilers@nathansommers.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Jorge Corona, secretary and general
counsel.

A list of the Debtor's largest unsecured creditors is available
for free at http://bankrupt.com/misc/txsb14-33734.pdf


HAM'S RESTAURANTS: 4th Cir. Sends Flying Pigs Suit to State Court
-----------------------------------------------------------------
In late 2012, a North Carolina business called Flying Pigs, LLC,
sued a North Carolina entity called RRAJ Franchising, LLC, in the
Superior Court of Lenoir County, North Carolina, alleging a claim
under North Carolina law.  RRAJ removed that lawsuit to the
Eastern District of North Carolina, asserting federal question
jurisdiction pursuant to 28 U.S.C. Sec. 1331.  The district court
denied Flying Pigs's motion to remand to Lenoir County for lack of
federal jurisdiction, and then granted RRAJ's Rule 12(b)(6) motion
to dismiss the complaint with prejudice.

In a July 1 decision, the United States Court of Appeals for the
Fourth Circuit vacated the Dismissal Order and remanded for the
Flying Pigs lawsuit to be returned to Lenoir County.

Flying Pigs initiated the action in an effort to enforce, by
foreclosure and judicial sale, an equitable lien against certain
trademarks and associated goodwill now owned by RRAJ Franchising.
The equitable lien was the result of a 2010 lawsuit in the
Superior Court of Guilford County, North Carolina, where Flying
Pigs pursued and was awarded more than $500,000 for rental
payments owed by its delinquent commercial tenant, Chelda, Inc.

Chelda, which is headquartered in Greensboro, the county seat of
Guilford County, owned Ham's Restaurants, Inc. Ham's operated a
number of eponymously named family eateries in North Carolina and
Virginia. In 1999, Chelda and Ham's executed a 20-year lease with
Flying Pigs to house a Ham's Restaurant in Kinston, the county
seat of Lenoir County. By 2008, however, Chelda and Ham's were in
financial turmoil and, by June 2009, ceased making their monthly
rental payments to Flying Pigs. On October 9, 2009, Flying Pigs
notified Chelda and Ham's that they were in breach of the lease,
and on October 21, 2009, Flying Pigs entered the Kinston
restaurant to secure the premises. The next day, Ham's (but not
Chelda) filed for Chapter 11 bankruptcy in the Eastern District of
North Carolina.  Ham's rejected its Kinston lease with Flying
Pigs, leaving Flying Pigs to pursue recourse solely from Chelda.
To that end, Flying Pigs sued Chelda on March 12, 2010, in the
Superior Court of Guilford County. On July 6, 2010, Flying Pigs
obtained a default judgment against Chelda in excess of $567,000.
The lion's share of the judgment was attributed to Chelda's
obligations through the remaining term of the Kinston lease, less
any rents received in mitigation.  To effectuate at least partial
satisfaction of the default judgment, Flying Pigs sought an
equitable lien against two federally registered trademarks, and
their associated goodwill, which had been registered by Chelda but
used exclusively by Ham's.  On July 30, 2010, the Guilford County
court granted Flying Pigs's request in that regard, imposing an
equitable lien on -- and authorizing the judicial sale of -- the
intellectual property. That very day, Flying Pigs registered a
notice of its equitable lien with the United States Patent and
Trademark Office.

Meanwhile, the Ham's bankruptcy proceedings moved forward. A
Greensboro entity called RCR Marketing, LLC, bid $360,000 in the
Chapter 11 proceedings for all of [Ham's] assets, property and
rights, tangible and intangible, including without limitation
. . . equipment, furniture, fixtures . . . goodwill, trademarks,
licenses (including but not limited to any rights and/or licenses
to the name 'Ham's Restaurant' and all related trademarks) and all
other intellectual property.

The assets of Ham's were to be sold in "as is" condition, "without
any warranties, express or implied, including without limitation
any warranties concerning title, merchantability, or fitness."

On August 3, 2010, the bankruptcy court approved the sale of Ham's
assets to RCR, converting the Chapter 11 matter to a Chapter 7
liquidation proceeding.  The parties scheduled the bankruptcy sale
for closing on August 19, 2010.

On the morning of the bankruptcy sale's closing, however, the Bank
of North Carolina filed suit in Guilford County against RCR and
Chelda.  Throughout the Ham's bankruptcy proceedings, BNC had
asserted that it held a perfected security interest in Chelda's
personal property, including its equipment and trademarks, and
that Chelda -- rather than Ham's -- was the actual owner of a
substantial portion of the assets RCR purported to have purchased
from the bankruptcy estate.  Thus, BNC's Guilford County lawsuit
sought to prevent RCR's imminent and allegedly unauthorized
appropriation of Chelda's property, including the intellectual
property. That same morning, the Guilford County court awarded a
temporary restraining order enjoining RCR and Chelda's use of the
equipment and the intellectual property. Nonetheless, on the
Bankruptcy Trustee's advice and insistence, the closing of the
bankruptcy sale of Ham's assets to RCR proceeded as scheduled.

On August 27, 2010, RCR removed BNC's Guilford County suit to the
Middle District of North Carolina. By March 11, 2011, BNC, Chelda,
and RCR had agreed to compromise and settle all their claims and
disputes, pursuant to which the district court entered an order
dismissing the BNC lawsuit with prejudice.  The compromise and
settlement led to these events: (1) on March 16, 2011, the PTO
recorded an assignment of the intellectual property from Chelda to
RCR, effective March 3, 2011; (2) then, on June 15, 2011, BNC
released its security interest in the intellectual property; and
(3) finally, on September 19, 2011, RCR assigned the intellectual
property to its sister entity, defendant-appellee RRAJ
Franchising, LLC.

On December 12, 2012, Flying Pigs filed the complaint against RRAJ
Franchising in the Superior Court of Lenoir County, seeking to
foreclose on its equitable lien against the intellectual property,
to subject that property to a judicial sale, and to enjoin RRAJ
from any further use thereof in connection with operations of the
Ham's restaurants. On January 17, 2013, RRAJ removed the Lenoir
County case to the Eastern District of North Carolina,
characterizing the complaint therein as a "dispute over two
trademarks held and registered pursuant to the Federal Lanham
Act."

On February 25, 2013, RRAJ Franchising moved in the district court
to dismiss the Flying Pigs complaint on the ground that the
settlement of BNC's Guilford County lawsuit -- to which Flying
Pigs was not a party -- nonetheless barred the foreclosure action
under the principles of res judicata.  The next day, Flying Pigs
moved to remand the Lenoir County lawsuit to state court,
asserting a lack of federal jurisdiction.

On August 14, 2013, the district court conducted a hearing on the
respective motions. On August 22, 2013, the court entered its
Dismissal Order, denying the remand requested by Flying Pigs and
granting RRAJ's Rule 12(b)(6) motion to dismiss on the basis of
res judicata.  On September 13, 2013, Flying Pigs filed a timely
notice of appeal.

Flying Pigs maintains on appeal that the district court erred in
denying its motion to remand, asserting that its Lenoir County
complaint alleges a state law cause of action and does not, on its
face, present any federal question sufficient to invoke federal
jurisdiction.  RRAJ Franchising, on the other hand, contends that
its removal of the Lenoir County case to federal court was proper
because an adjudication of Flying Pigs's complaint requires the
application of federal trademark law.

The appellate case is, FLYING PIGS, LLC, Plaintiff-Appellant, v.
RRAJ FRANCHISING, LLC, Defendant-Appellee, No. 13-2135 (4th Cir.).
A copy of the July 1, 2014 decision is available at
http://is.gd/ksdYfmfrom Leagle.com.

                      About Ham's Restaurants

Founded in 1935, Ham's Restaurants, Inc., operated 14 locations in
North Carolina and Virginia.  It filed a Chapter 11 bankruptcy
petition (Bankr. E.D.N.C. Case No. 09-09233) on Oct. 22, 2009.  On
Aug. 4, 2010, the case was converted to one under Chapter 7 and
Joseph N. Callaway became the Chapter 7 Trustee.


HUB HOLDINGS: Moody's Assigns 'B3' CFR; Outlook Negative
--------------------------------------------------------
Moody's Investors Service has assigned a B3 corporate family
rating with a negative outlook to Hub Holdings, LLC (together with
its subsidiaries, "Hub"), a newly formed indirect holding company
for Hub International Limited. Moody's has also assigned a Caa2
rating to $380 million of senior unsecured notes being issued by
the new holding company. Net proceeds from the offering will be
used to pay a cash distribution of approximately $368 million to
equity holders and to pay related expenses. Hub Holdings Finance,
Inc. will be a co-issuer of these notes, with no other material
activities.

The rating agency has affirmed the ratings of Hub's existing
credit facilities and notes (see list below), and has changed the
rating outlook on Hub's existing issuers to negative from stable.
The negative rating outlook reflects the highly aggressive
financial leverage and use of proceeds under the proposed
transaction, just nine months after Hub completed a $4.5 billion
leveraged buyout sponsored by private equity firm Hellman &
Friedman.

Ratings Rationale

"The proposed transaction could signal an increased appetite for
leverage on the part of Hub management and the private equity
sponsor relative to our expectations at the time of the buyout,"
said Bruce Ballentine, Moody's lead analyst for Hub. Moody's
estimates that the new debt will boost Hub's debt-to-EBITDA ratio
to about 8.6x, while lowering its (EBITDA - capex) interest
coverage to about 1.7x. "The ratings incorporate our expectation
that Hub will reduce its leverage ratio below 8x within 12-18
months," added Mr. Ballentine. "The ratings could be downgraded
should the leverage ratio remain above 8x."

Hub's ratings reflect its solid market position in North American
insurance brokerage, good diversification across products and
geographic areas, and strong operating margins. These strengths
are tempered by the company's high financial leverage and limited
interest coverage. Moody's expects that Hub will continue to
pursue a combination of organic growth and acquisitions, the
latter giving rise to integration and contingent risks (e.g.,
exposure to errors and omissions), although Hub has a favorable
track record in absorbing small and mid-sized brokers.

Factors that could lead to stable rating outlook include: (i)
debt-to-EBITDA ratio below 8x on a sustained basis, (ii) (EBITDA -
capex) coverage of interest consistently exceeding 1.5x, and (iii)
free-cash-flow-to-debt ratio consistently exceeding 3%.

Factors that could lead to a rating downgrade include: (i) debt-
to-EBITDA ratio remaining above 8x, (ii) (EBITDA - capex) coverage
of interest below 1.2x, or (iii) free-cash-flow-to-debt ratio
below 2%.

Moody's has assigned the following ratings (and loss given default
(LGD) assessment) to Hub Holdings, LLC:

  Corporate family rating B3;

  Probability of default rating B3-PD;

  $380 million five-year senior unsecured notes Caa2 (LGD6, 94%).

Moody's has affirmed the following ratings (with revised LGD
assessments) of Hub International Limited:

  $225 million senior secured revolving credit facility maturing
  October 2018 at B1 (to LGD2, 29% from LGD3, 32%);

  $1.9 billion senior secured term loan maturing October 2020 at
  B1 (to LGD2, 29% from LGD3, 32%);

  $950 million senior unsecured notes due October 2021 at Caa2
  (to LGD5, 80% from LGD5, 86%).

Moody's has affirmed the following rating (with revised LGD
assessment) of Hub International Canada West ULC:

  C$50 million senior secured revolving credit facility maturing
  October 2018, guaranteed by Hub International Limited, at B1
  (to LGD2, 29% from LGD3, 32%).

Moody's has withdrawn the B3 corporate family and B3-PD
probability of default ratings of Hub International Limited.

The principal methodology used in this rating was Moody's Global
Rating Methodology for Insurance Brokers & Service Companies
published in February 2012. Other methodologies used include Loss
Given Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009.

Based in Chicago, Illinois, Hub is a major North American
insurance brokerage firm providing property and casualty, life and
health, employee benefits, investment and risk management products
and services through offices located in the US, Canada, Puerto
Rico and Brazil. The company generated total revenue of $1.2
billion for the 12 months through March 2014. Shareholders' equity
was $1.6 billion as of March 31, 2014.


HUB INTERNATIONAL: S&P Assigns 'CCC+' Rating to $380MM Notes
------------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its 'B'
long-term counterparty credit rating on HUB International Ltd.
(HUB).  S&P also affirmed all related existing issue-level and
recovery ratings on the company's debt.  The outlook is stable.

At the same time, S&P assigned its 'CCC+' rating with a '6'
recovery rating to the planned $380 million holding company
unsecured notes due 2019.  The notes are issued by Hub Holdings
LLC, a newly formed indirect parent of HUB International Ltd.  The
notes are co-issued by Hub Holdings Finance, a subsidiary of Hub
Holdings.

"The affirmation reflects our belief that, although the proposed
new issuance under private equity sponsor Hellman & Friedman
results in weaker credit-protection measures, the company's
sustained competitive position and improving earnings and cash-
flow generating capabilities will enable it to carry this
increased debt load and de-lever modestly during the next year,"
said Standard & Poor's credit analyst Julie Herman.

HUB's financial profile is highly leveraged given its weak credit
protection measures and very aggressive financial policy stemming
from Hellman & Friedman's private equity controlling ownership.
Following the proposed debt issuance, HUB's credit quality
deteriorates, with adjusted total debt-to-EBITDA ratio weakening
to 8.8x for the 12 months ended March 31, 2014, pro-forma for the
transaction from 7.9x.  S&P views the increased leverage as a
credit negative, particularly given the use of debt proceeds
toward shareholder dividends, which does not support future
earnings growth (as compared to increased debt to support organic
or inorganic growth).  However, offsetting these negative factors,
S&P believes HUB's favorable performance will enable it to absorb
this increased debt level and modestly de-lever during the coming
year.

S&P assess HUB's liquidity as adequate because it expects cash
sources to exceed cash needs by at least 2x.  The company has no
significant debt maturities until 2018.  Also supporting the
liquidity profile is HUB's limited working capital and capital
expenditure needs (about 3% of revenues annually).

The stable outlook reflects S&P's belief that HUB's credit
measures will improve modestly from profit growth but will remain
on the weaker end of a highly leveraged financial profile,
mitigated by a business risk profile on the higher end of fair.

"We could revise the outlook to negative or lower the rating
during the next 12 months if the company does not de-lever per our
expectations, including debt-to-EBITDA ratio of no greater than
8x-8.5 as of year-end 2014, and less than 8x by year-end 2015.  We
would also consider a negative action if the free operating cash
flow-to-debt or FFO-to-debt ratios fell to less than 6% or EBITDA
coverage fell to less than 2x. A shortfall relative to these
expectations could occur through earnings deterioration of if
management continues to take a more-aggressive approach to its
financial policy through additional debt financing for
acquisitions or reinvestment in the business above a level
appropriate for the rating. We would also consider a downgrade if
HUB's business profile deteriorates and becomes weak, which would
be demonstrated through deteriorating organic growth and declining
performance trends," S&P said.

Although unlikely in the next 12 months given the company's high
leverage, S&P could consider an upgrade if HUB is able to continue
to grow and diversify its business model profitably and its
financial policies become sustainably less aggressive -- for
example, if leverage falls to less than 5.5x on a sustained basis.
This may occur through a combination of earnings growth and debt
pay-down.


IBCS MINING: Schedules and Statements Due July 11
-------------------------------------------------
IBCS Mining, Inc., and affiliate IBCS Mining, Inc., Kentucky
Division, sought Chapter 11 bankruptcy protection (Bankr. W.D. Va.
Case Nos. 14-61215 and 14-61216) on June 27, 2014, without stating
a reason.

The Debtors did not submit their schedules of assets and
liabilities and statements of financial affairs on the Petition
Date.  According to the docket, the Debtors are required to submit
their schedules and statements by July 11, 2014.

IBCS Mining estimated assets and debt in excess of $10 million.
IBCS Mining KD estimated less than $50,000 in assets and less than
$10 million in debt.

The Chapter 11 cases are assigned to Judge Rebecca B. Connelly.

The Debtors have tapped Hirschler Fleischer, P.C., in Richmond,
Virginia, as counsel.

A status hearing is slated for Sept. 15, 2014, at 2:00 p.m. at
Charlottesville, Room 200, US Courthouse, 255 W. Main St.,
Charlottesville, VA 22902.


INDEPENDENCE TAX II: Incurs $568,000 Net Loss in Fiscal 2014
------------------------------------------------------------
Independence Tax Credit Plus L.P. II filed with the U.S.
Securities and Exchange Commission its annual report on Form 10-K
disclosing a net loss of $568,406 on $849,412 of total revenues
for the year ended March 31, 2014, as compared with net income of
$12.52 million on $825,809 of total revenues for the year ended
March 31, 2013.

The Company's balance sheet at March 31, 2014, showed $2.76
million in total assets, $16.49 million in total liabilities and a
$13.73 million total partners' deficit.

                       Liquidity

"At March 31, 2014, the Partnership's liabilities exceeded assets
by $13,733,253 and for the year then ended, the partnership had
net loss of $ (568,406).  These factors raise doubt about the
Partnership's ability to continue as a going concern."

"The Partnership has cash reserves of approximately $2,279,000 at
March 31, 2014.  That amount is considered sufficient to cover the
Partnership's day to day operating expenses, excluding fees to the
General Partner, for at least the next year.  The Partnership's
operating expenses, excluding the Local Partnerships' expenses and
related party expenses amounted to approximately $126,000 for the
year ended March 31, 2014."

"Management believes the above mitigating factors enable the
Partnership to continue as a going concern," the Company said in
the filing.

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

                       http://is.gd/JQfBzB

             About Independence Tax Credit Plus L.P. II

Based in New York, Independence Tax Credit Plus L.P. II was
organized on Feb. 11, 1992, and commenced its public offering on
Jan. 19, 1993.  The general partner of the Partnership is Related
Independence Associates L.P., a Delaware limited partnership.  The
general partner of Related Independence Associates L.P. is Related
Independence Associates Inc., a Delaware Corporation.  The
ultimate parent of Related Independence Associates L.P. is
Centerline Holding Company.

The Partnership's business is primarily to invest in other
partnerships owning leveraged apartment complexes that are
eligible for the low-income housing tax credit enacted in the Tax
Reform Act of 1986, some of which may also be eligible for the
historic rehabilitation tax credit.

The Partnership is in the process of developing a plan to dispose
of all of its investments.


IPREO HOLDINGS: Moody's Assigns B3 CFR Over Leveraged Buyout
------------------------------------------------------------
Moody's Investors Service has assigned to Ipreo Holdings LLC's a
B3 Corporate Family Rating (CFR) and B3-PD Probability of Default
Rating (PDR). In connection with this rating action, Moody's
assigned a B1 rating to the company's proposed senior credit
facility ($320 million senior secured term loan due 2021 and $45
million revolving credit facility due 2019) and Caa2 rating to the
new $200 million senior unsecured notes maturing 2022. The rating
outlook is stable.

The new debt instruments will be issued by a newly-formed second-
tier parent holding company named US LLC 2. Ipreo is a wholly-
owned subsidiary of US LLC 2 and a guarantor of the debt. Proceeds
from the term loan and notes plus $487 million of equity
(including approximately $65 million of management rollover
equity) will be used to finance the leveraged buyout (LBO) of
Ipreo by certain funds managed and controlled by Goldman Sachs
Merchant Banking Division and The Blackstone Group
("Goldman/Blackstone" or the "equity sponsors") from Kohlberg
Kravis Roberts & Co. L.P. ("KKR") for a total purchase price of
approximately $962 million (net of balance sheet cash and
excluding transaction fees and expenses, collectively estimated to
be about $45 million). The equity sponsors will own approximately
86% of Ipreo through a series of parent holding company entities.

Ratings Assigned:

Issuer: Ipreo Holdings LLC (New)

Corporate Family Rating -- B3

Probability of Default Rating -- B3-PD

Issuer: US LLC 2

$45 Million Revolving Credit Facility due 2019 -- B1 (LGD-3)

$320 Million Senior Secured Term Loan due 2021 -- B1 (LGD-3)

$200 Million Senior Unsecured Notes due 2022 -- Caa2 (LGD-5)

The assigned ratings are subject to review of final documentation
and no material change in the size, terms and conditions of the
transaction as advised to Moody's. The new credit facilities will
replace the current debt capital structure, which consists of a
$165 million outstanding term loan B, $70 million of senior
subordinated notes (unrated) and a $20 million revolver. The new
$45 million revolver is expected to be undrawn at closing. Moody's
will withdraw the company's existing B2 CFR, B2-PD PDR as well as
the B1 ratings and LGD assessments on the existing credit
facilities upon their full repayment and extinguishment.

Ratings Rationale

Ipreo's B3 CFR reflects the relatively high leverage following its
second LBO in less than three years, small revenue base in the
financial data and new-issue workflow software industry, and
exposure to volatile primary capital markets activity. The rating
also captures customer concentration and event risks related to
ownership by its equity sponsors.

Pro forma for the contemplated Goldman/Blackstone buyout, total
debt to EBITDA leverage will climb to 8.8x (incorporating Moody's
standard adjustments, deferred revenue and relocation cost
savings; excluding one-time transaction expenses, one-time
customer investments and non-recurring costs) from 4.3x (Moody's
adjusted) as of March 2014. Leverage is high compared to the
median of 6.8x for B3-rated global industry peers (6.5x for B3-
rated global cross industry peers). Nonetheless, Moody's believe
the business model can accommodate a more leveraged capital
structure due to Ipreo's strong revenue visibility and history of
positive free cash flow generation. This is supported by a
subscription-based revenue model in which 63% of sales are
recurring, high customer retention rates in the 90% range and
high-demand products embedded in customer workflows, which
collectively create a loyal client base.

Moody's expect Ipreo will continue to capitalize on cost synergies
as well as continued secular outsourcing trends by investment
banks, market share gains in underserved verticals and
geographies, and good industry growth prospects despite uneven
primary markets activity. Barring another leveraging event,
Moody's believe this should reduce total debt to EBITDA to around
7.5x (Moody's adjusted) by year end 2015, which will better
position the company within the B3 rating category for its
industry peer group.

