TCR_Public/141230.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

           Tuesday, December 30, 2014, Vol. 18, No. 360

                            Headlines

ABTECH HOLDINGS: Insufficient Revenues Raise Going Concern Doubt
AEREO INC: Allowed to Auction Web TV Technology
ALIMERA SCIENCES: Negative Cash Flow Raises Going Concern
ALMA ENERGY: Kentucky Court Rules in Halle v. Banner Appeal
AMERICAN INT'L HOLDINGS: Expects Further Losses in Future

AUSTIN CONVENTION: S&P Affirms 'BB' Rating on 2006B Bonds
BERNARD L. MADOFF: Picard Seeks Nod for 5th Distribution
BILTMORE INVESTMENTS: Dist. Court Reinstates Stay Against TD Bank
BINDER & BINDER: Has Interim Authority to Tap U.S. Bank DIP Loan
BINDER & BINDER: Seeks to Reject 24 Leases, Contracts

BINDER & BINDER: Has Until Feb. 2 to File Schedules
BINDER & BINDER: Can Employ BMC Group as Claims & Noticing Agent
BINDER & BINDER: Court Issues Joint Administration Order
C&O ENTERPRISES: $2,732,959 Judgment Against Debtor Affirmed
CAESARS ENTERTAINMENT: Merger Would Better Position $18.4B Debt

CAESARS GROWTH: S&P Puts 'B-' CCR on CreditWatch Negative
CAVITATION TECHNOLOGIES: Incurs $519K Net Loss in Sept. 30 Quarter
CLINICA REAL: State Farm Opposes Bankruptcy Estimation
COMJOYFUL INTERNATIONAL: Incurs $464K Net Loss for Q3
CONFEDERATE MOTORS: Needs Significant Funding to Continue

COUNTRY STONE: Hearing Held on Sale of Substantially All Assets
CWS ENTERPRISES: Appeal Can Proceed Without Supersedeas Bond
DR. TATTOFF: Amends 2013 and First Half 2014 Financials
DYNAVOX INC: Court Confirms Ch. 11 Liquidation Plan
EAGLE BULK: Has $45.9-Mil. Net Loss in Sept. 30 Quarter

ECOTALITY INC: Wins Confirmation of Reorganization Plan
EGENIX INC: Voluntary Chapter 11 Case Summary
ENDEAVOUR INT'L: Amends Plan to Reflect Technical Changes
ENERGY FUTURE: Still Hiring as Restructuring Bid Continues
ENERGY FUTURE: 2015 Pay Plan Okayed; Officers' Salaries Revised

ENVISION SOLAR: Expects Significant Losses to Continue
FCC HOLDINGS: Files Ch. 11 Liquidating Plan, Disclosures
FCC HOLDINGS: Seeks March 23 Extension of Plan Filing Date
FCC HOLDINGS: Obtains Final Authority to Use Cash Collateral
FIAT CHRYSLER: Recalls 67,000 Pickup Trucks

FIRST NIAGARA: S&P Lowers Subordinated Debt Rating to 'BB+'
FTS INTERNATIONAL: S&P Revises Outlook to Negative; Keeps 'B' CCR
GLOBAL GEOPHYSICAL: Authorized to Enter into Amended Cash Use Deal
GLOBAL GEOPHYSICAL: Plan Confirmation Hearing Adjourned
GRUBB & ELLIS: NY Court Rules on BGC Partners Suit v. Avison Young

HAILO NETWORK: Files Bankr. in Toronto; Jan. 9 Creditors' Meeting
HAYDEL PROPERTIES: Court OKs Property Sale Extension
HERCULES OFFSHORE: S&P Cuts Corp. Credit Rating to 'B-' From 'B'
IMPERIAL CAPITAL: Dist. Court Bars Trust's Appeal in D&O Lawsuit
INDIVIOR PLC: S&P Assigns 'B' CCR & Rates Sr. Sec. Facility 'B'

IVEDA SOLUTIONS: Has $1.2-Mil. Net Loss for Third Quarter
KITARA MEDIA: Uncertainty of Merger Raises Going Concern Doubt
KALLO INC: Incurs $580K Net Loss for Third Quarter
LBI MEDIA: S&P Lowers CCR to 'SD' on Second-Priority Note Exchange
LEHMAN BROTHERS: SecurityNational Wins Summary Judgment

LEXARIA CORP: Amends July 31 Quarter Report
LIBERTY HARBOR: Plan Confirmation Hearing Scheduled for Jan. 27
LLRIG TWO: Court Approves Sale of Lost Lake Resort Lots
LLS AMERICA: Trustee Wins in Clawback Suit v. Foerstner et al.
MAGUIRE GROUP: Ch.11 Case Should Be Reopened, Dist. Court Says

MARION ENERGY: TCS Loses Dismissal Bid, But Gets Lift Stay
MARK SEED: Case Summary & 20 Largest Unsecured Creditors
MINERAL PARK: Seeks April 22 Extension of Plan Filing Date
MOMENTIVE PERFORMANCE: Widens Loss to $199MM in 3rd Quarter
MORTGAGE LENDERS: Defendants Can't Appeal Order in Sales Rep Suit

NEWPAGE WISCONSIN: March 30 Settlement Fairness Hearing Set
O&G LEASING: 2nd Amended Chapter 11 Plan Declared Effective
P.K. LAND: Appeals Court Revives Law Firm's Suit for Unpaid Fees
PACIFIC STEEL: Mowat Mackies to Prepare 2015 Tax Returns
PANTECH CO: U.S. Court Recognizes Korean Proceeding

PHOENIX PAYMENT: Files Reorganization Plan, Disclosure Statement
PHOENIX PAYMENT: To Pay $131K to Prepetition Lender
POINT BLANK: Judge Sontchi to Handle Chapter 11 Case
POLAROID CORP: Gordon Brothers, Hilco, Pholad Buy Interests in PLR
PORTER BANCORP: Posts $849K Net Loss in Sept. 30 Quarter

PORTER BANCORP: Files Amendment to Second Quarter Report
PRO MACH: S&P Withdraws CCR on Completed Sponsor Buy-out
PROSPECT PARK: UST Calls Disclosure Statement "Inadequate"
QTS REALTY: S&P Retains 'B+' Rating on Upsized Unsecured Debt
RADIAN ASSET: S&P Puts 'B+' Rating on CreditWatch Positive

REVEL AC: Requests $21 Million Increase in Bankruptcy Financing
SEVENTY SEVEN: S&P Slashes Rating to 'B+' From 'BB-'
SIGA TECHNOLOGIES: To Assume & Seek Modification of BARDA Deal
SIGA TECHNOLOGIES: Creditors Committee Taps Guggenheim as Advisor
SPECIALTY HOSPITAL: Sale to DCA Okayed; DIP Loan Order Modified

SPECIALTY HOSPITAL: Closes Sale of Assets to DCA Acquisition
SPHERIX INC: Recurring Operating Losses Raise Going Concern Doubt
STEPHEN D. MCCORMICK: Lender Entitled to Fees, 8th Cir. Says
THINSPACE TECHNOLOGY: Reports $19MM Loss in Sept. 30 Quarter
TECHPRECISION CORP: Posts $648K Net Loss for Third Quarter

TLC HEALTH: May Access Cash Collateral Through Feb. 23
TOWERGATE FINANCE: Sr. Creditors Express Interest in Sale Process
UTEX INDUSTRIES: S&P Revises Outlook to Negative; Keeps 'B' CCR
WINDSOR PETROLEUM: Court Issues Amended Plan Confirmation Order
XTREME GREEN: Expects Negative Cash Flow to Continue

YARWAY CORP: Files Tyco-Sponsored Ch. 11 Plan

* Bankruptcy Lawyer Suspended in Maine & New Hampshire
* St. John's University Offers Online Bankruptcy Course

* Large Companies With Insolvent Balance Sheet


                             *********


ABTECH HOLDINGS: Insufficient Revenues Raise Going Concern Doubt
----------------------------------------------------------------
AbTech Holdings, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net
loss of $1.73 million on $114,000 of net revenues for the three
months ended Sept. 30, 2014, compared with a net loss of $1.53
million on $72,500 of net revenues for the same period in the
prior year.

The Company's balance sheet at Sept. 30, 2014, showed $1.08
million in total assets, $8.15 million in total liabilities, and a
stockholders' deficit of $7.07 million.

The Company has not achieved a sufficient level of revenues to
support its business and has suffered substantial recurring losses
from operations since its inception.  These factors raise
substantial doubt about the Company's ability to continue
operations as a going concern, according to the regulatory filing.

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

                       http://is.gd/9jVw6b

AbTech Holdings, Inc., through its subsidiary, manufactures
products that remove some pollutants from water.  The Company's
products remove hydrocarbons, sediment and other foreign elements
from still ponds, lakes and marinas or from flowing water such as
curbside drains, pipe outflows, rivers and oceans.

The Company reported a net loss of $1.58 million on $182,570 of
net revenues for the three months ended June 30, 2014, compared
with a net loss of $1.46 million on $134,066 of net revenues for
the same period last year.

The Company's balance sheet at June 30, 2014, showed $1.55 million
in total assets, $7.07 million in total liabilities, and a
stockholders' deficit of $5.52 million.


AEREO INC: Allowed to Auction Web TV Technology
-----------------------------------------------
Patrick Fitzgerald, writing for The Wall Street Journal, reported
that U.S. Bankruptcy Judge Sean Lane in Manhattan has authorized
Aereo Inc. to auction its TV streaming technology after the
company struck a deal with broadcasters over the sale process.

According to the report, the approval came after Aereo and
broadcasters agreed to how and when the company can scrub its
servers and how much time broadcasters will have to oppose any
sale that could infringe their copyrights.  Under the revamped
auction rules, Aereo will also provide weekly updates on the
status of the sale process and will allow the broadcasters to
attend the auction, the report related.

As previously reported by The Troubled Company Reporter, citing
Daily Bankruptcy Review, in a series of filings with the
Bankruptcy Court, Aereo traded barbs with broadcasters, who insist
any sale of Aereo's technology will harm their chances of
collecting potentially tens of millions of dollars in damages from
a copyright lawsuit victory.

                        About Aereo, Inc.

With headquarters in Boston, Massachusetts, Aereo, Inc., is a
technology company that provided subscribers with the ability to
watch live or "time-shifted" local over-the-air broadcast
television on internet-connected devices, such as personal
computers, tablet devices, and "smartphones."   Aero provided to
each subscriber access, via the internet, to individual remote or
micro-antennas and a cloud-based DVR, which were maintained by the
Debtor in facilities within the local market.

Aereo, Inc., sought Chapter 11 protection (Bankr. S.D.N.Y. Case
No. 14-13200) in Manhattan, New York, on Nov. 20, 2014.  The
Chapter 11 filing came five months after the U.S. Supreme Court
ruled the Debtor, with respect to live or contemporaneous
transmissions, was essentially performing as a traditional cable
system under the Copyright Act, and thus was violating
broadcasters' copyrights because it wasn't paying broadcasters any
fees.

The Debtor has tapped William R. Baldiga, Esq., at Brown Rudnick
LLP, in New York, as counsel.  The Debtors has also engaged Argus
Management Corp. to provide the services of Lawton W. Bloom as CRO
and Peter Sullivan and Scott Dicus as assistant restructuring
officers.  Prime Clerk LLC is the claims and notice agent.

The Debtor disclosed $22,163,168 in assets and $2,775,970 in
liabilities as of the Chapter 11 filing.


ALIMERA SCIENCES: Negative Cash Flow Raises Going Concern
---------------------------------------------------------
Alimera Sciences, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net loss of $7.01 million on $2.41 million of net revenue for
the three months ended Sept. 30, 2014, compared with a net loss of
$1.11 million on $758,000 of net revenue for the same period in
the prior year.

The Company's balance sheet at Sept. 30, 2014, showed $93.3
million in total assets, $85.07 million in total liabilities and
total stockholders' equity of $8.22 million.

The Company's negative cash flow from operations and accumulated
deficit raise substantial doubt about its ability to continue as a
going concern.

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

                       http://is.gd/qZ719Q

                      About Alimera Sciences

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

Alimera Sciences disclosed net income of $1.12 million on $2.19
million of net revenue for the three months ended June 30, 2014,
compared with a net loss of $16.36 million on $179,000 of net
revenue for the same period last year.

The Company's balance sheet at June 30, 2014, showed $48.66
million in total assets, $35 million in total liabilities
and total stockholders' equity of $13.66 million.


ALMA ENERGY: Kentucky Court Rules in Halle v. Banner Appeal
-----------------------------------------------------------
Banner Industries of N.E., Inc., Gary J. Richard, and Pikeville
Energy Group, LLC (PEG) sued Warren E. Halle, THC Kentucky Coal
Venture I, LLC (THC), and West Virginia Coal Venture I, LLC,
(WVCI).  The initial complaint alleged: (1) fraud in the
inducement and breach of contract; (2) tortious interference with
business relations; (3) civil conspiracy; (4) breach of contract-
third party beneficiaries; and (5) trade disparagement.  Banner et
al. filed an amended complaint in which they withdrew the breach
of contract-third party beneficiaries and trade disparagement
claims but added a count of abuse of process solely against THC.
Halle et al. maintain the Pike Circuit Court erred when it denied
their motion to dismiss all tort claims asserted against them
based on absolute immunity under the judicial statements
privilege. Alternatively, they argue no statements made in prior
collateral bankruptcy proceedings and lawsuits may be used in
support of the asserted tort claims.

In a Dec. 19, 2014 decision available at http://is.gd/8hDdCRfrom
Leagle.com, the Court of Appeals of Kentucky affirmed the order
denying Halle's motion to dismiss.

The appellate case is, WARREN E. HALLE; THC KENTUCKY COAL VENTURE
I LLC; AND WEST VIRGINIA COAL VENTURE I LLC, Appellants, v. BANNER
INDUSTRIES OF N.E., INC.; GARY J. RICHARD; AND PIKEVILLE ENERGY
GROUP, LLC, Appellees, No. 2012-CA-001997-MR (Ky. App.).

In July 2006, Halle, who was the owner and chief executive officer
of THC, and Alma Energy organized Kentucky Coal Venture I, (KCVI)
as a corporate instrument to facilitate their joint venture.

                        About Alma Energy

Alma Energy, LLC, owned rights to mine coal on two tracts of land
located in Pike County, Ky.  Out of cash, the Debtor suspended its
mining operation and sought chapter 11 protection (Bankr. E.D. Ky.
Case No. 07-70370) on August 13, 2007.  The mining operation was
restarted in 2008 with funding by Pikeville Energy Group, LLC, but
halted again during the chapter 11 proceeding.  On April 17, 2009,
the United States Trustee moved to dismiss the case or convert it
to a Chapter 7 liquidation proceeding.  On May 20, 2009, the
bankruptcy court entered an order converting the Debtor's case to
one under Chapter 7, and the U.S. Trustee appointed Phaedra
Spradlin as the Chapter 7 trustee.


AMERICAN INT'L HOLDINGS: Expects Further Losses in Future
---------------------------------------------------------
American International Holdings Corp. filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q, disclosing a net loss of $37,938 on $nil of revenue for the
three months ended Sept. 30, 2014, compared to a net loss of
$34,153 on $nil of revenue for the same period last year.

The Company's balance sheet at June 30, 2014, showed $2.25 million
in total assets, $17,000 in total liabilities, and stockholders'
equity of $2.24 million.

The Company has no operations, has a net loss of $97,600 for the
nine months ended Sept. 30, 2014, has an accumulated deficit of
$2.04 million, and has no sources of revenue and expects to incur
further losses in the future, thus raising substantial doubt about
the Company's ability to continue as a going concern.

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

                       http://is.gd/eqGTKd

American International Holdings Corp. engages in seeking a
business combination with an operating company through acquiring
its assets, properties, and other means.  The company was founded
on February 3, 2010 and is headquartered in Kemah, Texas.


AUSTIN CONVENTION: S&P Affirms 'BB' Rating on 2006B Bonds
---------------------------------------------------------
Standard & Poor's Ratings Services withdrew its '6' recovery
rating from Austin-Convention Center Enterprises Inc.'s (Austin
Convention Center) $95.17 million series 2006B second-tier revenue
bonds due 2034.

At the same time, S&P affirmed its 'BBB-' issue credit rating on
the series 2006A bonds and the 'BB' issue credit rating on the
series 2006B bonds.  The outlook is stable on both issues.

"The withdrawal of the recovery rating on Austin Convention Center
Hotel's issue credit rating reflects the revision in our project
finance criteria," said Standard & Poor's credit analyst Jayne
Ross.

S&P's ratings reflect its view that the hotel benefits from the
project's location near the convention center, the strength of the
Austin hospitality market, which has been above the hospitality
industry's national average for the past three years, its solid
operating performance, its liquidity, and an experienced hotel
operator in Hilton Hotel Worldwide.  These factors are partially
offset by the highly cyclical and competitive nature of the
hospitality sector.

The project is a, 800-room full-service hotel in downtown Austin
across the street from the Austin Convention Center.  The hotel
opened on Dec. 27, 2003, and has 26 stories, with about 70,000
square feet of meeting space (including two ballrooms).  Below the
hotel is a 750-space parking garage with 600 spots operated by the
hotel.  The series 2006 bond proceeds refunded the 2001 first- and
second-tier series bonds, which the project used to build the
convention center headquarters hotel in downtown Austin, Texas.

The stable outlook reflects S&P's view that the project's solid
operating performance and financial measures will be maintained,
driven by the continued strong performance of the Austin
hospitality market.  S&P believes that over the next several years
there could be some further growth in ADR, especially given that
demand still exceeds hotel supply and convention center booking
trends are favorably offset by the addition of hotel room supply
to the market over the next several years.  The project's senior
debt credit measures map to the 'bbb' category in the base case
and the subordinated debt's credit measures map to the 'bb'
category.  As result, S&P's guidance for upgrade and downgrade map
to credit measures established for these rating levels.

S&P could lower the ratings because of a prolonged economic
slowdown, significant operating expense growth, or the arrival of
a new direct competitors that results in operating performance
that is weaker than S&P's expectations and reduces the series
2006A bonds' DSCR to less than 2.5x for more than two years.  S&P
would consider downgrading the series 2006B bonds if the DSCR for
the series 2006A and B bonds declines and is sustained below 1.5x
for two years.  In addition, a significant reduction in liquidity
could also result in lower ratings.

Although not likely in the near term given S&P's expectations for
an increase in hotel room supply in the Austin market over the
next several years, S&P could raise the rating if the project saw
a successful track record of financial performance well in excess
of S&P's forecasts throughout the hospitality cycle in Austin that
results in sustained series 2006A bonds DSCR of more than 3.5x.
To upgrade the series 2006B bonds, the DSCR would have to be
sustained throughout the hospitality cycle in the 2x area.


BERNARD L. MADOFF: Picard Seeks Nod for 5th Distribution
--------------------------------------------------------
Irving H. Picard, Securities Investor Protection Act (SIPA)
Trustee for the liquidation of Bernard L. Madoff Investment
Securities LLC (BLMIS) filed a motion on Dec. 22 in the United
States Bankruptcy Court for the Southern District of New York
seeking approval for an allocation of recoveries to the BLMIS
Customer Fund and an authorization for a fifth pro rata interim
distribution from the Customer Fund to BLMIS customers with
allowed claims.

The fifth pro rata interim distribution will total approximately
$322 million and will bring the amount distributed to eligible
claimants to approximately $7.2 billion, which includes more than
$822.5 million in advances committed to the SIPA Trustee for
distribution to allowed claimants by the Securities Investor
Protection Corporation (SIPC).

"The fifth distribution is yet another important milestone for the
Madoff Recovery Initiative," said Mr. Picard.  "My legal teams
have negotiated important and significant recovery agreements with
several defendants.  That work enables us to move ahead with this
distribution, once we have the approval of the court."

SIPC President and CEO Stephen P. Harbeck said, "The latest
distribution further demonstrates how the BLMIS liquidation --
with the support of SIPC -- is progressing efficiently and
effectively, with customers receiving significant recoveries of
their lost assets even in this most egregious theft.  We not only
applaud the SIPA Trustee and his legal and professional teams
regarding this latest accomplishment, but also look forward to
additional achievements in 2015."

The proposed distribution is a direct result of the ongoing work
of the SIPA Trustee's teams.  BakerHostetler recently reached
settlements with feeder funds Herald/Primeo and Senator.  Windels
Marx reached a settlement with the Blumenfeld defendants.  The
terms of these three recent agreements called for cash payments.
Together, more than $642 million was brought into the BLMIS
Customer Fund through these agreements.  The Blumenfeld settlement
was approved by the United States Bankruptcy Court on November 19,
2014 and the Herald/Primeo and Senator settlements were approved
by the United States Bankruptcy Court on December 17, 2014.

The fifth pro rata interim distribution will result in the return
of 2.487 percent of the allowed claim amount for each individual
account, unless the allowed claim has been fully satisfied.  The
average payment for an allowed claim issued in the fifth
distribution will total approximately $299,900.  The smallest
payment totals $390.96 and the largest payment is $60,873,991.23.

Currently, the SIPA Trustee has allowed 2,547 claims related to
2,213 BLMIS accounts.  Of these accounts, 1,154 accounts will be
fully satisfied following the fifth interim distribution.  All
allowed claims totaling $963,500 or less will be fully satisfied.
The fifth interim distribution, when combined with the four prior
interim distributions, will satisfy up to 48.546 percent of each
customer's allowed claim amount unless the account is fully
satisfied.  In addition, SIPC has been reimbursed for its advances
to accounts which are now fully satisfied as of the fifth interim
distribution.

"The past year or so has been among our most active periods, with
the SIPA Trustee's team of professionals working diligently on a
number of fronts, in and out of the courtroom, using all the legal
tools at our disposal," said David J. Sheehan, Chief Counsel to
the SIPA Trustee.  "Through it all, we remain dedicated to our
primary goal: to recover the maximum amount possible for the
benefit of BLMIS customers with allowed claims."

As of Nov. 30, 2014, the SIPA Trustee has recovered or reached
agreements to recover approximately $10.5 billion since his
appointment in December 2008.  These recoveries exceed similar
efforts related to prior Ponzi scheme recoveries, in terms of
dollar value and percentage of stolen funds recovered.

Ultimately, 100 percent of the SIPA Trustee's recoveries will be
allocated to the Customer Fund for distribution to BLMIS customers
with allowed claims.  Prior distributions by the SIPA Trustee (as
of Nov. 30, 2014) to BLMIS accounts with allowed claims are as
follows:

The first pro rata interim distribution, which commenced on
October 5, 2011, has distributed $605 million, representing 4.602
percent of the allowed claim amount of each individual account,
unless the claim is fully satisfied.

The second pro rata interim distribution, which commenced on
September 19, 2012, has distributed approximately $4.393 billion,
representing 33.556 percent of the allowed claim amount of each
individual account, unless the claim is fully satisfied.

The third pro rata interim distribution, which commenced on
March 29, 2013, has distributed approximately $614 million,
representing 4.721 percent of the allowed claim amount of each
individual account, unless the claim is fully satisfied.

The fourth pro rata interim distribution, which commenced on
May 5, 2014, has distributed approximately $412.8 million,
representing 3.180 percent of each individual account, unless the
claim is fully satisfied.

Mr. Sheehan noted that there are 126 "deemed determined" claims
still subject to litigation.  Once litigation is resolved or
settlements reached, some of these claims may be allowed and would
therefore become eligible for all pro rata distributions to date.
For this potential scenario, as of November 30, 2014, the SIPA
Trustee has reserved approximately $2.225 billion.  Upon final
court approval of the fifth pro rata interim distribution, this
reserve amount will increase to approximately $2.345 billion.  The
ultimate amount of additional allowed claims depends on the
outcome of litigation or negotiation and could add billions of
dollars to the total amount of allowed claims.

Mr. Sheehan also noted that the SIPA Trustee anticipates
recovering additional assets through litigation and settlements.
Final resolution of certain disputes will permit the SIPA Trustee
to further reduce the reserves he is required to maintain,
allowing him to make additional distributions to customers.  Upon
final court approval of the fifth interim distribution, and
incorporating the fifth allocation, the SIPA Trustee will be
required to maintain a reserve of approximately $1.445 billion
pending the resolution of the time-based damages issue, among
other reserves.  As of November 30, 2014, the time-based damages
reserve is approximately $1.372 billion.  The SIPA Trustee will
seek authorization for these further allocations and distributions
upon the recovery of additional funds and the resolution of
significant disputes.

All administrative costs of the SIPA liquidation of Bernard L.
Madoff Investment Securities LLC and its global recovery efforts,
which make distributions to BLMIS customers with allowed claims
possible, are funded by advances to the SIPA Trustee by SIPC.

A hearing on the fifth allocation and distribution motion has been
set for January 15, 2015 at 10:00 a.m. before the United States
Bankruptcy Court.  Upon approval, record holders of allowed claims
as of January 15, 2015 will be eligible to receive payments from
the fifth interim distribution.  The Fifth Customer Fund
Allocation and Distribution Motion can be found on the United
States Bankruptcy Court's Web site at
http://www.nysb.uscourts.gov/Bankr. S.D.N.Y., No. 08-01789 (SMB).
It can also be found on the SIPA Trustee's website along with more
information on overall recoveries to date, each settlement, the
appeal status of a particular settlement, and on many other BLMIS
liquidation issues at http://www.madofftrustee.com

Messrs. Picard and Sheehan would like to thank Seanna Brown and
Heather Wlodek, who worked on the fifth pro rata interim
distribution and its related filings, as well as the legal firms
of BakerHostetler and Windels Marx, and all of the attorneys and
professionals whose work has led to the distribution.  They would
also like to thank Vineet Sehgal and his colleagues at
AlixPartners, as well as Kevin Bell and his colleagues at SIPC,
for their ongoing work and participation in the Madoff Recovery
Initiative distributions.

                    About Bernard L. Madoff

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

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

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

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

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

From recoveries in lawsuits coupled with money advanced by SIPC,
Mr. Picard has commenced distributions to victims, with the fourth
and latest batch of distributions done in May 2014.  Distributions
to eligible claimants have totaled almost $6 billion, which
includes $812.2 million in committed advances from the SIPC.  More
than 1,100 victims have already recovered the full principal they
lost in the fraud.