Despite its small revenue base, the technology-driven financial
data provider maintains a solid market position in licensing its
cloud-based Software as-a-Service (SaaS) mission-critical workflow
tools and proprietary data for managing investment banks' primary
market offering process including book building, deal-related
accounting/analytics and regulatory functions. Ipreo also
maintains small but growing market shares in the institutional
contact information sub-sector through its Bigdough investor
database and in shareholder intelligence services. Following KKR's
LBO of Ipreo in August 2011, the company has performed better than
initial forecasts due to a recovery in municipal bond issuance,
realized benefits from prior steps to expand its geographic and
asset class coverage, and share gains from a combination of new
client wins and deeper penetration into existing client accounts.

Rating Outlook

The stable rating outlook reflects our view that the US and global
economies will continue to grow modestly, that new issuance volume
will not materially decline, and that Ipreo will generate revenue
growth in the range of 10-15% over the next twelve months. This
should allow Ipreo to generate modest free cash flow, maintain a
good liquidity position, and reduce leverage to under 8x total
debt to EBITDA (Moody's adjusted) by year end 2015, barring
another leveraging event.

What Could Change the Rating - Down

A downgrade could occur if: (i) Ipreo's total debt to EBITDA
leverage is expected to be sustained above 8x (Moody's adjusted);
(ii) the company is unable to reduce leverage to at least 7.5x
(Moody's adjusted) by year end 2015; or (iii) free cash flow were
to weaken. Ratings could also be downgraded if market share
erodes, liquidity deteriorates, Ipreo experiences sustained client
losses or the company engages in debt-financed acquisitions or
shareholder distributions resulting in leverage sustained above
our downgrade threshold.

What Could Change the Rating - Up

An upgrade is unlikely absent meaningful revenue expansion that
leads to consistent and growing free cash flow generation of at
least 5% of adjusted debt, and a sustained reduction in total debt
to EBITDA leverage to a level comfortably below 5.5x (Moody's
adjusted). Ipreo would also need to maintain a good liquidity
position to be considered for an upgrade.

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

Ipreo Holdings LLC, headquartered in New York, NY, is a provider
of financial data, market information, and workflow tools to over
750 small and medium-sized financial firms and more than 1,250
investment banking and corporate clients. Ipreo has more than 750
employees and operations throughout the US, Europe, and Asia.
Goldman Sachs Merchant Banking Division and The Blackstone Group
acquired Ipreo from Kohlberg Kravis Roberts & Co. L.P. in a July
2014 LBO for approximately $962 million (net of balance sheet cash
and excluding transaction fees and expenses). Revenue for the
twelve months ended March 2014 was about $185 million.


JAGUAR HOLDING: Moody's Affirms B2 Corp. Family Rating
------------------------------------------------------
Moody's Investors Service affirmed the ratings of Jaguar Holding
Company I (a parent of Pharmaceutical Product Development, LLC.
and Jaguar Holding Company II (together, "PPD")), including the B2
Corporate Family Rating and B2-PD Probability of Default Rating.
Moody's also affirmed the Caa1 on the unsecured notes issued by
Jaguar Holding Company I, including an incremental $600 million
that will be used to fund a dividend to the equity sponsors, The
Carlyle Group and Hellman & Friedman. These notes are structurally
subordinated to the unsecured notes issued at Pharmaceutical
Product Development, LLC. (along with Jaguar Holding Company II,
as co-borrower), which Moody's affirmed at B3. The additional
subordinated debt in the capital structure also results in an
upgrade to Ba2 (from Ba3) of the senior secured credit facilities
issued at Pharmaceutical Product Development, LLC. The outlook is
stable.

Moody's rating actions:

Jaguar Holding Company I:

Affirmed Corporate Family Rating of B2

Affirmed Probability of Default Rating of B2-PD

Affirmed Caa1 (to LGD5 from LGD6) rating on unsecured notes due
2017

Pharmaceutical Product Development, LLC.:

Upgraded $175 million Senior Secured Revolver Due 2016 to Ba2
(LGD2) from Ba3 (LGD2)

Upgraded $1.450 billion Senior Secured Term Loan due 2018 to Ba2
(LGD2) from Ba3 (LGD2)

Affirmed B3 (to LGD4 from LGD5) on $575 million Senior Unsecured
Notes due 2019

The outlook is stable.

Ratings Rationale

PPD's B2 rating reflects the company's very high financial
leverage and aggressive financial policies, including a
significant amount of shareholder dividends paid since the
company's leveraged buyout. The ratings also reflect risks
inherent in the CRO industry, which is highly competitive, has
high reliance on the pharmaceutical industry, and is subject to
cancellation risk.

The B2 rating is supported by PPD's significant scale, leading
breadth of services and strong reputation, which Moody's believes
gives the company competitive advantages over many peers in the
highly fragmented CRO industry. The ratings are supported by
Moody's view that PPD has good revenue growth prospects due to
increased outsourcing of research and development by the
pharmaceutical industry. PPD's growth may also benefit
incrementally from share gains from smaller competitors.

While not anticipated, Moody's could upgrade the ratings if PPD
repays debt with free cash flow and grows EBITDA such that
adjusted debt to EBITDA is expected to be sustained below 5.5
times and free cash flow to debt is expected to be sustained above
8%. Moody's could downgrade the ratings if leverage is expected to
remain above 7.0 times over the next 12-18 months. Further, if
free cash flow to debt is expected to be negative for a sustained
period, or liquidity is expected to materially worsen, Moody's
could downgrade the ratings.

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

Pharmaceutical Product Development, Inc. ("PPD") is a leading
global contract research organization ("CRO"). The company
provides preclinical drug discovery, Phase I through Phase IV
clinical development, post-approval services as well as laboratory
services to pharmaceutical, biotechnology and academic customers,
among others. PPD is owned by The Carlyle Group and Hellman &
Friedman. Net revenues for the twelve months ended March 31, 2014
approximated $1.8 billion.


KMAP INC: Case Summary & 5 Largest Unsecured Creditors
------------------------------------------------------
Debtor: KMAP Inc.
        2115 Trescott Drive
        Tallahassee, FL 32308

Case No.: 14-40371

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: July 1, 2014

Court: United States Bankruptcy Court
       Northern District of Florida (Tallahassee)

Debtor's Counsel: Robert C. Bruner, Esq.
                  ROBERT C. BRUNER, ATTORNEY
                  261 Pinewood Drive
                  Tallahassee, FL 32303
                  Tel: 850-385-0342
                  Fax: 850-270-2441
                  Email: RobertCBruner@hotmail.com

Total Assets: $0

Total Liabilities: $3.53 million

The petition was signed by L. Blair Bailey, president.

A list of the Debtor's five largest unsecured creditors is
available for free at http://bankrupt.com/misc/flnb14-40371.pdf


KSS HOLDINGS: S&P Affirms B+ CCR & Rates $500MM 1st Lien Debt B+
----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B+' corporate
credit rating on KSS Holdings Inc., parent of Key Safety Systems
Inc.  The outlook is stable.

At the same time, S&P assigned its 'B+' issue-level rating and '3'
recovery rating to Key Safety's new first-lien $500 million senior
secured credit facilities.  The '3' recovery rating indicates
S&P's expectation for meaningful recovery (50%-70%) in the event
of a payment default.

S&P also assigned its 'B' issue-level rating and '5' recovery
rating to Key Safety's new $100 million second-lien term loan.
The '5' recovery rating indicates S&P's expectation for modest
recovery (10%-30%) in the event of a payment default.

The company plans to use the proceeds from the debt issuances to
refinance its existing term loan and revolver.  S&P will withdraw
the ratings on Key Safety's existing $395 million term loan due
2018 and its $75 million revolver due 2017 when the proposed
transaction closes.

KSS faces strong competition (the company is the No. 4 global
player), intense pricing pressure, and potentially volatile raw
material costs.  S&P's view of KSS' business also reflects the
company's good geographic diversity (the Americas account for 39%
of sales, while Asia-Pacific represents 35%, and Europe accounts
for 26%), its recent business wins, and its participation in the
automotive safety equipment segment, which we consider to have
relatively good growth characteristics due to various regulations
requiring added safety content.  KSS' larger competitors, which
S&P considers to have stronger market positions and better
financial risk profiles than KSS, could limit the company's growth
in expanding markets in the coming years.

The stable outlook on KSS reflects S&P's view that business growth
will allow the company to generate positive free cash flow with
debt leverage improving a bit in 2014 and 2015.  "We expect EBITDA
growth supported by increasing revenues and adjusted EBITDA
margins of 11%-11.5% due to improved fixed-cost absorption from
higher sales on recent new business," said Standard & Poor's
credit analyst Nancy Messer.  "We assume high-single-digit revenue
growth in 2014 on the large backlog of new business in the Chinese
market, which is growing at a higher rate than North American and
European markets."

While unexpected, S&P could lower the rating if cash flow turns
negative over the next 12 months amid execution risk related to
expansion or slower-than-expected revenue growth due to global
weakness in vehicle demand; or if S&P believes debt to EBITDA,
including our adjustments, would increase to 4.5x.

An upgrade is unlikely during the next year, based on S&P's
assessment of KSS' business risks and ownership by a financial
sponsor, which S&P believes indicates that its financial policies
will remain aggressive.  Under a different ownership structure, an
upgrade could occur if KSS is able to maintain debt to EBITDA
below 4.0x from solid operating performance, with FOCF to debt
approaching 10% or better, combined with a commitment to moderate
financial policies.


LIFE FUNDING: Case Summary & 12 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Life Funding, Inc.
        19281 Sausalito Lane
        Huntington Beach, CA 92646

Case No.: 14-14111

Chapter 11 Petition Date: July 1, 2014

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

Judge: Hon. Scott C Clarkson

Debtor's Counsel: Thomas J Polis, Esq.
                  POLIS & ASSOCIATES, APLC
                  19800 MacArthur Blvd, Ste 1000
                  Irvine, CA 92612-2433
                  Tel: 949-862-0040
                  Fax: 949-862-0041
                  Email: tom@polis-law.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Robert W. Cirac, president.

A list of the Debtor's 12 largest unsecured creditors is available
for free at http://bankrupt.com/misc/cacb14-14111.pdf


LIME ENERGY: Has 50 Million Authorized Common Shares
----------------------------------------------------
Lime Energy Co. filed with the U.S. Securities and Exchange
Commission a current report on Form 8-K to amend and update the
description of capital stock of the Company contained in its Form
8-A (File No. 001-16265) filed with the SEC on Feb. 21, 2008.
As of March 31, 2014, the Company had 50,000,000 authorized shares
of common stock, par value $0.0001 per share; 2,000,000 shares of
authorized Series A preferred stock, par value $0.01 per share,
and 1,000,000 shares of authorized Series B preferred stock, par
value $0.01 per share.  The Company's common stock is listed on
The NASDAQ Capital Market under the symbol "LIME."

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

                        http://is.gd/ci068a

                         About Lime Energy

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

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

Lime Energy reported a net loss available to common stockholders
of $18.51 million in 2013 following a net loss of $31.81 million
in 2012.  The Company's balance sheet at March 31, 2014, showed
$27.05 million in total assets, $18.78 million in total
liabilities and $8.26 million in total stockholders' equity.


LINN ENERGY: S&P Affirms 'BB-' CCR on Asset Acquisition Plan
------------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'BB-'
corporate credit ratings on Houston-based exploration and
production company Linn Energy LLC.  The outlook is stable.

At the same time, S&P placed its 'B+' ratings on Linn's senior
unsecured debt on CreditWatch with negative implications,
reflecting the potential for a downgrade following the close of
the transaction, depending on the final financing package.

In addition, S&P affirmed its 'BB-' corporate credit and senior
unsecured ratings on wholly owned subsidiary Berry Petroleum Co.
The outlook is stable.

The stable outlook reflects S&P's expectations that FFO to debt
will average between 15% and 20% and that debt to EBITDA will
remain below 5x, which assumes Linn will hedge production of the
acquired Devon assets at about $4.25 per million cubic feet
equivalent or better.

"We expect Linn to continue to generate significant negative cash
flow and that it will be funded under its credit facility,
limiting improvement in financial measures," said Standard &
Poor's credit analyst Paul Harvey.

S&P could lower ratings if Linn pursues a more aggressive
financial policy such that expected FFO to debt falls below 12%
and debt leverage exceeds 5x.  This could occur if Linn increases
distributions to unitholders without a commensurate increase in
cash flows, or if it fails to reduce growth-oriented spending that
would result in higher-than-expected negative free cash flow.

An upgrade will require expectations that Linn would maintain debt
leverage below 4x and FFO to debt above 20% on a sustained basis.
This could prove challenging given Linn's aggressive distribution
policy and S&P's forecast of substantial negative free cash flow.
Nevertheless, Linn could reach this level through equity-financed
acquisitions resulting in improved financial measures.


MEE APPAREL: Files Liquidating Plan Following Sale
--------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that MEE Apparel LLC negotiated a global settlement with
the creditors' committee and the buyer of the youth apparel
business, paving the way for the company to file a liquidating
Chapter 11 plan along with an explanatory disclosure statement.

According to the report, the disclosure statement provides that as
a result of the settlement, which required MEE to set aside $1
million for general unsecured creditors from the sale, those
creditors will get 2.5 percent to 3.33 percent on claims of about
$30 million to $40 million, according to disclosure materials.

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

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.

Suchman LLC closed the purchase of substantially all of MEE's
assets pursuant to the asset purchase agreement dated May 30,
2014.  The sale was valued at $12 million.

The U.S. Trustee for Region 3 has appointed five members to the
Official Committee of Unsecured Creditors.  Counsel for Committee
is David M. Posner, Esq., Otterbourg, P.C., in New York.  The
Committee also retains Capstone Advisory Group LLC as financial
advisor.


MIG LLC: Proposes Prime Clerk as Claims Agent & Admin. Advisor
--------------------------------------------------------------
MIG LLC, filed applications to hire Prime Clerk LLC as claims and
noticing agent and administrative advisor in the chapter 11 cases.

For its claims and noticing services, Prime Clerk will charge the
Debtors at these hourly rates:

                                    Hourly Rate
                                    -----------
     Analyst                           $45
     Technology Consultant            $130
     Consultant                       $125
     Senior Consultant                $155
     Director                         $195

For the firm's solicitation, balloting and tabulation services,
the rates are:

                                    Hourly Rate
                                    -----------
     Solicitation Consultant          $195
     Director of Solicitation         $210

The firm will charge $0.10 per page for printing, $0.10 per page
for fax noticing, and no charge for e-mail noticing.  Hosting of
the case Web site is free of charge and on-line claim filing
services are free of charge.  For data administration and
management, the firm will charge $0.10 per record per month for
data storage, maintenance and security.

Prior to the Petition Date, the Debtors provided Prime Clerk a
retainer in the amount of $25,000.  Prime Clerk seeks to first
apply the retainer to all prepetition invoices, and therefafter,
to hold the retainer as security for the payment of fees and
expenses incurred postpetition.

Michael J. Frishberg, co-president and COO of Prime Clerk,
represents that the firm neither holds nor represents any interest
materially adverse to the Debtors' estates in connection with any
matter on which it would be employed.

The Debtors filed a separate application to employ Prime Clerk as
administrative advisor because the administration of the Chapter
11 cases will require Prime Clerk to perform duties outside the
scope of 28 U.S.C. Sec. 156(c).

The claims agent can be reached at:

         PRIME CLERK LLC
         830 3rd Avenue, 9th Floor
         New York, NY 10022
         Attn: Shai Waisman
         Tel: (212) 257-5450
         E-mail: swaisman@primeclerk.com

                          About MIG LLC

Formerly operating under the name "Metromedia International Group,
Inc.," MIG LLC -- http://www.migllc-group.com/-- owned and
operated and sold dozens of companies in diverse industries,
including entertainment, photo finishing, garden equipment and
sporting goods, until the late 1990s.  In 1997 and 1998, MIG
consummated the sale of substantially all of its U.S.-based
entertainment assets and began focusing on expanding into emerging
communications and media businesses.  By 2005, all of MIG's
operating businesses were located in the Republic of Georgia and
operated through its subsidiaries.

MIG LLC and affiliate ITC Cellular, LCC, filed for Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 14-11605) on
June 30, 2014.  As of the bankruptcy filing, MIG's sole valuable
asset, beyond its existing cash, is its indirect interest in
Magticom Ltd.

Headquartered in Tbilisi, Georgia, Magticom is the leading mobile
telephony operator in Georgia and is also the largest telephone
operator in Georgia.  Magticom serves 2.4 million subscribers with
a network that covers 97% of the populated regions in Georgia.
Magticom is owned by International Telcell Cellular, LLC, which is
46% owned by MIG unit ITC Cellular, 51% owned by Dr. George
Jokhtaberidze, and 3% owned by Gemstone Management Ltd.

The cases are assigned to Judge Kevin Gross.  The Debtors are
seeking joint administration of their Chapter 11 cases.

The Debtors have tapped Greenberg Traurig LLP as counsel, Fox
Rothschild Inc. as financial advisor, Cousins Chipman and Brown,
LLP as conflicts counsel, and Prime Clerk LLC as claims and notice
agent and administrative advisor.  The Debtors have also filed an
application to retain Natalia Alexeeva as chief restructuring
officer.

Formerly known as MIG, Inc., MIG was a debtor in a previous case
(Bankr. D. Del. Case NO. 09-12118).  It obtained approval of its
reorganization plan in November 2010.


MIG LLC: Greenberg Traurig Still Bankruptcy Counsel for New Case
----------------------------------------------------------------
MIG LLC, and affiliate ITC Cellular, LLC, seek approval from the
bankruptcy court to employ Greenberg Traurig, LLP as bankruptcy
counsel.

Greenberg Traurig was originally retained by MIG, Inc., in April
2009 and was retained as counsel to the Debtor in the 2009 Chapter
11 case.  Following the closing of the bankruptcy case, Greenberg
Traurig was retained by MIG pursuant to an engagement letter dated
Oct. 23, 2012.  Since its retention, Greenberg Traurig has
represented MIG in various matters.

The Debtors have hired Greenberg Traurig as bankruptcy counsel in
the new Chapter 11 case because of the firm's extensive experience
with the Debtors' business.

The current hourly rates applicable to the principal attorneys
proposed to represent the Debtors are:

         Professional                   Hourly Rate
         ------------                   -----------
         Nancy A. Mitchell                 $995
         Maria J. DiConza                  $875
         Dennis A. Meloro                  $625
         Matthew L. Hinker                 $560
         Avi Fox                           $515
         Zack A. Polidoro                  $325
         Elizabeth Thomas                  $285

Other attorneys and paralegals will render services to the Debtors
as needed.  Their hourly rates are:

         Professional                   Hourly Rate
         ------------                   -----------
         Shareholders                  $270 to $1,000
         Of Counsel                    $350 to $1,115
         Associates                    $150 to $735
         Legal Assistants/ Paralegals   $95 to $360

In the year prior to the Petition Date, the firm received payments
from the Debtors totaling $1.61 million.  The firm holds a
retainer in the amount of $1.4 million as of the bankruptcy
filing.

Ms Maria J. DiConza, a shareholder at the firm, attests that the
firm is a "disinterested person" as that term is defined in
Section 101(14) of the Bankruptcy Code.

                          About MIG LLC

Formerly operating under the name "Metromedia International Group,
Inc.," MIG LLC -- http://www.migllc-group.com/-- owned and
operated and sold dozens of companies in diverse industries,
including entertainment, photo finishing, garden equipment and
sporting goods, until the late 1990s.  In 1997 and 1998, MIG
consummated the sale of substantially all of its U.S.-based
entertainment assets and began focusing on expanding into emerging
communications and media businesses.  By 2005, all of MIG's
operating businesses were located in the Republic of Georgia and
operated through its subsidiaries.

MIG LLC and affiliate ITC Cellular, LCC, filed for Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 14-11605) on
June 30, 2014.  As of the bankruptcy filing, MIG's sole valuable
asset, beyond its existing cash, is its indirect interest in
Magticom Ltd.

Headquartered in Tbilisi, Georgia, Magticom is the leading mobile
telephony operator in Georgia and is also the largest telephone
operator in Georgia.  Magticom serves 2.4 million subscribers with
a network that covers 97% of the populated regions in Georgia.
Magticom is owned by International Telcell Cellular, LLC, which is
46% owned by MIG unit ITC Cellular, 51% owned by Dr. George
Jokhtaberidze, and 3% owned by Gemstone Management Ltd.

The cases are assigned to Judge Kevin Gross.  The Debtors are
seeking joint administration of their Chapter 11 cases.

The Debtors have tapped Greenberg Traurig LLP as counsel, Fox
Rothschild Inc. as financial advisor, Cousins Chipman and Brown,
LLP as conflicts counsel, and Prime Clerk LLC as claims and notice
agent and administrative advisor.  The Debtors have also filed an
application to retain Natalia Alexeeva as chief restructuring
officer.

Formerly known as MIG, Inc., MIG was a debtor in a previous case
(Bankr. D. Del. Case NO. 09-12118).  It obtained approval of its
reorganization plan in November 2010.


MIG LLC: Asks Court to Approve Natalia Alexeeva as CRO
------------------------------------------------------
MIG LLC, and affiliate ITC Cellular, LLC, seek approval from the
bankruptcy court of their employment of Natalia Alexeeva as chief
restructuring officer.

Ms. Alexeeva was first employed by the Debtors as associate
general counsel in 2001.  From 2005 through June 11, 2014, she
served as general counsel, vice president and corporate secretary.
On June 21, 2014, the Debtors entered into an engagement letter
which appointed Ms. Alexeeva as chief restructuring officer.

Mr. Alexeeva is an experienced professional with over twenty years
of experience working as an attorney and in various management
positions.  Prior to joining the Debtors, Ms. Alexeeva was an
associate at the law firm of Clifford Chance from 1992 through
1994, and an associate at the law firm of Patterson, Belknap, Webb
& Tyler LLP from 1995 through 2001.

As CRO, Ms. Alexeeva will, among other things, advice the board of
directors on the formulation of strategy and alternatives for
strategic transaction opportunities, and analyze possible or
restructuring or liquidating plans for maximizing the value of the
Debtors.

Pursuant to the engagement letter, the Debtors agreed to pay Ms.
Alexeeva a monthly fee of $40,000.  She has received an advanced
payment of the monthly fee for July.  In addition, the Debtors
agreed to reimburse Ms. Alexeeva for her reasonable out-of-pocket
expenses.

Although the retention of Ms. Alexeeva is not governed by 11
U.S.C. Sec. 327, the Debtors submit that Ms. Alexeeva is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

                          About MIG LLC

Formerly operating under the name "Metromedia International Group,
Inc.," MIG LLC -- http://www.migllc-group.com/-- owned and
operated and sold dozens of companies in diverse industries,
including entertainment, photo finishing, garden equipment and
sporting goods, until the late 1990s.  In 1997 and 1998, MIG
consummated the sale of substantially all of its U.S.-based
entertainment assets and began focusing on expanding into emerging
communications and media businesses.  By 2005, all of MIG's
operating businesses were located in the Republic of Georgia and
operated through its subsidiaries.

MIG LLC and affiliate ITC Cellular, LCC, filed for Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 14-11605) on
June 30, 2014.  As of the bankruptcy filing, MIG's sole valuable
asset, beyond its existing cash, is its indirect interest in
Magticom Ltd.

Headquartered in Tbilisi, Georgia, Magticom is the leading mobile
telephony operator in Georgia and is also the largest telephone
operator in Georgia.  Magticom serves 2.4 million subscribers with
a network that covers 97% of the populated regions in Georgia.
Magticom is owned by International Telcell Cellular, LLC, which is
46% owned by MIG unit ITC Cellular, 51% owned by Dr. George
Jokhtaberidze, and 3% owned by Gemstone Management Ltd.

The cases are assigned to Judge Kevin Gross.  The Debtors are
seeking joint administration of their Chapter 11 cases.

The Debtors have tapped Greenberg Traurig LLP as counsel, Fox
Rothschild Inc. as financial advisor, Cousins Chipman and Brown,
LLP as conflicts counsel, and Prime Clerk LLC as claims and notice
agent and administrative advisor.  The Debtors have also filed an
application to retain Natalia Alexeeva as chief restructuring
officer.

Formerly known as MIG, Inc., MIG was a debtor in a previous case
(Bankr. D. Del. Case NO. 09-12118).  It obtained approval of its
reorganization plan in November 2010.


MIG LLC: Proposes Rothschild as Financial Advisor
-------------------------------------------------
MIG, LLC, and affiliate ITC Cellular, LLC, seek approval from the
bankruptcy court to employ Rothschild Inc. as financial advisor
and investment banker.

The Debtors say that Rothschild has a substantial understanding of
the Debtors' business from its involvement as financial advisor to
the official committee of unsecured creditors in the prior chapter
11 case of predecessor, MIG Inc.  The firm has also advised the
Debtors since March 2013 on potential restructuring options.

The Debtors tell the bankruptcy court that Rothschild will, among
other things, assist the Debtors in conducting asale process or
other disposition of the Debtors' equity interests in ITC
Cellular, and negotiate a consensual restructuring among the
Debtors and the secured noteholders.

The Debtors have agreed to pay Rothschild this proposed
compensation:

    * Monthly fee: $200,000 per month.

    * Completion Fee: $1.2 million upon closing of a transaction
or confirmation and effectiveness of a plan, less $250,000 to be
credited on account of prepetition monthly fees.

    * Retainer: $2 million to be applied against any monthly fees,
completion fee or expenses that may become due or reimbursamble.

    * Expenses: Rotschild will be reimbursed for its reasonable
expenses incurred in connection with the engagement.

Within one year prior to the Petition Date, the Debtors paid the
firm $526,000 in fees and expenses for services rendered.  As of
the Petition Date, the Debtors did not owe the firm for any fees
or expenses incurred prepetition.

To the best of the Debtors' knowledge, the firm is a
"disinterested person" within the meaning of Section 101(14) of
the Bankruptcy Code.

The firm can be reached at:

         ROTHSCHILD INC.
         Todd R. Snyder
         Executive Vice Chairman of North American GFA and
           Co-Chair of the North American Debt Advisory and
           Restructuring Group
         1251 Avenue of the Americas
         New York, NY 10020
         Tel: (212) 403-5246
         Fax: (212) 403-5424
         E-mail: todd.snyder@rothschild.com

                          About MIG, LLC

Formerly operating under the name "Metromedia International Group,
Inc.," MIG LLC -- http://www.migllc-group.com/-- owned and
operated and sold dozens of companies in diverse industries,
including entertainment, photo finishing, garden equipment and
sporting goods, until the late 1990s.  In 1997 and 1998, MIG
consummated the sale of substantially all of its U.S.-based
entertainment assets and began focusing on expanding into emerging
communications and media businesses.  By 2005, all of MIG's
operating businesses were located in the Republic of Georgia and
operated through its subsidiaries.

MIG, LLC and affiliate ITC Cellular, LCC, filed for Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 14-11605) on
June 30, 2014.  As of the bankruptcy filing, MIG's sole valuable
asset, beyond its existing cash, is its indirect interest in
Magticom Ltd.

Headquartered in Tbilisi, Georgia, Magticom is the leading mobile
telephony operator in Georgia and is also the largest telephone
operator in Georgia.  Magticom serves 2.4 million subscribers with
a network that covers 97% of the populated regions in Georgia.
Magticom is owned by International Telcell Cellular, LLC, which is
46% owned by MIG unit ITC Cellular, 51% owned by Dr. George
Jokhtaberidze, and 3% owned by Gemstone Management Ltd.

The cases are assigned to Judge Kevin Gross.  The Debtors are
seeking joint administration of their Chapter 11 cases.

The Debtors have tapped Greenberg Traurig LLP as counsel, Fox
Rothschild Inc. as financial advisor, Cousins Chipman and Brown,
LLP as conflicts counsel, and Prime Clerk LLC as claims and notice
agent and administrative advisor.  The Debtors have also filed an
application to retain Natalia Alexeeva as chief restructuring
officer.

Formerly known as MIG, Inc., MIG was a debtor in a previous case
(Bankr. D. Del. Case No. 09-12118).  It obtained approval of its
reorganization plan in November 2010.


MMJV SAPPHIRE: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: MMJV Sapphire L.P.
        4201 Wingren Drive, Suite 210
        Irving, TX 75062

Case No.: 14-42706

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: July 1, 2014

Court: United States Bankruptcy Court
       Northern District of Texas (Ft. Worth)

Debtor's Counsel: Patrick Joseph Schurr, Esq.
                  SCHEEF & STONE, L.L.P.
                  2601 Network Blvd., Suite 102
                  Frisco, TX 75034
                  Tel: (214) 472-2136
                  Fax: (214) 472-2150
                  Email: patrick.schurr@solidcounsel.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Gary Perkins, manager.

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


MORRIS BROWN: Two Buyers Purchase College for $14.5 Million
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Morris Brown College, an historically black college
founded in 1881, is being sold to two buyers for $14.5 million.
According to the report, Atlanta Development Authority is
purchasing some of the land and facilities for $10.6 million,
while Friendship Baptist Church is buying the remainder for $3.88
million.

                     About Morris Brown College

Morris Brown College, a black college founded in 1881, filed
for Chapter 11 bankruptcy protection (Bankr. N.D. Ga. Case No.
12-71188) on Aug. 25, 2012, in Atlanta to stop foreclosure on a
$13 million mortgage.

Morris Brown was denied accreditation from the Commission on
Colleges of the Southern Association of Colleges and Schools in
December 2002.  Without its accreditation, Morris Brown College
didn't qualify for federal funding.

The Debtor estimated assets and liabilities of $10 million to
$50 million as of the Chapter 11 filing.

Morris Brown filed applications to employ Dilworth Paxson LLP as
lead counsel; The Moore Law Group, LLC, as local counsel; and BDO
USA, LLP as auditors.


NAUTILUS HOLDINGS: Has Interim $550,000 DIP Loan Approval
---------------------------------------------------------
Judge Robert Drain of the U.S. Bankruptcy Court for the Southern
District of New York gave Nautilus Holdings Limited, et al.,
interim authority to borrow money up to an aggregate principal
amount of $550,000 from non-bankrupt affiliate Synergy Management
Services Limited as lender.

Synergy has committed to provide $5 million upon final approval of
the Debtors' request to tap postpetition financing.  The DIP Loan
will accrue at an annual interest rate of 3.25% per annum.
Synergy will be granted a first priority security interest in and
lien upon all tangible and intangible prepetition and postpetition
property and assets of the Debtors and their estates and a junior
security interest in and lien upon all assets of the Debtors that
is subject to valid, perfected and unavoidable liens in existence
immediately prior to the Petition Date.

Judge Drain also gave the Debtors interim authority to use cash
collateral securing their prepetition indebtedness through and
including the week ending Aug. 1, 2014.  The Debtors are parties
to six secured loan agreements under which they owe approximately
$770 million.

The Final Hearing on the DIP and Cash Collateral Motions is
scheduled for July 11, 2014 at 10:00 a.m.  Objections are due July
3 and must be served upon, among others: (a) the U.S. Trustee for
the Southern District of New York, (b) Skadden, Arps, Slate,
Meagher & Flom LLP; and Frank A. Oswald, Esq. --
frankoswald@teamtogut.com -- and Brian F. Moore, Esq. --
bmoore@teamtogut.com -- at TOGUT, SEGAL & SEGAL LLP, in New York,
as counsel to the DIP Lender.

A full-text copy of the Interim DIP Order is available for free
at http://bankrupt.com/misc/NAUTILUSdipord0625.pdf

A full-text copy of the Interim Cash Collateral Order with Budget
is available at:

      http://bankrupt.com/misc/NAUTILUScashcolord0625.pdf

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


NEW LIFE INT'L: Confirmation Hearing Set for Aug. 5
---------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that New Life International, a Nashville, Tennessee-based
charitable organization, can solicit votes on a Chapter 11 plan to
complete a liquidation begun in December after a bankruptcy judge
in Nashville approved disclosure materials on June 20 explaining
the revised plan.  According to the report, voting concludes on
July 25 and the confirmation hearing for approval of the plan is
scheduled for Aug. 5.

                         About New Life

New Life International, a religious corporation originally
incorporated under the name "World Bible Society", sought Chapter
11 bankruptcy protection (Bankr. M.D. Tenn. Case No. 13-bk-10974)
in Nashville, Tennessee, on Dec. 31, 2013.

The Debtor disclosed $44,651,301 in assets and $46,362,805 in
liabilities as of the Chapter 11 filing.

NLI's sources of revenue include donations of goods, money and
other property, investment earnings, sale of Christian-themed
merchandise and earnings from other real estate and operating
entities.  Other names used by the Debtor are the National
Community Foundation, The New Life Group, and Band Angels.

The Debtor has tapped Gullett Sanford Robinson & Martin, PLLC as
attorneys and Kraft CPAs Turnaround & Restructuring Group, PLLC,
as financial consultant.

The U.S. Trustee for Region 8 appointed an official committee of
unsecured creditors consisting of Robert T. Abbotts, Dorothy F.
Mack, James D. Rice, Richard M. Taylor, and Sharon L. Upton-Rice.
Bradley, Arant, Boult, Cumming LLP serves as counsel to the
Committee.


NORTHERN BERKSHIRE HEALTHCARE: Rival Bids for Assets Due July 24
----------------------------------------------------------------
Harold B. Murphy, the Chapter 7 trustee of Northern Berkshire
Healthcare, Inc., Northern Berkshire Healthcare Physicians Group,
Inc., and Visiting Nurse and Hospice of Northern Berkshire, Inc.,
filed on May 30, 2014, a Motion (A) to Authorize Sale of
Substantially All Assets by Private Sale Free And Clear of Liens,
Claims And Interests; (B) to Authorize Trustee to Effectuate Asset
Purchase Agreement; (C) to Authorize The Assumption And Assignment
of Executory Contracts; and (D) For Related Relief with the United
States Bankruptcy Court for the District of Massachusetts in the
Debtors' bankruptcy cases jointly administered under Docket No.
14-30327.

The Chapter 7 Trustee seeks to sell substantially all of the
Debtors' assets to Berkshire Medical Center, Inc. by private sale
for the sum of $4,000,000, and to assume and assign certain
executory contracts to BMC.

The Bankruptcy Court has entered an order establishing procedures
for the submission of bids, the determination of qualified bids,
consideration of the highest and best bid, objections to the Sale
Motion, objections by counter-parties to the contracts to be
assumed pursuant to the Sale Motion, and establishing a date for
the hearing on the Sale Motion.

Pursuant to Section 363 of the Bankruptcy Code, the Debtors'
assets shall be sold free and clear of all liens, claims,
encumbrances and interests, including consensual liens and
security interests and liens or claims arising by operation of
law, other than those liabilities expressly assumed in the asset
purchase agreement that would govern the sale.  Any and all such
liens, claims, encumbrances and interests, other than those
assumed under the APA, shall attach to the proceeds of sale of the
Debtors' assets to the same extent and priority as existed prior
to the sale.

A hearing on the Sale Motion will be held on July 31, 2014 at
11:30 a.m. (EST) before the Honorable Henry J. Boroff, United
States Bankruptcy Judge, United States Bankruptcy Court for the
District of Massachusetts (Western Division) at the United States
Bankruptcy Court, United States Courthouse, 300 State Street,
Springfield, Massachusetts, 01105.

The Sale Hearing shall be governed by the Massachusetts Local
Bankruptcy Rules, including MLBR 9013-1(d), and the Bankruptcy
Court may take evidence at any sale hearing to resolve issues of
facts. Counterbids must be submitted by July 24, 2014 at 4:30 p.m.
(EST).

In the event that bids are submitted and an auction is necessary,
such auction will take place at the Bankruptcy Court prior to the
Sale Hearing. Any objection to the Sale Motion must be made in
writing and filed with the Clerk of the Court, via the Bankruptcy
Court's CM/ECF System (for registered users) or by mail by July
24, 2014 at 4:30 p.m. (EST) and served so that the objection is
received on or before the Objection Deadline by:

     (a) counsel to the Trustee

         D. Ethan Jeffery, Esq.
         MURPHY & KING, PROFESSIONAL CORPORATION
         One Beacon Street
         Boston, MA 02108

     (b) counsel for the proposed buyer

         Joseph Baldiga, Esq.
         Mirick O'Connell, Esq.
         DEMALLIE & LOUGEE, LLP
         100 Front Street
         Worcester, MA 01608

     (c) Stephen Meunier
         The Office of the United States Trustee
         446 Main Street, 14th Floor
         Worcester, MA 01608

     (d) counsel for Wells Fargo Bank, NA

         J. Mark Fisher, Esq.
         SCHIFF HARDIN LLP
         233 South Wacker Drive, Suite 6600

In conjunction with the proposed sale, all patient medical records
previously in the Debtors' possession will be transferred to BMC.
Former patients of the Debtors may oppose the transfer of records
to BMC by objecting to the Sale Motion.

               About Northern Berkshire Healthcare

Northern Berkshire Healthcare, Inc., a non-profit healthcare
corporation in northern Berkshire County, Massachusetts, filed for
Chapter 7 bankruptcy on April 3, 2014, days after closing the
North Adams Regional Hospital on March 28.  The Board of Trustees
cited a worsening financial status following Chapter 11 bankruptcy
in 2011, financial restructuring and the closing of its
psychiatric facility in January.

Berkshire Medical Center has been apponted to resume operation of
NARH's ER.

NBH emerged from Chapter 11 bankruptcy proceedings in June 2012.

NBH, together with affiliates, operated the North Adams Regional
Hospital and a visiting nurse association and hospice in North
Adams, Massachusetts.  Northern Berkshire Healthcare, Inc., North
Adams Regional Hospital, Inc., Visiting Nurse Association &
Hospice of Northern Berkshire, Inc., Northern Berkshire Healthcare
Physicians Group, Inc., and Northern Berkshire Realty, Inc., filed
for Chapter 11 bankruptcy (Bankr. D. Mass. Case No. 11-31114) on
June 13, 2011, to address their overleveraged balance sheet and
effect a reorganization of their operations.  On the same day,
Northern Berkshire Community Services, Inc., filed a petition for
Chapter 7 relief also in the District of Massachusetts bankruptcy
court.

Judge Henry J. Boroff presided over the Chapter 11 cases.  He also
oversees the Chapter 7 case.

Steven T. Hoort, Esq., James A. Wright, III, Esq., Jonathan B.
Lackow, Esq., and Matthew F. Burrows, Esq., at Ropes & Gray LLP,
in Boston, Mass., served as bankruptcy counsel in the Chapter 11
cases.  The Debtors' Financial Advisors were Carl Marks Advisory
Group LLC.  GCG Inc. served as claims and noticing agent.

NBH disclosed $22,957,933 in assets and $53,379,652 in liabilities
as of the Chapter 11 filing.  The petition was signed by William
F. Frado, Jr., president.

William K. Harrington, the U.S. Trustee for Region 1, appointed
five members to the official unsecured creditors' committee in the
Debtors' cases.  The Committee tapped Duane Morris LLP as its
counsel.

The Debtors obtained confirmation of their Chapter 11 plan on
April 10, 2012.  According to the Troubled Company Reporter on
June 8, 2012, Northern Berkshire Healthcare said on June 5, 2012,
it has emerged from Chapter 11 reorganization.


PACIFIC STEEL: Speyside Equity Signs to Buy Assets for $11.3MM
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Pacific Steel Casting Co. will sell its fourth-
generation family-owned steel foundry for at least $11.3 million
in cash plus assumption of specified liabilities to New York-based
private-equity fund Speyside Equity LLC unless a better offer is
made at auction.

According to the report, PSC wants an auction and sale hearing on
July 11.  The company expects Speyside will offer jobs to the vast
majority of PSC's employees, including union workers under the
existing collective bargaining agreement, according to the
company, the report related.

                    About Pacific Steel Casting,
                        Berkeley Properties

Pacific Steel Casting Company and Berkeley Properties, LLC,
separately filed Chapter 11 bankruptcy petitions (Bankr. N.D.
Cal. Case Nos. 14-41045 and 14-41048) on March 10, 2014.  Pacific
Steel's petition was signed by Charles H. Bridges, Jr., chief
financial officer and director.  Michael W. Malter, Esq., at
Binder & Malter, LLP serves as the Debtors' counsel.  Epiq
Bankruptcy Solutions, LLC, is the Debtors' claims, noticing and
balloting agent.  Burr Pilger Mayer, a certified public accounting
firm, serves as financial consultants.

Pacific Steel makes carbon, low-alloy and stainless steel castings
for U.S. and international customers, largely for heavy-duty
trucks and construction equipment.

Tracy Hope Davis, the United States Trustee for Region 17,
appointed seven creditors to serve on the Official Committee of
Unsecured Creditors.  The Committee is represented by Ori Katz,
Esq., and Michael M. Lauter, Esq., at Sheppard, Mullin, Richter &
Hampton LLP.


PHARMACEUTICAL PRODUCT: S&P Retains 'B' CCR on $600MM Add-On
------------------------------------------------------------
Standard & Poor's Ratings Services said that its ratings on
Research Triangle, N.C.-based contract research organization (CRO)
Pharmaceutical Product Development LLC, including its 'B'
corporate credit rating, are not affected by the company's
announcement that it will issue an incremental $600 million of
holding company PIK-election notes to fund a sponsor dividend.
S&P's existing rating on this debt, which is issued by Jaguar
Holding Co. I is, 'CCC+' with a '6' recovery rating.  While the
additional debt increases leverage to about 7.3x from just under
6x, this action is consistent with our expectation that sponsor
ownership will shape an aggressive financial policy where debt
capacity is used for shareholder reward.

PPD's narrow business focus on the CRO marketplace, offset by its
position as the second-largest player in an industry that is
growing quickly and where scale confers significant advantages,
are key factors underlying S&P's "fair" business risk profile
assessment.  While leverage should decline over time from EBITDA
growth, S&P expects leverage to remain above 5x and funds from
operations to total debt in the single digits, in part because S&P
believes any debt capacity created by growing EBITDA will be used
for further dividends.  This supports S&P's view that PPD's
financial risk profile is "highly leveraged".

RATINGS LIST

Pharmaceutical Product Development LLC

Corporate Credit Rating          B/Stable/--

Jaguar Holding Co. I
$1.125B sr PIK toggle notes       CCC+
  Recovery rating                 6


PLEASE TOUCH: S&P Lowers Rating on 2006 Revenue Bonds to 'D'
------------------------------------------------------------
Standard & Poor's Ratings Services has lowered its long-term
rating to 'D' from 'CC' on the Please Touch Museum (PTM), Pa.'s
series 2006 revenue bonds.

"The 'D' rating reflects PTM's failure to pay full principal and
accrued interest to bondholders following a Trustee notice of
immediate acceleration of the bonds," said Standard & Poor's
credit analyst Nick Waugh.  Under the terms of the Indenture, if
an Event of Default has not been cured within 10 days of written
notice to the Museum, the Trustee may, and shall upon written
request of the owners of 25% in principal amount of the bonds
outstanding, declare the principal of all bonds then outstanding
to be due and payable immediately.

Events of default previously noted by the Trustee have not been
cured, more than 10 days has passed since the events of default
were shared with the Museum in Feb. 2014, and the Trustee has
received written direction from the owners of a majority in
principal amount of the bonds outstanding to accelerate the bonds
under the Indenture.  A notice of the continued defaults and a
declaration that all principal and interest accrued are
immediately due was posted on Electronic Municipal Market Access
(EMMA) on June 10, 2014.  PTM has approximately $58 million in
principal outstanding.  S&P understands that PTM has not made a
payment in full since the notice of immediate acceleration, and it
do not expect that the museum will make a payment in full because
it lacks sufficient assets to pay full principal and accrued
interest.  The lack of full payment following the immediate
acceleration, and S&P's expectation that the museum will not make
a full payment in the near term led to the 'D' rating.