As of May 2014, Mr. Picard has recovered or reached agreements to
recover $9.8 billion since his appointment in December 2008.

BILTMORE INVESTMENTS: Dist. Court Reinstates Stay Against TD Bank
-----------------------------------------------------------------
District Judge Max O. Cogburn, Jr., overturned orders entered by
Bankruptcy Judge George R. Hodges that lifted the automatic stay
in the Chapter 11 case of Biltmore Investments Ltd., allowing TD
Bank, N.A. from taking any action directed at Walter T. McGee, in
state court or otherwise, to seize or sell his shares of stock in
the debtor.

The court finds that "unusual circumstances" exist to justify
extending the automatic stay under 11 U.S.C. Sec. 362(a)(1) to
McGee and prohibiting TD Bank from taking any further action, in
state court or otherwise, to seize and sell Biltmore stock owned
by McGee, Judge Cogburn said.

Mr. McGee is the guarantor of four past-due promissory notes
issued to TD Bank.  Mr. McGee is the president of two North
Carolina companies: Asheville Downtown Holdings, Ltd., and
Biltmore Investments, Ltd. These companies operate a series of
trailer parks in North Carolina and South Carolina. Between 2005
and 2006 these companies executed and delivered a total of four
commercial promissory notes to Carolina First Bank.  TD Bank is
successor by merger to, and is formerly known as, Carolina First
Bank.

All four Notes went into default.  Note 1 and Note 2 matured in
March 2010 and were not paid. Payments for Note 3 and Note 4
ceased after February 2010. In addition, Biltmore Investments
filed Chapter 11 bankruptcy on Jan. 26, 2011 and Asheville
Downtown filed Chapter 11 bankruptcy on April 1, 2011.

Judge Cogburn directed Biltmore, within 45 days of the order, to
file a motion in Bankruptcy Court to modify its Chapter 11 Plan
consistent with this order. The modified Plan should provide:

     1. that there be there be no cash distributions (other than
routine expenses & remuneration incident to, among other things,
management of Bear Wallow Mobile Home Park and commissions
relative to real estate, business brokerage and consulting
activities) to Walter T. McGee, his assigns, or to any insiders of
Biltmore Investments, LTD. prior to payment in full of all
creditors provided for in the plan;

     2. that there be there be no cash distributions of the funds
being held by Biltmore Investments LTD. as a result of the
settlement of an adversary proceeding, including theD'Anza
Adversary Proceeding discussed in this Order, other than in the
ordinary course of business, to Walter T. McGee, his assigns, or
any insiders of Biltmore Investments, LTD. before payment in full
of all creditors under the plan, unless having first given notice
to creditors of the proposed distribution; and

     3. that Biltmore Investments, Ltd. be prohibited from using
any portion of the settlement proceeds from the D'Anza Adversary
Proceeding outside the ordinary course of business, except by
motion for authority to do so in the Bankruptcy case, with notice
and the opportunity for hearing provided to creditors under the
Plan, and approval by the Bankruptcy Court.

The appellate case is, BILTMORE INVESTMENTS, LTD. Appellant, v. TD
BANK, N.A., Appellee, DOCKET NO. 1:14-CV-00099-MOC (W.D.N.C.).

A copy of Judge Cogburn's Dec. 22, 2014 Order is available at
http://is.gd/Od1TOMfrom Leagle.com.


BINDER & BINDER: Has Interim Authority to Tap U.S. Bank DIP Loan
----------------------------------------------------------------
Binder & Binder - The National Social Security Disability
Advocates (NY), LLC, et al., sought and obtained interim authority
from Judge Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York to obtain postpetition senior
secured financing and use the cash collateral of their prepetition
secured lenders.

Binder & Binder ? The National Social Security Disability
Advocates, LLC, is the borrower under a prepetition senior secured
financing facility consisting of a revolving credit facility in
the maximum principal amount of $8 million and a term loan in the
original principal amount of $29 million.  U.S. Bank National
Association and Capital One N.A. are the lenders under the
Prepetition Facility.  As of the Petition Date, there were amounts
outstanding of $6,499,733 under the Prepetition Revolver and
$16,548,500 under the Prepetition Term Loan.

The Prepetition Lenders agreed to provide a postpetition revolving
credit facility in an aggregate principal amount not to exceed $26
million, subject to reductions.  Interest on the outstanding
balance of the DIP Credit Facility is payable monthly in arrears
at an annual rate of the Base Rate plus 4.25%, calculated each
month on the basis of the actual number of days elapsed and a 360-
day year.  From and after the occurrence of a default or an event
of default under any of the DIP Loan Documents, a default rate of
interest of an additional 5.0% per annum over the rate otherwise
applicable is payable on demand on the outstanding balance of the
DIP Credit Facility and all other DIP Obligations.

Stellus Capital Investment Corporation, which made a prepetition
unsecured loan to the Debtors in the original principal amount of
$13 million, filed a preliminary objection to the financing
motion, complaining that the motion was filed less than two days
after the Petition Date, without a meaningful opportunity for any
party-in-interest to consider the consequences of the rollup to
unsecured creditors and other parties-in-interest.  Stellus
further complains that rollup should not be permitted unless and
until an estate representative has the opportunity to investigate
the nature, extent and validity of the Prepetition Liens and any
potential defenses or claims against the Prepetition Lenders.

The final hearing will be held on Jan. 29, 2015, at 3:30 p.m.
(Eastern time).  Objections are due Jan. 22.

Counsel for the DIP Agent is:

         Kenneth J. Ottaviano, Esq.
         KATTEN MUCHIN ROSENMAN LLP
         525 West Monroe Street
         Chicago, IL 60661
         E-mail: kenneth.ottaviano@kattenlaw.com

Counsel for CONA is:

         Joseph Lubertazzi, Jr., Esq.
         MCCARTER & ENGLISH LLP
         Four Gateway Center
         100 Mulberry St.
         Newark, NJ 07102
         E-mail: jlubertazzi@mccarter.com

Counsel for Stellus are:

         Tracy L. Klestadt, Esq.
         Joseph C. Corneau, Esq.
         KLESTADT & WINTERS, LLP
         570 Seventh Avenue, 17th Floor
         New York, NY 10018-1603
         Tel: (212) 972-3000
         E-mail: tklestadt@klestadt.com
                 jcorneau@klestadt.com

            -- and --

        Stephen E. Grundel, Esq.
        Gabriel Mathless, Esq.
        MOORE & VAN ALLEN PLLC
        100 North Tryon Street, Suite 4700
        Charlotte, NC 28202
        E-mail: stevegruendel@mvalaw.com

                       About Binder & Binder

Founded in 1979 by brothers Harry and Charles Binder, Binder &
Binder is the nation's largest provider of social security
disability and veterans' benefits advocacy services, with
operating scale and efficiencies unrivaled by its competitors in
the highly fragmented advocacy market.  The company has more than
950 employees in 35 offices across the United States.  In 2010,
H.I.G. Capital, LLC acquired a controlling equity interest in the
company.

Binder & Binder - The National Social Security Disability
Advocates (NY), LLC, et al., sought Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 14-23728) in White
Plains, New York on Dec. 18, 2014.  The cases are assigned to
Judge Robert D. Drain.

The Debtors have tapped Kenneth A. Rosen, Cassandra Porter, Esq.,
and Nicholas B. Vislocky, Esq., at Lowenstein Sandler as counsel.
The Debtors have engaged Development Specialists, Inc., as
financial advisor, and BMC Group Inc. as claims and notice agent.


BINDER & BINDER: Seeks to Reject 24 Leases, Contracts
-----------------------------------------------------
Binder & Binder - The National Social Security Disability
Advocates (NY), LLC, et al., seek authority from the U.S.
Bankruptcy Court for the Southern District of New York to reject,
as of the Petition Date, 10 unexpired leases of non-residential
real property, and 14 executory contracts and agreements, and
abandon certain de minimis personal property located at the
premises subject to the leases.

The Debtors tell the Court that, on or prior to the Petition Date,
they vacated the offices subject to the leases after determining
that they no longer require the use of those offices.  The Debtors
believe that no value may be derived for their estates through the
assumption and assignment of the leases to third parties, thus,
they seek to reject each of the Leases as of the Petition Date.

The Debtors are also rejecting the agreements under which the
counterparty agreed to provide products and services that were
necessary for the Debtors' operations located at the offices.  As
the Debtors are rejecting the leases, they do not believe that the
agreements provide any benefit to the Debtors or their estates.

A hearing on the request is scheduled for Jan. 7, 2015, at 2:00
p.m. (ET).  Objections are due Dec. 31.

                       About Binder & Binder

Founded in 1979 by brothers Harry and Charles Binder, Binder &
Binder is the nation's largest provider of social security
disability and veterans' benefits advocacy services, with
operating scale and efficiencies unrivaled by its competitors in
the highly fragmented advocacy market.  The company has more than
950 employees in 35 offices across the United States.  In 2010,
H.I.G. Capital, LLC acquired a controlling equity interest in the
company.

Binder & Binder - The National Social Security Disability
Advocates (NY), LLC, et al., sought Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 14-23728) in White
Plains, New York on Dec. 18, 2014.  The cases are assigned to
Judge Robert D. Drain.

The Debtors have tapped Kenneth A. Rosen, Cassandra Porter, Esq.,
and Nicholas B. Vislocky, Esq., at Lowenstein Sandler as counsel.
The Debtors have engaged Development Specialists, Inc., as
financial advisor, and BMC Group Inc. as claims and notice agent.


BINDER & BINDER: Has Until Feb. 2 to File Schedules
---------------------------------------------------
Judge Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York extended until Feb. 2, 2015, the
deadline for Binder & Binder - The National Social Security
Disability Advocates (NY), LLC, et al., to file their schedules of
assets and liabilities and statements of financial affairs.

As previously reported by The Troubled Company Reporter, the
Debtors submit that the large amount of information that must
be assembled and compiled, the hundreds of employee and
professional hours required for the completion of the Schedules
and Statements and the lack of prejudice to creditors that would
result in such an extension being granted all constitute good and
sufficient cause for granting the relief requested.  In addition,
to ensure that the Debtors' businesses run smoothly through the
Chapter 11 process and maximize the value of the Debtors' estates,
the Debtors' creditors are better served by the Debtors' employees
and principals focusing their efforts and attention upon business
operations rather than burdensome tasks such as compilation of the
Schedules and Statements.

                       About Binder & Binder

Founded in 1979 by brothers Harry and Charles Binder, Binder &
Binder is the nation's largest provider of social security
disability and veterans' benefits advocacy services, with
operating scale and efficiencies unrivaled by its competitors in
the highly fragmented advocacy market.  The company has more than
950 employees in 35 offices across the United States.  In 2010,
H.I.G. Capital, LLC acquired a controlling equity interest in the
company.

Binder & Binder - The National Social Security Disability
Advocates (NY), LLC, et al., sought Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 14-23728) in White
Plains, New York on Dec. 18, 2014.  The cases are assigned to
Judge Robert D. Drain.

The Debtors have tapped Kenneth A. Rosen, Cassandra Porter, Esq.,
and Nicholas B. Vislocky, Esq., at Lowenstein Sandler as counsel.
The Debtors have engaged Development Specialists, Inc., as
financial advisor, and BMC Group Inc. as claims and notice agent.


BINDER & BINDER: Can Employ BMC Group as Claims & Noticing Agent
----------------------------------------------------------------
Judge Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York authorized Binder & Binder - The
National Social Security Disability Advocates (NY), LLC, et al.,
to employ BMC Group Inc. as claims and noticing agent.

The firm will charge the Debtors at these rates:

  * Noticing Management
    - Data Entry/Call Center/Admin Support    $25/45/65 per hour
    - Analysts                                $85 per hour
    - Noticing Manager                        $100 per hour

  * Claims Management
    - Claim Receipt, Processing & Docketing   $2.50 per claim
    - b-Linx Database & Systems Access        $0.085 per month

  * Project Management
    - Analyst                                 $85-$100 per hour
    - Consultant                              $125-$185 per hour
    - Principal/Director/Expert               $200-$225 per hour

  * Print Mail and Noticing Services
    - Certified Electronic Noticing Service   $40 per 1000
    - Certified Fax Noticing Service          $0.15 per image

  * Document and Information Management
    - Live Operator Call Center               $45 per hour
    - Public Case Website Hosting             $250 per month
    - Secure Virtual Data Room               Setup+$0.15/per/month

Prior to the Petition Date, the Debtors provided BMC a retainer of
$25,000.

                       About Binder & Binder

Founded in 1979 by brothers Harry and Charles Binder, Binder &
Binder is the nation's largest provider of social security
disability and veterans' benefits advocacy services, with
operating scale and efficiencies unrivaled by its competitors in
the highly fragmented advocacy market.  The company has more than
950 employees in 35 offices across the United States.  In 2010,
H.I.G. Capital, LLC acquired a controlling equity interest in the
company.

Binder & Binder - The National Social Security Disability
Advocates (NY), LLC, et al., sought Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 14-23728) in White
Plains, New York on Dec. 18, 2014.  The cases are assigned to
Judge Robert D. Drain.

The Debtors have tapped Kenneth A. Rosen, Cassandra Porter, Esq.,
and Nicholas B. Vislocky, Esq., at Lowenstein Sandler as counsel.
The Debtors have engaged Development Specialists, Inc., as
financial advisor, and BMC Group Inc. as claims and notice agent.


BINDER & BINDER: Court Issues Joint Administration Order
--------------------------------------------------------
Judge Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York issued an order directing the joint
administration of the Chapter 11 cases of Binder & Binder - The
National Social Security Disability Advocates (NY), LLC, and its
debtor affiliates under lead case no. 14-23728.

                       About Binder & Binder

Founded in 1979 by brothers Harry and Charles Binder, Binder &
Binder is the nation's largest provider of social security
disability and veterans' benefits advocacy services, with
operating scale and efficiencies unrivaled by its competitors in
the highly fragmented advocacy market.  The company has more than
950 employees in 35 offices across the United States.  In 2010,
H.I.G. Capital, LLC acquired a controlling equity interest in the
company.

Binder & Binder - The National Social Security Disability
Advocates (NY), LLC, et al., sought Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 14-23728) in White
Plains, New York on Dec. 18, 2014.  The cases are assigned to
Judge Robert D. Drain.

The Debtors have tapped Kenneth A. Rosen, Cassandra Porter, Esq.,
and Nicholas B. Vislocky, Esq., at Lowenstein Sandler as counsel.
The Debtors have engaged Development Specialists, Inc., as
financial advisor, and BMC Group Inc. as claims and notice agent.


C&O ENTERPRISES: $2,732,959 Judgment Against Debtor Affirmed
------------------------------------------------------------
The Court of Appeals of Louisiana, First Circuit, affirmed a trial
court judgment granting summary judgment in favor of Hancock Bank
of Louisiana and against debtor C&O Enterprises, LLC, in a lawsuit
over a promissory note.

On June 1, 2006, C&O executed a promissory note in favor of
Hancock in the amount of $1,200,000.00 to purchase 1.58 acres of
property on Highway 21, Covington, Louisiana. The promissory note
was secured by a multiple indebtedness mortgage, also dated June
1, 2006, executed by C&O in favor of Hancock.  The mortgage
encumbered property described as 1.58 acres of property on Highway
21, Covington, Louisiana, and also included any and all present
and future buildings, constructions, and improvements now and/or
in the future relating to the property. Further, "indebtedness"
was defined in the mortgage as all present and future loans,
advances, and/or extensions of credit obtained by the mortgagor
from the mortgagee under any and all promissory notes evidencing
such present and/or future loans, including the note dated June 1,
2006 in the principal amount of $1,200,000.

On October 13, 2006, C&O and Hancock executed a construction loan
agreement, whereby Hancock loaned C&O $2,500,000. On the same
date, C&O executed a disbursement request authorization,
specifying the purpose of the loan as to pay off the lot loan and
to pay construction costs and designating the amounts to be
disbursed for each purpose. C&O subsequently executed a promissory
note in favor of Hancock in the amount of $2,512,685.50 on March
20, 2009. However, on June 5, 2009, C&O filed for Chapter 11
bankruptcy. C&O's plan of reorganization listed the debt owed to
Hancock and its proposal to repay that debt. An order confirming
the plan of reorganization was signed by the court on December 16,
2010.

In accordance with the Bankruptcy Court's order confirming C&O's
plan of reorganization, C&O executed a replacement promissory note
on March 29, 2011, in favor of Hancock in the amount of
$2,526,909.66. The replacement note was made and given to Hancock
in substitution of and as a replacement for the March 20, 2009
note. The March 29, 2011 promissory note is also secured by the
June 1, 2006 multiple indebtedness mortgage. The replacement note
defines "default" as "fail[ing] to make any payment when due under
this Note." In the event of default, the holder of the note has
the right to accelerate maturity and insist upon immediate payment
in full of the unpaid principal balance then outstanding under the
note, plus interest, together with reasonable attorney's fees,
costs, expenses, and other fees and charges as provided. The
mortgage also defines default, stating that a default under the
note is a default under the mortgage. In the event of default
under the mortgage, the holder of the note has the right to
enforce the mortgage and to cause the sheriff to seize and sell
the property that the mortgage encumbers.

On October 4, 2012, Hancock, as the holder of the note, wrote to
C&O and declared C&O to be in default under the note and demanded
immediate full payment of $2,587,011.76, which included interest,
late fees, and taxes. Thereafter, Hancock filed a verified
petition for foreclosure and money judgment. In its petition,
Hancock sought a money judgment in its favor in the amount of
$2,587,011.76 as of October 3, 2012, with per diem interest
thereon in the amount of $461.86 until paid in full and all other
amounts allowed under the note and the multiple indebtedness
mortgage, including costs, expenses, and attorney's fees. Hancock
also requested that the court enforce the mortgage by foreclosing
on the mortgaged property and issuing an order for a writ of
seizure and sale of the mortgaged property.

C&O answered Hancock's petition, generally denying the allegations
of the petition and asserting affirmative defenses including,
among others, estoppel, contributory negligence, fraud, fraud in
the inducement, breach of contract, discriminatory lending,
predatory lending, bad faith, and negligent misrepresentation
and/or intentional misrepresentation.

Thereafter, Hancock filed a motion for summary judgment,
requesting that the trial court grant summary judgment in its
favor in the amount of $2,732,959.52, plus per diem interest in
the amount of $461.86 from August 15, 2013 until the court's
judgment and legal interest thereafter until paid, as well as
reasonable attorney's fees and costs. Hancock also requested
recognition and enforcement of its rights in and to the multiple
indebtedness mortgage dated June 1, 2006, that C&O made in favor
of Hancock to secure C&O's debt.

On September 11, 2013, C&O filed a reconventional demand,
asserting that Hancock is liable to C&O pursuant to the provisions
of the Louisiana Commercial Code because it is in bad faith for
the making and enforcement of the loan sued upon. Hancock
responded by filing a declinatory exception raising the objection
of lis pendens as to C&O's reconventional demand, asserting that
the demands and allegations in the reconventional demand are
identical to claims asserted by C&O against Hancock in another
action, case number 2012-15419, Division D, wherein C&O seeks
damages and injunctive relief for unfair, predatory, and
discriminatory lending practices.

Following a hearing on Hancock's motion and exception, the trial
court rendered judgment in favor of Hancock, maintaining Hancock's
exception of lis pendens and dismissing, without prejudice, C&O's
reconventional demand. The trial court also granted summary
judgment in favor of Hancock, entering judgment against C&O in the
amount of $2,732,959.52 plus per diem interest of $461.86 from
August 15, 2013 until the date of the court's judgment and legal
interest thereafter until paid as well as Hancock's costs and
reasonable attorney's fees that the court will set at a later
date. In addition, the court recognized and enforced all of
Hancock's rights in and to the multiple indebtedness mortgage
dated June 1, 2006, that C&O made in favor of Hancock to secure
C&O's debt to Hancock, including Hancock's right to cause the
clerk of court for the Parish of St. Tammany to issue a writ of
fieri facias that directs the Sheriff of the Parish of St. Tammany
to seize and set for sale the property that the multiple
indebtedness mortgage encumbers to satisfy in whole or in part
C&O's debt to Hancock. The court further maintained and reserved
Hancock's rights against Kanetha Chau, Osaka 21, LLC, and Osaka
West, Inc., as guarantors of the debt of C&O to Hancock.

Thereafter, C&O filed a motion for new trial, which was denied.
C&O appeals from the trial court's judgment.

"From our review of the record, we find that C&O had a fair
opportunity to conduct discovery in the instant action, yet failed
to do so. Accordingly, we find no abuse of the trial court's
discretion in declining to permit additional discovery and in
granting summary judgment in favor of Hancock," the Appeals Court
said in its Dec. 23 judgment, available at http://is.gd/sod8Lo
from Leagle.com.

The appellate case is, HANCOCK BANK OF LOUISIANA, v. C&O
ENTERPRISES, LLC, No. 2014 CA 0542 (La. App.).


CAESARS ENTERTAINMENT: Merger Would Better Position $18.4B Debt
---------------------------------------------------------------
Chelsey Dulaney, writing for The Wall Street Journal, reported
that Caesars Entertainment Corp. unveiled details of its planned
restructuring after agreeing earlier this month to acquire
affiliate Caesars Acquisition Co. in a stock-for-stock merger that
will better position the $18.4 billion debt load of its largest
unit.

According to the report, Caesars Entertainment Operating Co.,
which owns, operates or manages 44 casinos, will be restructured
as an operating company and a property company, which would be
owned and controlled by a real-estate investment trust.  The
restructuring will also include two leases: one $160-million-a-
year lease for the Caesars Palace Las Vegas facility, and one for
certain other properties, the report related.

                    About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.
-- http://www.caesars.com/-- is one of the world's largest casino
companies.  Caesars casino resorts operate under the Caesars,
Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names.
The Company has its corporate headquarters in Las Vegas.

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

Caesars Entertainment reported a net loss of $2.93 billion in
2013, as compared with a net loss of $1.50 billion in 2012.  The
Company's balance sheet at Sept. 30, 2014, showed $24.5 billion in
total assets, $28.20 billion in total liabilities and a
$3.71 billion total deficit.

                           *     *     *

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

As reported by the TCR on May 1, 2014, Fitch Ratings had
downgraded the Issuer Default Ratings (IDRs) of Caesars
Entertainment Corp (CEC) and Caesars Entertainment
Operating Company (CEOC) to 'CC' from 'CCC'.

In May 2014, Moody's Investors Service affirmed the Caa3 corporate
family rating and Caa3-PD probability of default ratings.  The
negative rating outlook reflects Moody's view that CEOC will
pursue a debt restructuring in the next year. Ratings could be
lowered if CEOC does not take steps to address it unsustainable
capital structure. Ratings improvement is not expected unless
there is a significant reduction in CEOC's $18 billion debt load.

As reported by the TCR on Dec. 18, 2014, Fitch Ratings downgraded
the Issuer Default Rating (IDR) of Caesars Entertainment Operating
Company (CEOC) to 'C' from 'CC'.  The downgrade of the IDR to 'C'
reflects CEOC's missed $223 million interest payment to the
holders of the 10% second lien notes that was due December 15.

As reported by the TCR on Dec. 18, 2014, Moody's Investors Service
downgraded the ratings of Caesars Entertainment Operating Company,
including the corporate family rating, to Ca from Caa3.

As reported by the TCR on Dec. 18, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating to 'D' from 'CCC-' on
Caesars Entertainment Operating Co. Inc. (CEOC), a majority-owned
subsidiary of Caesars Entertainment Corp.

"We lowered the rating as a result of the company's decision not
to pay approximately $225 million in interest that was due on
Dec. 15, 2014 on $4.5 billion of 10% second-priority senior
secured notes due 2015 and 2018," said Standard & Poor's credit
analyst Melissa Long.


CAESARS GROWTH: S&P Puts 'B-' CCR on CreditWatch Negative
---------------------------------------------------------
Standard & Poor's Ratings Services said it placed all ratings on
Caesars Growth Properties Parent LLC (CGP), including its 'B-'
corporate credit rating, on CreditWatch with negative
implications.  Additionally, S&P revised the CreditWatch
implications on the 'CCC+' corporate credit rating on Corner
Investment Propco LLC to negative from positive.

"The CreditWatch listing follows Caesars Acquisition Corp.'s (CAC)
announcement that it has entered into a definitive agreement to
merge with Caesars Entertainment Corp. (CEC), a lower rated entity
that we currently rate 'CCC-' with a negative outlook, in an all-
stock transaction," said Standard & Poor's credit analyst Melissa
Long. (CAC is the ultimate parent company of CGP.)

The contemplated merger between CEC and CAC is intended to support
the proposed restructuring of CEC's subsidiary, Caesars
Entertainment Operating Co. (CEOC), which is currently very highly
leveraged and burning cash.  Additionally, S&P believes that
uncertainty remains regarding the outcome of various legal actions
that have been filed by creditors regarding asset transfers and
financing transactions, including the previous sale of assets from
CEOC to CGP.  A court could void certain transactions or pull
additional assets or entities, including CGP, into a bankruptcy
filing as a result of litigation filed by CEOC's second-lien
noteholders.  In the event that S&P believed it was increasingly
likely that a court would void transactions like the sale of
assets to CGP from CEOC or that CGP could be pulled into a
bankruptcy filing, S&P could lower its ratings on CGP in line with
our rating on CEC.

Although the contemplated restructuring of CEOC and the merger
with CAC could eventually position CEC for a higher rating, there
is substantial uncertainty surrounding CEOC's expected mid-January
2015 Chapter 11 filing, notwithstanding the support agreement that
the company and various first-lien creditors have entered into.
Furthermore, S&P is unable to conclude at this point that the
rating on CEC would be higher than its current 'B-' corporate
credit rating on CGP given uncertainties surrounding the post-
restructuring organizational and capital structures of CEC and
CEOC.  The proposed restructuring of CEOC currently includes a
comprehensive financial restructuring plan that will reduce debt
balances and lower interest payments at CEOC.  It will also
include splitting CEOC into an operating company and a property
company.  The planned merger will provide CEC with additional cash
that it can use to satisfy its contribution of up to $1.45 billion
in cash to support the CEOC restructuring, and as currently
contemplated, eliminates the need for CEC to seek additional
financing support.  Additionally, the CAC assets will bolster the
value of the guarantee that CEC plans to provide for the
restructured CEOC obligations, specifically the operating
company's monetary obligations to the property company under the
proposed lease.