On Sept. 20, 2013, S&P lowered the rating to 'CC' with a negative
outlook following PTM's failure to make the scheduled Sept. 1,
2013, bond payment to the Trustee, which led the Trustee to use
the debt service reserve (DSR) to pay bondholders.  S&P believed
that PTM's decision to not make the debt service payment from
available resources on Sept 1, 2013, reflected management's
unwillingness to make full and timely payments of future debt
service, despite the presence of available resources.  S&P's
belief in Sept. 2013 that PTM would ultimately default on its
obligation led to the revision to the 'CC' rating, which reflected
S&P's expectation of a future default, regardless of the timing of
the default.

The Trustee gave notice of various events of default under the
bond documents to the Museum in Feb. 2014 and demanded a cure at
that time.  PTM failed to make the required debt service payment
on March 1, 2014, which again forced the Trustee to use funds from
the DSR to pay bondholders.  According to the Trustee, the DSR
currently holds about $1.8 million, and the Trustee-held
collateral fund holds $3.6 million. The combination of these funds
is sufficient to make the $2.16 million principal and interest
payment due on Aug. 1, 2014.  In addition, the Museum had about
$11 million in cash and marketable securities as of Sept. 30,
2013.  However, the combination of these funds is not adequate to
pay the $58 million in outstanding principal.


PORTER MILL: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Porter Mill Road Properties, LLC
           aka Waller Landing
        Waller/Airport/Richardson Farms
        Hebron, MD 19808

Case No.: 14-20549

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: July 1, 2014

Court: United States Bankruptcy Court
       District of Maryland (Baltimore)

Judge: Hon. Duncan W. Keir

Debtor's Counsel: Morgan William Fisher, Esq.
                  LAW OFFICES OF MORGAN FISCHER LLC
                  172 West St.
                  Annapolis, MD 21401
                  Tel: 410-626-6111
                  Fax: 410-267-8072
                  Email: bk@morganfisherlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Richard DeVincentis, member.

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


PR WIRELESS: Moody's Hikes CFR to Caa1 & rates $190MM Debt Caa1
---------------------------------------------------------------
Moody's Investors Service upgraded PR Wireless, Inc's corporate
family rating to Caa1 from Caa3. At the same time, Moody's
assigned Caa1 rating to the $190million senior secured credit
facilities. The credit facilities consist of a $10 million
revolving credit due 2019 and a $180 million term loan due 2020.
The proceeds will be used to repay existing debt. The ratings
outlook was changed to stable from negative.

Upgrades:

Issuer: PR Wireless, Inc.

Probability of Default Rating, Upgraded to Caa1-PD from Caa3-PD

Corporate Family Rating, Upgraded to Caa1 from Caa3

Assignments:

Issuer: PR Wireless, Inc.

Senior Secured Bank Credit Facility, Assigned Caa1

Senior Secured Bank Credit Facility, Assigned Caa1

Outlook Actions:

Issuer: PR Wireless, Inc.

Outlook, Changed To Stable From Negative

Withdrawals:

Issuer: PR Wireless, Inc.

Senior Secured Bank Credit Facility Matured Jun 4, 2014, Now
Withdrawn , previously rated Caa3, LGD3, 44 %

Senior Secured Bank Credit Facility Jun 4, 2016, Withdrawn ,
previously rated Caa3, LGD3, 44 %

Ratings Rationale

The upgrade was prompted by PR Wireless' improved liquidity and
debt profile following the issuance of the new USD 190 million
secured notes, to be used to refinance its USD 200 million term
loan due 2016.

"Pro-forma for the refinancing, the company will have only USD 2.9
million in debt maturing during the next two years, which
positively compares to the former USD 24 million. In addition, the
new facility includes a USD 10 mn revolving facility expiring in
2019 that can be withdrawn to alleviate any liquidity shortage.
Despite the improvements, liquidity position remains tight. PR
Wireless posted negative free cash flow of USD 12 mn as of
December 31, 2013, despite a sharp reduction in capital
expenditures to USD 7 mn in 2013 from USD 31 mn in 2012. Going
forward Moody's expect free cash flow to remain negative", said
Gabriel Vigueras, a Vice President - Senior Analyst at Moody's.

PR Wireless' Caa1 ratings reflect its small operating scale and
market share, estimated by the company at 9%, when compared with
larger and better funded competitors namely AT&T Inc. (A3, RUR)
and America Movil (A2, stable). Going forward, Moody's estimate
competition to remain intense or increase even further, especially
as major carriers work to expand their service offerings in the
country. Accordingly, the rating incorporates expectations of
pressured operating performance, as a consequence of the need for
higher handset subsidies, as well as of other operating costs in a
weak economic environment in Puerto Rico.

PR Wireless' focus on the prepaid market, where it has an
estimated 27% market share, also put some pressure in its churn
rates. While the company is moving towards the low churn postpaid
business, the presence of large and better funded competitors,
coupled with the sluggish economy in Puerto Rico, constraints its
ability to execute strategy.

The stable outlook reflects Moody's expectations that the company
will be able to slightly improve its EBITDA generation and to
maintain an adequate liquidity for the next twelve to eighteen
months.

The ratings could be downgraded if PR Wireless' liquidity
deteriorates of if the company is not able to post increasing
revenues and margins, at least marginally. In addition,
shareholder payouts or debt-funded business expansion that depress
free cash flow would adversely impact the ratings.

Considering PR Wireless' weak liquidity position and the high
competitive environment where it operates, a ratings upgrade is
unlikely in the near term. Over the medium to longer term,
positive pressure could result from a strengthening in the
company's competitive position, such as that it proves able to
increase revenues and margins on a consistent basis, as well as
improve cash flow generation. Quantitatively, an upgrade would
require an interest coverage measured by adjusted (EBITDA-Capex)
over interest expense above 1.5x and adjusted debt/EBITDA below 4
times.

The principal methodology used in this rating was Global
Telecommunications Industry published in December 2010.

PR Wireless, Inc. ("PR Wireless", brand name Open Mobile) is a
wireless service provider in Puerto Rico offering 3G services and
4G starting in August 2012. It is owned by the holding company PR
Wireless, LLC (incorporated in Delaware, U.S.), which, in turn, is
owned by M/C Venture Partners (35%), Columbia Capital (35%) and
Leap Wireless (18%), among others. PR Wireless began operations in
June 2007 after the bankruptcy and reorganization of its
predecessor entity, MoviStar, Inc. With approximately 9%
subscriber market share as of December 2013, the company generated
revenues of USD 159 million and adjusted EBITDA of USD 45 million
in the last twelve months ended December 31, 2013.


PRICHARD, AL: Cleared to Leave Bankruptcy After Five Years
----------------------------------------------------------
Katy Stech, writing for Daily Bankruptcy Review, reported that a
judge cleared the 23,000-resident city of Prichard, Ala., to end
its five-year-old bankruptcy by moving forward on a plan that cuts
pension payments for its workers and retirees and ends its pension
system altogether.

According to the report, Bankruptcy Judge William Shulman
confirmed the city's plan during a hearing on July 1.  Prior to
that approval, city leaders said that the southern Alabama city's
economy has improved, leading its tax revenue to grow, and that a
new truck stop scheduled to open next year could increase sales
tax revenue even more, the report cited R. Scott Williams, the
city's bankruptcy lawyer, as saying.

                    About Prichard, Alabama

The city of Prichard, Alabama, a suburb of Mobile, filed for
municipal reorganization on Oct. 27, 2009, its second time in
eight years.  The Chapter 9 petition in Mobile says that assets
and debt both exceed $10 million.

In September 2010, the Bankruptcy Court dismissed Prichard's
petition after finding that the city lacked the capacity, under
Alabama law, to file the petition.

The city filed for bankruptcy after retirees stopped receiving
pension checks.  Prichard said it was having a "substantial under-
funded pension obligation."  Prichard has a population of 25,000.


QUIZNOS: Completes Financial Restructuring, Exits Chapter 11
------------------------------------------------------------
Quiznos, a premier quick-service restaurant chain and pioneer of
the toasted sub, on July 1 disclosed that it has successfully
completed its financial restructuring and emerged from Chapter 11.

"[Tues]day marks the start of a new chapter for our Company," said
Stuart K. Mathis, Quiznos Chief Executive Officer.  "With our
financial restructuring behind us, we now have a stronger
foundation to execute our comprehensive plan to strengthen
performance, revitalize the Quiznos brand and reinforce its
promise as a fresh, high-quality and great-tasting alternative to
traditional fast food offerings.  We sincerely appreciate the
support of our franchisees, employees and vendors, who enabled us
to continue providing Quiznos customers with high-quality menu
offerings and superior service throughout this process."

Mr. Mathis continued, "As we move ahead, we look forward to taking
additional action to help increase sales and profitability for our
franchise owners."

As previously announced, Quiznos' Plan of Reorganization was
confirmed by the U.S. Bankruptcy Court in Wilmington, Delaware on
May 12, 2014.

                          About Quiznos

Denver-based Quiznos -- http://www.quiznos.com-- is a chain
designed for today's busy consumers who are looking for a high
quality, tasty, freshly prepared alternative to traditional fast-
food restaurants.  With locations in 50 states and 30 countries,
Quiznos is one of the world's premier quick-service restaurant
chains and pioneer of the toasted sandwich; Quiznos restaurants
offer creative, chef-created sandwiches and salads using premium
ingredients.  Quiznos was founded in 1981 by chefs who discovered
that toasting brought out the best in every sandwich ingredient.

QCE Finance LLC and its affiliates sought protection under Chapter
11 of the Bankruptcy Code on March 14, 2014.  The lead case is QCE
Finance LLC (Case No. 14-10543, Bankr. D.Del.).  The case is
assigned to Judge Peter J. Walsh.

The Debtors' lead counsel are Ira S. Dizengoff, Esq., Philip C.
Dublin, Esq., Jason P. Rubin, Esq., and Kristine G. Manoukian,
Esq., at AKIN GUMP STRAUSS HAUER & FELD LLP, in New York.  The
Debtors' local counsel is Mark D. Collins, Esq., and Amanda
Steele, Esq., at RICHARDS, LAYTON & FINGER, P.A., in Wilmington,
Delaware.  The Debtors' investment banker and financial advisor is
Matthew J. Hart of LAZARD FRERES & CO. LLC.  Paul Ruh, Mark A.
Roberts, and Jonathan Tibus of Alvarez & Marsal serves as the
Debtors' restructuring advisors.  Prime Clerk LLC serves as the
Debtors' claims and noticing agent.

The lead debtor, QCE Finance LLC, scheduled $736,858 in total
assets plus "undetermined amounts".  It scheduled $618,437,362
plus "undetermined amounts" as liabilities.

The U.S. Trustee has appointed a seven-member official committee
of unsecured creditors.  The Committee has tapped Cousins Chipman
& Brown LLP's Scott D. Cousins, Esq., and Ann Kashishian, Esq.;
and Otterbourg P.C.'s Scott L. Hazan, Esq., Jenette A. Barrow-
Bosshart, Esq., and David M. Posner, Esq., as counsel.

Avenue Capital Management II, L.P. and its affiliates are
represented by John J. Rapisardi, Esq., and Joseph Zujkowski,
Esq., at O'Melveny & Myers LLP in New York.  Fortress Investment
Group and its affiliates are represented by Skadden Arps Slate
Meagher & Flom's Van C. Durrer, Esq.  Co-counsel to the Consenting
First Lien Lenders are Milbank Tweed Hadley & McCloy's Thomas R.
Kreller, Esq., and David B. Zolkin, Esq., and Morris Nichols Arsht
& Tunnell's Robert J. Dehney.  Counsel to the First Lien Agent is
Ropes & Gray's Mark R. Somerstein.  Counsel to the Second Lien
Agent is Pillsbury Winthrop's Bart Pisella, Esq., and Timothy P.
Kober, Esq.  Counsel to Vectra Bank Colorado, National
Association, is Kasowitz Benson's Adam L. Shiff, Esq.


RED LOBSTER: Moody's Assigns B3 CFR & Rates New $425MM Loans B3
---------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to Red Lobster
Management, LLC's proposed $50 million guaranteed senior secured
revolving credit facility and $375 million guaranteed senior
secured term loan. A B3 Corporate Family rating, B3-PD Probability
of Default Rating and stable rating outlook were also assigned.

This is a first time ratings assignment to Red Lobster Management,
LLC.  Moody's ratings are subject to the receipt and review of
final documentation.

New Ratings Assigned:

Corporate Family Rating at B3

Probability of Default Ratings at B3-PD

$50 million guaranteed senior secured revolver due 2019 at B3
(LGD4)

$375 million guaranteed senior secured term loan due 2021 at B3
(LGD4)

Ratings Rationale

The B3 Corporate Family Rating reflects Red Lobster's weak and
declining operating performance, high pro forma lease-adjusted
debt/EBITDA of about 6.0 times, and the challenge surrounding
Golden Gate's ability to turn the company's performance around.
Positive rating consideration is given to Golden Gate's experience
with respect to buying and addressing under-performing restaurant
and other consumer related companies, along with the company's pro
forma liquidity profile that includes $125 million of unrestricted
cash and a $50 million undrawn revolver.

The stable outlook reflects Red Lobster's pro forma fixed charge
coverage of about 1.5 times, a level typically associated with a
'mid-B' Corporate Family Rating, according to Moody's Global
Restaurant Methodology. The pro forma fixed-charge coverage ratio
is based on about $23 million of interest related to the funded
debt portion of the transaction along with one-third of the annual
lease payment, about $53 million.

Proceeds from the proposed credit facilities along with a minimum
of $200 million of cash common equity contributed by Golden Gate
Capital Management ("Golden Gate") will be used to fund a portion
the acquisition of the Red Lobster brand and operations from
Darden Restaurants, Inc. (Baa3 on review for downgrade). Golden
Gate is also representing that it will fund enough cash common
equity to ensure $125 million of pro forma cash on the balance
sheet. The transaction is scheduled to close within Red Lobsters
first fiscal quarter of 2015.

In a separate but related transaction, the substantial majority of
the physical real estate assets of Red Lobster will be sold by
Darden to American Realty Capital Properties, Inc. (Baa3 stable),
a real estate investment trust. Red Lobster will simultaneously
enter into master lease agreements with American Realty where it
will agree to make lease payments related to the master lease of
about $125 million annually to American Realty in exchange for use
of the real estate. The estimated present value of these lease
payment is about $1 billion arrived at using an eight times
multiple of the annual master lease payment.

The B3 rating assigned to the credit facilities, the same as Red
Lobster's Corporate Family Rating, considers that these credit
facilities represent the entire funded debt portion of the
company's pro forma balance sheet, and a majority of the company's
pro forma debt capital structure including operating leases which
have an annual lease payment obligation of about $35 million.

The operating leases are separate and distinct from the master
leases. While the operating leases provide some credit support to
Red Lobster's funded debt -- although not enough to notch the
rating on the credit facilities above the Corporate Family Rating
-- Moody's does not consider the master lease payments as a form
of credit support for LGD purposes. In a master lease, the
rejection of one lease requires the rejection of all leases. As a
result, the benefit of being able to reject individual leases --
typically considered a form of credit support to more senior
funded debt -- is not available to Red Lobster. Red Lobster's
creditors are incentivized to maintain the master lease as it is
their primary asset.

The B3-PD Probability of Default Rating considers the "covenant-
lite" characteristics of this transaction. The credit facilities
are expected to included a first-lien leverage ratio, the level of
which has not yet been determined. However, that covenant only
takes effect if/when the revolver amount outstanding plus swing
loans and letters of credit exceed 30% of the $50 million revolver
limit. At this time, Moody's is not aware of any other financial
covenants being considered. Additionally, it is Moody's
understanding that there will be a provision in the credit
agreement that states any default in lease obligations would
trigger a default in the credit agreement, but only if the leases
in default are categorized as capital leases (not yet determined)
and total more than $25 million.

Ratings could be lowered if it appears that the turnaround
strategy employed by Red Lobster's new owner will not result in a
stabilization of the company's operating results. Ratings could
also be lowered if there is a default on any portion of the master
lease. A higher rating would require evidence of turnaround
including the ability to achieve and maintain lease-adjusted
debt/EBITDA below 5.0 times and fixed-charge coverage above 1.75
times. While rating improvement is possible over the longer-term,
the amount of rating improvement is limited by the fact that Red
Lobster will be owned by a private equity sponsor whose interests
may come ahead of creditors.

Red Lobster owns and operates 705 Red Lobster seafood restaurants
throughout North America. The company has agreed to be purchased
by Golden Gate Capital, a private equity sponsor, and has been
operating as a division of Darden. Red Lobster generates about
$2.5 billion of annual revenue.

The principal methodology used in this rating was Global
Restaurant Methodology published in June 2011. Other methodologies
used include Loss Given Default for Speculative-Grade Non-
Financial Companies in the U.S., Canada and EMEA published in June
2009.


RICEBRAN TECHNOLOGIES: Hal Mintz Holds 7.3% Equity Stake
--------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, Hal Mintz and his affiliates disclosed that as of
June 20, 2014, they beneficially owned 575,000 shares of common
stock of RiceBran Technologies representing 7.31 percent of the
shares outstanding.  A full-text copy of the regulatory filing is
available for free at http://is.gd/QvjD99

                            About RiceBran

Scottsdale, Ariz.-based RiceBran Technologies, a California
corporation, is a human food ingredient and animal nutrition
company focused on the procurement, bio-refining and marketing of
numerous products derived from rice bran.

RiceBran Technologies reported a net loss of $17.64 million on
$35.05 million of revenues for the year ended Dec. 31, 2013, as
compared with a net loss of $11.13 million on $37.72 million of
revenues for the year ended Dec. 31, 2012.  As of March 31, 2014,
the Company had $52.66 million in total assets, $40.78 million in
total liabilities, $6.42 million in temporary equity and $5.44
million in total equity attributable to the Company shareholders.

BDO USA, LLP, in Phoenix, Arizona, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company has suffered recurring losses from operations
resulting in an accumulated deficit of $219 million at Dec. 31,
2013.  This factor among other things, raises substantial doubt
about its ability to continue as a going concern.


RODGERS AND RODGERS: Case Summary & 14 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: Rodgers and Rodgers Enterprises,LLC
        PO box 3601 Post Oak
        New orleans, LA 70131

Case No.: 14-11715

Chapter 11 Petition Date: July 1, 2014

Court: United States Bankruptcy Court
       Eastern District of Louisiana (New Orleans)

Judge: Hon. Jerry A. Brown

Debtor's Counsel: John B. Donnes, III, Esq.
                  LAW OFFICE OF JOHN B. DONNES, III
                  855 Baronne Street, Suite 2
                  New Orleans, LA 70113
                  Tel: (504) 264-5933
                  Email: johndonnes@att.net

Estimated Assets: not indicated

Estimated Liabilities: not indicated

The petition was signed by Lorenzo Rodgers, member.

A list of the Debtor's 14 largest unsecured creditors is available
for free at http://bankrupt.com/misc/laeb14-11715.pdf


SAN ANGELO COLTS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: San Angelo Colts Baseball Club, LLC
        5915 Swiss Avenue
        Dallas, TX 75214

Case No.: 14-33199

Chapter 11 Petition Date: July 1, 2014

Court: United States Bankruptcy Court
       Northern District of Texas (Dallas)

Debtor's Counsel: Eric A. Liepins, Esq.
                  ERIC A. LIEPINS, P.C.
                  12770 Coit Rd., Suite 1100
                  Dallas, TX 75251
                  Tel: (972) 991-5591
                  Email: eric@ealpc.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by John Bryant, manager.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/txnb14-33199.pdf


SPECIALTY HOSPITAL: Silver Point Has Authority to Buy Assets
------------------------------------------------------------
Judge S. Martin Teel, Jr., of the U.S. Bankruptcy Court for the
District of Columbia authorized Specialty Hospital of Washington
LLC and its debtor affiliates to sell substantially all of their
assets to DCA Acquisitions, LLC, which is an affiliate of Silver
Point Capital LLC.

The Debtors and its DIP Lender, DCA Acquisitions, LLC, has a
stalking horse purchase agreement under which the DIP Lender
agreed to purchase the the Debtors' assets for: (a) a $15 million
DIP loan term facility to be credit-bid by the Purchaser at
closing; plus (b) the assumption of certain liabilities; plus (c)
an amount not to exceed $200,000 to conduct the orderly wind-down
or dismissal of the bankruptcy cases following the sale
contemplated by the Transaction; plus (d) at the discretion of the
stalking horse purchaser, an amount up to $10,000,000 of the BB&T
Debt.

                             No Other Bids

The Silver Point affiliate emerged to have the best offer after
the Debtors cancelled the June 23 auction of its assets because no
competing bids were filed by the June 20 submission deadline.

Thus, stalking horse bidder and DIP lender, DCA Acquisitions, LLC,
has been  named the successful bidder for the assets and no
auction was conducted.

As reported in the June 12, 2014 edition of the Troubled Company
Reporter, the stalking horse purchase agreement the Debtor
negotiated with DCA Acquisitions provides that the DIP Lender
agreed to purchase the the Debtor's assets for (i) a $15 million
DIP loan term facility to be credit-bid by the Purchaser at
closing; plus (ii) the assumption of certain liabilities; plus
(iii) an amount not to exceed $200,000 to conduct the orderly
wind-down or dismissal of the bankruptcy cases following the sale
contemplated by the Transaction; plus (iv) at the discretion of
the stalking horse purchaser, an amount up to $10,000,000 of the
Branch Banking and Trust Company Debt.

                    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 Patrick Potter, Esq., Jerry Hall,
Esq., Dania Slim, Esq., of Pillsbury Winthrop Shaw Pittman LLP's
Washington, D.C. unit as well as Andrew M. Troop, Esq., of the
firm's New York unit.  Alvarez and Marsal Healthcare Industry
Group, LLC, serves as the Debtors' financial advisor.  Cain
Brothers & Company, LLC, is the Debtors' investment banker.
Kurtzman Carson Consultants serves as noticing agent.

Suzanne Koenig was appointed as patient care ombudsman to the
Debtors.  She is represented by Polsinelli PC.

The U.S. Trustee has named three members to the Official Committee
of Unsecured Creditors.  Wiley Rein LP represents the Committee.

The U.S. Trustee also has appointed Suzanne Koenig as Patient Care
Ombudsman in the Debtors' cases.


SPECIALTY HOSPITAL: Petitioning Creditors Withdraw Trustee Motion
-----------------------------------------------------------------
Capitol Hill Group and a group of creditors stipulated with
Specialty Hospital of Washington, LLC, et al., for the withdrawal
of the Petitioning Creditors' emergency request for appointment of
a Chapter 11 Trustee in the Debtors' cases.

As previously reported by The Troubled Company Reporter, the
Debtor filed papers with the Court opposing the Trustee Motion,
arguing that the Motion may be abandoned as a prompt sale of the
Debtor's assets has been put in place.

                    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 Patrick Potter, Esq., Jerry Hall,
Esq., Dania Slim, Esq., of Pillsbury Winthrop Shaw Pittman LLP's
Washington, D.C. unit as well as Andrew M. Troop, Esq., of the
firm's New York unit.  Alvarez and Marsal Healthcare Industry
Group, LLC, serves as the Debtors' financial advisor.  Cain
Brothers & Company, LLC, is the Debtors' investment banker.
Kurtzman Carson Consultants serves as noticing agent.

Suzanne Koenig was appointed as patient care ombudsman to the
Debtors.  She is represented by Polsinelli PC.

The U.S. Trustee has named three members to the Official Committee
of Unsecured Creditors.  Wiley Rein LP represents the Committee.

The U.S. Trustee also has appointed Suzanne Koenig as Patient Care
Ombudsman in the Debtors' cases.


SPECIALTY HOSPITAL: Gets Final Court OK on $15-Mil. DIP Loan
------------------------------------------------------------
Specialty Hospital of Washington, LLC, et al., obtained an order
granting them final authority to borrow up to $15 million from DCA
Acquisitions, LLC, in accordance with an approved budget.  A copy
of a 13-week cash flow budget ending Aug. 15, 2014 is available
at: http://bankrupt.com/misc/SPECIALTYHOSP_13wkCFforecast.pdf

All of the DIP Loan Obligations are allowed superpriority
administrative expense claims in the Debtors' cases.

As security for the payment of the DIP Loan Obligations, the DIP
Lenders are granted senior, perfected priming liens on, and
security interests in, all of the DIP Collateral, subject only to
a carve-out.

The Carve-out is an amount allotted for (i) the payment of US
Trustee fees, (ii) the payment of Court-approved fees and expenses
of bankruptcy professionals, and (iii) an amount of up to $250,000
for payment of professional fees incurred from and after the
occurrence of an Event of Default under the DIP Loan.

The Debtors are also authorized to use cash collateral for their
daily operating costs.

                    DCA Reacts to Objections

Before the Court entered its ruling, the Official Committee of
Unsecured Creditors filed an objection to the final approval of
the DIP Loan.

DCA noted that the Committee Objection appears to be a demand for
DCA to fund more money for estate professionals in a matter where
unsecured creditors are, in all likelihood, deeply out of the
money, and to preserve surcharge rights vis-a-vis the BB&T Debt.
DCA argued that the Committee failed to appreciate that through an
approved DIP Budget, DCA has agreed to fund about $4.6 million for
estate professionals during the cases.  The Committee, DCA pointed
out, however does not challenge the Debtor's need for the DIP Loan
to fund operating losses.

DCA thus called for the denial of the Committee Objection.

                    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 Patrick Potter, Esq., Jerry Hall,
Esq., Dania Slim, Esq., of Pillsbury Winthrop Shaw Pittman LLP's
Washington, D.C. unit as well as Andrew M. Troop, Esq., of the
firm's New York unit.  Alvarez and Marsal Healthcare Industry
Group, LLC, serves as the Debtors' financial advisor.  Cain
Brothers & Company, LLC, is the Debtors' investment banker.
Kurtzman Carson Consultants serves as noticing agent.

Suzanne Koenig was appointed as patient care ombudsman to the
Debtors.  She is represented by Polsinelli PC.

The U.S. Trustee has named three members to the Official Committee
of Unsecured Creditors.  Wiley Rein LP represents the Committee.

The U.S. Trustee also has appointed Suzanne Koenig as Patient Care
Ombudsman in the Debtors' cases.


SS&C TECHNOLOGIES: Moody's Hikes Corporate Family Rating to Ba2
---------------------------------------------------------------
Moody's Investors Service upgraded SS&C Technologies, Inc.'s
corporate family rating ("CFR") to Ba2 from Ba3 and probability of
default rating ("PDR") to Ba3-PD from B1-PD. Concurrently, the
senior secured credit facility ratings at SS&C and its indirect
wholly-owned subsidiary, SS&C Technologies Holdings Europe
S.a.r.l. ("SS&C Sarl"), were also upgraded to Ba2 from Ba3. The
rating outlook is stable and the speculative grade liquidity
rating remains unchanged at SGL-1.

The ratings upgrade reflects SS&C's steady improvements in
revenue, EBITDA and free cash flow generation since the 2012
GlobeOp and PORTIA acquisitions ("2012 acquisitions"), as well as
the company's subsequent application of excess cash flows towards
funded debt repayment. Leverage on a debt to EBITDA basis (Moody's
adjusted) has declined to about 2.7 times (for LTM March 2014)
from about 5.2 times (pro forma at the time of the 2012
acquisitions). SS&C's revenue base has grown to about $725 million
(LTM March 2014) from about $635 million for FY 2011 (pro forma
for 2012 acquisitions) as a result of healthy organic growth rates
within the company's core business segments. From an overall
industry perspective, growth in alternative assets under
administration, the increasing complexity of securities products,
increased regulatory requirements and investor demand for
transparency, as well as a higher propensity of investment and
asset management firms to outsource mid and back office
operations, support Moody's expectations that SS&C will be able to
sustain the improvement in its operating performance.

The following ratings were upgraded:

Issuer: SS&C Technologies, Inc.

Corporate Family Rating to Ba2 from Ba3

Probability of Default Rating to Ba3-PD from B1-PD

$100 million Senior Secured Revolving Credit Facility due 2017 to
Ba2 (LGD3, 33%) from Ba3 (LGD3, 34%)

$485 million (outstanding) Senior Secured Term Loan B-1 due 2019
to Ba2 (LGD3, 33%) from Ba3 (LGD3, 34%)

Issuer: SS&C Technologies Holdings Europe S.a.r.l.

$202 million (outstanding) Senior Secured Term Loan A-2 due 2017
to Ba2 (LGD3, 33%) from

Ba3 (LGD3, 34%)

$50 million (outstanding) Senior Secured Term Loan B-2 due 2019 to
Ba2 (LGD3, 33%) from

Ba3 (LGD3, 34%)

There was no change to the following:

Issuer: SS&C Technologies, Inc.

Speculative Grade Liquidity Rating at SGL-1

Outlook: Maintained at Stable

Ratings Rationale

SS&C's Ba2 Corporate Family Rating ("CFR") reflects the company's
solid market position in the hedge fund administration services
market and its enhanced scale following the 2012 acquisitions of
GlobeOp and PORTIA. The company's rating is supported by leverage
on a debt to EBITDA basis (Moody's adjusted) of about 2.7 times as
of the LTM period ended March 31, 2014, as well as the company's
demonstrated ability and willingness to reduce funded debt after
leveraging events. SS&C's credit profile benefits from the
favorable free cash flow characteristics of its business model, as
demonstrated by its high levels of contractual, recurring revenues
(92% of total LTM revenue as of Q1 2014) and maintenance customer
retention rates ( greater than 90% for core enterprise products),
along with low capital expenditure requirements. Furthermore,
SS&C's ratings are also supported by the high switching costs of
its services, as well as deep domain expertise in the financial
services sector (gained by providing software enabled outsourcing
services), which the company leverages for developing/improving
proprietary software, in order to anticipate and meet increasingly
complex client requirements.

However, the Ba2 rating also incorporates the company's tolerance
for high financial leverage and its acquisitive growth strategy.
As a result, over a longer term horizon, Moody's expect
deleveraging trends to be punctuated by opportunistic debt-
financed acquisitions. The Ba2 rating further reflects SS&C's
business risks arising from its dependence and focus on the
financial services sector, as well as high revenue concentration
in the volatile hedge fund segment of the financial services
industry, in addition to an intensely competitive industry
environment.

The stable ratings outlook is based on our expectations that SS&C
will continue to generate solid operating performance, maintain a
very good liquidity profile and sustain its currently strong free
cash flow to total debt levels. The rating anticipates that future
leverage improvements might be interrupted by moderately sized
debt funded acquisitions.

Though unlikely over the near term, SS&C's ratings could be
upgraded if the company continues to demonstrate strong organic
revenue and earnings growth trends, such that they result in a
substantial improvement in the size and scale of the company. A
ratings upgrade would also require the company to consistently
generate strong free cash flow, and sustain total debt-to-EBITDA
leverage below 2.5 times, after accommodating moderate size
acquisitions. Moody's could raise SS&C's ratings if management
demonstrates a commitment to balanced financial policies and
maintains very good liquidity.

Moody's could downgrade SS&C's ratings if weak business execution
or increasing competition leads to erosion in EBITDA margins and
free cash flow declines to below 15% of total debt for an extended
period of time. The ratings could also be downgraded if SS&C's
total debt-to-EBITDA leverage sustains above 3.5 times, on an
other than temporary basis. In addition, increase in debt to drive
shareholder returns or consummate large-sized or transformative
acquisitions could potentially trigger a ratings downgrade.

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

On July 1, 2013 and March 10, 2014, Moody's Investors Service
assigned Ba3, LGD3 - 34% ratings to two senior secured term loan
bank credit facilities (CUSIP s 78466DAP9 and 78466DAQ7
respectively). Due to an internal administrative error, these
ratings were assigned under SS&C Technologies, Inc. Moody's has
corrected its ratings database to reflect the correct issuer name
as SS&C Technologies Holdings Europe S.a.r.l.

Headquartered in Windsor, CT, SS&C provides software products and
software-enabled services mainly to customers in the institutional
asset management, alternative investment management and financial
institutions vertical markets. SS&C reported revenues of about
$725 million for the LTM period ended March 31, 2014.


THELEN LLP: "Hourly Fee Matters" Are Not Bankrupt Firm's Assets
---------------------------------------------------------------
The United States Court of Appeals for the Second Circuit has
asked the Court of Appeals of New York two questions relating to
"whether, for purposes of administering [a] . . . related
bankruptcy, New York law treats a dissolved law firm's pending
hourly fee matters as its property"

In a July 1, 2014 Opinion by Judge Susan Phillips Read -- in which
Chief Judge Jonathan Lippman and Judges Victoria A. Graffeo,
Robert S. Smith, Eugene F. Pigott Jr., Jenny Rivera and Sheila
Abdus-Salaam concur -- the New York Appeals Court held that
pending hourly fee matters are not partnership "property" or
"unfinished business" within the meaning of New York's Partnership
Law.  A law firm does not own a client or an engagement, and is
only entitled to be paid for services actually rendered.

A copy of the Opinion is available at http://is.gd/YC8a1yfrom
Leagle.com.

                         In re Thelen LLP

On October 28, 2008, the partners of the law firm Thelen LLP voted
to dissolve the firm, which was insolvent. In carrying out the
dissolution, Thelen's partners adopted the Fourth Amended and
Restated Limited Liability Partnership Agreement and a written
Plan of Dissolution.  The Fourth Partnership Agreement provided
that it was governed by California law and, unlike its predecessor
agreements, included an "Unfinished Business Waiver" referred to
as a "Jewel Waiver," after Jewel v Boxer (156 Cal.App.3d 171 [Cal
Ct App 1984]), the intermediate appellate court case that inspired
it.  Applying the Uniform Partnership Act (UPA), the Jewel court
held that, absent an agreement to the contrary, profits derived
from a law firm's unfinished business are owed to the former
partners in proportion to their partnership interests.

Following Thelen's dissolution, Thelen partners joined Seyfarth
Shaw LLP -- 10 in its New York office and one in California. The
former Thelen partners transferred unfinished matters to Seyfarth,
which billed clients for their services. On September 18, 2009,
Thelen filed a voluntary petition for relief under Chapter 7 of
the Bankruptcy Code in the United States Bankruptcy Court for the
Southern District of New York.

After his appointment as the Chapter 7 trustee of Thelen's
bankruptcy estate, Yann Geron commenced an adversary proceeding
against Seyfarth in the United States District Court for the
Southern District of New York. Geron sought to avoid the
"Unfinished Business Waiver" as a constructive fraudulent transfer
under 11 U.S.C. Sections 544 and 548(a)(1)(B) and California state
law, and to recover the value of Thelen's unfinished business for
the benefit of the estate's creditors. On the assumption that
pending hourly matters were among a law firm's assets, Geron
argued that Thelen's partners fraudulently transferred those
assets to individual partners without consideration when they
adopted the "Unfinished Business Waiver" on the eve of
dissolution.

Seyfarth moved for judgment on the pleadings, arguing that New
York rather than California law defined whether it received any
"property interest."

In a decision dated September 4, 2012, the District Court Judge
first agreed with Seyfarth that New York law governed. He then
concluded that under New York law, the "unfinished business
doctrine" does not apply to a dissolving law firm's pending hourly
fee matters, and that a partnership does not retain any property
interest in such matters upon the firm's dissolution. In the
Judge's view, to rule otherwise would "conflict[] with New York's
strong public policy in favor of client autonomy and attorney
mobility"; and "result in an unjust windfall for the Thelen
estate, as 'compensating a former partner out of that fee would
reduce the compensation of the attorneys performing the work'".

The Judge granted Seyfarth's motion for judgment on the pleadings.
The Judge sua sponte certified his order for interlocutory appeal.

By decision dated November 15, 2013, the Second Circuit agreed
with the District Court that New York law governed the parties'
dispute, and asked the New York Appeals Court to answer two
unresolved questions of New York law regarding the applicability
and scope of the "unfinished business doctrine"; specifically:

     "Under New York law, is a client matter that is billed on an
hourly basis the property of a law firm, such that, upon
dissolution and in related bankruptcy proceedings, the law firm is
entitled to the profit earned on such matters as the 'unfinished
business' of the firm?

     "If so, how does New York law define a 'client matter' for
purposes of the unfinished business doctrine and what proportion
of the profit derived from an ongoing hourly matter may the new
law firm retain?"

                    In re Coudert Brothers LLP

On August 16, 2005, the law firm Coudert Brothers LLP dissolved in
accordance with the terms of its partnership agreement.  That same
day, the equity partners adopted a "Special Authorization,"
whereby the equity partners authorized

     "the Executive Board . . . to take such actions as it may
deem necessary and appropriate, including, without limitation, the
granting of waivers, notwithstanding any provisions to the
contrary in the Partnership Agreement . . ., in order to:

          "a. . . . sell all or substantially all of the assets of
. . . the Firm to other firms or service providers, in order to
maximize the value of the Firm's assets and business;

          "b. wind down the business of the Firm with a view to
continuing the provision of legal services to clients and the
orderly transition of client matters to other firms or service
providers, in order to maximize the value of the Firm's assets and
business to the extent practicable."

Coudert partners were subsequently hired by several different
firms.  As of the date of the firm's dissolution, there remained
between Coudert and its clients partly performed contracts for the
provision of legal services.  When former Coudert partners joined
other firms, those firms were retained by Coudert's former clients
to conclude these unfinished legal matters.  The client matters
were completed by the new firms on an hourly basis, with only two
exceptions.

In September 2006, Coudert filed for protection from its creditors
pursuant to Chapter 11 of the Bankruptcy Code.  Developmental
Specialists, Inc., as administrator of Coudert's bankruptcy
estate, brought 13 separate adversary proceedings against the
firms that had hired the former Coudert partners.  These lawsuits
were premised on the unfinished business doctrine.  DSI argued
that the defendant firms were liable to Coudert for any profits
derived from completing the client matters that the former Coudert
partners brought to those firms. The firms moved for summary
judgment, arguing that the unfinished business doctrine did not
apply to matters billed on an hourly basis.  DSI cross-moved for a
declaration that the unfinished client matters were Coudert's
property on the day it dissolved.

In a decision dated May 24, 2012, the District Court denied the
firms' motion for summary judgment and granted DSI's cross-motion.
Upon the District Court's certification, the law firms appealed.
By order dated December 2, 2013, the Second Circuit certified the
same two questions asked in Thelen.

                      About Coudert Brothers

Coudert Brothers LLP was an international law firm specializing in
complex cross-border transactions and dispute resolution.  The
firm had operations in Australia and China.  Coudert filed for
Chapter 11 protection (Bankr. S.D.N.Y. Case No. 06-12226) on
Sept. 22, 2006.  John E. Jureller, Jr., Esq., and Tracy L.
Klestadt, Esq., at Klestadt & Winters, LLP, represented the Debtor
in its restructuring efforts.  Brian F. Moore, Esq., and David J.
Adler, Esq., at McCarter & English, LLP, represented the Official
Committee of Unsecured Creditors.  Coudert scheduled total assets
of $30.0 million and total debts of $18.3 million as of the
Petition Date.  The Bankruptcy Court in August 2008 signed an
order confirming Coudert's chapter 11 plan.  The Plan contemplated
on paying 39% to unsecured creditors with $26 million in claims.

Coudert has been succeeded by Development Specialists, Inc. in its
capacity as Plan Administrator under the confirmed chapter 11
plan.

                        About Thelen LLP

Thelen LLP, formerly known as Thelen Reid Brown Raysman & Steiner
-- http://thelen.com/-- is a bi-coastal American law firm in
process of dissolution.  It was formed as a product between two
mergers between California and New York-based law firms, mostly
recently in 2006.  Its headcount peaked at roughly 600 attorneys
in 2006, and had 500 early in 2008, with offices in eight cities
in the United States, England and China.

In October 2008, Thelen's remaining partners voted to dissolve the
firm.  As reported by the Troubled Company Reporter on Sept. 22,
2009, Thelen LLP filed for Chapter 7 protection.  The filing was
expected due to the timing of a writ of attachment filed by one of
Thelen's landlords, entitling the landlord to $25 million of the
Company's assets.  The landlord won approval for that writ in June
2009, but Thelen could void the writ by filing for bankruptcy
within 90 days of that court ruling.  Thelen, according to AM Law
Daily, has repaid most of its debt to its lending banks.


TRANS ENERGY: Presented at GHS 100 Energy Conference
----------------------------------------------------
Trans Energy, Inc., presented at the GHS 100 Energy Conference
being held at the JW Marriott Hotel in Chicago, Illinois, on
June 25, 2014.  Speaking on behalf of Trans Energy was Stephen P.
Lucado, Chairman of the Board.

The presentation focused on the Company's development efforts in
the Marcellus Shale, specifically in Marion, Marshall, and Wetzel
counties in Northern West Virginia.  The presentation covered
these topics:

   * General information about Trans Energy, Inc.

   * Discussion of drilling results

   * Production history and future drilling plans

   * Wet gas economics

   * Reserves

   * Debt financing - Credit Agreement

   * Other information

A copy of the presentation being used at the Conference is
available for free at http://is.gd/k0A2Uv

                         About Trans Energy

St. Mary's, West Virginia-based Trans Energy, Inc. (OTC BB: TENG)
-- http://www.transenergyinc.com/-- is an independent energy
company engaged in the acquisition, exploration, development,
exploitation and production of oil and natural gas.  Its
operations are presently focused in the State of West Virginia.

Trans Energy reported a net loss of $17.7 million in 2013
following a net loss of $21.2 million in 2012.

The Company's balance sheet at March 31, 2014, showed $94.21
million in total assets, $103.56 million in total liabilities and
a $9.34 million total stockholders' deficit.


TRANS-LUX CORP: Retop Buys $2 Million Worth of Common Shares
------------------------------------------------------------
Trans-Lux Corporation entered into a Securities Purchase Agreement
with Retop Industrial (Hong Kong) Limited on June 27, 2014,
pursuant to which Retop purchased 333,333 shares of the Company's
common stock, par value $.001 per share, for a purchase price of
$2,000,000.

The SPA requires that the proceeds of the Purchase are to be
utilized solely in connection with the Company's LED display
business unit, including for working capital and general corporate
purposes related thereto.  The issuance of the Common Stock was
completed in accordance with the exemption provided by Section
4(2) of the Securities Act of 1933, as amended.  In connection
with the SPA, the Company has issued warrants to purchase 33,333
shares of the Company's Common Stock to Retop at an exercise price
of $8.00 per share.  The issuance of the warrants was completed in
accordance with the exemption provided by Section 4(2) of the
Securities Act of 1933, as amended.  A full-text copy of the
Securities Purchase Agreement is available for free at:

                        http://is.gd/dgAU04

On June 27, 2014, the Board of Directors appointed Yaozhong Shi as
a Class B member of the Board of Directors of the Company, thereby
filling the vacancy left by the departure of Jean Firstenberg, to
serve until the Annual Meeting of Stockholders in 2016, or until
his successor is duly elected and qualified.  Mr. Shi is the
Chairman of Retop.

                    About Trans-Lux Corporation

Norwalk, Conn.-based Trans-Lux Corporation (NYSE Amex: TLX) is a
designer and manufacturer of digital signage display solutions for
the financial, sports and entertainment, gaming and leasing
markets.

Trans-Lux Corporation reported a net loss of $1.86 million on
$20.90 million of total revenues for the year ended Dec. 31, 2013,
as compared with a net loss of $1.36 million on $23.02 million of
total revenues in 2012.  As of March 31, 2014, the Company had
$18.48 million in total assets, $17.24 million in total
liabilities and $1.23 million in total stockholders' equity.

BDO USA, LLP, in Melville, NY, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company has suffered recurring losses from operations and has
a significant working capital deficiency that raise substantial
doubt about its ability to continue as a going concern.  Further,
the Company is in default of the indenture agreements governing
its outstanding 9 1/2 Subordinated debentures which was due in
2012 and its 8 1/4 percent Limited convertible senior subordinated
notes which was due in 2012 so that the trustees or holders of 25
percent of the outstanding Debentures and Notes have the right to
demand payment immediately.  Additionally, the Company has a
significant amount due to their pension plan over the next 12
months.