In resolving the CreditWatch listing, S&P will focus on CEC's
progress toward completing a restructuring at CEOC and the merger
with CAC, as well as analyze the post-emergence organizational and
capital structure once a restructuring proposal has been
finalized.  S&P will also monitor and analyze the risks related to
various lawsuits that have been filed regarding various asset
transfers and financing transactions, including the sale of assets
from CEOC to CGP.  In the event that S&P felt it was increasingly
likely that a court would void transactions like the sale of
assets to CGP from CEOC or that S&P believed CGP could be pulled
into a bankruptcy filing, S&P could lower its ratings on CGP in
line with its rating on CEC.


CAVITATION TECHNOLOGIES: Incurs $519K Net Loss in Sept. 30 Quarter
------------------------------------------------------------------
Cavitation Technologies, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net loss of $519,000 on $nil of revenue for the three months
ended Sept. 30, 2014, compared to a net loss of $345,000 on $nil
of revenue for the same period last year.

The Company's balance sheet at Sept. 30, 2014, showed $1.96
million in total assets, $2.31 million in total liabilities and
total stockholders' deficit of $346,000.

As of Sept. 30, 2014, the Company had a working capital deficiency
of $540,000.  These factors, among others, raise substantial doubt
about the Company's ability to continue as a going concern.  In
addition, its independent auditors, in their report on the
Company's audited financial statements for the fiscal year ended
June 30, 2014 expressed substantial doubt about its ability to
continue as a going concern.

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

                       http://is.gd/n1fT52

Cavitation Technologies, Inc., a development stage company,
develops, licenses, and commercializes proprietary technology for
applications in industrial liquid processing in the United States.
It offers Nano Neutralization system for refining vegetable oils,
such as soybean, canola, sunflower and rapeseed.  The company also
designs and engineers technology based systems that are designed
to serve various markets, such as vegetable oil refining,
renewable fuels, water treatment, algae oil extraction, water-oil
emulsions, and crude oil yield enhancement.  Cavitation
Technologies, Inc. was founded in 2007 and is headquartered in
Chatsworth, California.


CLINICA REAL: State Farm Opposes Bankruptcy Estimation
------------------------------------------------------
State Farm Mutual Automobile Insurance Company and State Farm Fire
& Casualty Company, creditors and parties-in-interest, objected to
Clinica Real, LLC, and Keith Michael Stone's renewed motion for
claim estimation.

According to SFIC, the Court has already ruled that the SFIC claim
must be estimated for the purpose of voting on the Debtors' Plan.
SFIC urged the Court remain on the path already chosen.  If the
Court issues findings of fact or conclusions of law in connection
with a Section 502(c) estimation, SFIC may be prejudiced in other
proceedings; namely, the Adversary and the State Court Litigation,
both of which are still ongoing.

The Debtor countered that SFIC is not entitled to a jury trial on
the allowance of its claims against the Debtors.

The Debtor is represented by:

         Mark J. Giunta, Esq.
         Liz Nguyen, Esq.
         LAW OFFICE OF MARK J. GIUNTA
         245 West Roosevelt Street, Suite A
         Phoenix, AZ 85003
         Tel: (602) 307-0837
         Fax: (602) 307-0838
         E-mail: markgiunta@giuntalaw.com
                 liz@giuntalaw.com

SFIC is represented by:

         William L. Moran, Esq.
         MURNANE BRANDT
         30 East Seventh Street, Suite 3200
         St. Paul, MN 55101
         Tel: (651) 227-9411
         E-mail: wmoran@murnane.com

         Hilary L. Barnes, Esq.
         ALLEN MAGUIRE & BARNES, PLC
         1850 North Central Avenue, Ste 1150
         Phoenix, AZ 85004
         Tel: (602) 256-6000
         E-mail: Hbarnes@ambazlaw.com

                        About Clinica Real

Clinica Real, LLC, dba Clinica Real Rehabilitation & Chiropractic,
filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 12-20451) in
Phoenix, Arizona, on Sept. 13, 2012.  Clinica Real, doing business
as Clinica Real Rehabilitation & Chiropractic, disclosed
$10.5 million in assets and $29.8 million in liabilities.

Clinica Real has no real property.  Its largest asset is an
unliquidated claim against State Farm Mutual Automobile Insurance
Co. and State Farm Fire & Casualty Co., which the Debtor valued at
$9.75 million.  Most of the claims against the Debtor are
unsecured.  State Farm has an unsecured claim of $29 million,
which the Debtor says is disputed.

Judge Sarah Sharer Curley presides over the case.  Mark J. Giunta,
Esq., serves as the Debtor's counsel.  The petition was signed by
Keith M. Stone, member.

The U.S. Trustee has not appointed an official committee.

Keith Michael Stone filed a separate Chapter 11 petition (Bankr.
D. Ariz. Case No. 12-20452) on Sept. 13, 2012.  Mr. Stone is
represented by Cindy L. Greene, Esq., at Carmichael & Powell,
P.C., in Phoenix, Arizona.

The cases are jointly administered under Case No. 12-20451.


COMJOYFUL INTERNATIONAL: Incurs $464K Net Loss for Q3
-----------------------------------------------------
Comjoyful International Company filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net loss of $464,000 on $255,000 of revenues for the three
months ended Sept. 30, 2014, compared with a net loss of $549,000
on $107,000 of revenues for the same period in the prior year.

The Company's balance sheet at Sept. 30, 2014, showed $2.38
million in total assets, $6.6 million in total liabilities, and a
stockholders' deficit of $4.22 million.

The Company had recurring consolidated losses of $1.6 million for
the nine months ended Sept. 30, 2014 and $1.55 million for the
nine months ended Sept. 30, 2013, negative working capital of
$3.15 million as of Sept. 30, 2014 and $2.79 million as of Dec.
31, 2013, and has a total deficit of $4.22 million as of Sept. 30,
2014 and $7.21 million as of Dec. 31, 2013.  These conditions
raise substantial doubt about the ability of the Company to
continue as a going concern, according to the regulatory filing.

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

                       http://is.gd/EEmcZI

The company was formerly known as Camelot Corporation and changed
its name to Comjoyful International Company in January 2013.
Comjoyful was incorporated in 1975 and is based in Beijing, China.
Comjoyful does not have significant operations.  The company
intends to acquire an operating company.  Previously, it focused
on the mineral exploration activities in the United States.


CONFEDERATE MOTORS: Needs Significant Funding to Continue
---------------------------------------------------------
Confederate Motors, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
net income of $1,160 on $804,000 of sales for the three months
ended Sept. 30, 2014, compared with a net loss of $112,000 on
$359,000 of sales for the same period during the prior year.

The Company's balance sheet at Sept. 30, 2014, showed $1.11
million in total assets, $1.67 million in total liabilities and a
stockholders' deficit of $558,000.

The Company had an accumulated deficit incurred through Sept. 30,
2014, which raises substantial doubt about the Company's ability
to continue as a going concern.  The Company will need significant
funding to continue operations and increase development through
the next fiscal year.  The timing and amount of capital
requirements will depend on a number of factors, including demand
for products and services and the availability of opportunities
for expansion through affiliations and other business
relationships.  Management intends to continue to seek new capital
from equity securities issuances to provide funds needed to
increase liquidity, fund internal growth, and fully implement its
business plan.

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

                       http://is.gd/SzYAW9

Confederate Motors, Inc., manufactures and sells handcrafted
street motorcycles for high net worth customers in the United
States. It offers the X132 Hellcat and X132 Hellcat Combat model
motorcycles.  The company also provides motorcycle related
products, including various wearing apparel and other related
accessories displaying the Confederate name through its Website.
Confederate Motors, Inc. was founded in 1991 and is headquartered
in Birmingham, Alabama.

The Company reported a net loss of $28,614 on $589,044 of sales
for the three months ended June 30, 2014, compared with a net loss
of $161,658 on $402,720 of sales for the same period last year.

The Company's balance sheet at June 30, 2014, showed $1.14 million
in total assets, $1.7 million in total liabilities, and a
stockholders' deficit of $559,156.


COUNTRY STONE: Hearing Held on Sale of Substantially All Assets
---------------------------------------------------------------
The Bankruptcy Court has held a hearing in relation to Country
Stone Holdings, Inc., et al.'s motion to sell substantially all of
certain assets under 11 U.S.C. Section 363(b).  An order is due
Jan. 5, 2015.  As reported in the Troubled Company Reporter on
Dec. 3, 2014, the Debtor has signed a deal to sell the assets to
Quikrete Holdings Inc. for $20 million, absent higher and better
offers.  The Debtor was slated to conduct an auction Dec. 17 to
consider higher and better offers.

                      About Country Stone

Country Stone Holdings, Inc., and its affiliates are in the
business of manufacturing, processing, and packaging lawn and
garden products such as mulch, soil, fertilizer, plant food,
organics, concrete and decorative stone.  The corporate
headquarters are located in Rock Island, Illinois and Milan,
Illinois.  Country Stone operates 17 plants throughout the United
States, including in Illinois, Iowa, Indiana, Minnesota,
Wisconsin, Missouri, and California.

Country Stone Holdings and its affiliates sought bankruptcy
protection (Bankr. C.D. Ill., Lead Case No. 14-81854) in Peoria,
Illinois, on Oct. 23, 2014, with a deal to sell to Quikrete
Holdings, Inc., for $23 million in cash plus the assumption of
liabilities, subject to higher and better offers.  The bankruptcy
cases are assigned to Judge Thomas L. Perkins.

Country Stone listed $0 in assets and $45 million in liabilities.

The Debtors have tapped Katten Muchin Rosenman LLP as counsel;
Silverman Consulting to provide the services of Steven Nerger as
CRO and Michael Compton as cash and restructuring manager; and
Epiq Bankruptcy Solutions, LLC as claims, noticing and balloting
agent.

Nancy J. Gargula, U.S. Trustee for the Central District of
Illinois, has appointed five creditors to serve in the official
unsecured creditors committee in the Debtors' cases.

                            *   *   *

The Debtors are currently proceeding with a Dec. 17, 2014 auction
for the sale of their assets, with Quikrete Holdings, Inc.,
serving as stalking horse bidder in the transaction.

The Debtors are liquidating their assets for the benefit of their
pre-bankruptcy secured lender First Midwest Bank.


CWS ENTERPRISES: Appeal Can Proceed Without Supersedeas Bond
------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of California
entered an order on Sept. 17, 2014, and a judgment on September
30, 2014, in an appeal from the bankruptcy court overseeing the
case of CWS Enterprises, Inc.  The debtor has commenced an appeal
of the Order and Judgment to the Ninth Circuit Court of Appeals.

Under the Third Amended Plan of Reorganization confirmed in CWS's
case, claimant Spiller McProud maintains deeds of trust on
multiple properties owned by CWS to secure any payment owing to
Spiller following resolution of appeals relating to its claim.
The Plan further provides:

"In the event the Class 2.6.b Claimant [Spiller] prevails on its
appeal or appeals or the final allowed claim is established by
compromise, and the final allowed amount of its claim is
determined to be in excess of the amount of the Interim Payment,
the excess amount shall bear interest at 4.0% per annum from the
Petition Date until paid in full. Trustee/Plan Administrator shall
use his best efforts to pay in full the excess amount plus
interest within 6 months following entry of the order finally
determining the Class 2.6.b Allowed Claim."

CWS and Charles Siller have filed a motion for stay pending
appeal, without the posting of a supersedeas bond, of the Order
and Judgment. They argued in the motion that the Deeds of Trust
were adequate security in lieu of a bond. Spiller opposed the
motions, expressing its preference for a more liquid form of
security.

In a stipulation signed off by District Judge Kimberly J. Mueller
and available at http://is.gd/JCMYGdfrom Leagle.com, the parties
agree that the Order and Judgment shall be stayed pending appeal,
without the posting of a supersedeas bond, on these conditions:

     1. In the event the final resolution of the appeal (and any
remand) involves further payment to Spiller on its claim in the
Bankruptcy Case, the interest on such payment shall increase,
effective September 17, 2014, from 4% (as provided in the Plan) to
7% per annum.

     2. CWS shall maintain $3 million as security for payment of
any sums due to Spiller in either of the following forms (or in
combination, provided that the total amount of such security shall
be $3 million): (a) available borrowing under its existing line of
credit, the limit of which is being increased from $2.5 million to
more than $3 million), and/or (b) cash in a blocked account. As an
example, if CWS deposits $500,000 in a blocked account, its
obligation to maintain available borrowing under its line of
credit shall be reduced to $2.5 million. Spiller will cooperate
with CWS in establishing any such blocked account. If such an
account is opened, CWS will provide account statements on a
quarterly basis to Spiller.

     3. At such time as CWS confirms to Spiller that it has $3
million in security through either or both of the forms described
above, Spiller will reconvey the Deeds of Trust to CWS. In the
event any of the properties encumbered by the Deeds of Trust are
required as security by CWS's lender for the increased line of
credit, Spiller will cooperate with CWS to facilitate the transfer
of such security.  CWS will establish such $3 million in security
by Jan. 30, 2015.

     4. CWS will provide quarterly financial statements to
Spiller.

     5. Upon final entry of any order, following all appeals, that
CWS must make additional payment on Spiller's claim in the
Bankruptcy Case, such payment shall be made within 30 days of such
order.

The case before the District Court is, In Re CWS Enterprises,
Inc., a California Corporation, Debtor, Spiller McProud,
Appellant, v. CWS Enterprises, Inc., a California Corporation,
David D. Flemmer, Chapter 11 Trustee, and Charles W. Siller,
Appellees.  And consolidated appeals and cross-appeals United
States District Court, E.D. California, Case No. Civ
S-12-0142 KJM (E.D. Cal.).

The bankruptcy case is, In re CWS Enterprises, Inc., Case No.
09-26849-C-11 (Bankr. E.D. Cal.).


DR. TATTOFF: Amends 2013 and First Half 2014 Financials
-------------------------------------------------------
Dr. Tattoff, Inc., filed with the U.S. Securities and Exchange
Commission an amendment to its annual report on Form 10-K for the
fiscal year ended Dec. 31, 2013, and its quarterly reports for the
March 31, 2014 and June 30, 2014 quarters.

A copy of the Form 10-K/A for 2013 is available at
http://is.gd/rf8E0B

A copy of the Form 10-Q/A for the quarter ended March 31, 2014, is
available at http://is.gd/zflfji

A copy of the Form 10-Q/A for the quarter ended June 30, 2014, is
available at http://is.gd/BLHrB3

SingerLewak LLP expressed substantial doubt about the Company's
ability to continue as a going concern, citing that the Company's
current liabilities exceeded its current assets by approximately
$5.43 million, has shareholders' deficit of $4.01 million, has
suffered recurring losses and negative cash flows from operations,
and has an accumulated deficit of approximately $11.71 million at
Dec. 31, 2013.

The Company reported a net loss of $4.3 million on $3.65 million
of revenues for the year ended Dec. 31, 2013, compared with a net
loss of $2.84 million on $3.2 million of revenues in 2012.

The Company disclosed a net loss of $1.45 million on $1.07 million
of total revenues for the three months ended March 31, 2014,
compared to a net loss of $1.25 million on $910,138 of total
revenues for the same period in 2013.

The Company disclosed a net loss of $1.65 million on $1.12 million
of total revenues for the three months ended June 30, 2014,
compared with a net loss of $1.03 million on $1.07 million of
total revenues for the same period last year.

The Company's balance sheet at June 30, 2014, showed $2.54 million
in total assets, $8.95 million in total liabilities, and a
stockholders' deficit of $6.41 million.

Beverly Hills, Calif.-based Dr. Tattoff, Inc., currently operates
or provides management services to five laser tattoo and hair
removal clinics located in Texas and California, all of which
operate under the Company's registered trademark "Dr. Tattoff."


DYNAVOX INC: Court Confirms Ch. 11 Liquidation Plan
---------------------------------------------------
Judge Peter J. Walsh of the U.S. Bankruptcy Court for the District
of Delaware on Dec. 22, 2014, confirmed the first amended joint
plan of liquidation of Dynavox Inc., and its debtor affiliates.

The Confirmation Order also constitutes a final decree closing the
cases of DynaVox Systems Holdings LLC (Case No. 14-10790) and
DynaVox Intermediate LLC (Case No. 14-10785) as of Dec. 22.

Pursuant to the Plan, no distributions will be made to Vestar
Capital Partners, Park Avenue Equity Partners, L.P., or the other
parties to the Tax Receivable Agreement dated April 21, 2010,
between Dynavox Inc., Systems Holdings, and members holding
membership interests in Systems Holdings, and all of the Debtors'
obligations, if any, under the TRA will be extinguished on the
Effective Date.

To resolve the Texas Comptroller's objection, the Confirmation
Order provides that the Debtors and the Liquidating Estates will
timely file any tax returns with, and will pay all taxes due, to
the State of Texas, and will continue to timely file those returns
and pay all those taxes due to the State of Texas until no longer
required to do so pursuant to Texas law.  The failure to make a
payment when due under the Plan will constitute an event of
default.

As previously reported by The Troubled Company Reporter, the
Debtors filed with the Bankruptcy Court a plan and accompanying
disclosure statement following the sale of substantially all of
their assets to Tobii Technology AB for $18 million.  All classes
of claims under the Plan are unimpaired and holders of the claims
are deemed to accept the treatment of their claims.  A full-text
copy of the First Amended Disclosure Statement dated Nov. 17,
2014, is available at:

           http://bankrupt.com/misc/DYNAVOXds1117.pdf

Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that no creditors voted on the Plan because
everyone is paid in full.  There are about $150,000 of unsecured
claims to be paid in full, the Bloomberg report said.

                         About Dynavox Inc.

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

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

The Troubled Company Reporter, on May 30, 2014, citing Bill
Rochelle, the bankruptcy columnist for Bloomberg News, reported
that the Bankruptcy Court approved the sale of DynaVox Inc.'s
business for $18 million to Tobii Technology AB from Danderyd,
Sweden.  The price fully pays $14.5 million in secured debt owing
to JEC-BR Partners LLC, a venture between FEC-BR Partners LLC and
JEC Capital Partners LLC.


EAGLE BULK: Has $45.9-Mil. Net Loss in Sept. 30 Quarter
-------------------------------------------------------
Eagle Bulk Shipping Inc. filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net loss of $45.86 million on $29.85 million of revenues for the
three months ended Sept. 30, 2014, compared with a net loss of
$37.63 million on $38.98 million of revenues for the same period
in 2013.

The Company's balance sheet at Sept. 30, 2014, showed $1.67
billion in total assets, $1.25 billion in total liabilities and
stockholders' equity of $418.41 million.

On March 19, 2014, the Company received waivers for the violation
of the maximum leverage ratio covenant under its Credit Agreement
as of Dec. 31, 2013 and the expected violation of the maximum
leverage ratio and minimum interest coverage ratio covenants at
March 31, 2014 (as amended, the "Waivers").  The Waivers were
extended through August 5, 2014, subject to certain conditions and
the satisfaction of certain milestones.  Given the uncertainty as
to whether the Company would be able to comply with the terms of
the Waivers within the time frames provided, the Company concluded
that there was substantial doubt about its ability to continue as
a going concern until such time the Company was able to
demonstrate that it had sufficient cash flows to meet its ongoing
needs.  To address this risk of being able to continue as a going
concern, the Company undertook negotiations with its lenders to
provide longer term covenant relief or to restructure its balance
sheet and capital structure.

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

                       http://is.gd/6B1Czx

                    About Eagle Bulk Shipping

With headquarters in New York, Eagle Bulk Shipping Inc. (Nasdaq:
EGLE) provides ocean-borne transportation services for a broad
range of major and minor "dry bulk" cargoes, including iron ore,
coal, grain, cement, and fertilizer, along worldwide shipping
routes.  Each of Eagle's 45 vessels is flagged in the Marshall
Islands and owned by a separate wholly-owned subsidiary organized
as a limited liability company under the Marshall Islands.

On Aug. 6, 2014, Eagle Bulk entered into a restructuring support
agreement with certain of its lenders regarding the terms of a
balance sheet restructuring that will reduce debt by $975 million.

To implement the restructuring, Eagle Bulk, the parent company,
commenced a voluntary "prepackaged" chapter 11 case (Bankr.
S.D.N.Y. Case No. No. 14-12303).  The case has been assigned to
the Honorable Sean H. Lane.  The Chapter 11 filing does not
include any of Eagle Bulk's operating or management subsidiaries.

The Company estimated $850 million to $950 million in assets and
debt of $1.21 billion as of the Petition Date.

The Company has tapped Tyson M. Lomazow, Esq., and Matthew Brod,
Esq., at Milbank, Tweed, Hadley & McCloy LLP as general bankruptcy
counsel, Moelis & Company as financial advisor and investment
banking advisor, Alvarez & Marsal as restructuring advisors, and
PricewaterhouseCoopers LLP as its accountant and auditor.  Eagle
Bulk's noticing agent is Kurtzman Carson Consultants.

Wilmington Trust (London) Limited, solely in its capacity as
successor agent and security trustee under a 2012 credit
agreement, is represented by Andrew Rosenberg, Esq., at Paul Weiss
Rifkind Wharton & Garrison LLP.

Judge Sean Lane of the U.S. Bankruptcy Court for the Southern
District of New York, on Sept. 22, 2014, issued a findings of
fact, conclusions of law and order approving the disclosure
statement and confirming the prepackaged plan of reorganization
filed by Eagle Bulk Shipping Inc.

As reported by the Troubled Company Reporter on Oct. 21, 2014,
Eagle Bulk notified the Court that on Oct. 15, 2014, the Effective
Date of its Prepackaged Plan of Reorganization occurred, and the
Plan was substantially consummated.

Eagle Bulk Shipping reported a net loss of $44.66 million on
$42.38 million of revenues for the three months ended June 30,
2014, compared with a net loss of $3.04 million on $44.24 million
of revenues for the same period in 2013.

The Company's balance sheet at June 30, 2014, showed $1.68 billion
in total assets, $1.22 billion in total liabilities, and
stockholders' equity of $464 million.


ECOTALITY INC: Wins Confirmation of Reorganization Plan
-------------------------------------------------------
The Bankruptcy Court entered an order confirming Electric
Transportation Engineering Corporation, doing business as
Ecotality North America, et al.'s Joint Plan of Reorganization.
The Court also approved the adequacy of the information in the
Disclosure Statement.

The Court approved the appointment of Carolyn Johnsen as the
Liquidating Trustee.

The Debtors stated that they commenced the cases with the primary
objective of effectuating an expedited sale of substantially all
of their assets.  After liquidating substantially all of their
assets though a Court-approved auction, the Debtors and their
advisors have focused primarily on winding down the estates and
evaluating various plan structures to determine the best vehicle
for maximizing creditor recoveries.

The Debtors have secured commitments from the Plan Contributor to
make a payment for the benefit of creditors in an amount equal to
$275,000, including (i) $75,000 that has already been paid to the
estates by the Plan Contributor to cover certain professional fees
incurred by the estates in connection with the Plan process and
(ii) $200,000 that, for the avoidance of doubt, has not been and
is to be paid to the Estates by the Plan Contributor as a
condition to the effectiveness of the Plan.  In addition, subject
to certain disclosed risks, fifty percent of any tax benefits
realized by Reorganized ECOtality on account of certain tax
attributes of the Debtors will inure to the benefit of Qualified
Creditor Stock Beneficiaries in the form of cash paid to the Stock
Trust.  As an additional contribution, an affiliate of the Plan
Contributor, Car Charging Group, Inc., has agreed to provide the
Stock Trust, for the benefit of qualified holders of Allowed
General Unsecured Claims, preferred stock in CCGI convertible into
CCGI common stock, which stock upon conversion would have a market
value of $725,000, subject to certain disclosed risks.

The Plan also provides for the creation of the Liquidating Trust
to monetize the Remaining Assets and Causes of Action for the
benefit of Qualified Creditor Stock Beneficiaries, as had been
proposed in the Debtors' contemplated plan of liquidation.

                             Objections

Global LearnNet Ltd., and Valley 2010 Investment, LLC, objected to
the Debtors' Joint Disclosure Statement and Joint Chapter 11 Plan,
noting that it is clear that the Amended Plan is a tax driven plan
that is also designed to try to obtain a discharge when the
Debtors are not entitled to discharge provisions.   The Amended
Plan contains improper discharge, release and exculpation
provisions that may affect claims against third parties and
insurance coverage.

The U.S. Trustee also objected to the Plan on grounds that it
contains provisions providing releases and exculpation of non-
debtors which do not appear to benefit the estates.

BMO Harris Bank N.A. in its capacity as personal representative of
the estate of C. Timothy Caldwell, objected to the Plan, stating
that the Plan fails to meet the requirements for confirmation with
regard to the secured claim of BMO.

                      About Ecotality Inc.

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

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

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

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

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

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


EGENIX INC: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Egenix, Inc.
        2363 Clove Road
        LaGrangeville, NY 12540

Case No.: 14-12818

Nature of Business: Biotechnology

Chapter 11 Petition Date: December 28, 2014

Court: United States Bankruptcy Court
       District of Delaware (Delaware)

Debtor's Counsel: David R. Hurst, Esq.
                  COLE, SCHOTZ, MEISEL, FORMAN & LEONARD, PA
                  500 Delaware Avenue, Suite 1410
                  Wilmington, DE 19801
                  USA
                  Tel: 302-652-3131
                  Fax: 302-652-3117
                  Email: bankruptcy@coleschotz.com

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Lionel Goldfrank, III, chairman of the
board of directors.