TREEHOUSE FOODS: Moody's Puts 'B2' CFR on Review for Downgrade
--------------------------------------------------------------
Moody's Investors Service placed the credit ratings of TreeHouse
Foods, Inc. under review for downgrade following the company's
announcement that it has entered into an agreement with private
equity firm Gryphon Investors and other shareholders to acquire
Flagstone Foods, Inc. for approximately $860 million. The ratings
under review include the Ba2 Corporate Family Rating ("CFR"), the
Ba2-PD Probability of Default Rating ("PDR"), the Ba2 senior
unsecured instrument rating and the (P)Ba2 shelf rating. Moody's
affirmed the company's Speculative Grade Liquidity rating at
SGL-2.

TreeHouse plans to finance the cash transaction initially through
a combination of $535 million of borrowings under the company's
revolving credit facility and a secondary offering of
approximately $325 million worth of TreeHouse common shares. Based
on these assumptions, Moody's estimates that the transaction would
cause proforma debt/EBITDA, after Moody's adjustments, to rise
above 4xfrom about 3.5x currently. Subject to customary closing
conditions, the company plans to close the transaction in the
third quarter of 2014.

Rating Rationale

The review for downgrade is based on Moody's concern that the
proposed Flagstone acquisition could cause TreeHouse's leverage to
remain above tolerable levels for the Ba2 rating category (about
3x debt/EBITDA) for an extended amount of time, and that liquidity
cushion will deteriorate under the company's existing $900 million
revolving credit facility. In addition, given that the $860
million acquisition of Flagstone would be the largest in
TreeHouse's history, coming on the heels of the $154 million
acquisition of private label food maker Protenergy Natural Foods
in late May, the challenges of integrating two large acquisitions
at the same time could be significant.

TreeHouse plans to use the Flagstone business as a private-label
gateway from center of store staples to perimeter-located healthy
snacks, following consumers' buying trends. Flagstone currently
generates most of its sales through shelf-stable private label
products found in the center aisles of grocery stores; however,
its smaller but faster-growing perimeter business has been the key
driver of Flagstone's 24% annual sales growth reported over the
past three years.

"While Moody's believe that Flagstone has demonstrated significant
growth opportunities for private label snacks on the perimeter of
the store, the challenge of shifting from its legacy center aisle
focus appears to be a more complex strategy than TreeHouse's more
straight-forward private label strategy," commented Brian
Weddington, a Moody's Senior Credit Officer.

Moody's review will focus on the final terms of the transaction
financing, TreeHouse's operating strategy for Flagstone, and how
long it would likely take the company to restore credit metrics to
pre-acquisition levels. Moody's does not anticipate that the
notching of the senior unsecured notes relative to the CFR will
change based on the proposed financing structure, although loss
given default estimates could be subject to change depending on
the final capital structure.

Moody's has taken the following rating actions on TreeHouse Foods,
Inc.:

Ratings under review for downgrade:

Corporate Family Rating at Ba2;

Probability of Default Rating at Ba2-PD;

$400 million 4.875% senior unsecured notes due 2022 at Ba2,
LGD4;

Senior Unsecured Shelf at (P)Ba2.

Ratings affirmed:

Speculative Grade Liquidity Rating at SGL-2.

TreeHouse Foods, Inc. is a leading private label food manufacturer
servicing primarily the retail grocery and foodservice
distribution channels. Its key product categories include: non-
dairy powdered creamers and sweeteners; condensed, ready-to-serve
and powdered soups; salad dressings and sauces; powdered drink
mixes; single-serve hot beverages; specialty teas; hot and cold
cereals; macaroni and cheese; skillet dinners and other value-
added side dishes and salads; salsa and Mexican sauces; jams and
pie fillings; pickle-related products; aseptic sauces, and liquid
non-dairy creamers. Sales for the twelve months period ended March
31, 2014 were approximately $2.4 billion.

Flagstone Foods, Based in St. Paul, Minnesota, was formed by
private equity firm Gryphon Investors in November 2010 through a
combination of two private label food companies: Ann's House of
Nuts, a trail mix and nuts company, and American Importing Co., a
maker of dried fruit snacks. The company's revenues were
approximately $700 million in 2013.

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


VUZIX CORP: Stockholders Elected Five Directors
-----------------------------------------------
Vuzix Corporation held its annual meeting of stockholders at the
Doubletree Hotel at 1111 Jefferson Road, Rochester, New York, on
June 24, 2014, at which the stockholders:

   (1) elected Paul J. Travers, Grant Russell, William Lee,
       Alexander Ruckdaeschel and Michael Scott as directors to
       serve until the 2015 annual meeting of stockholders or
       until their successors have been elected and qualified;

   (2) ratified the board of directors' appointment of EFP
       Rotenberg, LLP, as the Company's independent registered
       public accounting firm for 2014;

   (3) ratified the amendment to the Company's Amended and
       Restated Articles to reduce the number of authorized common
       shares from 700,000,000 to 100,000,000 shares, with no
       proportional adjustment in the par value of those shares,
       which will remain $0.001 per share; and

   (4) ratified Vuzix Corporation' 2014 Equity Incentive Plan.

On June 30, 2014, Vuzix Corporation filed a Certificate of
Amendment to its Amended and Restated Certificate of Incorporation
with the Delaware Secretary of State.

                      About Vuzix Corporation

Vuzix -- http://www.vuzix.com-- is a supplier of Video Eyewear
products in the consumer, commercial and entertainment markets.
The Company's products, personal display devices that offer users
a portable high quality viewing experience, provide solutions for
mobility, wearable displays and virtual and augmented reality.
Vuzix holds 33 patents and 15 additional patents pending and
numerous IP licenses in the Video Eyewear field.  Founded in 1997,
Vuzix is a public company with offices in Rochester, NY, Oxford,
UK and Tokyo, Japan.

As of March 31, 2014, the Company had $2.99 million in total
assets, $11.95 million in total liabilities and a $8.96 million in
total stockholders' equity.

"The Company's independent registered public accounting firm's
report issued on our consolidated financial statements for the
years ended December 31, 2013 and 2012 included an explanatory
paragraph describing the existence of conditions that raise
substantial doubt about the Company's ability to continue as a
going concern, including continued operating losses and the
potential inability to pay currently due debts.  The net operating
loss for the first quarter of 2014 was $993,150.  The Company has
incurred a net loss from continuing operations consistently over
the last 2 years.  The Company incurred annual net losses from its
continuing operations of $10,146,228 in 2013 and $4,747,387 in
2012, and has an accumulated deficit of $34,780,626 as of
March 31, 2014.  The Company's ongoing losses have had a
significant negative impact on the Company's financial position
and liquidity. As at March 31, 2014 the Company had a working
capital deficit of $1,836,319," the Company said in its quarterly
report for the period ended March 31, 2014.


VISCOUNT SYSTEMS: Issues 20.417 Series A Conv. Preferred Shares
---------------------------------------------------------------
Viscount Systems, Inc., issued a total of 20.417 Series A
Convertible Redeemable Preferred Stock, par value $0.001 per
share, to the outstanding holders of A Shares as dividend payments
on the A Shares for the period ended June 30, 2014.  The A Shares
issued are subject to the conversion and dividend rights as set
forth in the Certificate of Designation, Preferences and Rights of
the Series A Convertible Redeemable Preferred Stock dated June 5,
2012, as amended Oct. 17, 2012, and March 21, 2014.

                      About Viscount Systems

Burnaby, Canada-based Viscount Systems, Inc., is a manufacturer,
developer and service provider of access control security
products.

The Company's bank credit facility was suspended on December 30,
2011 due to the bank's assessment of the Company's financial
position.  Management has determined that the Company will need to
raise a minimum of C$500,000 by way of new debt or equity
financing to continue normal operations for the next twelve
months.  Management has been actively seeking new investors and
developing customer relationships, however a financing arrangement
has not yet completed.  Short-term loan financing is anticipated
from related parties, however there is no certainty that loans
will be available when required.  These factors raise substantial
doubt about the ability of the Company to continue operations as a
going concern.

Dale Matheson Carr-Hilton LaBonte LLP expressed substantial doubt
about the Company's ability to continue as a going concern, citing
that the Company has an accumulated deficit of C$11.67 million for
the year ended Dec. 31, 2013.  The Company requires additional
funds to meet its obligations and the costs of its operations.

The Company reported a net loss of C$3.08 million on
C$4.13 million of sales in 2013, compared with a net loss of
C$2.68 million on C$3.6 million of sales in 2012.

The Company's balance sheet at March 31, 2014, showed C$3.08
million in total assets, C$8.17 million in total liabilities and a
C$5.08 million total stockholders' deficit.


WAFERGEN BIO-SYSTEMS: Effects a Reverse Common Stock Split
----------------------------------------------------------
WaferGen Bio-systems, Inc., announced a 1-for-10 reverse stock
split of its outstanding common stock.  The Company completed the
reverse stock split as it seeks to list its common stock on the
NASDAQ Capital Market.

The reverse stock split became effective at 1:01 p.m. Pacific Time
on June 30, 2014.  WaferGen's common stock will begin trading on a
split adjusted basis on the OTCBB when the market opens on July 1,
2014.  The common stock will have a new CUSIP number, 93041P 308,
and will trade for 20 days under the temporary trading symbol,
"WGBSD," with the "D" added to signify that the reverse stock
split has occurred.

As a result of the reverse stock split, every ten shares of issued
WaferGen common stock will be combined into one issued and
outstanding share of common stock without any change in the par
value of the shares.  In lieu of issuing fractional shares in
connection with the reverse stock split, the company will round
fractional shares up to the next whole share.  Proportionate
voting rights and other rights of common stockholders will not be
affected by the reverse stock split.

The reverse stock split reduced the number of issued and
outstanding shares of WaferGen common stock from approximately 9.3
million to approximately 930,000.  The reverse stock split did not
change the authorized number of shares of common stock or
preferred stock of the company or the par value of the company's
common stock or preferred stock, but it did result in a
proportionate adjustment to the per share exercise price and the
number of common shares issuable upon the exercise of outstanding
warrants and stock options, and the number of shares of common
stock eligible for issuance under the company's 2008 Stock
Incentive Plan.  Stockholders approved the reverse split at the
2014 WaferGen Annual Meeting held on May 29, 2014.

"As part of our plan to list on the NASDAQ, we are pleased with
the implementation of the reverse stock split which was required
to satisfy certain listing requirements," commented Ivan
Trifunovich, president and chief executive officer of WaferGen.
"In addition, we believe this reverse split could make our common
stock more attractive to a broader range of institutional and
other investors."

Stockholders who hold their shares in brokerage accounts or
"street name" will not be required to take any action to effect
the exchange of their shares.  Holders of share certificates will
receive instructions from the Company's transfer agent,
Continental Stock Transfer & Trust Company, regarding the process
for exchanging their shares.  Continental Stock Transfer & Trust
Company can be reached at (917) 262-2378.

                    About WaferGen Bio-systems

Fremont, California-based WaferGen Bio-systems, Inc., engages in
the development of systems for gene expression quantification,
genotyping and stem cell research.  Since 2008, the Company's
primary focus has been on the development, manufacture and
marketing of its SmartChip System, a genetic analysis platform
used for profiling and validating molecular biomarkers in the life
sciences and pharmaceutical drug discovery industries.

WaferGen reported a net loss attributable to common stockholders
of $17.71 million in 2013, following a net loss attributable to
common stockholders of $8.97 million in 2012.  The Company's
balance sheet at March 31, 2014, showed $11.75 million in total
assets, $9.33 million in total liabilities and $2.42 million in
total stockholders' equity.

SingerLewak LLP, in San Jose, California, issued a "going concern"
qualification on the consoliated financial statements for the year
ended Dec. 31, 2013.  The independent auditors noted that the
Company has incurred operating losses and negative cash flows from
operating activities since inception which raise substantial doubt
about the Company's ability to continue as a going concern.


WEST CORP: Completes Private Offering of $1-Bil. Senior Notes
-------------------------------------------------------------
West Corporation, a provider of technology-enabled communication
services, on July 1 announced the successful completion of its
previously announced private offering of $1 billion in aggregate
principal amount of 5.375% senior notes due 2022.

Proceeds of the Notes, together with cash on hand, will be
utilized to repurchase and/or redeem all of the Company's
outstanding $500 million in aggregate principal amount of 8.625%
Senior Notes due 2018, up to $200 million aggregate principal
amount of its $650 million in aggregate principal amount of 7.875%
Senior Notes due 2019 and repay a portion of its Senior Secured
Term Loan Facility due 2018.

The Company also announced it has closed on an amendment to the
credit agreement governing its senior secured credit facilities,
which, among other things, establishes commitments for a new,
five-year delayed draw term loan A facility in an aggregate
principal amount of $350 million (the "TLA"), which is available
to be drawn in a single borrowing on or before December 31, 2014.
The rate on the TLA is LIBOR plus 2.25% (subject to step-downs
based upon leverage). The Company expects to borrow under the TLA
and use the proceeds therefrom, together with cash on hand and/or
proceeds of revolving loans, later this year to redeem the
remaining amount of its 2019 Notes.

In addition, in connection with the amendment, the Company has
replaced its current revolving credit facility with a new $300
million five-year revolving credit facility. The rate on the
revolving credit facility is LIBOR plus 2.25% (subject to step-
downs based upon leverage).

                     About West Corporation

Founded in 1986 and headquartered in Omaha, Nebraska, West
Corporation -- http://www.west.com/-- provides outsourced
communication solutions to many of the world's largest companies,
organizations and government agencies.  West Corporation has a
team of 41,000 employees based in North America, Europe and Asia.

West Corp posted net income of $143.20 million in 2013, as
compared with net income of $125.54 million in 2012.  The
Company's balance sheet at March 31, 2014, showed $3.54 billion in
total assets, $4.25 billion in total liabilities and a $709.40
million total stockholders' deficit.

                         Bankruptcy Warning

"If we cannot make scheduled payments on our debt, we will be in
default, and as a result:

   * our debt holders could declare all outstanding principal and
     interest to be due and payable;

   * the lenders under our Senior Secured Credit Facilities could
     terminate their commitments to lend us money and foreclose
     against the assets securing our borrowings; and

   * we could be forced into bankruptcy or liquidation," the
     Company said in its quarterly report for the period ended
     March 31, 2014.

                           *    *     *

As reported by the TCR on June 21, 2013, Standard & Poor's Ratings
Services raised its corporate credit rating on Omaha, Neb.-based
business process outsourcer West Corp. to 'BB-' from 'B+'.  The
upgrade reflects Standard & Poor's view that lower debt leverage
and a less aggressive financial policy will strengthen the
company's financial profile.

In the April 4, 2013, edition of the TCR, Moody's Investor Service
upgraded West Corporation's Corporate Family Rating to B1 from B2.
"The CFR upgrade to B1 reflects West's shift to a more
conservative capital structure and financial policies as a
publicly owned company," stated Moody's analyst Suzanne Wingo.


WILTON BRANDS: Moody's Lowers Corp. Family Rating to 'Caa2'
-----------------------------------------------------------
Moody's Investors Service downgraded Wilton Brands LLC's Corporate
Family Rating ("CFR") to Caa2 from Caa1 and Probability of Default
Rating ("PDR") to Caa2-PD from Caa1-PD. Concurrently, Moody's
affirmed the senior secured term loan at B3. The rating outlook is
negative.

The downgrade of the CFR to Caa2 reflects Moody's increasing
concern regarding Wilton's capital structure sustainability and
escalating possibility of a near term debt default or
restructuring -- particularly of the unrated term loan issued by
its parent Wilton Sub Holdings Inc. ("Holdco") -- in light of its
weak operating performance and eroded liquidity.

Moody's took the following rating actions:

Corporate Family Rating, downgraded to Caa2 from Caa1;

Probability of Default Rating, downgraded to Caa2-PD from Caa1-PD;
and

Senior secured term loan, affirmed at B3, LGD3

Ratings Rationale

Wilton's Caa2 CFR reflects the continued significant challenges of
turning around the company's negative revenue trend, which is
being driven by a sharp decline in the paper crafting category
that accounts for roughly 20% of total revenue, and softness in
other product segments. Moody's believes the discretionary nature
of Wilton's main products against the backdrop of still soft
consumer confidence, its presence in a generally declining paper
crafting category partly due to consumer preference shift toward
other competing categories as well as the threat from private
label products will persist, exerting negative revenue pressure
over the next year. The Caa2 CFR also incorporates the increasing
possibility of a debt restructuring or interest payment default on
the Holdco term loan given the company's very high debt-to-EBITDA
leverage above 8.0x and very weak EBIT-to-interest coverage of
less than 0.5x. The term loan issued by the parent company carries
substantial PIK (paid-in-kind) and cash interest that will likely
more than offset the reduction in the first lien term loan and
continue to increase Wilton's consolidated total debt balance. In
addition, Wilton's ability to fund restricted payments to fund the
cash interest on the Holdco's term loan is governed by a maximum
leverage ratio test. Further operating performance deterioration
could result in the inability to fund the Holdco's term loan
interest payment if the leverage test is breached.

The negative rating outlook reflects the severity of the recent
earnings decline, and Moody's concern that earnings stabilization
or improvement is unlikely in the second half of 2014 and beyond,
which is needed to stem further deterioration in credit metrics.
The outlook also contemplates the possibility of an interest
payment default or restructuring of the Holdco debt should
operating performance erode further.

Ratings could be downgraded if operating results further
deteriorate, or there is an increased probability of a potential
payment default or restructuring of the Holdco debt.

An upgrade is unlikely in the near term given the high leverage
and weak operating performance. Over time, if the company is able
to stabilize revenue, grow operating profit and cash flow
significantly, leading to a lower debt-to-EBITDA sustained below
7.0x and EBIT-to-interest expense greater than 1.0x, a positive
rating action could be considered.

Headquartered in Woodridge, Illinois, Wilton Brands LLC.
("Wilton") is a leading provider of a wide range of consumer
products including specialty food and paper crafts and specialty
housewares. Reported revenue was approximately $655 million for
the twelve months ended March 31, 2014. TowerBrook Capital
Partners has been the company's controlling equity sponsor since
October 2009.

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


UNICOI WATER: S&P Affirms and Removes 'BB' Rating on Watch Neg.
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed and removed its 'BB'
rating on Unicoi Water Utility District, Tenn.'s series 2010
waterworks revenue refunding and improvement bonds from
CreditWatch with negative implications.  The outlook is negative.

"The negative outlook reflects our view of management's decision
to use its debt service reserve fund money to make the July 1,
2014 debt service payment, which will leave the fund below the
required level," said Standard & Poor's credit analyst Todd
Spence.  "The negative outlook also reflects our expectation that
debt service coverage for the fiscal year ending Sept. 30, 2014
will be below 1.0x," Mr. Spence added.

Unicoi County ('A+' underlying rating or SPUR), with a population
estimate of 18,410, is just south of Washington County.  The
county seat of Erwin is only about 10 miles from Johnson City
along Interstate 26, providing easy access throughout the Johnson
City metropolitan statistical area.


UNITY BUILDERS: Selling Undeveloped Calgary Lot; Bids Due July 25
-----------------------------------------------------------------
Unity Builders Group of Companies, which is under creditor
protecton pursuant to Canada's Companies' Creditors Arrangement
Act Proceedings, is soliciting offers for a 1.08-acre undeveloped
land site at Origins at Cranston development in Calgary, Alberta.

Offers are due noon time, MDT, on July 25, 2014.

For sale information, a detailed description of the land or to
view the site, contact:

     Nate Tchaplia
     ERNST & YOUNG INC.
     Monitor
     Suite 1100, King Street West
     Toronto, ON M5H 3T4
     Tel: 416-932-6199
     E-mail: nate.tchaplia@ca.ey.com

In a May 2012 report, Dina O'Meara, writing for Calgary Herald,
said real estate developer Unity Builders Group has been granted
creditor protection after betting too heavily on luxury homes and
condos in Alberta and the United States.  The Calgary-based
business, known for its Greenboro brand among others, is $180
million in debt to lending agencies and banks, with almost 10 per
cent of that amount owed to trades, according to an affidavit
filed by company founder Robert Friesen.

Ernst & Young has been appointed by the CCAA court as monitor.


UNIVERSAL CORP: Fitch Affirms 'BB' Preferred Stock Rating
---------------------------------------------------------
Fitch Ratings has affirmed Universal Corporation's Issuer Default
Rating (IDR) at 'BBB-'.  The ratings apply to approximately $419
million of total debt (granting 100% equity credit for Universal's
convertible perpetual preferred shares) presently outstanding.
The Rating Outlook is Stable.

KEY RATING DRIVERS

   -- Universal, like other agricultural suppliers, is subject to
vagaries of the marketplace with the company contending with
uncertainties pertaining to weather conditions, crop yields and
quality, supply conditions in the industry, and changes to
government tobacco policies.  Unexpectedly high tobacco prices in
Brazil pressured margins during fiscal 2014 contributing to EBITDA
margin compression of 280 basis points to 8.5%.  An anticipated
oversupply situation and a more stable pricing environment will
lower raw material costs in the current fiscal year and boost
margins closer to a historical average, in Fitch's estimation.

   -- Unadjusted debt leverage (total debt to EBITDA) fluctuates
with short-term borrowing needed to fund vacillating working
capital requirements, specifically tobacco inventories.  Universal
reduced the debt level by almost $80 million keeping gross
leverage for the year ending March 31, 2014 at 1.9 times (x) as
earnings were depressed by higher tobacco leaf costs, unfavorable
foreign currency effects, and a tough comparison to fiscal 2013
that benefited from higher sales of carryover and uncommitted
inventories.  Fitch sees Universal's gross leverage generally
falling below 2.0x and funds from operations (FFO) adjusted
leverage below 3.0x.

   -- Universal's external sources of liquidity act as strength
while internal cash flow generation fluctuates due to inherent
unpredictability of tobacco pricing that creates volatility in
working capital usage.  At the end of fiscal 2014, the company had
full capacity under its $450 million revolving bank agreements and
$342 million of unused uncommitted lines of credit, which Fitch
considers a weaker form of support.  Access to sufficient
liquidity in order to address variable working capital needs is a
key credit consideration.

   -- Universal's product offering is diversified across key
varieties of tobacco - flue-cured, burley, oriental and dark air-
cured - as well as geographically.  In addition, the company
entered new marketplaces over the past year via establishing a
partnership in liquid nicotine and a creating a new subsidiary
focused on food ingredients.  While not meaningfully contributing
to overall profitability over the rating horizon, the new
businesses provide an entryway into adjacent markets with
promising growth potential.

RATING SENSITIVITIES

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

Fitch is comfortable with Universal operating with gross debt
leverage around 2.0x at the current rating.  However, rating
pressure will arise if EBITDA compression and/or a stubbornly
higher debt load lead to sustained unadjusted leverage exceeding
2.5x.  A prolonged meaningful decrease in profitability may stem
from an unexpected fall in demand arising from a loss of key
customers, cigarette manufacturer vertical integration, or an
unexpected significant secular decline.  Lack of FFO coverage of
capital spending and dividends, such that meaningful incremental
debt funding becomes necessary would also pressure the rating.

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

Fitch sees no positive rating action over the intermediate term;
however, Fitch will favorably view a commitment to operate with
total debt leverage below 1.5x, coupled with consistent cash flow
generation for multiple years such that FFO margin stays around
10%.  In addition, materially increased diversification of the
portfolio with the ability to maintain EBITDA margins at 12% is a
credit positive.

Leading Global Position in Tobacco Leaf Industry

Universal has the leading position in tobacco leaf procurement,
and some modest diversification of its business portfolio.  The
company is diversified among the varieties of tobacco leaf offered
as well as across key tobacco growing geographies.  Globally,
Universal competes with many smaller suppliers that can offer
lower-priced goods due to lower overhead from a lesser commitment
to agronomy services, which are a competitive strength for
Universal and its main rival, Alliance One International, Inc.

The two tobacco suppliers control approximately 60% of the global
supply for tobacco leaf and essentially overlap in major tobacco
marketplaces.  Universal estimates that it handles 35%-45% of
annual production in Africa, 15%-25% of Brazil, and 25%-35% of
flue-cured and burley tobacco output in North America.  The shared
market concentration has brought additional supply/demand
stability as the market peaks and valleys of tobacco leaf supply
have lessened over time.

Variable Tobacco Leaf Pricing Influences Profitability
Universal, like other tobacco leaf suppliers, is subject to high
business risk stemming from agronomic pricing affected by
uncertainties including weather conditions, crop yields and
quality, supply conditions in the industry, and changes to
government tobacco policies.  In fiscal 2014, earnings fell $58
million year-over-year from higher tobacco leaf costs, unfavorable
foreign currency effects, and a tough comparison to fiscal 2013
that benefited from higher sales of carryover and uncommitted
inventories.  While Fitch had already anticipated a rough year,
operating income of $178 million and EBITDA of $217 million were
well below nominal levels of approximately $200 million and $240
million, respectively.

Fitch sees margins rebounding in fiscal 2015 to historical levels
as prices should moderate from an oversupply of tobacco leaf in
the marketplace, mainly from the U.S. and Europe manufacturers
adjusting inventory purchasing to match a decline in cigarette
sales in the regions.  Fitch believes that pricing will offset
stable to declining volume during the year.  As such, Fitch
expects overall flue-cured and burley leaf margins (including
North America) to expand in fiscal 2015 as Universal realizes the
benefits of more rational raw material pricing.  In addition, the
Brazilian leaf market may prove to be more stable this fiscal
year, which should contribute to overall EBITDA margin improvement
to more than 9%.

Working Capital Needs Fluctuate

Higher priced tobacco leaf also drives increased leverage from
increased short-term borrowings, while pressuring cash flows.  As
such, free cash flow (FCF) can jump from positive to negative
almost annually.  FCF was negative $81.2 million in fiscal 2014,
compared to $172.5 million in fiscal 2013, as greater tobacco
inventories increased working capital usage at year-end.  Working
capital swung to a cash use of $164 million in fiscal 2014 from a
source of $12 million in fiscal 2013.

The higher tobacco inventories at the end of the past fiscal year
should benefit cash flow upon sale throughout fiscal 2015.
Nonetheless, Fitch expects Universal to generate negative FCF in
fiscal 2015 for a second consecutive year primarily driven by
increased capital spending to $80 million for continued expansion
in Africa and construction of a new manufacturing plant for
Carolina Innovative Food Ingredients.

Commitment to Investment Grade Demonstrated With Debt Reduction

Universal reduced total debt by nearly $80 million to maintain
consistent leverage while earnings were depressed in fiscal 2014.
Universal kept gross leverage (total debt to EBITDA) and FFO
adjusted leverage for the year ending March 31, 2014 at 1.9 times
(x) and 2.8x, respectively, which were below Fitch's expectations.
The debt level of $419 million includes 100% equity granted to
$213 million in convertible preferred stock per Fitch's hybrid
security criteria.  Fitch sees a relatively steady debt load
coupled with higher earnings yielding gross leverage under 2.0x in
fiscal 2015.  Additionally, FFO adjusted leverage will fall around
3.0x in most years.

Universal's upcoming long-term debt maturities are manageable
given the company's current sources of liquidity and access to the
capital markets.  The company's sole maturity over the next three
years is $100 million in 6.25% unsecured medium-term notes
maturing in December 2014.  Fitch anticipates Universal to
refinance the long-term debt maturities.

Tobacco Industry Concentration Drives Customer Dependence

A constant threat to leaf tobacco suppliers' operational
performance is the possibility that the typically concentrated
customer base expands vertical integration efforts, essentially
bypassing the suppliers' expertise by negotiating directly with
growers.  Universal's top five customers - Philip Morris
International, Imperial Tobacco, British American Tobacco, China
Tobacco International, and Japan Tobacco -- represented more than
60% of revenues over the last four years.

Universal counters the concern through its long-standing
relationships with the multitude of tobacco leaf producers.  The
company maintains and enhances its ties with farmers through
experienced local management teams that include more than 800
agronomists and technicians who serve as crop advisors, assisting
and training tobacco farmers on all aspects of compliant leaf
production.  Manufacturers, on the other hand, generally prefer to
negotiate with tobacco suppliers rather than dealing with large
numbers of farmers in the growing regions around the world.

Solid External Liquidity Backstops Internal Cash Flow Volatility
Universal's external sources of liquidity are strength while
internal cash flow generation fluctuates due to inherent
unpredictability of tobacco leaf pricing.  The company had full
capacity under its $450 million revolving bank agreement maturing
in November 2016 and $342 million of unused uncommitted lines of
credit at the end of fiscal 2014.

Fitch recognizes the additional liquidity support from uncommitted
lines of credit fully backstopped by available capacity under the
revolving credit facility; however, Fitch does consider the
uncommitted lines to be a weaker form of support.  Modest
liquidity support also comes from the company's committed
inventory levels that typically represent 80% of total inventory.
Access to sufficient liquidity in order to address variable
working capital needs is a key credit consideration.

Fitch anticipates no meaningful changes to dividend policy or
share repurchase activity over the ratings horizon.  Universal has
modestly increased dividends for decades and repurchased minimal
amounts of common shares over the past years.  Last year, the
company paid dividends of $46.7 million (not including the $15
million convertible perpetual preferred stock dividend) and had
net share repurchases of $13.7 million.  Future dividend increases
and share buy backs that are not supported by sustained operating
income increases or are outside of historical norms, would be
concerning.

Fitch affirms Universal's rating with a Stable Outlook as follows:

   -- Issuer Default Rating (IDR) at 'BBB-';
   -- Senior unsecured credit facility at 'BBB-';
   -- Senior unsecured notes at 'BBB-';
   -- Convertible perpetual preferred stock at 'BB'.


* Corinthian Colleges, ITT Educational Face Government Sanctions
----------------------------------------------------------------
Michael Calia and Stephanie Gleason, writing for The Wall Street
Journal, reported that ITT Educational Services Inc., a big
operator of for-profit schools, warned it could face restricted
funding from the U.S. government for failing to file timely
financial reports.

According to the report, ITT, which had 57,000 students as of
March, said it might be subject to heightened scrutiny and loss of
federal funding because it missed a June 30 deadline to file its
2013 financial statement and a compliance audit with the
Department of Education.  The news comes as rival Corinthian
Colleges Inc. -- which warned last month it was on the brink of
collapse -- works toward an agreement with the U.S. government to
facilitate the sale or winding down of its campuses, the report
related.


* Kelley Drye & Warren Appoints New Partners & Special Counsel
--------------------------------------------------------------
Kelley Drye & Warren LLP has elected Wayne J. D'Angelo, Pamela D.
Kaplan, Dean E. Loventhal, Matthew C. Luzadder, and Clyde Tinnen
to partner and has promoted Hajir Ardebili, Evan Barnes,
Daniel S. Blynn, Martin Krolewski, Myra C. Mormile-Wolper,
Dustin J. Painter and Damon W. Suden to special counsel, effective
July 1, 2014.

Wayne J. D'Angelo is a partner in the Washington, D.C. office and
counsels clients on environmental, energy and occupational safety
and health matters.  While Mr. D'Angelo has experience in all
aspects of environmental and energy law, he is mainly focused on
energy extraction, conventional and non-conventional fuels,
hydraulic fracturing, greenhouse gas regulation, endangered
species issues, and stationary and mobile sources issues under the
Clean Air Act.  Mr. D'Angelo has extensive experience representing
numerous heavily regulated industrial clients through all aspects
of the federal rulemaking process, including, where necessary,
litigation.  Mr. D'Angelo was named as a Rising Star by Law360 in
the area of Environmental Law, 2013-2014, and he was recognized by
Super Lawyers as a Washington D.C. Rising Star, 2014.

Mr. D'Angelo received his J.D. from the George Mason University
School of Law, and his B.A. from the University of Scranton.  He
is a member of the District of Columbia and New Jersey State Bars.

Pamela D. Kaplan is a partner in the New York office.  She focuses
her practice on employee benefits, executive compensation and the
Employee Retirement Income Security Act (ERISA).  Ms. Kaplan
regularly advises Fortune 100 companies on benefits and
compensation issues, including benefits issues related to
corporate acquisitions and divestitures.  She also provides
ongoing benefits counsel to several of the largest not-for-profit
health providers in the New York metropolitan area.

Ms. Kaplan received her J.D. from New York Law School in 1983, her
LL.M. from the New York University School of Law in 1989, and her
B.A. from SUNY ? Binghamton in 1980.  She is a member of the New
York State Bar.

Dean E. Loventhal is a partner in the New York and Parsippany
offices.  His practice involves all types of commercial real
estate transactions, including acquisitions, dispositions, joint
ventures and financings relating to all different types of real
estate assets throughout the United States.  Mr. Loventhal has
extensive experience in the area of real estate finance and the
capital markets in representing investment banks and other
institutional lenders in connection with the origination of
commercial mortgage loans, mezzanine loans and related products,
as well as the restructuring and work out of troubled loans and
foreclosure.  Mr. Loventhal also has particular experience
representing owners and investors in the development, operation
and financing of long-term U.S. Government-leased properties.

Mr. Loventhal received his J.D. from the Fordham University School
of Law in 2001, and his B.S. from the University of Maryland in
1998.  He is a member of the New York and New Jersey State Bars.

Matthew C. Luzadder is a partner in the Chicago office.  He
focuses his practice on labor and employment matters, white-collar
crime and internal investigations, and commercial litigation, and
he regularly represents and advises construction, consulting,
technology, private equity and financial services companies.
Mr. Luzadder is a Certified Anti-Money Laundering Specialist(R)
(CAMS) as certified by the Association of Certified Anti-Money
Laundering Specialists.  A regular columnist for the Chicago Daily
Law Bulletin, he authors articles related to litigation, anti-
money laundering and counter-terrorism financing, and internal
investigations.  Mr. Luzadder has been recognized as a 2014 Client
Service All-Star by BTI Consulting.  He also is an active member
of the Better Government Association's Young Professionals Board,
where he has helped organize its annual comedy event for the past
three years.

Mr. Luzadder received his J.D. from the Indiana University Maurer
School of Law ? Bloomington in 2004, and his B.A.J. from Indiana
University in 2001.  He is a member of the Illinois and Florida
State Bars, as well as a non-practicing solicitor in England and
Wales.

Clyde Tinnen is a partner in the Chicago and Stamford offices.  He
focuses his practice on corporate law matters, including finance
and securities law, banking, and mergers and acquisitions.  He has
represented public and private corporations in various industries,
ranging in size from startup enterprises to Fortune 100 companies.
His past clients include large financial institutions, investors
and corporations in securities transactions including initial
public offerings and private placements, syndicated loans,
acquisition financings, capital leases, leveraged buyouts, bridge
loans, asset-based loans and other types of complex and
traditional financing transactions.  He also advises clients on
general corporate governance and '34 Act disclosure matters.

Mr. Tinnen received his J.D. from the Columbia University Law
School in 2006, his M.B.A. from the University of Connecticut
School of Business in 2001, and his B.A. from the College of
William and Mary in 1993.  He is a member of the Connecticut,
Illinois, New York and Wisconsin State Bars.

Hajir Ardebili is special counsel in the Los Angeles office.
Mr. Ardebili has extensive trial experience in a range of practice
areas, including complex business cases, entertainment litigation,
intellectual property matters, real estate disputes and First
Amendment litigation.  He has been selected to the list of
Southern California'sSuper Lawyers ? Rising Stars each year since
2009. Mr. Ardebili is the President-Elect of the Iranian American
Lawyers Association, and a member of the Board of Directors of the
Los Angeles Metropolitan Debate League.

Mr. Ardebili received his J.D. from University of California -
Berkeley Boalt Hall School of Law in 2002, and his B.A., with
honors, from the University of Kansas in 1999.  He is a member of
the California State Bar.

Evan Barnes is special counsel in the Stamford office.  He advises
broker-dealers, traders, and investment advisers in connection
with regulatory, securities enforcement, litigation and
transactional matters.  He brings a wealth of in-house experience
to his practice.  Prior to joining Kelley Drye, Mr. Barnes managed
the regulatory inquiries groups at Morgan Stanley & Co., Inc. and
Banc of America Securities LLC; was a vice president in the
compliance division at Citigroup Global Markets, Inc.; and prior
to joining Citigroup, while attending law school, Mr. Barnes
handled hundreds of regulatory investigations and inquiries for
the NYSE's Division of Enforcement.

Mr. Barnes received his J.D. from Brooklyn Law School in 2001 and
his B.A. from Binghamton University, State University of New York
in 1995.  He is a member of the Connecticut, New York, and
Massachusetts State Bars.

Daniel S. Blynn is special counsel in the Washington, D.C. office.
His practice concentrates primarily on false advertising
litigation and complex consumer class actions in both federal and
state courts.  In addition, Mr. Blynn represents clients in
advertising substantiation investigations and inquiries from the
Federal Trade Commission (FTC) and state Attorneys General and
provides counseling on a variety of advertising and telemarketing-
related matters.  Mr. Blynn was recognized as a leading attorney
in Consumer Law practice area by Washington D.C.Super Lawyers,
2014.  Mr. Blynn was also named to the 2012 Capital Pro Bono High
Honor Roll and received the 2011 Carecen Commitment to Justice
Award.

Mr. Blynn received his J.D. from Wake Forest University School of
Law in 2003, and his B.A. from Johns Hopkins University in 2000.
He is a member of the District of Columbia and Maryland State
Bars.

Martin Krolewski is special counsel in the New York office.  His
practice focuses on civil litigation, including complex
commercial, business, bankruptcy, securities, employment and class
action litigation.  Mr. Krolewski has experience with managing and
supervising all aspects of litigations in federal and state
courts, including trials and trial preparation; conducting
discovery and depositions; engaging in motion practice and
appellate court practice; directing and participating in
settlement negotiation and mediations; conducting internal
investigations; and counseling and advising clients on various
commercial and business-related matters.

Mr. Krolewski received his J.D. from University of Pittsburgh
School of Law in 1998, and his B.A. from Colby College in 1995.
He is a member of the New York State Bar.

Myra C. Mormile-Wolper is special counsel in the Chicago office.
Her practice focuses on litigating business and financial services
matters and providing regulatory advice.  In her business
litigation practice, Ms. Mormile-Wolper represents various clients
in state and federal courts involving, among other things,
contract disputes, franchises, professional liability, employment
matters and intellectual property matters.  In connection with her
financial services practice, Ms. Mormile-Wolper represents
individuals, shareholders, officers, registered representatives,
investment advisers, broker-dealers, and other corporate entities
in a wide variety of proceedings in state and federal courts,
arbitration, and before government agencies and self-regulatory
organizations, such as the Financial Industry Regulatory Authority
(FINRA).  Ms. Mormile-Wolper also advises broker-dealers,
investment advisers, and related entities regarding compliance,
registration requirements, disclosure issues and miscellaneous
transactional matters.  Ms. Mormile-Wolper was selected as one of
IllinoisSuper Lawyers ? Rising Stars, 2014.

Ms. Mormile-Wolper received her J.D., with honors, from the Emory
University School of Law in 2004 and her B.A., B.S., cum laude,
from the University of Georgia in 2001. She is a member of the
Illinois and Georgia State Bars.

Dustin J. Painter is special counsel in the Washington, D.C.
office.  His practice focuses on representing clients' legislative
and policy interests before the Legislative and Executive branches
of the government and other federal administrative agencies.
Mr. Painter counsels clients on federal and state campaign
finance, lobbying disclosure and government ethics laws.  He also
provides political law compliance advice to corporations, labor
organizations and trade associations.

Mr. Painter received his J.D. from American University Washington
College of Law in 2003, and his B.A. from the University of
Pittsburgh in 1997.  He is a member of the District of Columbia
Bar.

Damon W. Suden is special counsel in the New York office.  He
focuses his practice on commercial and complex civil litigation,
including class actions, in both state and federal courts,
including contract disputes, corporate fraud and other tort
claims, unfair competition, theft of trade secrets, bankruptcy
litigation, false advertising litigation, and employment related
matters.  He has also worked on domestic and international
arbitrations.  Mr. Suden has handled matters for companies in a
variety of industries including banking and finance, design and
fashion, insurance, healthcare, nonprofit, and telecommunications.

Mr. Suden received his J.D. from Fordham University School of Law
in 2002, and his B.S. from Massachusetts Institute of Technology
in 1999.  He is a member of the New York State Bar.

Kelley Drye & Warren LLP is an international law firm founded in
1836 with more than 300 lawyers and other professionals practicing
in New York, NY; Washington, DC; Los Angeles, CA; Chicago, IL;
Stamford, CT; Parsippany, NJ; and Brussels, Belgium, additionally
offering a full scope of legal service through our affiliate
relationship with the Mumbai-based independent law firm, Fortitude
Law Associates.

Kelley Drye helps clients reach their business goals by providing
legal advice in more than 30 practice areas, delivered with
efficiency, lean staffing, excellence in advocacy, early
resolution of litigation and use of state-of-the-art technology.