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


ENDEAVOUR INT'L: Amends Plan to Reflect Technical Changes
---------------------------------------------------------
Endeavour Operating Corporation, et al., on Dec. 23, 2014, filed
with the U.S. Bankruptcy Court for the District of Delaware the
solicitation versions of their Amended Joint Plan of
Reorganization and Disclosure Statement, which reflect certain
technical modifications and will be included in the Solicitation
Packages.

As previously reported by The Troubled Company Reporter, Judge
Kevin J. Carey of the U.S. Bankruptcy Court for the District
of Delaware, on Dec. 22, 2014, approved the disclosure statement
explaining the Debtors' Plan and scheduled the confirmation
hearing for Feb. 9, 2015, at 10:00 a.m. (prevailing Eastern time).
Objections to the confirmation hearing are due Jan. 27, 2015.

The Amended Plan provides that it is supported by creditors who
collectively hold 82.99% of the March 2018 Notes Claims (Class 3),
70.88% of the June 2018 Notes Claims (Class 4), 99.75% of the 7.5%
Convertible Bonds Claims (Class 5), and 69.08% of the Convertible
Notes Claims (Class 6).  The Amended Plan also provides that
holders of general unsecured claims will recover an estimated 15%
of the total claims amount, which is estimated to be $6,000,000.

Blacklined versions of the Plan and Disclosure Statement are
available at http://bankrupt.com/misc/ENDEAVOURdsblack1223.pdf

                  About Endeavour International

Houston, Texas-based Endeavour International Corporation (OTC:
ENDRQ) (LSE: ENDV) is an oil and gas exploration and production
company focused on the acquisition, exploration and development of
energy reserves in the North Sea and the United States.

On Oct. 10, 2014, Endeavour International and five affiliates
filed voluntary petitions for relief under Chapter 11 of the
United States Bankruptcy Code after reaching a restructuring deal
with noteholders.  The cases are pending joint administration
under Endeavour Operating Corp.'s Case No. 14-12308 before the
Honorable Kevin J. Carey (Bankr. D. Del.).

As of June 30, 2014, the Company had $1.55 billion in total
assets, $1.55 billion in total liabilities, $43.70 million in
series c convertible preferred stock, and a $41.48 million
stockholders' deficit.

The Debtors have tapped Weil, Gotshal & Manges LLP as counsel;
Richards, Layton & Finger, P.A., as co-counsel; The Blackstone
Group L.P., as financial advisor; AlixPartners, LLP, as
restructuring advisor; and Kurtzman Carson Consultants LLC, as
claims and noticing agent.


ENERGY FUTURE: Still Hiring as Restructuring Bid Continues
----------------------------------------------------------
Peg Brickley, writing for The Wall Street Journal, reported that
instead of preparing for a first quarter of 2015 emergence from
Chapter 11, Energy Future Holdings Corp. is still hiring
professionals for a bankruptcy proceeding in which the fate of $42
billion in debt is up in the air and the Chapter 11 exit sign is
barely in view.

According to the report, a fee committee counts 30 legal and
financial advisory firms hired, or in the process of being hired,
to work for Energy Future or its affiliates.  For the first four
months of the case, Energy Future firms ran up a combined $66
million in bills, the fee committee reported, the Journal related.

                       About Energy Future

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: 2015 Pay Plan Okayed; Officers' Salaries Revised
---------------------------------------------------------------
The United States Bankruptcy Court for the District of Delaware on
December 17, 2014, entered an order in the consolidated chapter 11
cases of Energy Future Holdings Corp. and substantially all of its
subsidiaries -- excluding Oncor Electric Delivery Holdings Company
LLC and its subsidiaries -- approving the 2015 compensation plans
of EFH Corp., subject to certain modifications set forth in the
Order.

The United States Bankruptcy Court for the District of Delaware on
December 17, 2014, entered an order in the consolidated chapter 11
cases of Energy Future Holdings Corp. and substantially all of its
subsidiaries -- excluding Oncor Electric Delivery Holdings Company
LLC and its subsidiaries -- approving the 2015 compensation plans
of EFH Corp., subject to certain modifications set forth in the
Order.

Consistent with the Order, on December 19, 2014, the Organization
and Compensation Committee of the Board of Directors of EFH Corp.
approved changes to the performance period and frequency of
payments (from quarterly to semi-annually) under the Supplemental
Annual Incentive Awards for 2015 for each of the named executive
officers of EFH Corp., John F. Young, James A. Burke, Stacey H.
Dore, Paul M. Keglevic and M.A. McFarland, as set forth in their
respective amended and restated employment agreements.

In addition, the Committee approved changes to the base salaries
of four named executive officers of EFH Corp., effective January
1, 2015:

     Name             Title                              Salary
     ----             -----                              ------
James A. Burke        President and Chief Executive    $700,000
                      Officer of TXU Energy Retail
                      Company LLC and Executive Vice
                      President of EFH Corp.

Stacey H. Dore        Executive Vice President,        $650,000
                      General Counsel and Co-Chief
                      Restructuring Officer of EFH Corp.

Paul M. Keglevic      Executive Vice President,        $785,000
                      Chief Financial Officer and
                      Co-Chief Restructuring Officer of
                      EFH Corp.

M.A. McFarland        President and Chief Executive    $700,000
                      Officer of Luminant Holding
                      Company LLC and Executive Vice
                      President of EFH Corp.

                       About Energy Future

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.


ENVISION SOLAR: Expects Significant Losses to Continue
------------------------------------------------------
Envision Solar International, Inc., filed with the U.S. Securities
and Exchange Commission an amendment to its quarterly report on
Form 10-Q, disclosing a net loss of $556,000 on $238,000 of
revenues for the three months ended Sept. 30, 2014, compared with
a net loss of $324,000 on $80,000 of revenues for the same period
last year.

The Company's balance sheet at June 30, 2014, showed $1.36 million
in total assets, $2.39 million in total liabilities and total
stockholders' deficit of $1.03 million.

For the nine months ended Sept. 30, 2014, the Company had net
losses of $2.47 million.  Additionally, at Sept. 30, 2014, the
Company had a working capital deficit of $1.13 million and an
accumulated deficit of $30.09 million.  These factors raise
substantial doubt about the Company's ability to continue as a
going concern.  The Company has incurred significant losses from
operations, and such losses are expected to continue, according to
the regulatory filing.

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

                       http://is.gd/e8cErm

                      About Envision Solar

Envision Solar International, Inc., is a developer of solar
products and proprietary technology solutions.  The Company
focuses on creating high quality products which transform both
surface and top deck parking lots of commercial, institutional,
governmental and other customers into shaded renewable generation
plants.


FCC HOLDINGS: Files Ch. 11 Liquidating Plan, Disclosures
--------------------------------------------------------
FCC Holdings, Inc., et al., on Dec. 23, 2014, filed with the U.S.
Bankruptcy Court for the District of Delaware a joint plan of
orderly liquidation and accompanying disclosure statement, which
impair all classes of claim except for secured claims.

On September 22, 2014, the Bankruptcy Court approved the Purchase
Agreement by and between the Debtors and IEC Corporation.  The
Sale Order only approved the postpetition transactions and the
assignment of executory contracts and unexpired leases in
connection with those transactions; it did not approve the Step 1
Transactions or the transaction with Premier Education Group, L.P.
Because the Debtors did not receive the requisite response from
the Department of Education by Aug. 29, 2014, the Debtors were
forced to close down the Anthem Schools.

The Plan also embodies a settlement agreement by and between the
Debtors, Bank of Montreal, as agent on behalf of the Lenders, IEC
and the Official Committee of Unsecured Creditors over the
resolution of the cases.  In particular, the Debtors, the Agent on
behalf of the Lenders, IEC and the Committee have agreed to the
releases of claims and other liabilities set forth in the Plan and
in the Final Cash Collateral Order.  Further, the Debtors, the
Agent on behalf of the Lenders, IEC and the Committee have agreed
that (i) IEC will fund $100,000 to a liquidating trust, and (ii)
IEC will acquire any and all potential preference actions against
non-insiders under Section 544 and 547 of the Bankruptcy Code, and
will covenant not to pursue those actions.

A hearing on the approval of the Disclosure Statement is scheduled
on Jan. 9, 2015, at 11:00 a.m. (prevailing Eastern Time).
Objections, if any, are due on or before Jan. 22.

A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/FCCds1223.pdf

                        About FCC Holdings

FCC Holdings, Inc., and its affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 14-11987) on Aug. 25,
2014.

Headquartered in Ft. Lauderdale, Florida, FCC and its affiliates
provide quality postsecondary education in fourteen states.  The
FCC schools were started by David Knobel in 1994 in Fort
Lauderdale, Florida, and, as of the bankruptcy filing, are owned
by Greenhill Capital Partners.

Prior to the Petition Date, the Company, which currently operates
under the name "Anthem Education," had three sets of schools --
the 14 Florida Career College schools; the 22 Anthem Education
schools; and the 5 US Colleges schools.

The Debtors' outstanding secured obligations are $49,000,000, plus
interest and fees, comprised of: Tranche A Loans of $18.6 million,
Tranche B Loans of $29.1 million, and existing letters of credit
of $1.39 million.  The Debtors also have unsecured debt of
$15 million.

Judge Christopher S. Sontchi is assigned to the Chapter 11 cases.

The Debtors have tapped Dennis A. Meloro, Esq., at Greenberg
Traurig, LLP, as counsel, and KCC as claims and notice agent.

The U.S. Trustee has appointed three members to the Official
Committee of Unsecured Creditors.  Womble Carlyle Sandridge &
Rice, LLP, and Ottenbourgh P.C., serve as its co-counsel.


FCC HOLDINGS: Seeks March 23 Extension of Plan Filing Date
----------------------------------------------------------
FCC Holdings, Inc., et al., ask the U.S. Bankruptcy Court for the
District of Delaware to extend their exclusive plan filing period
by 90 days, through and including March 23, 2015, and their
exclusive solicitation period, through and including May 22, 2015.

According to the Debtors, ample cause exists to extend their
exclusive periods given that during the pendency of their
bankruptcy cases they have worked diligently to transition into
Chapter 11, obtain financing, administer their estates, close the
sale of their assets, and negotiate the terms of a liquidating
plan with its primary creditor constituencies.  The Debtors tell
the Court that they have filed a proposed disclosure statement and
liquidating Chapter 11 plan, which disclosure statement they
intend to schedule for a hearing in January 2015.

A hearing on the extension request is scheduled for Jan. 29, 2015,
at 11:00 a.m.  Objections are due Jan. 22.

                        About FCC Holdings

FCC Holdings, Inc., and its affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 14-11987) on Aug. 25,
2014.

Headquartered in Ft. Lauderdale, Florida, FCC and its affiliates
provide quality postsecondary education in fourteen states.  The
FCC schools were started by David Knobel in 1994 in Fort
Lauderdale, Florida, and, as of the bankruptcy filing, are owned
by Greenhill Capital Partners.

Prior to the Petition Date, the Company, which currently operates
under the name "Anthem Education," had three sets of schools --
the 14 Florida Career College schools; the 22 Anthem Education
schools; and the 5 US Colleges schools.

The Debtors' outstanding secured obligations are $49,000,000, plus
interest and fees, comprised of: Tranche A Loans of $18.6 million,
Tranche B Loans of $29.1 million, and existing letters of credit
of $1.39 million.  The Debtors also have unsecured debt of
$15 million.

Judge Christopher S. Sontchi is assigned to the Chapter 11 cases.

The Debtors have tapped Dennis A. Meloro, Esq., at Greenberg
Traurig, LLP, as counsel, and KCC as claims and notice agent.

The U.S. Trustee has appointed three members to the Official
Committee of Unsecured Creditors.  Womble Carlyle Sandridge &
Rice, LLP, and Ottenbourgh P.C., serve as its co-counsel.


FCC HOLDINGS: Obtains Final Authority to Use Cash Collateral
------------------------------------------------------------
Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware gave FCC Holdings, Inc., et al., final
authority to use cash collateral securing their prepetition
indebtedness.

As previously reported by the Troubled Company Reporter, the
Debtors; ETC, Edutech, High-Tech Institute Holdings, Inc., and
High-Tech Institute, Inc. as guarantors (guarantors); Bank of
Montreal as administrative agent (agent) and other lenders party
thereto; were party to that certain credit agreement, dated as of
Nov. 2, 2012, as amended.

The Debtors have represented that prior to the Petition Date, they
are obligated to the Term A Lenders in the principal amount of
$18,578,846, plus interest and fees, and obligated to the Term B
Lenders in the approximate amount of $29,056,429, plus interest
and fees.  In the Interim Cash Collateral Order, the Debtors have
stipulated and agreed that, as of the Petition Date, they were
indebted to the Lenders in the aggregate principal amount of
$50,084,922.  Bank of Montreal serves as agent for the Term A
Lenders.

The Debtors would use cash collateral to pay (i) costs and
expenses of administration of the cases; (ii) operate the other
acquired campuses; and (iii) satisfy other costs and expenses
provided for in the budget.

As adequate protection from any diminution in value of the
lenders' collateral, the Debtors will grant the lenders
replacement liens on all of the Debtors' prepetition and
postpetition assets; a superpriority administrative expense claims
status, subject to carve out on certain expenses.

A full-text copy of the Final Cash Collateral Order with Budget is
available at http://bankrupt.com/misc/FCCcashcol1219.pdf

                        About FCC Holdings

FCC Holdings, Inc., and its affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 14-11987) on Aug. 25,
2014.

Headquartered in Ft. Lauderdale, Florida, FCC and its affiliates
provide quality postsecondary education in fourteen states.  The
FCC schools were started by David Knobel in 1994 in Fort
Lauderdale, Florida, and, as of the bankruptcy filing, are owned
by Greenhill Capital Partners.

Prior to the Petition Date, the Company, which currently operates
under the name "Anthem Education," had three sets of schools --
the 14 Florida Career College schools; the 22 Anthem Education
schools; and the 5 US Colleges schools.

The Debtors' outstanding secured obligations are $49,000,000, plus
interest and fees, comprised of: Tranche A Loans of $18.6 million,
Tranche B Loans of $29.1 million, and existing letters of credit
of $1.39 million.  The Debtors also have unsecured debt of
$15 million.

Judge Christopher S. Sontchi is assigned to the Chapter 11 cases.

The Debtors have tapped Dennis A. Meloro, Esq., at Greenberg
Traurig, LLP, as counsel, and KCC as claims and notice agent.

The U.S. Trustee has appointed three members to the Official
Committee of Unsecured Creditors.  Womble Carlyle Sandridge &
Rice, LLP, and Ottenbourgh P.C., serve as its co-counsel.


FIAT CHRYSLER: Recalls 67,000 Pickup Trucks
-------------------------------------------
The Associated Press reported that Fiat Chrysler is recalling
about 67,000 model year 2006 and 2007 pickups because of a problem
that could prevent the cars from starting, or cause them to move
when the ignition key is turned.

According to the report, the company is recalling Dodge Dakota,
Dodge Ram 1500, 2500, 3500 and Mitsubishi Raider pickups that were
made between July 2005 and June 2006.  Nearly 55,000 of them are
in the U.S, the report said.

                      About Fiat Chrysler

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.


FIRST NIAGARA: S&P Lowers Subordinated Debt Rating to 'BB+'
-----------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its issuer
credit rating on First Niagara Financial Group Inc. to 'BBB-' from
'BBB' and its rating on First Niagara Bank to 'BBB' from 'BBB+'.
At the same time, S&P removed the ratings from CreditWatch, where
they were placed with negative implications on Oct. 24, 2014.  The
outlook is stable.  In addition, S&P lowered the senior unsecured
rating to 'BBB-' from 'BBB', the subordinated debt rating to 'BB+'
from 'BBB-', and the preferred stock rating to 'BB-' from 'BB'.
S&P also removed all of the issue-level ratings from CreditWatch
negative.

"The rating action reflects our view that First Niagara Financial
Group's past aggressive acquisition strategy has led to senior
management changes in the past year accompanied by a shift in
strategy, a weaker capital position, and somewhat constrained
financial flexibility relative to peers," said Standard & Poor's
credit analyst Cathy Mattson.  "We view the company's high
leverage, its heightened growth in relatively new product types,
and the higher credit risk of its securities portfolio as
weakening its risk position.  Moreover, we view the company's
large third-quarter GAAP loss, which will lead to a loss for full-
year 2014, as somewhat limiting its financial flexibility."

"We view the company's tangible common equity (TCE) to tangible
assets of 6.37% as relatively weak compared with peers.  Although
TCE has grown in the past two years since it fell dramatically
following the 2012 acquisition of upstate New York branches of
HSBC, the pace of capital growth has been slower than we expected
and, in our opinion, leaves the company with less of a cushion
should unexpected problems arise in its loan or securities
portfolio or in other business areas.  The company's regulatory
capital ratios also lag those of peers, in our view.  Although we
view the company's credit quality track record as strong, and we
believe asset quality measures will continue to compare well with
peers', a large proportion of loan growth in recent years has been
in relatively newer products such as indirect automobile lending,
which we believe leaves the company more susceptible to
unanticipated credit deterioration.  In addition, we view the
company's securities portfolio, which contains a large proportion
of collateralized loan obligations, as more credit sensitive than
at other regional banks," S&P said.

"The company reported a third-quarter loss following a $1.1
billion goodwill impairment charge and the establishment of a $45
million reserve connected to a self-identified process issue
related to certain customer deposit accounts.  Although the
goodwill impairment was a non-cash charge and does not affect our
assessment of the company's tangible capital position, it will
require management to seek regulatory approval to upstream
dividends from the bank to the holding company and to pay
dividends on its common and preferred stock.  We expect the
company to receive such approval, as it did in third-quarter 2014.
Nevertheless, we view this as a potential constraint on the
company's financial flexibility.  In addition, we believe
management has taken significant steps to identify, contain, and
remediate the process issue.  However, if additional process
weaknesses are identified and significant new charges incurred, we
would view this as a negative factor in our ratings," S&P added.

"The stable outlook reflects our expectation that the company will
continue to grow loans organically within its current footprint at
a measured pace, maintain good credit quality measures, slowly
rebuild tangible capital, and effectively remediate the process
issue that led to a $45 million third-quarter charge.  However, if
additional process weaknesses are identified and significant new
charges incurred, if the company does not rebuild its tangible
common equity position, or if we believe the company's risk-
adjusted capital (RAC) ratio will fall below 7% on an ongoing
basis, we could lower the ratings.  We view a positive rating
action in the next two years as unlikely," S&P noted.


FTS INTERNATIONAL: S&P Revises Outlook to Negative; Keeps 'B' CCR
-----------------------------------------------------------------
Standard & Poor's Ratings Services, on Dec. 22, 2014, took rating
actions on several U.S. oil and gas oilfield services (OFS)
companies after completing a review of the sector.  The review
follows a precipitous and severe decline in oil prices that will
lead to meaningful reductions to exploration and production (E&P)
capital spending in 2015 and 2016.  S&P believes, on average,
capital spending for E&P could be down approximately 25%,
affecting OFS companies' top lines as well as margins.  Lower
spending will affect some companies more than others, but all
companies will face weaker credit protection measures.  S&P
expects weaker credit protection measures over the next 12-24
months.

S&P has taken actions on these companies:

   -- S&P is placing its 'BBB-' corporate credit rating on
      Weatherford International PLC and all ratings on its debt on
      CreditWatch with negative implications.  The CreditWatch
      listing reflects the possibility that weakening demand and
      heightened price competition could undermine the benefits of
      the company's recent extensive cost cutting and deleveraging
      actions.  As part of S&P's review, it will assess additional
      measures the company plans to pursue in the face of
      deteriorating market conditions.

   -- S&P is lowering its corporate credit rating on Noble Corp.
      to 'BBB' from 'BBB+' and removing the rating from
      CreditWatch, where it placed it with negative implications
      on Oct. 19, 2014.  The outlook is stable.  The downgrade
      reflects weaker credit measures resulting from S&P's lower
      estimates for day-rates and utilization, particularly in the
      mid-water asset category, where Noble has a significant
      concentration.  Most of its rigs in this category have
      contracts rolling off in the next 12 to 18 months, further
      intensifying re-contracting risk amid a declining commodity
      price environment.  Furthermore, S&P is removing the
      "favorable" rating analysis as a result of a more aggressive
      financial policy due to the company's recently announced
      sizable share repurchase authorization.

   -- S&P is affirming its 'BBB' corporate credit and unsecured
      debt ratings on Nabors Industries Ltd., as well as the
      company's 'A-2' short-term commercial paper rating, but
      revising the outlook to negative from stable.  The outlook
      revision reflects S&P's revised forecast and its more
      pessimistic outlook for 2015 and 2016, as well as greater
      uncertainty surrounding its base-case forecast in light of
      very difficult operating conditions given recent crude oil
      price declines.  S&P expects that reduced demand, lower
      levels of drilling activity, and heightened competition in
      the onshore rig market will increase re-contracting risk
      over the next two years, resulting in downward pressure on
      day-rates, and lower utilization.  S&P expects profitability
      and credit measures will be weaker than previously expected,
      including funds from operations (FFO) to total debt to range
      between 30% and 35% over the next year and weakening further
      in 2016, compared with S&P's earlier expectation for FFO to
      total debt to generally range between 40% and 45% over the
      next two years.

   -- S&P is lowering its corporate credit rating on Hercules
      Offshore Inc. to 'B-' from 'B'.  The outlook is stable.  The
      downgrade reflects S&P's estimate for increased leverage as
      a result of lower day-rates and utilization for the
      company's offshore rigs, both in the company's Domestic
      Offshore and International Offshore segments.  S&P's
      estimates of lower utilization and day-rates are a result of
      S&P's expectation of decreased offshore drilling given lower
      oil prices.  S&P now expects FFO to debt to be below 12% and
      debt to EBITDA to exceed 5x in 2015.

   -- S&P is revising its rating outlook on Utex Industries Inc.
      to negative from stable and affirming its 'B' corporate
      credit rating on the company.  The negative outlook reflects
      S&P's expectation that the company's leverage could exceed
      7.5x in 2015 due to E&P company capital spending reductions
      and declining demand for oilfield services following the
      significant drop in crude oil prices and S&P's revised crude
      oil pricing expectations for 2015 and beyond.

   -- S&P is lowering its rating on Seventy Seven Energy to 'B+'
      from 'BB-'.  The outlook is negative.  The downgrade
      reflects S&P's estimate for increased leverage as a result
      of the projected slowdown in demand for land-based oilfield
      services, driven by S&P's reduced oil price deck
      assumptions, as well as S&P's revised assessment of the
      company's business risk now that the company's contracts
      with former parent Chesapeake Energy are more market based.

   -- S&P is revising its rating outlook on FTS International Inc.
      to negative from stable and affirming its 'B' corporate
      credit rating on the company.  The outlook revision reflects
      S&P's expectation that credit measures will weaken due to a
      projected slowdown in demand for fracking services and a
      drop in EBITDA margins, driven by our reduced oil price deck
      assumptions.  However, the company's liquidity remains
      "strong."

Ratings List

Placed On CreditWatch
                                        To                 From
Weatherford International Ltd.
Corporate Credit Rating       BBB-/WatchNeg      BBB-/Stable/--

Downgraded, Off CreditWatch
Noble Corp.
Corporate Credit Rating       BBB/Stable/--      BBB+/WatchNeg

Outlook Action/Rating Affirmed

Nabors Industries Ltd.
Corporate Credit Rating       BBB/Neg/--         BBB/Stable/--

Utex Industries Inc.
Corporate Credit Rating       B/Neg/--           B/Stable/--

FTS International Inc.
Corporate Credit Rating        B/Neg/--           B/Stable/-

Downgraded

Hercules Offshore Inc.
Corporate Credit Rating       B-/Stable/--       B/Neg/--

Seventy Seven Energy Inc.
Corporate Credit Rating       B+/Neg/--          BB-/Stable/--


GLOBAL GEOPHYSICAL: Authorized to Enter into Amended Cash Use Deal
------------------------------------------------------------------
U.S. Bankruptcy Judge Richard S. Schmidt authorized Autoseis,
Inc., et al., to enter into an amended cash collateral agreement
with Bank of America.

The Court order also granted the Debtors' motion clarifying its
order authorizing the Debtors to (1) obtain performance bonds,
sureties, letters of credit, or similar securities up to
$5 million; and (2) open an account and establish a corporate
credit card program with Bank of America.

As reported in the TCR on July 28, 2014, the Debtors, in their
application, stated that as routine in their industry, the Debtors
obtain new work through competitive bidding on contracts offered
by potential customers.  In addition to offering competitive
pricing terms and superior service, the Debtors are often required
to provide a letter of credit, surety, performance bond, or
similar security as a condition of submitting a bid.  The Debtors
regularly obtained such forms of financial assurance prepetition.

In this relation, the Debtors sought Court approval to continue
the practice on a postpetition basis as a way to manage and grow
their businesses flexibly and efficiently.

Debtor Global Geophysical Services, Inc., the pledgor, Bank of
America, N.A., as collateral agent, for itself, FIA Card Services,
N.A. and any other subsidiaries or affiliates of Bank of America
Corporation and its successors and assigns, entered into a
Treasury Management Services Cash Collateral Assignment, Security
and Control Agreement on June 13, 2014, extending indebtedness to
the Debtors, and Bank of America, N.A., as depository under the
Account.

Pursuant to the agreement, among other things:

   1. the pledgor will deposit $160,000 into the account on the
Effective Date;

   2. the pledgor agrees that it will at all times maintain funds
in the account at least equal to $160,000, or such other amount as
the secured party may from time to time in its sole discretion
determine, based upon the amount and types of indebtedness and the
creditworthiness of the Debtors;

   3. the pledgor will deposit any required additional funds in
the account within three business days of any notice by the
secured party to do so; and

   4. requiring or permitting funds in the account does not
constitute a commitment by the secured party to extend credit to
the Debtor.

            About Global Geophysical, Autoseis et al.

Global Geophysical Services Inc., a provider of seismic data for
the oil and gas drilling industry, sought bankruptcy protection,
intending to reorganize on its own with additional capital or
explore a sale or other transaction.