* Recent Small-Dollar & Individual Chapter 11 Filings
-----------------------------------------------------

In re The Biddle Family Limited Partnership
        aka Biddle Family Limited Partnertship
   Bankr. D. Ariz. Case No. 14-09592
     Chapter 11 Petition filed June 23, 2014
         See http://bankrupt.com/misc/azb14-09592.pdf
         represented by: Harold E. Campbell, Esq.
                         CAMPBELL & COOMBS, P.C.
                         E-mail: heciii@haroldcampbell.com

In re Edgar W. McCrary and Joan McCrary
   Bankr. W.D. Ark. Case No. 14-71902
      Chapter 11 Petition filed June 23, 2014

In re Tim Belnap, DDS Professional Corporation
   Bankr. S.D. Cal. Case No. 14-04949
     Chapter 11 Petition filed June 23, 2014
         See http://bankrupt.com/misc/casb14-04949.pdf
         represented by: John L. Smaha, Esq.
                         Smaha Law Group, APC
                         E-mail: jsmaha@smaha.com

In re Nilton R. Leon and Isabel Correa
   Bankr. D. Conn. Case No. 14-50980
      Chapter 11 Petition filed June 23, 2014

In re Victory Sports Complex, Inc.
   Bankr. N.D. Ill. Case No. 14-81955
     Chapter 11 Petition filed June 23, 2014
         See http://bankrupt.com/misc/ilnb14-81955.pdf
         represented by: George P. Hampilos, Esq.
                         HAMPILOS & LANGLEY, LTD.
                         E-mail: georgehamp@aol.com

In re Treats Pet Resort, LLC
   Bankr. W.D. Ky. Case No. 14-32406
     Chapter 11 Petition filed June 23, 2014
         See http://bankrupt.com/misc/kywb14-32406.pdf
         represented by: Jan C. Morris, Esq.
                         LOWEN & MORRIS
                         E-mail: lmattys@bellsouth.net

In re Angela M. DeSouza
   Bankr. D. Mass. Case No. 14-12961
      Chapter 11 Petition filed June 23, 2014

In re Cruz Manuel Anaya
   Bankr. D. Nev. Case No. 14-14315
      Chapter 11 Petition filed June 23, 2014

In re Beth Ann Caruso
   Bankr. D.N.J. Case No. 14-22846
      Chapter 11 Petition filed June 23, 2014

In re Pratap I. Sapra
   Bankr. S.D.N.Y. Case No. 14-22880
      Chapter 11 Petition filed June 23, 2014

In re Randy D. Nix and Judith A. Nix
   Bankr. E.D.N.C. Case No. 14-03599
      Chapter 11 Petition filed June 23, 2014

In re Brazos Valley Landscape, Inc.
   Bankr. S.D. Tex. Case No. 14-33444
     Chapter 11 Petition filed June 23, 2014
         See http://bankrupt.com/misc/txsb14-33444.pdf
         represented by: Pierce P Stacy, III, Esq.
                         PETERSON LAW GROUP
                         E-mail: stacy@BrazosLawyers.com

In re William H. McDonald, Jr. and Patricia O. McDonald
   Bankr. S.D. Ala. Case No. 14-02038
      Chapter 11 Petition filed June 25, 2014

In re Lindc Group, LLC
   Bankr. M.D. Fla. Case No. 14-07405
     Chapter 11 Petition filed June 25, 2014
         See http://bankrupt.com/misc/flmb14-07405.pdf
         represented by: Perry G. Gruman, Esq.
                         PERRY G. GRUMAN, P.A.
                         E-mail: ross@grumanlaw.com

In re Bardeli's Delicatessen, LLC
   Bankr. S.D. Fla. Case No. 14-24505
     Chapter 11 Petition filed June 25, 2014
         See http://bankrupt.com/misc/flsb14-24505.pdf
         represented by: Leslie N. Reizes, Esq.
                         REIZES LAW FIRM, CHARTERED
                         E-mail: reizes@bellsouth.net

In re Sarah Lovett-Bynes
   Bankr. S.D. Ga. Case No. 14-60319
      Chapter 11 Petition filed June 25, 2014

In re Robert Carl Jabaay
   Bankr. N.D. Ill. Case No. 14-23660
      Chapter 11 Petition filed June 25, 2014

In re Rick A. Lorenzoni and Cynthia L. Lorenzoni
   Bankr. S.D. Ind. Case No. 14-05972
      Chapter 11 Petition filed June 25, 2014

In re Anderson Systems, Inc.
   Bankr. S.D. Ind. Case No. 14-05991
     Chapter 11 Petition filed June 25, 2014
         See http://bankrupt.com/misc/insb14-05991.pdf
         represented by: John Joseph Allman, Esq.
                         TUCKER HESTER BAKER & KREBS, LLC
                         E-mail: jallman@thbklaw.com

In re New Louisiana Holdings, LLC
   Bankr. W.D. La. Case No. 14-50756
     Chapter 11 Petition filed June 25, 2014
         See http://bankrupt.com/misc/lawb14-50756.pdf
         represented by: Patrick J. Neligan, Jr., Esq.
                         NELLGAN FOLEY, LLP
                         E-mail: pneligan@neliganlaw.com

In re JCR Development, LLC
   Bankr. D. Mass. Case No. 14-13004
     Chapter 11 Petition filed June 25, 2014
         See http://bankrupt.com/misc/mab14-13004.pdf
         represented by: Theodore W. Beauparlant, Esq.
                         BEAUPARLANT LAW
                         E-mail: beauparlantlaw@aol.com

In re Miles O. Iyamu and Vanria Iyamu
   Bankr. D. Mass. Case No. 14-13006
      Chapter 11 Petition filed June 25, 2014

In re Stone Pony Pizza, Inc.
   Bankr. N.D. Miss. Case No. 14-12396
     Chapter 11 Petition filed June 25, 2014
         See http://bankrupt.com/misc/msnb14-12396.pdf
         represented by: Craig M. Geno, Esq.
                         LAW OFFICES OF CRAIG M. GENO, PLLC
                         E-mail: cmgeno@cmgenolaw.com

In re Bryan J. White and Vicki L. White
   Bankr. D. Nev. Case No. 14-14383
      Chapter 11 Petition filed June 25, 2014

In re Bryler, LLC
   Bankr. D. N.H. Case No. 14-11294
     Chapter 11 Petition filed June 25, 2014
         See http://bankrupt.com/misc/nhb14-11294.pdf
         represented by: Kevin P. Chisholm, Esq.
                         E-mail: kchisholm@millerlawnh.com

In re A&E Fuel Services, LLC
   Bankr. D.N.J. Case No. 14-23018
     Chapter 11 Petition filed June 25, 2014
         See http://bankrupt.com/misc/njb14-23018.pdf
         represented by: Robert C. Nisenson, Esq.
                         ROBERT C. NISENSON, LLC
                         E-mail: rnisenson@aol.com

In re Millstone Valley Holdings
   Bankr. D.N.J. Case No. 14-23028
     Chapter 11 Petition filed June 25, 2014
         See http://bankrupt.com/misc/njb14-23028.pdf
         represented by: Michael S. Kopelman, Esq.
                         KOPELMAN & KOPELMAN, LLP
                         E-mail: kopelaw@kopelmannj.com

In re Montgomery Gardens, Inc.
   Bankr. D.N.J. Case No. 14-23030
     Chapter 11 Petition filed June 25, 2014
         See http://bankrupt.com/misc/njb14-23030.pdf
         represented by: Michael S. Kopelman, Esq.
                         KOPELMAN & KOPELMAN, LLP
                         E-mail: kopelaw@kopelmannj.com

In re Summit Plants & Flowers, Inc.
   Bankr. D.N.J. Case No. 14-23031
     Chapter 11 Petition filed June 25, 2014
         See http://bankrupt.com/misc/njb14-23031.pdf
         represented by: Michael S. Kopelman, Esq.
                         KOPELMAN & KOPELMAN, LLP
                         E-mail: kopelaw@kopelmannj.com

In re Devon Foremost, LLC
        dba Belmont Greenhouses
   Bankr. D.N.J. Case No. 14-23032
     Chapter 11 Petition filed June 25, 2014
         See http://bankrupt.com/misc/njb14-23032.pdf
         represented by: Michael S. Kopelman, Esq.
                         KOPELMAN & KOPELMAN, LLP
                         E-mail: kopelaw@kopelmannj.com

In re Blue Arbor, LLC
        dba Blooms at Belle Mead
   Bankr. D.N.J. Case No. 14-23033
     Chapter 11 Petition filed June 25, 2014
         See http://bankrupt.com/misc/njb14-23033.pdf
         represented by: Michael S. Kopelman, Esq.
                         KOPELMAN & KOPELMAN, LLP
                         E-mail: kopelaw@kopelmannj.com

In re JD Hsieh & Son LLC
   Bankr. D.N.J. Case No. 14-23034
     Chapter 11 Petition filed June 25, 2014
         See http://bankrupt.com/misc/njb14-23034.pdf
         represented by: Michael S. Kopelman, Esq.
                         KOPELMAN & KOPELMAN, LLP
                         E-mail: kopelaw@kopelmannj.com

In re Trois Canard Group, LLC
        dba Arielle
   Bankr. S.D.N.Y. Case No. 14-36300
     Chapter 11 Petition filed June 25, 2014
         See http://bankrupt.com/misc/nysb14-36300.pdf
         represented by: Lewis D. Wrobel, Esq.
                         E-mail: lewiswrobel@verizon.net

In re Richard A. White, Sr. and Brenda L. White
   Bankr. W.D. Pa. Case No. 14-22576
      Chapter 11 Petition filed June 25, 2014

In re Salvador A. Gaudiano
   Bankr. E.D. Tenn. Case No. 14-32050
      Chapter 11 Petition filed June 25, 2014

In re Melissa W. Cook & Associates
   Bankr. S.D. Cal. Case No. 14-05087
     Chapter 11 Petition filed June 26, 2014
         See http://bankrupt.com/misc/casb14-05087.pdf
         represented by: Radmila A. Fulton, Esq.
                         LAW OFFICES OF RADMILA A. FULTON
                         E-mail: rafpacer@sbcglobal.net

In re Kenneth Michael Jacobs
   Bankr. N.D. Ill. Case No. 14-23708
      Chapter 11 Petition filed June 26, 2014

In re Robert B. Bomhack and LaRue Bomhack
   Bankr. N.D. Ill. Case No. 14-23710
      Chapter 11 Petition filed June 26, 2014

In re Adobo Enterprise LLC
   Bankr. N.D. Ill. Case No. 14-23810
     Chapter 11 Petition filed June 26, 2014
         See http://bankrupt.com/misc/ilnb14-23810.pdf
         represented by: Erica Crohn Minchella, Esq.
                         ERICA CROHN MINCHELLA, LTD.
                         E-mail: erica.minchella@gmail.com

In re DCM, Inc.
   Bankr. W.D. Ky. Case No. 14-32447
     Chapter 11 Petition filed June 26, 2014
         See http://bankrupt.com/misc/kywb14-32447.pdf
         represented by: K. Gail Russell, Esq.
                         GOLDBERG SIMPSON, LLC
                         E-mail: grussell@goldbergsimpson.com

In re Elberta Louise Honstein
   Bankr. D. N.M. Case No. 14-11961
      Chapter 11 Petition filed June 26, 2014

In re Sweat NYC, Inc.
   Bankr. E.D.N.Y. Case No. 14-43271
     Chapter 11 Petition filed June 26, 2014
         Filed Pro Se

In re Golden Care Adult Day Care, LLC
   Bankr. E.D.N.Y. Case No. 14-43272
     Chapter 11 Petition filed June 26, 2014
         See http://bankrupt.com/misc/nyeb14-43272.pdf
         Filed Pro Se

In re 43 Kingston, LLC
   Bankr. E.D.N.Y. Case No. 14-72953
     Chapter 11 Petition filed June 26, 2014
         See http://bankrupt.com/misc/nyeb14-72953.pdf
         Filed Pro Se

In re Carmine Alessandro
   Bankr. E.D.N.Y. Case No. 14-72949
      Chapter 11 Petition filed June 26, 2014

In re Five Sparrows Foundation, LLC
   Bankr. E.D. Pa. Case No. 14-15134
     Chapter 11 Petition filed June 26, 2014
         See http://bankrupt.com/misc/paeb14-15134.pdf
         represented by: Mark S. Danek, Esq.
                         THE DANEK LAW FIRM, LLC
                         E-mail: msd@daneklawfirm.com

In re 1600 Washington Road USC No. 2, LP
   Bankr. W.D. Pa. Case No. 14-22582
     Chapter 11 Petition filed June 26, 2014
         See http://bankrupt.com/misc/pawb14-22582.pdf
         represented by: Robert O. Lampl, Esq.
                         E-mail: rol@lampllaw.com

In re Taz, Inc.
   Bankr. E.D. Va. Case No. 14-72346
     Chapter 11 Petition filed June 26, 2014
         See http://bankrupt.com/misc/vaeb14-72346.pdf
         represented by: John D. McIntyre, Esq.
                         WILSON & MCINTYRE, PLLC
                         E-mail: jmcintyre@wmlawgroup.com

In re Edward Lawrence Stay and Amy Louise Norwood Stay
   Bankr. W.D. Wash. Case No. 14-14940
      Chapter 11 Petition filed June 26, 2014

In re Frank's Complete Home Remodeling, LLC
   Bankr. D. Ariz. Case No. 14-09921
     Chapter 11 Petition filed June 27, 2014
         See http://bankrupt.com/misc/azb14-09921.pdf
         represented by: Blake D. Gunn, Esq.
                         LAW OFFICE OF BLAKE D. GUNN
                         E-mail: blake.gunn@gunnbankruptcyfirm.com

In re Rosalba Jaimes
   Bankr. C.D. Cal. Case No. 14-11391
      Chapter 11 Petition filed June 27, 2014

In re Joyce Ann Mauldin
   Bankr. C.D. Cal. Case No. 14-22470
      Chapter 11 Petition filed June 27, 2014

In re Holdings of South Florida, Inc.
        dba Auto Mac 2
   Bankr. M.D. Fla. Case No. 14-03145
     Chapter 11 Petition filed June 27, 2014
         See http://bankrupt.com/misc/flmb14-03145.pdf
         represented by: Jason A. Burgess, Esq.
                         THE LAW OFFICES OF JASON A. BURGESS, LLC
                         E-mail: jason@jasonaburgess.com

In re Vilma S. Mansur
   Bankr. S.D. Fla. Case No. 14-24746
      Chapter 11 Petition filed June 27, 2014

In re Wheels America Alloy Wheel Miami, LLC
        aka Fixrim
   Bankr. S.D. Fla. Case No. 14-24834
     Chapter 11 Petition filed June 27, 2014
         See http://bankrupt.com/misc/flsb14-24834.pdf
         represented by: Thomas R. Lehman, Esq.
                         LEVINE KELLOGG LEHMAN
                         SCHNEIDER + GROSSMAN, LLP
                         E-mail: trl@lklsg.com

In re Lee's Rental Center, Inc., a Corporation
   Bankr. M.D. Ga. Case No. 14-51451
     Chapter 11 Petition filed June 27, 2014
         See http://bankrupt.com/misc/gamb14-51451.pdf
         represented by: Neal Weinberg, Esq.
                         NEAL WEINBERG, P.C.
                         E-mail: nealweinbergatty@bellsouth.net

In re South Acworth Shopping Center, Inc.
        dba South Acworth Shopping Center
   Bankr. N.D. Ga. Case No. 14-62510
     Chapter 11 Petition filed June 27, 2014
         represented by: Barry Staples, Esq.
                         BARRY STAPLES, PC
                         E-mail: barrystaplespc@aol.com

In re Mark A. Dobbertin
   Bankr. W.D.N.Y. Case No. 14-20809
      Chapter 11 Petition filed June 27, 2014

In re Eliot Tod Gaskill
   Bankr. E.D.N.C. Case No. 14-03705
      Chapter 11 Petition filed June 27, 2014

In re Zaida Ivette Gonzalez-Rivera
   Bankr. D.P.R. Case No. 14-05265
      Chapter 11 Petition filed June 27, 2014

In re Madelin Resto Sanchez
   Bankr. D.P.R. Case No. 14-05268
      Chapter 11 Petition filed June 27, 2014

In re Vodastra Solutions, Inc.
   Bankr. E.D. Tex. Case No. 14-41381
     Chapter 11 Petition filed June 27, 2014
         See http://bankrupt.com/misc/txeb14-41381.pdf
         represented by: Eric A. Liepins, Esq.
                         ERIC A. LIEPINS P.C.
                         E-mail: eric@ealpc.com

In re CTLI, LLC
   Bankr. S.D. Tex. Case No. 14-33564
     Chapter 11 Petition filed June 27, 2014
         See http://bankrupt.com/misc/txsb14-33564.pdf
         represented by: Kimberly Anne Bartley, Esq.
                         WALDRON & SCHNEIDER, LLP
                         E-mail: kbartley@ws-law.com

In re Medford Trucking, LLC
   Bankr. S.D. W.Va. Case No. 14-20354
     Chapter 11 Petition filed June 27, 2014
         See http://bankrupt.com/misc/wvsb14-20354.pdf
         represented by: Brian Richard Blickenstaff, Esq.
                         TURNER & JOHNS, PLLC
                         E-mail: bblickenstaff@turnerjohns.com

In re Sam A. Adams and Erika M. Adams
   Bankr. W.D. Wash. Case No. 14-15003
      Chapter 11 Petition filed June 28, 2014

In re Samuel Todd Jewell
   Bankr. E.D. Okla. Case No. 14-80744
      Chapter 11 Petition filed June 29, 2014

In re J. Blue LLC
   Bankr. C.D. Cal. Case No. 14-22678
     Chapter 11 Petition filed June 30, 2014
         See http://bankrupt.com/misc/cacb14-22678.pdf
         represented by: Dennis E. McGoldrick, Esq.
                         E-mail: dmcgoldricklaw@yahoo.com

In re Louis Gioia, Jr and Marie E. Gioia
   Bankr. D. Conn. Case No. 14-51024
      Chapter 11 Petition filed June 30, 2014

In re Gregory John Pratt
   Bankr. M.D. Fla. Case No. 14-03168
      Chapter 11 Petition filed June 30, 2014

In re Image by Tan, Inc.
        dba Planet Beach
   Bankr. M.D. Fla. Case No. 14-07533
     Chapter 11 Petition filed June 30, 2014
         See http://bankrupt.com/misc/flmb14-07533.pdf
         represented by: L. William Porter, III, Esq.
                         BOGIN, MUNNS & MUNNS, P.A.
                         E-mail: bporter@boginmunns.com

In re Christopher Salem
   Bankr. D. Hawaii Case No. 14-00878
      Chapter 11 Petition filed June 30, 2014

In re Robert Skrocki and Helen Skrocki
   Bankr. N.D. Ill. Case No. 14-24416
      Chapter 11 Petition filed June 30, 2014

In re Ramon Aguirre and Bertha Aguirre
   Bankr. N.D. Ill. Case No. 14-24420
      Chapter 11 Petition filed June 30, 2014

In re Words of Restoration International
Ministries Church of God in Christ, Inc.
        fka Monroe Street Church of God in Christ, Inc.
   Bankr. M.D. Ga. Case No. 14-10869
     Chapter 11 Petition filed June 30, 2014
         See http://bankrupt.com/misc/gamb14-10869.pdf
         represented by: Je'Nita Nakia Lane, Esq.
                         J. LANE LAW GROUP, P.C.
                         E-mail: jlanelaw@gmail.com

In re City Liquor, Inc.
   Bankr. W.D.N.Y. Case No. 14-11563
     Chapter 11 Petition filed June 30, 2014
         See http://bankrupt.com/misc/nywb14-11563.pdf
         represented by: Arthur G. Baumeister, Jr., Esq.
                         AMIGONE, SANCHEZ, ET AL
                         E-mail: abaumeister@amigonesanchez.com

In re Victor Toledo
   Bankr. E.D. Tex. Case No. 14-41421
      Chapter 11 Petition filed June 30, 2014

In re Lighthouse Rescue Mission
   Bankr. N.D. Tex. Case No. 14-42630
     Chapter 11 Petition filed June 30, 2014
         See http://bankrupt.com/misc/txnb14-42630.pdf
         represented by: Behrooz P. Vida, Esq.
                         THE VIDA LAW FIRM, PLLC
                         E-mail: filings@vidalawfirm.com

In re Irresistible Community Influence
        dba New Beginnings Christian Center
   Bankr. S.D. Tex. Case No. 14-33602
     Chapter 11 Petition filed June 30, 2014
         See http://bankrupt.com/misc/txsb14-33602.pdf
         represented by: Margaret Maxwell McClure, Esq.
                         LAW OFFICE OF MARGARET M. MCCLURE
                         E-mail: margaret@mmmcclurelaw.com

In re Calico Land, LLC
   Bankr. S.D. Tex. Case No. 14-33681
     Chapter 11 Petition filed June 30, 2014
         See http://bankrupt.com/misc/txsb14-33681.pdf
         represented by: Christopher A. Beck, Esq.
                         BAKER BECK, P.C.
                         E-mail: cbeck@bakerbeck.net

In re All Home Care, Inc.
   Bankr. S.D. Tex. Case No. 14-70351
     Chapter 11 Petition filed June 30, 2014
         See http://bankrupt.com/misc/txsb14-70351.pdf
         represented by: Antonio Villeda, Esq.
                         LAW OFFICE OF ANTONIO VILLEDA
                         E-mail: avilleda@mybusinesslawyer.com

In re JEA Tires, Inc.
   Bankr. S.D. Tex. Case No. 14-70354
     Chapter 11 Petition filed June 30, 2014
         See http://bankrupt.com/misc/txsb14-70354.pdf
         represented by: Antonio Villeda, Esq.
                         LAW OFFICE OF ANTONIO VILLEDA
                         E-mail: avilleda@mybusinesslawyer.com

In re Kelly Joseph McKinney and Kimberly Ann McKinney
   Bankr. W.D. Wash. Case No. 14-43646
      Chapter 11 Petition filed June 30, 2014

In re Gary Patrick Schroer and Terrie Susan Schroer
   Bankr. D. Ariz. Case No. 14-10129
      Chapter 11 Petition filed July 1, 2014

In re David A. Sanchez, M.D., Inc
        dba Santa Ana Family Medical Center
   Bankr. C.D. Cal. Case No. 14-14092
     Chapter 11 Petition filed July 1, 2014
         See http://bankrupt.com/misc/cacb14-14092.pdf
         represented by: Joshua R. Engle, Esq.
                         LAW OFFICES OF JOSHUA R. ENGLE
                         E-mail: josh@engle-law.com

In re Randall William Blanchard
   Bankr. C.D. Cal. Case No. 14-14105
      Chapter 11 Petition filed July 1, 2014

In re Robert W. Cirac
   Bankr. C.D. Cal. Case No. 14-14108
      Chapter 11 Petition filed July 1, 2014

In re Ivan Boyanov Dotzinski and Ellie Petrova Dotzinska
   Bankr. M.D. Fla. Case No. 14-07754
      Chapter 11 Petition filed July 1, 2014

In re Seer Air Conditioning Corporation
   Bankr. S.D. Fla. Case No. 14-25135
     Chapter 11 Petition filed July 1, 2014
         See http://bankrupt.com/misc/flsb14-25135.pdf
         represented by: Chad T. Van Horn, Esq.
                         VAN HORN LAW GROUP, P.A.
                         E-mail: Chad@cvhlawgroup.com

In re Collet Eugene Harrington
   Bankr. W.D. Ky. Case No. 14-32535
      Chapter 11 Petition filed July 1, 2014

In re Jeffery Scott Woods and Michelle Victoria Woods
   Bankr. W.D. Mo. Case No. 14-42289
      Chapter 11 Petition filed July 1, 2014

In re MVP Properties Inc.
   Bankr. W.D. Mo. Case No. 14-42290
     Chapter 11 Petition filed July 1, 2014
         See http://bankrupt.com/misc/mowb14-42290.pdf
         represented by: George J. Thomas, Esq.
                         PHILLIPS & THOMAS, LLC
                         E-mail: geojthomas@gmail.com

In re Independent Truck Tank, LLC
   Bankr. W.D. Mo. Case No. 14-60868
     Chapter 11 Petition filed July 1, 2014
         See http://bankrupt.com/misc/mowb14-60868.pdf
         represented by: Ted L. Tinsman, Esq.
                         DOUGLAS HAUN & HEIDEMANN, P.C.
                         E-mail: ttinsman@bolivarlaw.com

In re Silvino P. Salinas
   Bankr. D.N.J. Case No. 14-23582
      Chapter 11 Petition filed July 1, 2014

In re Lloyd Owen Bates, Jr. and Theresa Martin Bates
   Bankr. D. N.M. Case No. 14-12007
      Chapter 11 Petition filed July 1, 2014

In re Fun City Seafood Steamers, LLC
   Bankr. E.D.N.Y. Case No. 14-43389
     Chapter 11 Petition filed July 1, 2014
         See http://bankrupt.com/misc/nyeb14-43389.pdf
         Filed Pro Se

In re Richard Victor Riordan
   Bankr. W.D. Wash. Case No. 14-43659
      Chapter 11 Petition filed July 1, 2014



                             *********

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, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2014.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-241-8200.


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