Based in Missouri City, Texas, Global Geophysical disclosed assets
of $468.7 million and liabilities totaling $407.3 million as of
Sept. 30, 2013.  Liabilities include $81.8 million on a secured
term loan owing to TPG Specialty Lending Inc. and Tennenbaum
Capital Partners LLC.  TPG is the lenders' agent.  Global also
owes $250 million on two issues of 10.5 percent senior unsecured
notes, with Bank of New York Mellon Trust Co. as indenture
trustee.

Global Geophysical and five affiliates, including Autoseis, Inc.
(lead debtor), filed Chapter 11 petitions in Corpus Christi, Texas
(Bankr. S.D. Tex. Lead Case No. 14-20130) on March 25, 2014.

The Debtors are represented by C. Luckey McDowell, Esq., Omar
Alaniz, Esq., and Ian E. Roberts, Esq., at Baker Botts, LLP, in
Dallas, Texas; and Shelby A. Jordan, Esq., and Nathanial Peter
Holzer, Esq., at Jordan, Hyden, Womble, Culbreth, & Holzer, PC in
Corpus Christi, Texas.  Alvarez & Marsal serves as the Debtors'
restructuring advisors, Fox Rothschild Inc. as financial advisor,
and Prime Clerk as claims and noticing agent.

The U.S. Trustee for Region 7, has selected seven creditors to the
Official Committee of Unsecured Creditors.  The Committee tapped
Greenberg Traurig, LLP as counsel; and Lazard Freres & Co. LLC and
Lazard Middle Market LLC, as financial advisors and investment
bankers.

The Ad Hoc Group of Noteholders and the DIP Lenders are
represented by Marty L. Brimmage, Jr., Esq., Charles R. Gibbs,
Esq., Michael S. Haynes, Esq., and Lacy M. Lawrence, Esq., at Akin
Gump Strauss Hauer & Feld LLP.

Prepetition secured lender TPG is represented by David M. Bennett,
Esq., Tye C. Hancock, Esq., and Joseph E. Bain, Esq., at Thompson
& Knight LLP; and Adam C. Harris, Esq., Lawrence V. Gelber, Esq.,
David M. Hillman, Esq., and Brian C. Tong, Esq., at Schulte Roth &
Zabel LLP.


GLOBAL GEOPHYSICAL: Plan Confirmation Hearing Adjourned
-------------------------------------------------------
Judge Richard S. Schmidt adjourned to a date to be determined the
hearing to consider the confirmation of Autoseis, Inc., et al.'s
Joint Plan of Reorganization.  The Debtors will file and serve
notice of the confirmation hearing ten days before the hearing is
scheduled to occur.

The Plan is premised upon a backstop conversion commitment
agreement negotiated with an ad hoc group of Senior Noteholders,
which holds approximately 57% of the Senior Notes and
substantially all of the Company's $151.9 million DIP Loan, and
the Official Committee of Unsecured Creditors.  The Ad Hoc Group
will convert up to $68.1 million of their debt into equity.

The restructuring is predicated on an enterprise value for the
Reorganized Debtors of $190 million.  The Backstop Conversion
Commitment Agreement provides the Debtors the opportunity to
engage in a market test, which may result in a transaction that
implies a higher Restructuring Enterprise Value.  In particular,
the Backstop Conversion Commitment Agreement allows the Debtors to
implement a competitive sale or plan-sponsor selection process.

Under those procedures, the Debtors will solicit a binding
commitment from an entity of sufficient financial means to sponsor
a Chapter 11 plan that provides the Company with additional
capital, provides for the purchase of part or all of the Company,
or undertakes any other restructuring, provided the proposal:

   (i) provides for payment of the DIP Loan Claims in full in cash
       on the Effective Date of any plan, as well as payment of
       the Termination Payment and Expense Reimbursement;

  (ii) is based on a higher implied enterprise value than the sum
       of the Restructuring Enterprise Value, the Minimum Overbid
       Increment, the Termination Payment, and the Expense
       Reimbursement;

(iii) is higher and better in all material respects when viewed
       as a whole, and given the facts and circumstances of these
       Chapter 11 Cases, than the restructuring proposed in the
       Plan; and

  (iv) can be consummated no later than Feb. 27, 2015.

The $200 million in 10.5 percent senior unsecured notes due 2017
last traded on Oct. 31 for 4.798 cents on the dollar, Bill
Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported citing Trace, the bond-price reporting system of
the Financial Industry Regulatory Authority.

A full-text copy of the Second Amended Disclosure Statement dated
Oct. 31, 2014, is available at:

          http://bankrupt.com/misc/AUTOSEISds1103.pdf

            About Global Geophysical, Autoseis et al.

Global Geophysical Services Inc., a provider of seismic data for
the oil and gas drilling industry, sought bankruptcy protection,
intending to reorganize on its own with additional capital or
explore a sale or other transaction.

Based in Missouri City, Texas, Global Geophysical disclosed assets
of $468.7 million and liabilities totaling $407.3 million as of
Sept. 30, 2013.  Liabilities include $81.8 million on a secured
term loan owing to TPG Specialty Lending Inc. and Tennenbaum
Capital Partners LLC.  TPG is the lenders' agent.  Global also
owes $250 million on two issues of 10.5 percent senior unsecured
notes, with Bank of New York Mellon Trust Co. as indenture
trustee.

Global Geophysical and five affiliates, including Autoseis, Inc.
(lead debtor), filed Chapter 11 petitions in Corpus Christi, Texas
(Bankr. S.D. Tex. Lead Case No. 14-20130) on March 25, 2014.

The Debtors are represented by C. Luckey McDowell, Esq., Omar
Alaniz, Esq., and Ian E. Roberts, Esq., at Baker Botts, LLP, in
Dallas, Texas; and Shelby A. Jordan, Esq., and Nathanial Peter
Holzer, Esq., at Jordan, Hyden, Womble, Culbreth, & Holzer, PC in
Corpus Christi, Texas.  Alvarez & Marsal serves as the Debtors'
restructuring advisors, Fox Rothschild Inc. as financial advisor,
and Prime Clerk as claims and noticing agent.

The U.S. Trustee for Region 7, has selected seven creditors to the
Official Committee of Unsecured Creditors.  The Committee tapped
Greenberg Traurig, LLP as counsel; and Lazard Freres & Co. LLC and
Lazard Middle Market LLC, as financial advisors and investment
bankers.

The Ad Hoc Group of Noteholders and the DIP Lenders are
represented by Marty L. Brimmage, Jr., Esq., Charles R. Gibbs,
Esq., Michael S. Haynes, Esq., and Lacy M. Lawrence, Esq., at Akin
Gump Strauss Hauer & Feld LLP.

Prepetition secured lender TPG is represented by David M. Bennett,
Esq., Tye C. Hancock, Esq., and Joseph E. Bain, Esq., at Thompson
& Knight LLP; and Adam C. Harris, Esq., Lawrence V. Gelber, Esq.,
David M. Hillman, Esq., and Brian C. Tong, Esq., at Schulte Roth &
Zabel LLP.


GRUBB & ELLIS: NY Court Rules on BGC Partners Suit v. Avison Young
------------------------------------------------------------------
BGC Partners, Inc. and its indirect subsidiary, G & E Acquisition
Company, LLC -- which acquired various assets and causes of action
of Grubb & Ellis Company, a real estate brokerage company -- sued
a competing brokerage company, Avison Young (Canada) Inc. and its
United States affiliates, alleging conspiracy to unlawfully loot
the assets of Grubb & Ellis, tortious interference with
contractual relationships, tortious interference with prospective
business relationships, theft of trade secrets, and aiding and
abetting breach of fiduciary duty.  Specifically, BGC alleges that
AY-Canada, in furtherance of an "illegal scheme to loot Grubb &
Ellis," subverted the automatic stay and the bankruptcy process by
"steal[ing] as many of [G & E's] assets -- including commissions,
contracts, offices, trade secrets and personnel -- as possible."
The AY defendants move to dismiss plaintiffs' Amended Complaint in
its entirety pursuant to CPLR 3211 (a) (3) and (7). All of the
defendants, with the exception of Avison Young-New York, likewise
move to dismiss pursuant to CPLR 3211 (a) (8).

The Supreme Court, New York County, ruled that:

     1. the branch of defendants' motion to dismiss based on lack
of personal jurisdiction is granted to the following extent: the
complaint is dismissed in its entirety with respect to Avison
Young - Nevada, LLC; Avison Young - Washington, D.C., LLC; Avison
Young - Chicago, LLC; Avison Young - New England, LLC; Avison
Young - Atlanta, LLC; Avison Young - Southern California, LTD.;
Avison Young - Pittsburgh, LLC; and Avison Young - Texas, LLC.
The remaining claims are severed.

     2. The issue of personal jurisdiction over defendants Avison
Young (Canada) Inc. and Avison Young (USA) Inc., including
supervision of CPLR 3211 (d) discovery with respect to these
defendants, and the holding of a traverse hearing, is referred to
a Special Referee to hear and report with recommendations, except
that, in the event of and upon the filing of a stipulation of the
parties, as permitted by CPLR 4317, the Special Referee, or
another person designated by the parties to serve as referee,
shall determine the issue.

     3. A motion to confirm or reject the report of the Special
Referee shall be made within 15 days of the filing of the report.

     4. the branch of defendants' motion to dismiss based on
standing is denied.

     5. the branch of defendants' motion to dismiss for failure to
state a cause of action is held in abeyance pending hearing and
determination of the remaining jurisdictional issues.

The case is, BGC PARTNERS, INC., and G & E ACQUISITION COMPANY,
LLC, Plaintiffs, v. AVISON YOUNG (CANADA) INC., AVISON YOUNG (USA)
INC., AVISON YOUNG - NEW YORK, LLC, AVISON YOUNG - NEVADA, LLC,
AVISON YOUNG - WASHINGTON, D.C., LLC, AVISON YOUNG - CHICAGO, LLC,
AVISON YOUNG - NEW ENGLAND, LLC, AVISON YOUNG - ATLANTA, LLC,
AVISON YOUNG SOUTHERN CALIFORNIA, LTD., AVISON YOUNG - PITTSBURGH,
LLC; and AVISON YOUNG - TEXAS, LLC, Defendants, 652669/2012 E
(N.Y. Sup.).

A copy of the Court's December 15, 2014 decision is available at
http://is.gd/ScGQkxfrom Leagle.com.

Attorneys for the Plaintiffs:

     Francis X. Riley III, Esq.
     Ruth A. Rauls, Esq.
     SAUL EWING LLP
     650 College Rd East, Suite 4000
     Princeton, NJ

Attorneys for the Defendants:

     Andrew B. Clubok, Esq.
     Beth A. Williams, Esq.
     Nathaniel Kritzer, Esq.
     KIRKLAND & ELLIS, LLP
     601 Lexington Ave
     New York, NY

                         About Grubb & Ellis

Grubb & Ellis Company -- http://www.grubb-ellis.com/-- is a
commercial real estate services and property management company
with more than 3,000 employees conducting throughout the United
States and the world.  It is one of the oldest and most recognized
brands in the industry.

Grubb & Ellis and 16 affiliates filed for Chapter 11 bankruptcy
(Bankr. S.D.N.Y. Lead Case No. 12-10685) on Feb. 21, 2012, to sell
almost all its assets to BGC Partners Inc.  The Santa Ana,
California-based company disclosed $150.16 million in assets and
$167.2 million in liabilities as of Dec. 31, 2011.

Judge Martin Glenn presides over the case.  The Debtors have
engaged Togut, Segal & Segal, LLP as general bankruptcy counsel,
Zuckerman Gore Brandeis & Crossman, LLP, as general corporate
counsel, and Alvarez & Marsal Holdings, LLC, as financial advisor
in the Chapter 11 case.  Kurtzman Carson Consultants is the claims
and notice agent.

BGC Partners, Inc., and its affiliate, BGC Note Acquisition Co.,
L.P., the DIP lender and Prepetition Secured Lender, are
represented in the case by Emanuel C. Grillo, Esq., at Goodwin
Procter LLP.

On March 27, 2012, the Court approved the sale to BCG.  An auction
was cancelled after no rival bids were submitted.  Pursuant to the
term sheet signed by the parties, BGC would acquire the assets for
$30.02 million, consisting of a credit bid the full principal
amount outstanding under the (i) $30 million credit agreement
dated April 15, 2011, with BGC Note, (ii) the amounts drawn under
the $4.8 million facility, and (iii) the cure amounts due to
counterparties.  BGC would also pay $16 million in cash because
the sale was approved by the March 27 deadline.  Otherwise, the
cash component would have been $14 million.

Approval of the sale was simplified when BGC settled with
unsecured creditors by increasing their recovery.  Grubb & Ellis
Co. was renamed Newmark Grubb Knight Frank following the sale.

Grubb & Ellis filed a liquidating Chapter 11 plan which gives
unsecured creditors an expected recovery between 1.7% and 4.7%.
The Court approved the explanatory disclosure materials in January
2013, and confirmed the Plan on March 6.  The Plan was declared
effective early in April 2013.


HAILO NETWORK: Files Bankr. in Toronto; Jan. 9 Creditors' Meeting
-----------------------------------------------------------------
Toronto, Ontario-based Hailo Network Canada Inc. filed an
assignment in bankruptcy on Dec. 19, 2014, and Grant Thornton
Limited was appointed as trustee.  The first meeting of creditors
will be held on Jan. 9, 2015, at 10:00 a.m. EST at the office of
trustee:

  Grant Thornton Limited
  200 Bay Street, 19th Floor
  RBC Plaza, South Tower
  Toronto, ON M5J 2P9
  Tel: (416) 366-0100


HAYDEL PROPERTIES: Court OKs Property Sale Extension
----------------------------------------------------
U.S. Bankruptcy Judge Katharine M. Samson extended Haydel
Properties, LP's time to sell property authorized by the Court on
May 6, 2014, and Hancock Bank, the only party affected by the sale
of the property.

The Court said that the sale must occur prior to the foreclosure
of the Hancock Bank deed of trust; and the Hancock Bank
indebtedness secured by said deed of trust is paid in full prior
to the foreclosure sale.

The Court authorized the Debtor to sell the subject property to
Wal-Mart Real Estate Business Trust for a purchase price of
$128,000.  When the order authorizing the sale was entered, it was
anticipated that the sale would close prior to July 31, 2014, as
the confirmation order contained a provision that Hancock Bank
would have the authority to proceed with a foreclosure if Hancock
Bank was not paid in full on or before July 31, 2014.

The purchase, Wal-Mart Real Estate Business Trust has advised the
Debtor and Hancock Bank that it is now ready to close the sale,
which will pay off the Hancock Bank claim.  Wal-Mart has expressed
concern that the Debtor does not have the authority to sell the
real property after July 31, 2014.

Although the Debtor and Hancock Bank agree that the prior order
allows the sale and no further ruling is needed by the Court, the
Debtor requested that the Court enter an order confirming that the
prior order authorizing the sale can be completed any time prior
to foreclosure by Hancock Bank, provided Hancock Bank is paid in
full prior to the foreclosure of its deed of trust which is
currently set for Dec. 1, 2014.

The Debtor is represented by:

         Robert Gambrell, Esq.
         GAMBRELL & ASSOCIATES, PLLC
         101 Ricky D. Britt Blvd., Suite 3
         Oxford, MS 38655
         Tel: (662)281-8800
         Fax: (662)202-1004
         E-mail: rg@ms-bankruptcy.com

                    About Haydel Properties LP

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

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

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


HERCULES OFFSHORE: S&P Cuts Corp. Credit Rating to 'B-' From 'B'
----------------------------------------------------------------
Standard & Poor's Ratings Services, on Dec. 22, 2014, took rating
actions on several U.S. oil and gas oilfield services (OFS)
companies after completing a review of the sector.  The review
follows a precipitous and severe decline in oil prices that will
lead to meaningful reductions to exploration and production (E&P)
capital spending in 2015 and 2016.  S&P believes, on average,
capital spending for E&P could be down approximately 25%,
affecting OFS companies' top lines as well as margins.  Lower
spending will affect some companies more than others, but all
companies will face weaker credit protection measures.  S&P
expects weaker credit protection measures over the next 12-24
months.

S&P has taken actions on these companies:

   -- S&P is placing its 'BBB-' corporate credit rating on
      Weatherford International PLC and all ratings on its debt on
      CreditWatch with negative implications.  The CreditWatch
      listing reflects the possibility that weakening demand and
      heightened price competition could undermine the benefits of
      the company's recent extensive cost cutting and deleveraging
      actions.  As part of S&P's review, it will assess additional
      measures the company plans to pursue in the face of
      deteriorating market conditions.

   -- S&P is lowering its corporate credit rating on Noble Corp.
      to 'BBB' from 'BBB+' and removing the rating from
      CreditWatch, where it placed it with negative implications
      on Oct. 19, 2014.  The outlook is stable.  The downgrade
      reflects weaker credit measures resulting from S&P's lower
      estimates for day-rates and utilization, particularly in the
      mid-water asset category, where Noble has a significant
      concentration.  Most of its rigs in this category have
      contracts rolling off in the next 12 to 18 months, further
      intensifying re-contracting risk amid a declining commodity
      price environment.  Furthermore, S&P is removing the
      "favorable" rating analysis as a result of a more aggressive
      financial policy due to the company's recently announced
      sizable share repurchase authorization.

   -- S&P is affirming its 'BBB' corporate credit and unsecured
      debt ratings on Nabors Industries Ltd., as well as the
      company's 'A-2' short-term commercial paper rating, but
      revising the outlook to negative from stable.  The outlook
      revision reflects S&P's revised forecast and its more
      pessimistic outlook for 2015 and 2016, as well as greater
      uncertainty surrounding its base-case forecast in light of
      very difficult operating conditions given recent crude oil
      price declines.  S&P expects that reduced demand, lower
      levels of drilling activity, and heightened competition in
      the onshore rig market will increase re-contracting risk
      over the next two years, resulting in downward pressure on
      day-rates, and lower utilization.  S&P expects profitability
      and credit measures will be weaker than previously expected,
      including funds from operations (FFO) to total debt to range
      between 30% and 35% over the next year and weakening further
      in 2016, compared with S&P's earlier expectation for FFO to
      total debt to generally range between 40% and 45% over the
      next two years.

   -- S&P is lowering its corporate credit rating on Hercules
      Offshore Inc. to 'B-' from 'B'.  The outlook is stable.  The
      downgrade reflects S&P's estimate for increased leverage as
      a result of lower day-rates and utilization for the
      company's offshore rigs, both in the company's Domestic
      Offshore and International Offshore segments.  S&P's
      estimates of lower utilization and day-rates are a result of
      S&P's expectation of decreased offshore drilling given lower
      oil prices.  S&P now expects FFO to debt to be below 12% and
      debt to EBITDA to exceed 5x in 2015.

   -- S&P is revising its rating outlook on Utex Industries Inc.
      to negative from stable and affirming its 'B' corporate
      credit rating on the company.  The negative outlook reflects
      S&P's expectation that the company's leverage could exceed
      7.5x in 2015 due to E&P company capital spending reductions
      and declining demand for oilfield services following the
      significant drop in crude oil prices and S&P's revised crude
      oil pricing expectations for 2015 and beyond.

   -- S&P is lowering its rating on Seventy Seven Energy to 'B+'
      from 'BB-'.  The outlook is negative.  The downgrade
      reflects S&P's estimate for increased leverage as a result
      of the projected slowdown in demand for land-based oilfield
      services, driven by S&P's reduced oil price deck
      assumptions, as well as S&P's revised assessment of the
      company's business risk now that the company's contracts
      with former parent Chesapeake Energy are more market based.

   -- S&P is revising its rating outlook on FTS International Inc.
      to negative from stable and affirming its 'B' corporate
      credit rating on the company.  The outlook revision reflects
      S&P's expectation that credit measures will weaken due to a
      projected slowdown in demand for fracking services and a
      drop in EBITDA margins, driven by our reduced oil price deck
      assumptions.  However, the company's liquidity remains
      "strong."

Ratings List

Placed On CreditWatch
                                        To                 From
Weatherford International Ltd.
Corporate Credit Rating       BBB-/WatchNeg      BBB-/Stable/--

Downgraded, Off CreditWatch
Noble Corp.
Corporate Credit Rating       BBB/Stable/--      BBB+/WatchNeg

Outlook Action/Rating Affirmed

Nabors Industries Ltd.
Corporate Credit Rating       BBB/Neg/--         BBB/Stable/--

Utex Industries Inc.
Corporate Credit Rating       B/Neg/--           B/Stable/--

FTS International Inc.
Corporate Credit Rating        B/Neg/--           B/Stable/-

Downgraded

Hercules Offshore Inc.
Corporate Credit Rating       B-/Stable/--       B/Neg/--

Seventy Seven Energy Inc.
Corporate Credit Rating       B+/Neg/--          BB-/Stable/--


IMPERIAL CAPITAL: Dist. Court Bars Trust's Appeal in D&O Lawsuit
----------------------------------------------------------------
District Judge Cynthia Bashant for the Southern District of
California denied the Imperial Capital D&O Litigation Trust's
motion for leave to appeal a bankruptcy court's partial granting
of summary judgment in an adversary proceeding.  According to
Judge Bashant, because the summary judgment challenged was only
partially granted, the Trust's appeal is interlocutory.

On Dec. 18, 2009, Imperial Capital Bank was closed by the
California Department of Financial Institutions, and the Federal
Deposit Insurance Corp. was appointed as the Bank's receiver.
Imperial Capital Bancorp, the holding company, was the sole
shareholder of the Bank.  When the Bank was closed, the Holding
Company filed for Chapter 11 bankruptcy.

On Nov. 28, 2011, the Official Committee of Unsecured Creditors
filed a complaint seeking recovery against the directors and
officers of the Holding Company, who also previously served in the
same positions for the Bank.  On Dec. 12, 2011, in their amended
answer, the defendants asserted that the Committee lacked standing
to sue under the Financial Institutions Reform, Recovery, and
Enforcement Act.

In the complaint, the Trust, as the Committee's successor, asserts
that the defendants breached their fiduciary duties because they
directed the Bank to acquire overly risky assets. The collapse of
these assets allegedly led to the closure of the Bank.
Before the complaint could be filed, however, the Committee moved
for permission to bring the action. The bankruptcy court held a
hearing on October 6, 2011, at which the FDIC made a special
appearance. At the hearing, counsel for the FDIC made it clear
that he was "not going to argue at all the claim objection or the
permission motion . . . because . . . those issues should be only
argued to the district court [and] it could be construed as such
that it's a waiver somehow[.]"   Because these arguments were
explicitly not raised, the bankruptcy court did not address FIRREA
when initially permitting the Committee to sue.

On March 5, 2014, the defendants moved for summary judgment. They
argued that the Trustee lacked standing to sue because it was a
derivative, not direct, claim and therefore only the FDIC had
standing to bring it.  The Trustee countered, stating that the
bankruptcy court's prior ruling granting permission to sue
constituted "law of the case" such that the bankruptcy court could
not now readdress standing, and that Delaware precedent colored
all of the claims as direct.

The bankruptcy court partially granted summary judgment, finding
that some of the claims were derivative and therefore the Trustee
had no standing to bring those claims.

On May 6, 2014, the Trustee moved for leave to appeal the
interlocutory summary judgment order.  On appeal, the Trustee
seeks to re-raise the same arguments to oppose the summary
judgment order.  The Trustee argues the bankruptcy court erred
when it determined:

     "(1) The law of the case doctrine did not apply to the issues
raised in the D&Os summary judgment motion, specifically regarding
the Bankruptcy Court's prior order granting standing to the
Trust's predecessor to bring all of the claims asserted in the
FAC.

     "(2) The Trustee's claims in the FAC belong to FDIC under
FIRREA because they are derivative, when Delaware law designates
the claims asserted by the Trustee as direct claims and not
derivative claims.

The case before the District Court is, IMPERIAL CAPITAL D&O
LITIGATION TRUST, Appellant, v. NORVAL L. BRUCE, et al.,
Appellees, CASE NO. 14-CV-1102 BAS (WVG) (S.D. Cal.).  A copy of
the District Court's Dec. 17, 2014 Order is available at
http://is.gd/AZp92vfrom Leagle.com.

Imperial Capital D&O Litigation Trust is represented by:

     Ethan A Brecher, Esq.
     LAW OFFICE OF ETHAN BRECHER, LLC
     600 3rd Avenue
     New York, NY 10016
     Tel: (646) 571-2440

Robert Klyman, Esq., formerly a partner at Latham and Watkins LLP,
represents defendants Norval L. Bruce, Timothy M. Doyle, George W.
Haligowski, Phillip E. Lombardi, Lyle C. Lodwick, Jeffrey L.
Lipscomb, Sandor X. Mayuga, Hirotaka Oribe, Robert R. Reed, Scott
Wallace, and Does 1-10.  Mr. Klyman moved to Gibson Dunn in June
2014.  He may be reached at:

     Robert Klyman, Esq.
     GIBSON DUNN
     Los Angeles Office
     333 South Grand Avenue
     Los Angeles, CA 90071-3197
     Tel: (213) 229-7562
          (212) 351-5310
     Fax: (213) 229-6562
     E-mail: rklyman@gibsondunn.com

                      About Imperial Capital

La Jolla, California-based Imperial Capital Bancorp, Inc., filed
for Chapter 11 bankruptcy protection (Bankr. S.D. Cal. Case No.
09-19431) on Dec. 18, 2009.  Gary E. Klausner, Esq., Eve H.
Karasik, Esq., and Gregory K. Jones, Esq., at Stutman, Treister &
Glatt, P.C., in Los Angeles, serve as the Debtor's bankruptcy
counsel.  FTI Consulting Inc. serves as its financial advisor.
The Company disclosed $40.4 million in assets and $98.7 million in
liabilities.

Tiffany L. Carroll, the U.S. Trustee for Region 15, appointed
three members to the official committee of unsecured creditors in
the Debtor's case.  David P. Simonds, Esq., and Christina M.
Padien, Esq., at Akin Gump Strauss Hauer & Feld LLP, in Los
Angeles, represents the Committee as counsel.

In May 2012, the Bankruptcy Court confirmed Imperial Capital's
Second Amended Chapter 11 Plan of Reorganization proposed by the
Debtors and HoldCo Advisors.  The Plan was declared effective in
June 2012.


INDIVIOR PLC: S&P Assigns 'B' CCR & Rates Sr. Sec. Facility 'B'
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to U.K.-based Indivior PLC.  At the same time, S&P
assigned a 'B' issue-level rating to both the senior secured
revolving credit facility issued by RBP Global Holdings Ltd. and
the $750 million secured term loan B that is being jointly issued
by Indivior Finance S.a.r.l and Indivior Finance LLC.  S&P
assigned a '3' senior secured recovery rating to both the revolver
and term loan, reflecting its expectation for meaningful (50% to
70%) recovery in the event of payment default.  The outlook is
stable.

"The 'B' corporate credit rating on Indivior overwhelmingly
reflects the company's dependence on one product, Suboxone, which
is also reflected in our assessment of a 'vulnerable' business
risk profile," said Standard & Poor's credit analyst Michael
Berrian.  Following the demerger from Reckitt Benkiser, Indivior's
capitalization will result in funds from operations (FFO) to total
debt of 21% and discretionary cash flow to total debt of 9.5%,
both of which support S&P's "significant" financial risk
assessment.

Indivior is a specialty pharmaceutical company that is demerging
from former parent Reckitt Benkiser.  The majority of Indivior's
revenue comes from one product, Suboxone, which is a drug
indicated for the treatment of opioid and heroin addiction.  The
company benefits from two Suboxone delivery methods (sublingual
tablets and Suboxone film) but the landscape for the treatment of
addiction is very competitive and the company currently faces
generic competition.

S&P's vulnerable business risk assessment incorporates the key
risk to the Suboxone franchise: the reliance on one product for
all of its revenues, heightened by susceptibility to generic
competition.  Indivior's Suboxone tablets are off-patent and
currently face generic competition.  While Indivior's branded
Suboxone film currently has a 59% market share and has formulation
patent protection through 2030 and process patent protection
through 2024, S&P expects market share erosion in 2015.  The
erosion primarily follows lower generic tablet pricing after the
entrance of additional Suboxone tablet generics and, to a lesser
extent, some competition from currently marketed Bunavil film.
Beyond 2015, the 30-month stays for three active paragraph IV
challenges begin to expire and Indivior will still be challenged
to sustain or grow market share.

Indivior has a leading presence in treatment of addiction and a
strong relationship with physicians that could help it retain
market share.  Another partial offset to market share loss is the
potential for pipeline product Nasal Naloxone to be approved and
contribute to revenues beginning in 2016.  However, this will not
aid product or revenue diversity because of the still-high
reliance on Suboxone for the majority of revenues. Likewise,
Indivior has other Suboxone delivery methods in the pipeline, and
a phase III study for a monthly injection of Risperidone, but
those revenue contributions are at least two years away and will
still extend the current product and revenue concentration in
Suboxone.

The stable outlook reflects S&P's belief that Indivior will
continue to generate free cash flow in excess of $100 million
despite its expectation of double-digit revenue and EBITDA
declines in 2015.

S&P could lower the rating if the revenue and EBITDA contraction
is worse than its base-case expectation, most likely as a result
of more intense generic competition.  S&P could lower the rating
if it believed that leverage was likely to exceed 4x as a result
of declining EBITDA, especially if S&P did not see good prospects
for EBITDA improvement.

S&P could raise the rating if it became more confident that
Indivior's financial policy following the demerger from Reckitt
Benkiser is likely to be supportive of improving credit quality
over time.  For example, S&P would view the use of operating cash
flow for accretive acquisitions, as opposed to dividends, to be
credit positive given the company's need to lessen its reliance on
Suboxone.  Over time, such a shift in financial policy could
prompt a revision of the negative financial policy modifier.


IVEDA SOLUTIONS: Has $1.2-Mil. Net Loss for Third Quarter
---------------------------------------------------------
Iveda Solutions, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net
loss of $1.2 million on $489,000 of total revenue for the three
months ended Sept. 30, 2014, compared with a net loss of $1.57
million on $568,918 of total revenue for the same period in 2013.

The Company's balance sheet at Sept. 30, 2014, showed $3.82
million in total assets, $7.27 million in total liabilities and
total stockholders' deficit of $3.45 million.

Since inception, the Company has generated an accumulated deficit
from operations of approximately $25.9 million at Sept. 30, 2014
and has used approximately $4.2 million in cash to fund operations
through the nine months ended Sept. 30, 2014.  As a result, a
significant risk exists regarding our ability to continue as a
going concern.

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

                       http://is.gd/g9V2Kw

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

The Company reported a net loss of $1.59 million on $351,262 of
total revenue for the three months ended June 30, 2014, compared
with a net loss of $1.51 million on $794,166 of total revenue for
the same period in 2013.

The Company's balance sheet at June 30, 2014, showed $4.09 million
in total assets, $2.88 million in total liabilities, long term
debt and convertible debentures of $3.31 million, $158,872 in
due to related party and a stockholders' deficit of $2.27 million.


KITARA MEDIA: Uncertainty of Merger Raises Going Concern Doubt
--------------------------------------------------------------
Kitara Media Corp. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net
loss of $1.8 million on $4.33 million of revenue for the three
months ended Sept. 30, 2014, compared with net income of $175,000
on $6.59 million of revenue for the same period in the prior year.

The Company's balance sheet at Sept. 30, 2014, showed
$22.3 million in total assets, $5.16 million in total liabilities,
and stockholders' equity of $17.09 million.

The Company will need to raise additional capital through loans or
additional investments from its shareholders, officers, directors,
or third parties in order to meet its cash requirements for the
next twelve months.  None of the shareholders, officers or
directors is under any obligation to advance funds to, or to
invest in, the Company.  Accordingly, on a standalone basis, the
Company may not be able to obtain additional financing.  If the
Company is unable to raise additional capital, it may be required
to take additional measures to conserve liquidity, which could
include, but not necessarily be limited to, curtailing operations,
suspending the pursuit of its business plan, and reducing overhead
expenses.

The Company has entered into an Exchange agreement with Future
Ads, which it is seeking to close prior to the end of 2014.  The
Company anticipates that the post-merger combined Company would
have sufficient liquidity to fund operations.  The closing of the
merger, however, is dependent on financing provided by Highbridge.
The merger financing provided by Highbridge, is subject to certain
pre closing conditions.  Accordingly, the Company cannot provide
any assurance that the merger with Future Ads will close or that
new financing will be available to it on commercially acceptable
terms, if at all.  These conditions raise substantial doubt about
the Company's ability to continue as a going concern, according to
the regulatory filing.

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

                       http://is.gd/RiGgGr

Kitara Media Corp., operates as a holding company, which through
its subsidiaries, Kitara Media, LLC and New York Publishing Group,
Inc., provides online content and advertising distribution
services and software. The company was founded by Robert Regular
on December 5, 2005 and is headquartered in Jersey City, NJ.


KALLO INC: Incurs $580K Net Loss for Third Quarter
--------------------------------------------------
Kallo, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net
loss of $580,000 for the three months ended Sept. 30, 2014,
compared with a net loss of $299,000 for the same period during
the prior year.

The Company's balance sheet at Sept. 30, 2014, showed $1.09
million in total assets, $1.18 million in total liabilities and
total stockholders' deficit of $90,200.

The Company has incurred operating losses since inception and has
an accumulated deficit of $20.6 million at Sept. 30, 2014.  The
Company is expected to incur additional losses as it develops its
products and marketing channels.  The Company has met its
historical working capital requirements from the sale of common
shares and related party loans.  In order to not burden the
Company, the officer/stockholder has agreed to provide funding to
the Company to pay its annual audit fees, filing costs and legal
fees as long as the board of directors deems it necessary.
However, there can be no assurance that such financial support
will be ongoing or available on terms or conditions acceptable to
the Company.  This raises substantial doubt about the Company's
ability to continue as a going concern, according to the
regulatory filing.

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

                       http://is.gd/3BP4eJ

Kallo Inc., a development stage company, focuses on manufacturing
and developing software for taking medical information from
various sources and depositing it into a single source as an
electronic medical record for a patient.  Its products include
electronic medical record (EMR) system and picture archiving and
communication system.  The company also focuses on developing EMR
integration engine software that connects various applications in
or outside a hospital/clinic with the EMR system enabling
doctors/nurses to access information in other healthcare
applications without moving from one computer to the next; C&ID-
IMS, an Internet-based solution for monitoring and managing
communicable and infectious disease information; CCG, a clinical-
care globalization technology; and MC-Telehealth, a mobile clinic
with telehealth system.  Kallo Inc. focuses on marketing its EMR
directly to walk-in clinics/doctor?s offices, independent
diagnostic centers/independent health facilities, and hospitals in
Canada, as well as internationally through commercial
partnerships.  The company was formerly known as Diamond
Technologies Inc. and changed its name to Kallo Inc. in January
2011. Kallo Inc. was founded in 2006 and is headquartered in
Markham, Canada.


LBI MEDIA: S&P Lowers CCR to 'SD' on Second-Priority Note Exchange
------------------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its
corporate credit ratings on Burbank, Calif.-based LBI Media
Holdings Inc. (LBI) and LBI Media Inc. to 'SD' (selective default)
from 'CC'.  At the same time, S&P lowered its issue-level rating
on LBI Media Inc.'s second-priority subordinated notes to 'D' from
'C'.  LBI is the parent of LBI Media Inc.

"The rating actions follow LBI's announcement that it expects to
complete its exchange offer transaction on or about Dec. 23,
2014," said Standard & Poor's credit analyst Minesh Patel.  "Under
our criteria, we consider distressed issuers' debt exchanges,
where the timing of payments is slowed, as tantamount to a
default."

The company will exchange, among other things, substantially all
of its existing second-priority secured subordinated notes due
2020 into a new second-priority secured subordinated notes due
2020.  The existing noteholders will delay the step-up in the cash
coupon from November 2015 to November 2016.  They will also allow
for, among other things, LBI's ability to make a prepayment to the
junior ranking holding company's 11% unsecured notes due 2017
using the spectrum sale proceeds and the dilution resulting from
the exchange transactions.

The exchange transaction is not a deleveraging event.  S&P will
reassess the corporate credit rating on LBI after further review
of the exchange documents and business trends.  At this time, S&P
do not expect to raise the corporate credit rating higher than the
'CCC' category following the exchange, based on the company's
excessively high debt leverage.


LEHMAN BROTHERS: SecurityNational Wins Summary Judgment
-------------------------------------------------------
District Judge David Nuffer in Utah granted SecurityNational
Mortgage Company's motion for summary judgment in the case,
SECURITYNATIONAL MORTGAGE COMPANY, Plaintiff, v. AURORA BANK FSB
(formerly known as Lehman Brothers Bank, FSB) and AURORA LOAN
SERVICES LLC, Defendants, CASE NO. 2:11-CV-00434 DN (D. Utah).

SecurityNational alleges that Defendants took funds to which they
are not entitled under an Indemnification Agreement. That
agreement, entered into in settlement of a claim by Defendants
against SecurityNational, required SecurityNational to fund losses
Lehman Brothers' Bank FSB incurred on mortgages which
SecurityNational sold to Lehman Bank. Lehman Bank is the prior
name of the entity now called Aurora Bank FSB.  Security National
sues because the losses on the mortgages were actually suffered by
Lehman Brothers Holdings Inc. with which SecurityNational has no
contractual relationship. Aurora Loan Services, LLC was the
servicer on the loans.

A copy of the District Court's Dec. 24 decision is available at
http://is.gd/EN69RYfrom Leagle.com.


LEXARIA CORP: Amends July 31 Quarter Report
-------------------------------------------
Lexaria Corporation filed with the U.S. Securities and Exchange
Commission an amendment to its quarterly report on Form 10-Q,
disclosing a net loss of $576,000 on $136,000 of natural gas and
oil revenue for the three months ended July 31, 2014, compared
with a net loss of $57,700 on $251,000 of natural gas and oil
revenue for the same period last year.

The Company's balance sheet at July 31, 2014, showed $4.57 million
in total assets, $1.02 million in total liabilities and total
stockholders' equity of $3.55 million.

The Company has incurred an operating loss and required additional
funds to maintain its operations.  Management's plans in this
regard are to raise equity and/or debt financing as required.
These conditions raise substantial doubt about the Company's
ability to continue as a going concern.

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

                       http://is.gd/d8wVcK

Lexaria Corp. was formed on Dec. 9, 2004, under the laws of the
State of Nevada and commenced operations on Dec. 9, 2004.  The
Company is an independent natural gas and oil company engaged in
the exploration, development and acquisition of oil and gas
properties in the United States and Canada.  The Company's entry
into the oil and gas business began on Feb. 3, 2005. The Company
has offices in Vancouver and Kelowna, BC, Canada.  Lexaria's
shares are quoted in the USA under the symbol LXRP and in Canada
under the symbol LXX.


LIBERTY HARBOR: Plan Confirmation Hearing Scheduled for Jan. 27
---------------------------------------------------------------
Liberty Harbor Holding LLC is slated to seek confirmation of its
proposed Plan of Reorganization on Jan. 27, 2015, according to a
new schedule.

Pursuant to the Plan, to the extent required, the Moccos and
entities controlled by the Moccos will provide the Debtors with
the funding necessary to consummate the Plan, including, but not
limited to, all payments due under the Kerrigan Settlement.  The
Moccos have already advanced the Debtors the sum of $3 million,
which amounts were necessary to deliver the initial two payments
under the Kerrigan Settlement Agreement between the Debtors, the
JCRA, the City of Jersey City and the Kerrigans.

On Dec. 19, 2013, creditor SWJ Management, LLC, filed an objection
to the confirmation of the Plan, claiming that the Plan is not
feasible because, among other things, the Mocco v. Licata
litigation will not be resolved at confirmation.  "The Debtors'
plans are patently unconfirmable and unfeasible because the Debtor
owns nothing unless awarded an ownership interest by the Court in
the Mocco v. Licata ligation," SWJ said in a Dec. 19 court filing.

According to SWJ, the Mocco parties are not likely to be
successful on the merits of the Mocco v. Licata litigation.  The
Mocco parties case, SWJ stated, relies on forged documents and
forged signatures produced by a convicted felon Peter de Jong.
"Mr. Dejong, who acted as if he were Mr. Licata's attorney, was
shown to have received massive payoffs from the Mocco parties
through an entity known as AQM and was also shown to have actually
been an attorney for Peter Mocco.  The entire Mocco parties case
is based on rank fraud and intimidation of every attorney who
dared challenge them," SWJ said.

                       About Liberty Harbor

Jersey City, New Jersey-based Liberty Harbor Holding, LLC, along
with two affiliates, sought Chapter 11 protection (Bankr. D.N.J.
Lead Case No. 12-19958) in Newark on April 17, 2012.  Each of the
Debtors is solely owned by Peter Mocco.

Liberty, as of April 16, 2012, had total assets of $350.08
million, comprising of $350 million of land, $75,000 in accounts
receivable and $458 cash.  The Debtor says that it has
$3.62 million of debt, consisting of accounts payable of $73,500
and unsecured non-priority claims of $3,540,000.  The Debtor's
real property consists of Block 60, Jersey City, NJ 100% ownership
Lots 60, 70, 69.26, 61, 62, 63, 64, 65, 25H, 26A, 26B, 27B, 27D.
Affiliates that filed separate petitions are: Liberty Harbor II
Urban Renewal Co., LLC (Case No. 12-19961) and Liberty Harbor
North, Inc. (Case No. 12-19964).  The three cases are
administratively consolidated.

Judge Novalyn L. Winfield presides over the case.  Wasserman,
Jurista & Stolz, P.C. serves as insolvency counsel and Scarpone &
Vargo serves as special litigation counsel.  The petition was
signed by Peter Mocco, managing member.

Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed three
creditors to the Official Committee of Unsecured Creditors in the
Chapter 11 cases of the Debtor.


LLRIG TWO: Court Approves Sale of Lost Lake Resort Lots
-------------------------------------------------------
U.S. Bankruptcy Judge Brian D. Lynch authorized LLRig Two, LLC, to
sell, in the ordinary course of business, its recreational lots of
Lost Lake Resort commonly known as 1546 Reservation Road, Olympia,
Washington, namely:

   a. Units 249-250, Ed and Eileen Longmore, purchasers, $47,500
each lot, total $95,000. Developer financing;

   b. Units 251-252, Edward Longmore (son Ed Longmore), $47,500
each lot, total $95,000. Developer financing;

   c. Unit 228, Mike and Cora Cargill, $44,900. Developer
financing;

   d. Unit 33, Ken and Connie Howe, $34,000 cash sale;

   e. Unit 257, Robert and Cheryl Klein, $49,500. Developer
financing;

   f. Unit 206, Randy and Melanie Mohoric, $42,500. Developer
financing;

   g. Unit 254, Steve Anderson and Liz Waters, $30,000.00 cash
sale.

The Debtor, responded to the objections filed by Gail Brehm
Geiger, U.S. Trustee and Steve Dawson, stating that, among other
things:

   1. the net proceeds of the sales will be held in the DIP
checking account at Heritage Bank pending further court order,
subject to the required use of funds to pay UST fees as they
accrue and other expenses specifically authorized by subsequent
court order.

   2. each of the pending sales have earnest money deposits and
many of the prospective purchasers have already arranged for or
made significant improvements to the properties.  In the event of
a default on developer financed sales the DIP has remedies under
the notes and deeds of trust in the event of a default
(Declaration of Terri Mohr).

   3. Terri Mohr, the realtor, has been marketing these properties
on site and conducts tours year round.  The properties had
historically been advertized in the newspaper and RV Life magazine
until title litigation prevented closing of sales.

The U.S. Trustee, in its objection, stated that the motion is
devoid of certain necessary details of the sales, including:

   a. where the down payments and proceeds from the sales will be
held;

   b. an accounting and itemization of anticipated closing costs
for each sale;

   c. the anticipated likelihood that the purchasers will
perform,; and

   d. the estate's remedies in the event of a purchaser's default.

                          About LLRIG Two

Tacoma, Washington-based LLRIG Two, LLC, aka Lost Lake Resort LLC,
aka Lost Lake Development LLC, sought protection under Chapter 11
of the Bankruptcy Code on Oct. 20, 2014 (Case No. 14-45610, Bankr.
W.D. Wash.).  The case is assigned to Judge Brian D. Lynch.

The Debtor is represented by William L Beecher, Esq., at Beecher &
Conniff, in Tacoma, Washington.

The Debtor discloses total assets of $10.32 million and total
liabilities of $5.47 million.


LLS AMERICA: Trustee Wins in Clawback Suit v. Foerstner et al.
--------------------------------------------------------------
Following a bench trial on Oct. 14, 2014, Chief District Judge
Rosanna Malouf Peterson held that Bruce P. Kriegman, solely in his
capacity as court-appointed Chapter 11 Trustee for LLS America,
LLC, ruled that:

     1. The Trustee is entitled to and is granted a judgment for
the benefit of the Liquidating Trust of the Debtor against Gudrun
Foerstner in the amount of C$575,526.53 and US$7,733.14, plus pre-
judgment interest from July 21, 2009, at the applicable federal
judgment rate and post-judgment interest at the federal judgment
rate from the date of judgment to the date the judgment is paid in
full.

     2. The Trustee is entitled to and is granted a judgment for
the benefit of the Liquidating Trust of the Debtor against Tyler
Foerstner in the amount of C$641,650, plus pre-judgment interest
from July 21, 2009, at the applicable federal judgment rate and
post-judgment interest at the federal judgment rate from the date
of judgment to the date the judgment is paid in full.

     3. The Trustee is entitled to and is granted a judgment for
the benefit of the Liquidating Trust of the Debtor against Heidi
Schulze in the amount of US$142,187, plus pre-judgment interest
from July 21, 2009, at the applicable federal judgment rate and
post-judgment interest at the federal judgment rate from the date
of judgment to the date the judgment is paid in full.

     4. The Trustee is entitled to and is granted a judgment for
the benefit of the Liquidating Trust of the Debtor against 685937
BC Ltd. in the amount of C$989,235 and US$20,400, plus pre-
judgment interest from July 21, 2009, at the applicable federal
judgment rate and post-judgment interest at the federal judgment
rate from the date of judgment to the date the judgment is paid in
full.

     5. The Court equitably subordinates Defendant Tyler
Foerstner's claim.  Defendant Tyler Foerstner's conduct was
inequitable in that he recruited at least one other new investor
without investigating the signs that the Debtor's business was
fraudulent.  This misconduct contributed to the significant amount
of fictitious profits that Defendant Tyler Foerstner obtained from
the Ponzi scheme, to the injury of its victims.  Accordingly, all
proofs of claim that may arise or that have been filed or brought
or that may hereafter be filed or brought by, on behalf of, or for
the benefit of Defendant Tyler Foerstner, against the Debtor's
estate, in the Debtor's bankruptcy or related bankruptcy
proceedings are subordinated to all other unsecured claims.

The case is, BRUCE P. KRIEGMAN, solely in his capacity as court-
appointed Chapter 11 Trustee for LLS America, LLC, Plaintiff, v.
MARTINA PEIPER, et al., Defendants, NO. 2:12-CV-628-RMP (E.D.
Wash.).

A copy of the Court's Dec. 23, 2014 Findings of Fact and
Conclusions of Law is available at http://is.gd/cHA4CSfrom
Leagle.com.

                     About Little Loan Shoppe

LLS America LLC, doing business as Little Loan Shoppe, operated an
online payday loan business.  Affiliate Team Spirit America
provided the manpower, management and equipment for Little Loan
Shoppe.  The companies are among a multitude of Canadian and
American business entities owned and operated by Doris E. Nelson,
a/k/a Dee Nelson, a/k/a Dee Foster.  Investors claimed Ms. Nelson
operated a Ponzi scheme.  Ms. Nelson allegedly told investors they
could earn as much as 60% on money her companies used to make
payday loans to consumers.  American and Canadian investors bought
notes worth US$29 million and another C$26,000,000.  However, the
investors received no payments after March 2009.

One investor group placed a related company, LLS-A LLC, into
bankruptcy in July 10, 2009.

LLS America LLC filed for bankruptcy (Bankr. D. Nev. Case No.
09-23021) on July 21, 2009, before Judge Linda B. Riegle.  Gregory
E. Garman, Esq., at Gordon Silver, served as the Debtor's counsel.
In its petition, the Debtor disclosed $2,661,584 in assets and
$24,013,837 in debts.  The petition was signed by Ralph Gamble,
CEO of the Company.

The case was subsequently moved to Washington state (Bankr. E.D.
Wash. Case No. 09-06194).  Charles Hall was appointed as examiner
in the case.


MAGUIRE GROUP: Ch.11 Case Should Be Reopened, Dist. Court Says
--------------------------------------------------------------
HDR Architecture, P.C. emerged victorious in its district court
appeal from a bankruptcy court order that denied its request to
reopen the Chapter 11 case of Maguire Group Holdings, Inc.
District Judge Beth Bloom of the District Court for the Southern
District of Florida reversed and remanded a final order issued by
the Bankruptcy Court for the Southern District of Florida dated
April 1, 2014, denying HDR's motion to reopen the Chapter 11 cases
and to modify the discharge injunction.

On February 14, 2013 -- after the Debtors' Plan had been confirmed
and became effective but before their chapter 11 cases were closed
-- the State of Connecticut commenced suit against HDR and a
number of other defendants to recover damages resulting from
alleged construction and design defects at the York Project (the
"Bacon Action"). The State did not name Maguire as a defendant in
the Bacon Action. The State alleges damages in excess of $18
million.

Ten days after the Debtors' cases were closed, HDR moved to reopen
them and modify the plan discharge injunction for the limited
purpose of permitting HDR to name Maguire as a third-party
defendant and to bring claims against Maguire in the Bacon Action.
HDR represented that any damages for which the Reorganized Debtors
might be found liable would be recoverable solely from Chartis
under the Chartis Policy. The Reorganized Debtors acknowledge that
the Chartis Policy provides Maguire with liability coverage for
the HDR Indemnification Claim.

The Reorganized Debtors objected, arguing that the relief sought
by HDR would impair the Reorganized Debtors' "fresh start" because
the HDR Indemnification Claim would trigger the $150,000 payment
to Chartis under the Chartis Settlement Order. Chartis joined in
the Reorganized Debtors' objection, arguing that it would be
prejudiced if HDR were permitted to pursue an indemnification
claim against Maguire.

The District Court held, however, that "The Bankruptcy Court's
determination that Appellant's pursuit of the HDR Indemnification
Claim in the Bacon Action against Maguire as a nominal defendant
only and solely in order to gain access to proceeds of the Chartis
Policy impaired the Debtors' fresh start and violated the
discharge injunction was in error. That decision is, therefore,
REVERSED. This cause is REMANDED to the Bankruptcy Court for
consideration of Appellant's motions to reopen the Debtors'
chapter 11 cases and to modify the discharge injunction consistent
with this decision."

The case is, HDR ARCHITECTURE, P.C., Appellant, v. MAGUIRE GROUP
HOLDINGS, et al. and CHARTIS SPECIALTY INSURANCE COMPANY,
LEXINGTON INSURANCE COMPANY AND CERTAIN OTHER AFFILIATES OF
CHARTIS INC., Appellees, CASE NO. 14-CIV-21851-BLOOM (S.D. Fla.).
A copy of the District Court's December 24, 2014 Opinion and Order
is available at http://is.gd/EWlOkDfrom Leagle.com.


MARION ENERGY: TCS Loses Dismissal Bid, But Gets Lift Stay
----------------------------------------------------------
U.S. Bankruptcy Judge Joel T. Marker entered an order:

   1) granting in part and denying in part TCS II Funding
Solutions, LLC and Castlelake, L.P.'s motion to dismiss the case
of Marion Energy Inc., or for relief from stay; and

   2) denying Marion Energy's motion to obtain postpetition
financing.

Judge Marker ruled that TCS's request for an order dismissing the
case for having been commenced in bad faith is denied.  Judge
Marker granted limited relief from the automatic stay solely to
allow TCS to record notices of default and of sale, and to take
other action as required by Utah law to effectuate the potential
foreclosure sale of its collateral to occur on or after June 10,
2015, and for no other purpose.

The Court order also provides that if the Debtor has not satisfied
its secured obligations to TCS by June 1, 2015, the Court will
enter a further order dismissing the case with prejudice to
prohibit refiling by the Debtor or any other entity in possession
of TCS's collateral for 180 days after the dismissal.  If the case
is dismissed, TCS may conduct such a foreclosure sale no earlier
than June 10, 2015.

As reported in the TCR on Dec. 11, 2014, the TCS objected the
Debtor's request to access DIP Financing.  In response, the Debtor
stated that it has met its burden under Section 364(d) for the
Court to approve the DIP Loan.  The Debtor, given its assets and
the time constraints, is demonstrably unable to obtain credit from
another lender on more favorable terms.  TCS is adequately
protected by an equity cushion of more than $100 million, a fact
that TCS stipulated to at the Nov. 5, 2014 hearing.

The Debtor sought approval to obtain debtor-in-possession
financing of up to $4,200,000 from KM Custodians Pty Ltd.  The
Debtor said the DIP Loan is necessary to enable the Debtor to
continue operations and to administer and preserve the value of
its estate as a going concern.  In general terms, the proceeds of
the DIP Loan are to be used as follows: (i) to pay fees, costs and
expenses of the DIP Lender, including payment of Lender's
reasonable attorney's fees and other out of pocket expenses; (ii)
to pay postpetition operating expenses of the Debtor incurred in
the ordinary course of business; (iii) to pay costs and expenses
of administration of the chapter 11 case, including payment of
approved professional fees, including attorney fees; and (iv) to
pay other amounts as specified in the budget.

The Debtor will grant the DIP Lender a perfected first-priority
security interest in all of its assets to secure the DIP Loan, and
will grant the DIP Lender a superpriority administrative claim.

                        About Marion Energy

Marion Energy Inc. is a Texas corporation engaged in exploration
and production of natural gas in the State of Utah.  Marion's core
operation is a producing gas field located in Carbon and Emery
Counties, Utah (the "Clear Creek Field").  The company also holds
smaller, currently unproductive acreage positions in the Helper
and Roan Cliffs area near Helper, Utah (the "Helper Field").

Its parent is Australia-based Marion Energy Limited (ASX:MAE).
Marion Energy Limited -- http://www.marionenergy.com.au/--is
principally engaged in investment in oil and gas projects and the
identification and assessment of new opportunities in the oil and
gas industry in Texas, Utah and Oklahoma in the United States of
America.

Marion Energy Inc. sought Chapter 11 bankruptcy protection (Bankr.
D. Utah Case No. 14-31632) in Salt Lake City, Utah on Oct. 31,
2014.  The Debtor estimated assets and debt of $100 million to
$500 million.  The Debtor has tapped Parsons Behle & Latimer as
attorneys.


MARK SEED: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Mark Seed Company
        823 W 2nd St
        Perry, IA 50220

Case No.: 14-02984

Chapter 11 Petition Date: December 26, 2014

Court: United States Bankruptcy Court
       Southern District of Iowa (Des Moines)

Debtor's Counsel: Bradley R Kruse, Esq.
                  BROWN WINICK GRAVES GROSS BASKERVILLE &
                  SCHOENEBAUM PLC
                  666 Grand Ave, Ste 2000
                  Des Moines, IA 50309-2510
                  Tel: (515) 242-2460
                  Fax: (515) 323-8560
                  Email: brk@brownwinick.com
                         kruse@brownwinick.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Bill Pim, CFO.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/iasb14-02984.pdf


MINERAL PARK: Seeks April 22 Extension of Plan Filing Date
----------------------------------------------------------
Mineral Park, Inc., et al., ask the U.S. Bankruptcy Court for the
District of Delaware to further extend the exclusivity period for
filing a plan of reorganization by approximately 120 days through
and including April 22, 2015, and through and including June 21,
2015, for obtaining acceptances of a plan of reorganization.

According to the Debtors, they require additional time to propose
a plan because, since the inception of their bankruptcy cases,
their goal has been to achieve a sale of substantially all of
their assets.  The Debtors tell the Court that they are not
seeking an extension of time to pressure creditors.

A hearing on the extension request is scheduled for Jan. 20, 2015,
at 10:00 a.m.  Objections are due Jan. 6.

                       About Mineral Park

Mineral Park, Inc., Bluefish Energy Corp. and two affiliates
commenced proceedings under Chapter 11 of the Bankruptcy Code in
Delaware on Aug. 25, 2014.  The cases are pending before the
Honorable Kevin J. Carey and are jointly administered under Case
No. 14-11996.

Mineral Park and its affiliated debtors are subsidiaries of
Mercator Minerals Ltd. ("MML"), a mineral resource company engaged
through various subsidiaries in the mining, exploration,
development and operation of its mineral properties in Mohave
County, Arizona, and Sonora, Mexico.

Mineral Park's principal asset is the Mineral Park Mine, a
producing copper-molybdenum mine located near Kingman, Arizona.
Bluefish is the owner and operator of the industrial gas turbine
power generator at the Mine.

British Columbia, Canada-based MML, which has shares trading on
the Toronto Stock Exchange under the trading symbol "ML", is not
included in the bankruptcy filing.

The Debtors have tapped Pachulski Stang Ziehl & Jones LLP as
counsel, Evercore Group LLC as investment banker, FTI Consulting,
Inc., as financial advisor, FTI's David J. Beckman as CRO, and
FTI's Paul Hansen as assistant CRO.  Prime Clerk LLC is the claims
and noticing agent.

The U.S. Trustee for Region 3 appointed three creditors of Mineral
Park, Inc. and its affiliates to serve on the official committee
of unsecured creditors.  The Committee selected Stinson Leonard
Street LLP and Hiller & Arban LLC as its counsel.

Mineral Park reported $286,362,131 in total assets and
$266,035,508 in total liabilities.


MOMENTIVE PERFORMANCE: Widens Loss to $199MM in 3rd Quarter
-----------------------------------------------------------
Momentive Performance Materials Inc. filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q, disclosing a net loss of $199 million on $631 million of net
sales for the three months ended Sept. 30, 2014, compared with a
net loss of $67 million on $604 million of net sales for the same
period during the prior year.

The Company's balance sheet at Sept. 30, 2014, showed $2.66
billion in total assets, $4.49 billion in total liabilities and
total deficit of $1.83 billion.

In their opinion to the Consolidated Financial Statements included
in the Company's Annual Report on Form 10-K for the year ended
Dec. 31, 2013, the Company's auditors, PricewaterhouseCoopers LLP,
concluded that there was substantial doubt about the Company's
ability to continue as a going concern for the next 12 months.

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

                       http://is.gd/nVrNqt

                   About Momentive Performance

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

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

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

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

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

The Court entered an order confirming the Plan on Sept. 11, 2014.

The U.S. Trustee for Region 2 appointed seven members to serve on
the Official Committee of Unsecured Creditors of the Debtors'
cases.   Klee, Tuchin, Bogdanoff & Stern LLP serves as its
counsel.  FTI Consulting, Inc., serves as its financial advisor.
Rust Consulting Omni Bankruptcy serves as its information agent.

Wilmington Trust, National Association, the Trustee for the
Momentive Performance Materials Inc. 10% Senior Secured Notes due
2020 -- 1.5 Lien Notes -- under the Indenture, dated as of May 25,
2012, by and between Momentive Performance Materials Inc. and The
Bank of New York Mellon Trust Company, National Association, is
represented by Mark R. Somerstein, Esq., Mark I. Bane, Esq., and
Stephen Moeller-Sally, Esq., at Ropes & Gray LLP.

U.S. Bank National Association -- as successor Indenture Trustee
under the indenture dated as of December 4, 2006, among Momentive
Performance Materials Inc., the Guarantors named in the Indenture,
and Wells Fargo Bank, N.A. as initial trustee, governing the 11.5%
Senior Subordinated Notes due 2016 -- is represented in the case
by Susheel Kirpalani, Esq., Benjamin I. Finestone, Esq., David L.
Elsberg, Esq., Robert Loigman, Esq., K. John Shaffer, Esq., and
Matthew R. Scheck, Esq., at Quinn Emanuel Urquhart & Sullivan,
LLP; and Clark Whitmore, Esq., and Ana Chilingarishvili, Esq., at
Maslon Edelman Borman & Brand, LLP.

BOKF, NA -- as successor First Lien Trustee to The Bank of New
York Mellon Trust Company, N.A., as trustee under an indenture
dated as of October 25, 2012, for the 8.875% First-Priority Senior
Secured Notes due 2020 issued by Momentive Performance Materials
Inc. and guaranteed by certain of the debtors -- is represented by
Michael J. Sage, Esq., Brian E. Greer, Esq., and Mauricio A.
Espana, Esq., at Dechert LLP.

Counsel to Apollo Global Management, LLC and certain of its
affiliated funds are Ira S. Dizengoff, Esq., Philip C. Dublin,
Esq., Abid Qureshi, Esq., Deborah J. Newman, Esq., and Ashleigh L.
Blaylock, Esq., at Akin Gump Strauss Hauer & Feld LLP.

Attorneys for Ad Hoc Committee of Second Lien Noteholders are
Dennis F. Dunne, Esq., Michael Hirschfeld, Esq., and Samuel A.
Khalil, Esq., at Milbank, Tweed, Hadley & McCloy LLP.

Momentive Performance Materials Inc. and its debtor-affiliates
notified the U.S. Bankruptcy Court for the Southern District of
New York that their joint Chapter 11 plan of reorganization became
effective as of Oct. 24, 2014, at 4:00 p.m. (prevailing Eastern
Time).  The Court confirmed their joint plan on Sept. 11, 2014.


MORTGAGE LENDERS: Defendants Can't Appeal Order in Sales Rep Suit
-----------------------------------------------------------------
Michael Meyers, David Rundella, David Bosefski, Scott Kerico, Marc
Ambrose, Lisa Macone, Johanna Curley, and Jeffery DePalma sued
Mitchell L. Heffernan and James E. Pedrick -- "defendants" or the
"third-party plaintiffs" -- alleging that defendants failed to pay
them earned commissions, in violation of the New Jersey Wage
Payment Law, N.J.S.A. 34:11-4.1 et seq. (the "WPL") and the Sales
Representatives' Rights Act, N.J.S.A. 2A:61A-1 et seq. (the
"SRRA").

Plaintiffs allege that they were employed as commissioned sales
representatives by the now-defunct Mortgage Lenders Network, a
mortgage banking company, until February 2007.  Plaintiffs filed
the complaint on February 18, 2010, seeking to hold defendants
personally liable for unpaid commissions they allegedly earned as
employees of MLN.  Plaintiffs claim that, sometime prior to
February 2007, MLN stopped paying them earned commissions.
Plaintiffs asserted claims against defendants for violations of
the WPL and the SRRA. The Court dismissed with prejudice, by
consent of the parties, the SRRA claims asserted against
defendants.

MLN petitioned for bankruptcy relief on February 5, 2007 under
Chapter 11 of the United States Bankruptcy Code, in the United
States Bankruptcy Court for the District of Delaware.  On February
3, 2009, the Bankruptcy Judge entered an order confirming the
First Amended Plan of Liquidation as Modified of MLN.  On July 19,
2011, the Bankruptcy Judge entered an order approving the final
distributions, including distributions to most of the plaintiffs,
in the MLN Bankruptcy Case.

The third-party plaintiffs filed a third-party complaint against
the third-party defendants, Steven Patton and Paul Impagliazzo --
"third-party defendants" or the "fourth-party plaintiffs" --
pursuant to Federal Rule of Civil Procedure 14, for
indemnification and contribution in the event they are held liable
to plaintiffs in the main action.  The fourth-party plaintiffs
then filed a fourth-party complaint against the fourth-party
defendants, Randal Roberge and Michael Simeone -- "fourth-party
defendants" -- pursuant to Rule 14, for indemnification and
contribution in the event they are held liable to the third-party
plaintiffs or plaintiffs.

Defendants now ask the U.S. District Court for the District of New
Jersey to certify part of an order entered on July 8, 2014 for
appellate review by the U.S. Court of Appeals for the Third
Circuit pursuant to 28 U.S.C. Section 1292(b) and for a stay.
Defendants move to stay the matter pending appellate review of:
(a) whether a two-year or six-year statute of limitations applies
to Plaintiffs' claims under the WPL; and (b) whether Plaintiffs
are collaterally estopped from claiming damages in excess of those
sought in the bankruptcy proceeding of their former employer, less
any distributions they received in the bankruptcy proceeding.

Plaintiffs oppose the motion.

In a Dec. 19 Memorandum Opinion available at http://is.gd/itfG4I
from Leagle.com, District Judge Mary L. Cooper denied the motion
for certification and for stay.

A story on the Court's July 8 decision was reported in the July 14
edition of the Troubled Company Reporter.  A copy of the July 8,
2014 Memorandum Opinion written by Judge Cooper is available at
http://is.gd/1bT2vEfrom Leagle.com.

The case is, MICHAEL MEYERS, et al., Plaintiffs, v. MITCHELL L.
HEFFERNAN, et al., Defendants. MITCHELL L. HEFFERNAN, et al.,
Third-Party Plaintiffs, v. STEVEN PATTON, et al., Third-Party
Defendants. STEVEN PATTON, et al., Fourth-Party Plaintiffs, v.
RANDAL ROBERGE, et al., Fourth-Party Defendants, CIVIL ACTION NO.
12-2434 (MLC) (D.N.J.).

The Plaintiffs are represented by:

     Scott H. Bernstein, Esq.
     McCARTER & ENGLISH, LLP
     Four Gateway Center
     100 Mulberry St.
     Newark, NJ 07102
     Tel: 973.639.2007
     Fax: 973.297.3797
     E-mail: sbernstein@mccarter.com

Defendants Mitchell L Heffernan and James E Pedrick are
represented by:

     Lesley M. Ibanez, Esq.
     Judith P. Rodden, Esq.
     POZZUOLO RODDEN, P.C.
     Cherry Hill 1916 E. Route 70, Suite 6
     Cherry Hill, NJ 08003
     Tel: 856-489-7730

                      About Mortgage Lenders

Middletown, Connecticut-based Mortgage Lenders Network USA Inc. --
http://www.mlnusa.com/-- was once the 15th largest mortgage
lender in the United States.  The Company filed for Chapter 11
protection on February 5, 2007 (Bankr. D. Del. Case No. 07-10146).
Pachulski Stang Ziehl & Jones LLP represents the Debtor.  Blank
Rome LLP represents the Official Committee of Unsecured Creditors.
In the Debtor's schedules of assets and liabilities filed with the
Court, it disclosed total assets of $464,847,213 and total debts
of $556,459,464.

The Honorable Peter J. Walsh approved the Company's the First
Amended Plan of Liquidation as Modified on February 3, 2009.  A
full-text copy of the Debtor's First Amended Liquidating Plan
under Chapter 11 of the Bankruptcy Code, dated December 19, 2008,
is available at http://is.gd/1a3YGat no charge.

On July 19, 2011, the Bankruptcy Judge entered an Order approving
the final distributions, including distributions to most of the
plaintiffs, in the MLN Bankruptcy Case.


NEWPAGE WISCONSIN: March 30 Settlement Fairness Hearing Set
-----------------------------------------------------------
Saveri & Saveri, Inc. and Trump, Alioto & Prescott LLP on Dec. 23
disclosed that your rights may be affected by class action
lawsuits entitled The Harman Press v. International Paper Co., et
al., San Francisco Superior Court Case No. CGC-04-432167.  The
Court has preliminarily approved a settlement agreement between
Plaintiffs and defendants Stora Enso North America Corporation,
n/k/a NewPage Wisconsin System, Inc. ("SENA") and Stora Enso Oyj
("SEO"), and has scheduled a hearing to consider the fairness,
adequacy, and reasonableness of the proposed settlement.  If the
Court grants final approval to the settlement, all named
defendants will have settled and the litigation will be concluded.

WHAT ARE THE LAWSUITS ABOUT? Plaintiffs, on behalf of themselves
and all other similarly situated persons and entities in the State
of California, allege that Settling Defendants and UPM-Kymmene
Corporation have unlawfully conspired to fix, raise, maintain, or
stabilize the price of Publication Paper, and that such conduct
violates the antitrust and/or consumer protection laws of
California. Defendants deny liability.

WHAT IS PUBLICATION PAPER? Publication Paper refers to paper that
contains a layer of coating material, such as kaolin, calcium
carbonate, titanium oxide, latex and/or other materials, in
combination with an adhesive, on one or both surface(s) of the
papers, and consists of coated groundwood and coated freesheet
papers in grades 1 through 5.

WHO IS AN INDIRECT PURCHASER? An indirect purchaser is a person or
entity (1) who bought Publication Paper from someone other than a
manufacturer of Publication Paper, including the Defendants or
their subsidiaries or affiliates, or (2) who purchased products
that contain Publication Paper, such as magazines and flyers.

WHO IS IN THE SETTLEMENT CLASS? All persons who resided in
California and all entities which had a place of business in
California as of November 21, 2014, whether or not a resident of
or a business located in California at the time of purchase, and,
at any time during the period June 8, 2000 up to and including
January 29, 2014, indirectly purchased in the State of California,
Publication Paper from any of the Defendants are in the
"Settlement Class."

WHAT ARE THE PROPOSED SETTLEMENT TERMS? In exchange for the
release of claims by the Settlement Class, SEO has agreed to pay
$125,000.  The Settlement Amount plus interest is the "Settlement
Fund."  In addition, SEO has agreed to pay into the Settlement
Fund an amount equal to one-half the cost of the expenses of
providing notice of the settlement to the Class, up to a maximum
total payment of $12,500.  The Settlement Fund, plus $900,000
recovered in a prior settlement with UPM-Kymmene Corporation, is
the "Combined Settlement Fund."

HOW WILL THE COMBINED SETTLEMENT FUND BE DISTRIBUTED? Plaintiffs'
Counsel will submit a plan of distribution to the Court for
distribution of the Combined Settlement Fund in the litigation,
less court-approved costs, expenses and attorneys' fees not to
exceed 1/3 of the Combined Settlement Fund, to eligible non-profit
organizations in the State of California who are, as nearly as
practicable, representative of the interests of indirect
purchasers of Publication Paper, or to other such organizations as
the Court may approve or direct, in accordance with applicable
law.  Plaintiffs' Counsel shall submit the names and identities of
eligible non-profit organizations for the Court's approval at the
fairness hearing.  Plaintiffs propose distributing the Combined
Settlement Fund in this manner due to the high cost of processing
claims and making direct cash distributions to potentially
millions of claimants relative to the average likely award to
those claimants.  Under the plan of distribution, payments will
not be made to Settlement Class Members.  The plan of distribution
is not part of the Settlement Agreement, and any order of the
Court relating to such plan shall not affect the finality of the
Settlement Agreement.

WHAT ARE MY OPTIONS? If you wish to remain a member of the
Settlement Class you need not take any action.  You will be bound
by the judgment of the Court regarding your claims and cannot
present them in another lawsuit.  If you don't want to be a member
of the Settlement Class, or be legally bound by the Settlement,
you must exclude yourself in writing by March 2, 2015.  If you
exclude yourself from the Settlement, you will preserve your
right, if any, to sue SENA and SEO regarding the legal claims in
this case.  However, on September 7, 2011, SENA and certain of its
affiliates filed for bankruptcy in the United States Bankruptcy
Court for the District of Delaware.  The United States Bankruptcy
Court for the District of Delaware confirmed the Chapter 11
bankruptcy plan of SENA, and on December 21, 2012, the Chapter 11
plan became effective.  SENA received a discharge from claims
under the terms of its confirmed and effective Chapter 11 plan in
the Bankruptcy Cases. For more details regarding SENA's
bankruptcy, please review the Detailed Notice on
www.CaliforniaPublicationPaperSettlement.com

The Detailed Notice also describes how to exclude yourself from
the Settlement Class and how to object to the Settlement.  If you
remain a Settlement Class Member, you may object to the Settlement
by March 2, 2015.  The Court will hold a Fairness Hearing at 9:00
a.m. on March 30, 2015, at 400 McAllister St., Dept. 304,
San Francisco, CA 94102.  At this hearing, the Court will consider
whether the Settlement is fair, reasonable and adequate and should
be granted final approval.  You may appear at the hearing, but you
don't have to.

HOW CAN I OBTAIN THE FULL NOTICE AND ADDITIONAL INFORMATION ABOUT
THE PROPOSED SETTLEMENT? You may obtain a copy of the full notice
and the proposed settlement by (a) contacting California
Publication Paper Antitrust Settlement Administrator, P.O. Box
6177, Novato, CA 94948-6177, 1-866-335-1850; or (b) visiting the
website: www.CaliforniaPublicationPaperSettlement.com

All questions you may have concerning the Settlement Agreement or
this Summary Notice should be directed to the Settlement
Administrator.


O&G LEASING: 2nd Amended Chapter 11 Plan Declared Effective
-----------------------------------------------------------
O&G Leasing LLC and its debtor-affiliates notified the U.S.
Bankruptcy Court for the Southern District of Mississippi that
their second amended Chapter 11 plan of reorganization became
effective on Dec. 19, 2014.

These deadlines are established, either in the plan or the
confirmation order, by which dates certain action may be required
to be taken in order to preserve certain rights thereunder:

  -- Applications for allowance and payment of Administrative
     Claims incurred prior to the Effective Date, including final
     fee applications of Professionals, must be filed with the
     Bankruptcy Court and served on counsel for the Debtors no
     later than 30 days after the Effective Date or such
     other date as may be agreed to in writing by the Debtors or
     fixed by the Court.

  -- If the Debtors intend to assume an Executory Contract or
     Lease pursuant to the Plan, and any amount necessary to cure
     any default thereunder is due and owing, said amount is
     provided herewith to all counterparties to any such Executory
     Contract or Lease.  If any counterparty to any such Executory
     Contract or Lease objects to the proposed cure amount
     asserted by the Debtors, objection to said cure amount must
     be filed with the Bankruptcy Court and served on counsel for
     the Debtors no later than 30 days after the Effective Date.

  -- If you have been provided with notice from the Debtors of
     their intent to reject an Executory Contract or Lease
     pursuant to the Plan, then any resulting Rejection Claim must
     be filed with the Bankruptcy Court and served on counsel for
     the Debtors no later than 30 days after the Effective Date.

  -- Objections to Claims must be filed with the Bankruptcy Court
     and served on the holder of such Claim and its counsel of
     record no later than 60 days after the Effective Date.

                         About O&G Leasing

Jackson, Mississippi-based O&G Leasing, LLC, was formed in 2006 to
acquire and construct land drilling rigs that it would lease to
its wholy-owned subsidiary, Performance Drilling Company, LLC.
Performance was formed to provide contract drilling services for
tArkLaTex (Arkansas, Louisiana and Eastern Texas) region, well as
Alabama, Florida, Mississippi and Oklahoma.

O&G Leasing filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Miss. Case No. 10-01851) on May 21, 2010.  The Debtor
estimated $10 million to $50 million in assets and $50 million to
$100 million in debts.

Performance filed a separate petition for Chapter 11 relief
(Bankr. S.D. Miss. Case No. 10-01852) on May 21, 2010.
Performance estimated assets and debts of between $1 million and
$10 million in its petition.

The Debtors retained McCraney, Montagnet, Quin & Noble, PLLC as
their bankruptcy counsel and Young Williams, P.A., as corporate
counsel.  Young Williams was replaced by Bradley Arant Boult
Cummings, LLP, as corporate counsel effective March 8, 2012, but
remained engaged as special counsel on litigation matters.
BMC Group, Inc., serves as the Debtors' solicitation and voting
agent.

The U.S. Bankruptcy Court for the Southern District of Mississippi
confirmed on April 22, 2013, O&G Leasing, LLC, et al.'s Second
Amended Plan of Reorganization filed Jan. 8, 2013, the Plan
Supplement filed Feb. 5, 2013, and the Immaterial Modifications to
the Second Amended Plan filed April 11, 2013.


P.K. LAND: Appeals Court Revives Law Firm's Suit for Unpaid Fees
----------------------------------------------------------------
The Court of Appeals of Michigan vacated a trial court's order
granting summary disposition in favor of the defendant in a
lawsuit filed by a bankruptcy lawyer against his clients for
unpaid fees.

In the appellate case, THOMAS J. BUDZYNSKI, P.C., Plaintiff-
Appellant, v. MONIQUE RENEE BIL, Defendant-Appellee, NO. 317634
(Mich. App.), the Plaintiff is a professional corporation through
which attorney Thomas Budzynski, practices law. In 2006, Paul Bil,
then husband to the defendant, and Mr. Bil's company P.K. Land
Management retained the plaintiff for legal services to file for
bankruptcy.  Mr. Bil's business property he owned through PKLM was
facing foreclosure.  The Plaintiff made a loan of $25,000 to Mr.
Bil and PKLM, secured by a promissory note drafted by the
plaintiff and signed by Mr. Bil and the defendant. The promissory
note was executed on April 20, 2006.  Neither Mr. Bil nor the
defendant made payment on the loan.

The firm filed a complaint against the defendant only on July 6,
2012.  The Complaint alleged three counts.  Count I was for Breach
of Contract for the nonpayment of legal services performed
totaling $6,612.64. Count II was for the amount owed on the
promissory note which by that time was calculated at $42,048.74 to
include the 11% per year interest. Count III alleged Quantum
Meruit/Unjust Enrichment related to the benefit of services
received in Count I without payment for those services.

The Defendant answered the Complaint and filed affirmative
defenses on November 19, 2012. A short time later, on January 24,
2013, the defendant filed a motion for summary disposition
pursuant to MCR 2.116(C)(8) and (10). In her motion, the defendant
argued that the plaintiff was not entitled to relief because the
plaintiff violated MRPC 1.8(a) and (e). On the same day, the
defendant and Mr. Bil filed supporting affidavits with the trial
court.  The Defendant's affidavit averred that she was rushed to
the plaintiff's office to sign the promissory note without
reasonable notice or the benefit of independent legal advice as
required under MRPC 1.8(a). Mr. Bil's affidavit was consistent
with the defendant's, and added that he hired the plaintiff to
avoid foreclosure litigation and that the promissory note was for
the plaintiff's benefit.

The parties engaged in discovery and on February 7, 2013, the
plaintiff motioned the trial court to amend the Complaint to
remove Count I Breach of Contract because the defendant was not
his client.  The proposed amended Complaint was otherwise
identical to the original Complaint. Four days later, the
plaintiff filed a response to defendant's motion for summary
disposition arguing that he did not loan money to his clients in
anticipation of litigation and requested summary disposition in
his favor under MCR 2.116(I)(2).

The trial court issued its opinion and order on June 3, 2013
granting the defendant summary disposition and denying the firm
leave to amend the Complaint. The trial court determined no
genuine issue of material fact existed as to the plaintiff's
violation of MRPC 1.8(e). The court additionally found that any
amendment to the Complaint would be futile.  The Plaintiff filed
for reconsideration of the court's order on June 24, 2013. the
Plaintiff attached his own affidavit to the motion for
reconsideration which averred that he did not loan money to PKLM
or Mr. Bil in anticipation of litigation, that he complied with
MRPC 1.8(a)(1)-(3), and that the purpose of the financial
assistance was solely to help with the restructure of debt for
PKLM. The court rejected the plaintiff's arguments finding that no
palpable error was committed by the court in its prior decision.

The Plaintiff argues that the trial court erred in granting
summary disposition to defendant for two reasons: failure to plead
MRPC 1.8(e) as an affirmative defense and because a factual
dispute existed as to whether MRPC 1.8(e) was applicable to the
transaction between the plaintiff and Mr. Bil, and the plaintiff
and PKLM.

The Appeals Court agrees with the trial court that the defendant
sufficiently pled MRPC 1.8(e) as an affirmative defense but finds
that a factual dispute exists as to whether MRPC 1.8(e) was
violated.

"Because we find that a genuine issue of material fact existed as
to whether plaintiff loaned his clients financial assistance in
anticipation of litigation, we vacate the trial court's summary
disposition order and remand for further proceedings consistent
with this opinion," the Appeals Court said.

A copy of the Appeals Court's Dec. 23, 2014 per curiam decision is
available at http://is.gd/OMuPB1from Leagle.com.


PACIFIC STEEL: Mowat Mackies to Prepare 2015 Tax Returns
--------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of California
authorized Pacific Steel Casting Company and Berkeley Properties,
LLC to expand the employment of Mowat Mackie & Anderson LLP as
their accountant to include preparation of tax returns and other
filings for the tax year ending March 31, 2015.

As reported on the Troubled Company Reporter on April 17, 2014,
the Debtors sought the Court's authority to employ the firm as
their accountant, effective Mar. 27, 2014.

The Debtors require Mowat Mackie to:

   (a) audit the consolidated balance sheet of the Debtors as of
       Mar. 31, 2014, and the related consolidated statements of
       operations, stockholders' equity, and cash flows for the
       year then ended;

   (b) provide tax services to the Debtors including but not
       limited to preparation of tax returns and other filings
       for the year ending Mar. 31, 2014;

   (c) prepare any foreign reporting requirements; and,

   (d) assist with responding to the IRS audit.

Mowat Mackie will be paid at these hourly rates:

       Robert Rognon                      $325
       Various Staff Accountants       $115-$280

Mowat Mackie estimated that its fees for the services identified
herein will range from $65,000 to $70,000 for the audit; $12,000
to $15,000 for preparation of the consolidated income tax returns;
$1,000 to $1,500 for additional tax returns of BP; and, $2,000 for
preparation of foreign reporting documents.  Mowat Mackie cannot
provide an estimate for the fees associated with the IRS audit
because of the nature of such services and the uncertainty of the
time required.

Julie H. Rome-Banks, partner of Binder & Malter, LLP, Debtors'
attorneys, 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.


PANTECH CO: U.S. Court Recognizes Korean Proceeding
---------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Georgia
entered an order recognizing Pantech Co., Ltd.'s bankruptcy case
in Korea as foreign main proceeding.

AT&T Inc., et al., filed a limited objection to the petition and
application for a temporary restraining order and a preliminary
and permanent injunction submitted by Joonwoo Lee, the putative
foreign representative of the Debtor.  According to AT&T, it is
opposed to the Debtor's improper effort to obtain a sweeping
permanent injunction against all persons and entities through its
petition for recognition of foreign main proceeding.

The Bankruptcy Court held a Dec. 17 hearing to consider
recognition of the Korean bankruptcy case.

                         About Pantech

Founded in 1991, Pantech Co. is a Korean manufacturer and seller
of mobile devices.  Major shareholders include Qualcomm (11.96%),
Korea Development Bank (11.81%), and Samsung Electronics Co., Ltd
(10.03%).

Pantech filed for court receivership in Seoul, Korea in August
2014 after its latest flagship smartphone failed to take off.  The
Seoul Court set Nov. 7, 2014 as the date of the first meeting of
persons concerned.

The company filed for Chapter 15 bankruptcy protection at the U.S.
Bankruptcy Court in Atlanta (Bankr. N.D. Ga. Case No.: 14-70482)
on Oct. 16, 2014.

Joonwoo Lee, the Seoul-court appointed custodian, serving as
foreign representative in the U.S. case, is represented by
attorneys at Jacobs Legal, LLC, and H.C. Park & Associates.

The Debtor is estimated to have assets and debt ranging from
$100 million to $500 million.


PHOENIX PAYMENT: Files Reorganization Plan, Disclosure Statement
----------------------------------------------------------------
Phoenix Payment Systems, Inc., filed with the U.S. Bankruptcy
Court for the District of Delaware a joint plan of reorganization
and disclosure statement, which provide that the reorganized
debtor will continue to operate.

The Reorganized Debtor Assets will revest in the reorganized
debtor and the remainder, which is a majority of the Debtor's
assets, including the proceeds from the sale, will be transferred
to a liquidating trust for distribution to creditors and
stockholders.

The Debtor estimates that it will be able to make an initial
distribution of not less than $27.5 million of cash on the
effective date.  The Debtor estimates that the holders of General
Unsecured Claims, the Frascella Claims and the Schubiger Claims
will receive 90% of the amounts of their claims from the initial
distribution.

The hearing on the approval of the Disclosure Statement is
scheduled to be held on Jan. 30, 2015, at 10:30 a.m. (prevailing
Eastern Time).  Objections, if any, to the Disclosure Statement
must be served by Jan. 20.

The hearing on the confirmation of the Plan is tentatively
scheduled for March 10, 2015, at 10:30 a.m. (prevailing Eastern
Time).

A full-text copy of the Disclosure Statement dated Dec. 23, 2014,
is available at http://bankrupt.com/misc/PHOENIXds1223.pdf

                      About Phoenix Payment

Founded in 2004, Phoenix Payment Systems, Inc., aka Electronic
Payment Systems, aka EPX, is an international payment processor
with corporate headquarters in Wilmington, Delaware, and
technology headquarters in Phoenix, Arizona.  It provides
acceptance, processing, support, authorization and settlement
services for credit card, debit card and e-check payments.

Providing processing services at more than 8,700 locations
worldwide, PPS processed, in multiple currencies, 280 million
transactions in 2013 and expects to process 400 million in 2014.

Phoenix Payment Systems sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case No. 14-11848) on Aug. 4,
2014, to quickly sell its assets.

As of the Petition Date, the Debtor had total outstanding
liabilities and other obligations of $16.6 million and 9.8 million
shares of outstanding preferred and common stock.  Debt to secured
creditor The Bancorp Bank is estimated at $6.2 million.  The
Debtor disclosed $7,230,399 in assets and $14,083,645 in
liabilities as of the Chapter 11 filing.

Judge Mary F. Walrath presides over the case.

The Debtor's attorneys are Richard J. Bernard, Esq., at Foley &
Lardner LLP, in New York; and Mark D. Collins, Esq., Russell
Siberglied, Esq., Zachary I Shapiro, Esq., and Marisa A.
Terranova, Esq., at Richards Layton & Finger, P.A., in Wilmington,
Delaware.  The Debtor's banker and financial advisor is Raymond
James & Associates, Inc., while Bederson, LLC, is the Debtor's
accountant.  PMCM, LLC, provides advisory services and executive
leadership to the Debtor.  The Debtor's claims and noticing agent
is Omni Management Group, LLC.

The U.S. Trustee for Region 3 has appointed three members to the
Official Committee of Unsecured Creditors.  The Committee tapped
to retain Lowenstein Sandler LLP, and White and Williams LLP as
its co-counsel; Alvarez & Marsal North America, LLC as its
financial consultant.


PHOENIX PAYMENT: To Pay $131K to Prepetition Lender
---------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware approved a stipulation authorizing Phoenix
Payment Systems, Inc., to use the cash collateral securing its
prepetition indebtedness from The Bancorp Bank.

The stipulation provides that the Bank has requested, and the
Debtor has agreed to provide, the Bank with additional adequate
protection in the form of the Debtor (i) making a cash payment in
the amount of $131,287 to replenish the reserve fund held by the
Bank on account of the Debtor's guaranty of Raymond Moyer's home
equity line of credit, and (ii) allowing the Bank to draw down on
the Bank HELOC Reserve to satisfy the monthly principal and
interest payments due on the Equity Line from and after Sept. 1,
2014.

Zachary I. Shapiro, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware, notified the Court that the stipulation has
been circulated to, and is acceptable to, the Bank and the
Official Committee of Unsecured Creditors.  Mr. Shapiro adds that
the stipulation has been circulated to the U.S. Trustee and the
U.S. Trustee does not object to the entry of the order.

A full-text copy of the Cash Collateral Order and Budget dated
Dec. 22, 2014, is available at http://is.gd/2g8947

                      About Phoenix Payment

Founded in 2004, Phoenix Payment Systems, Inc., aka Electronic
Payment Systems, aka EPX, is an international payment processor
with corporate headquarters in Wilmington, Delaware, and
technology headquarters in Phoenix, Arizona.  It provides
acceptance, processing, support, authorization and settlement
services for credit card, debit card and e-check payments.

Providing processing services at more than 8,700 locations
worldwide, PPS processed, in multiple currencies, 280 million
transactions in 2013 and expects to process 400 million in 2014.

Phoenix Payment Systems sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case No. 14-11848) on Aug. 4,
2014, to quickly sell its assets.

As of the Petition Date, the Debtor had total outstanding
liabilities and other obligations of $16.6 million and 9.8 million
shares of outstanding preferred and common stock.  Debt to secured
creditor The Bancorp Bank is estimated at $6.2 million.  The
Debtor disclosed $7,230,399 in assets and $14,083,645 in
liabilities as of the Chapter 11 filing.

Judge Mary F. Walrath presides over the case.

The Debtor's attorneys are Richard J. Bernard, Esq., at Foley &
Lardner LLP, in New York; and Mark D. Collins, Esq., Russell
Siberglied, Esq., Zachary I Shapiro, Esq., and Marisa A.
Terranova, Esq., at Richards Layton & Finger, P.A., in Wilmington,
Delaware.  The Debtor's banker and financial advisor is Raymond
James & Associates, Inc., while Bederson, LLC, is the Debtor's
accountant.  PMCM, LLC, provides advisory services and executive
leadership to the Debtor.  The Debtor's claims and noticing agent
is Omni Management Group, LLC.

The U.S. Trustee for Region 3 has appointed three members to the
Official Committee of Unsecured Creditors.  The Committee tapped
to retain Lowenstein Sandler LLP, and White and Williams LLP as
its co-counsel; Alvarez & Marsal North America, LLC as its
financial consultant.


POINT BLANK: Judge Sontchi to Handle Chapter 11 Case
----------------------------------------------------
The Hon. Brendan Linehan Shannon of the U.S. Bankruptcy Court for
the District of Delaware reassigned the Chapter 11 case of Point
Blank Solutions Inc. to the Hon. Christopher S. Sontchi.

Headquartered in Pompano Beach, Florida, Point Blank Solutions,
Inc. -- http://www.pointblanksolutionsinc.com/-- designs and
produces body armor systems for the U.S. Military, Government and
law enforcement agencies, as well as select international markets.
The Company maintains facilities in Pompano Beach, Florida, and
Jacksboro, Tennessee.

The Company's former chief executive officer and chief operating
officer were convicted in September 2010 of orchestrating a
$185 million fraud.

Point Blank Solutions, formerly DHB Industries, filed for
Chapter 11 protection (Bankr. D. Del. Case No. 10-11255) on
April 14, 2010.  Laura Davis Jones, Esq., Alan J. Kornfeld, Esq.,
David M. Bertenthal, Esq., and Timothy P. Cairns, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as bankruptcy counsel to
the Debtor.  Olshan Grundman Frome Rosenweig & Wolosky LLP serves
as corporate counsel.  Epiq Bankruptcy Solutions serves as claims
and notice agent.

The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Equity Security
Holders in the case.  Ian Connor Bifferato, Esq., and Thomas F.
Driscoll III, Esq., at Bifferato LLC; and Carmen H. Lonstein,
Esq., Andrew P.R. McDermott, Esq., and Lawrence P. Vonckx, Esq.,
at Baker & McKenzie LLP, serve as counsel for the Official
Committee of Equity Security Holders.  Robert M. Hirsh, Esq., and
George P. Angelich, Esq., at Arent Fox LLP, serve as counsel to
the Creditors Committee, and Frederick B. Rosner, Esq., and
Brian L. Arban, Esq., at the Rosner Law Group LLC, serve as
co-counsel.

In October 2011, the Debtors sold substantially all assets to
Point Blank Enterprises, Inc.  The lead debtor changed its name to
SS Body Armor I, Inc. following the sale.


POLAROID CORP: Gordon Brothers, Hilco, Pholad Buy Interests in PLR
------------------------------------------------------------------
Gordon Brothers Group, Hilco Global and Pohlad Family Capital Fund
(PFCF) on Dec. 29 disclosed that PFCF and another family office
investor have acquired interests in PLR IP Holdings, LLC, the
owner of the Polaroid brand and related intellectual property,
from Knightsbridge Capital Partners and the Chapter 7 bankruptcy
trustee of PBE Corporation (the former Polaroid Corporation).  The
transaction marks the next phase of the company's evolution after
a successful five year effort to reestablish Polaroid as the
preeminent brand for instant photography and related consumer
electronics worldwide.

Polaroid is an iconic brand known the world over for pioneering
and perfecting instant photography -- both in the analog and
digital eras.  Today, the Polaroid brand is found on a broad range
of consumer electronics products including instant and digital
still cameras, lifestyle action sports cameras, tablets and flat
screen TVs.  Polaroid products are currently sold in over 100,000
retail stores in more than 100 countries throughout the world.
Innovative products such as the Polaroid Cube and Socialmatic
Instant Digital Camera continue to break through established
barriers, bringing ease-of-use, sharing and fun to consumers
everywhere.

Gordon Brothers Group and Hilco Global acquired the intellectual
property and other assets of the Polaroid Corporation in 2009
following the company's bankruptcy filing.  The acquisition
included a material investment by Knightsbridge Capital Partners
and an equity stake for the bankruptcy estate of the then Polaroid
Corporation (now PBE Corp.).  Since that time, the joint venture
has transformed the company into a global licensing platform under
a new management team lead by Scott W. Hardy, President and CEO.
Polaroid currently has over 50 best-in-class licensees across the
globe, all of which have contributed to the company regaining its
place as a leading international consumer electronics brand.

"We are very excited to partner with these new investors to take
Polaroid to the next level," stated Kenneth S. Frieze, CEO of
Gordon Brothers Group.  "We are proud of what we have accomplished
and believe this new investment will position us to continue our
work with Polaroid and contribute to other future collaborative
brand projects in this space" he added.

"This transaction presents us with the opportunity to capitalize
on what we see as a strong, strategic growth opportunity and to
contribute to the compelling resurgence of Polaroid," said
Jann Ozzello Wilcox, Chief Investment Officer of Marquette
Companies.  "The management team of Polaroid is exceptional and we
are pleased to partner with other investors -- some new, and some
existing -- that bring additional expertise beyond our own."

"The progress we've made in revitalizing the brand is impressive,"
said Jeffrey B. Hecktman, Chairman and CEO of Hilco Global.  "Over
the years, Hilco Global has made successful strategic investments
in iconic brand names and high-profile consumer companies like
Polaroid and we are certain that with this new partnership and
investment group, Polaroid is poised for further success."

"We are very excited about this deal and what it means for
Polaroid in 2015 and beyond," said Scott W. Hardy, President and
CEO of Polaroid.  "The addition of these new investors to the
ownership group will bring stable family capital to the Polaroid
brand over the long-term.  The new investors, in partnership with
Gordon Brothers Group and Hilco Global, are firmly committed to
the viability and success of Polaroid, as well as the current
business model and management team.  This deal is a testament to
the success we've achieved over the past five years and represents
the next step in the ongoing resurgence of our iconic American
brand."

Polaroid's management team and headquarters will remain in
Minnetonka, Minnesota.  The company also maintains offices in New
York City and Hong Kong, with plans for expansion into other
international offices.

                    About Polaroid Corp.

Polaroid Corporation -- http://www.polaroid.com/-- makes and
sells films, cameras, and other imaging products.  Polaroid
filed for chapter 11 protection on Oct. 12, 2001 (Bankr. D.
Del. Case No. 01-10864) and again on Dec. 18, 2008 (Bankr. D.
Minn. Case No. 08-46617).  PLR Acquisition LLC, a joint venture
composed of Hilco Consumer Capital L.P. and Gordon Brothers
Brands LLC, acquired most of Polaroid's assets -- including the
Polaroid brand and trademarks -- in May 2009.  They paid $87.6
million for the brand.  Debtor Polaroid Corp. was renamed to PBE
Corp. following the sale.  The case was converted to Chapter 7 on
Aug. 31, 2009, and John R. Stoebner serves as the Chapter 7
Trustee.

The jointly administered Chapter 7 bankruptcy estates are Polaroid
Corp., Polaroid Holding Company, Polaroid Consumer Electronics,
LLC, Polaroid Capital, LLC, Polaroid Latin America I Corporation,
Polaroid Asia Pacific LLC, Polaroid International Holding LLC,
Polaroid New Bedford Real Estate, LLC, Polaroid Norwood Real
Estate, LLC, and Polaroid Waltham Real Estate, LLC.


PORTER BANCORP: Posts $849K Net Loss in Sept. 30 Quarter
--------------------------------------------------------
Porter Bancorp, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net
loss of $849,000 on $9.81 million of interest income for the three
months ended Sept. 30, 2014, compared with net income of $298,000
on $11.2 million of interest income for the same period in the
prior year.

The Company's balance sheet at Sept. 30, 2014, showed $1.03
billion in total assets, $1 billion in total liabilities, and
stockholders' equity of $29.3 million.

During the first nine months of 2014, the Company reported a net
loss attributable to common shareholders of $8.8 million, compared
with net loss attributable to common shareholders of $2.4 million
for the first nine months of 2013.  The increase in 2014 compared
to 2013 is primarily attributable to an increase in provision for
loan losses expense, coupled with a decrease in net interest
income and non-interest income.  At Sept. 30, 2014, the Company
continued to be involved in various legal proceedings in which it
disputes the material factual allegations.  After conferring with
its legal advisors, the Company believes it has meritorious
grounds on which to prevail.  If it does not prevail, the ultimate
outcome of any one of these matters could have a material adverse
effect on its financial condition, results of operations, or cash
flows.  These matters create substantial doubt about the Company's
ability to continue as a going concern, according to the
regulatory filing.

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

                       http://is.gd/r4sYk0

                       About Porter Bancorp

Porter Bancorp, Inc., is a bank holding company headquartered in
Louisville, Kentucky.  Through its wholly-owned subsidiary PBI
Bank, the Company operates 18 full-service banking offices in
12 counties in Kentucky.


PORTER BANCORP: Files Amendment to Second Quarter Report
--------------------------------------------------------
Porter Bancorp, Inc., filed with the U.S. Securities and Exchange
Commission an amendment to its quarterly report on Form 10-Q.
A copy of the Form 10-Q/A is available at http://is.gd/oxuTpF

In the report, the Company disclosed a net loss of $6.23 million
on $10.2 million of interest income for the three months ended
June 30, 2014, compared with a net loss of $1.31 million on $11.2
million of interest income for the same period during the prior
year.

The Company's balance sheet at June 30, 2014, showed $1.04 billion
in total assets, $1.01 billion in total liabilities, and
stockholders' equity of $30.6 million.

During the first six months of 2014, the Company reported net loss
attributable to common shareholders of $7.3 million, compared with
a net loss attributable to common shareholders of $2.2 million for
the first six months of 2013.  The increase in net loss in 2014
compared to 2013 is primarily attributable to an increase in
provision expense of $5.9 million to $6.3 million for the six
months ended June 30, 2014, compared to $450,000 for the six
months ended June 30, 2013.  At June 30, 2014, the Company
continued to be involved in various legal proceedings in which it
disputes the material factual allegations.  After conferring with
its legal advisors, the Company believes it has meritorious
grounds on which to prevail.  If it does not prevail, the ultimate
outcome of any one of these matters could have a material adverse
effect on its financial condition, results of operations, or cash
flows.  These circumstances create substantial doubt about the
Company's ability to continue as a going concern, according to the
regulatory filing.

                       About Porter Bancorp

Porter Bancorp, Inc., is a bank holding company headquartered in
Louisville, Kentucky.  Through its wholly-owned subsidiary PBI
Bank, the Company operates 18 full-service banking offices in
12 counties in Kentucky.


PRO MACH: S&P Withdraws CCR on Completed Sponsor Buy-out
--------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Pro Mach Inc., a subsidiary of packaging solutions
provider Pro Mach Group Inc., to 'B-' from 'B', and removed all
ratings on Pro Mach Inc. from CreditWatch, where S&P had placed
them with negative implications on Oct. 7, 2014.

S&P subsequently withdrew its corporate credit rating on Pro Mach
Inc.

At the same time, S&P withdrew all issue and recovery ratings on
Pro Mach Inc.'s first-lien facilities, which were refinanced as
part of the October 2014 transaction.

"The rating actions follow the completion of Pro Mach's
acquisition by private equity funds affiliated with AEA Investors
L.P.," said Standard & Poor's credit analyst Svetlana Olsha  We
lowered the rating on Pro Mach Inc. and removed it from
CreditWatch to reflect our view that its credit quality is now
aligned with that of Pro Mach Group Inc. following the close of
the acquisition transaction.  Immediately thereafter, we withdrew
all ratings on Pro Mach Inc. and its rated debt following the
repayment of all prior debt.


PROSPECT PARK: UST Calls Disclosure Statement "Inadequate"
----------------------------------------------------------
Roberta A. DeAngelis, U.S. Trustee for Region 3, objected to the
disclosure statement describing the Chapter 11 plan of Prospect
Park Networks LLC filed in the U.S. Bankruptcy Court for the
District of Delaware because the Debtor's plan is unconfirmable
because it has an indefinite, contingent effective date and
appears to hinge on speculative litigation winnings and the plan
does not comply with Sections 1129(a)(1), (a)(9) or (a)(11) of the
Bankruptcy Code.

The U.S. Trustee argued that the Debtor's disclosure statement
does not contain a proper liquidation analysis, demonstrate the
plan's feasibility, or include enough current information about
the Debtor's assets and liabilities.

The U.S. Trustee told the Court that it has not filed monthly
operating reports since July 2014.  The monthly operating reports
for August, September, and October are past due and may contain
information -- such as the results of the tax credit sale and the
amount of cash remaining in the Debtor's estate after the transfer
of a $400,000 litigation cost reserve to Jones Day's attorney
trust account -- that creditors may regard as material when
casting their vote.

The U.S. Trustee added the Debtor's monthly operating report for
November 2014 will also have been due.  Information in these
monthly operating reports should be incorporated into the Debtor's
proposed disclosure statement, thereby giving creditors a current
view of the bankruptcy estate.  The Court should not be required
to take up the plan confirmation process when grounds exist for
dismissing or converting the Debtor's bankruptcy case Section
1112(b)(4)(F), the trustee noted.

The U.S. Trustee said the Debtor's disclosure statement should not
be approved, and asked the Court to consider converting the case
to one under Chapter 7.


QTS REALTY: S&P Retains 'B+' Rating on Upsized Unsecured Debt
-------------------------------------------------------------
Standard & Poor's Ratings Services said that its ratings on
Overland Park, Kan.-based data center operator QTS Realty Trust
Inc. remain unchanged following the company's announcement of an
amendment to increase the size, extend the maturity, and reduce
the pricing on its unsecured credit facility.  The facility is
rated 'B+' with a recovery rating of '3', indicating S&P's
expectation for meaningful (50% to 70%) recovery for lenders in
the event of a payment default.

The amendment increases the size of QTS's unsecured revolving
credit facility to $550 million from $410 million and also extends
the maturity of the revolver one year to December 2018.  The
company also extended the maturity on its $100 million unsecured
term loan by one year to December 2019.

The 'B+' corporate credit rating and stable outlook on QTS reflect
S&P's view of favorable growth prospects for data centers and the
company's stable operations, which result in our "satisfactory"
assessment of the business risk.  The ratings also reflect S&P's
expectation for substantial cash outflows to support growth and
majority ownership by a private equity sponsor, which result in
our "highly leveraged" assessment of the financial risk.

RATINGS LIST

QTS Realty Trust Inc.
Corporate Credit Rating              B+/Stable/--
  $550 mil. revolver
  Senior Unsecured                    B+
   Recovery Rating                    3
  $100 mil. term loan
  Senior Unsecured                    B+
   Recovery Rating                    3


RADIAN ASSET: S&P Puts 'B+' Rating on CreditWatch Positive
----------------------------------------------------------
Standard & Poor's Ratings Services said that it placed its ratings
on Radian Asset Assurance Inc., including its 'B+' long-term
counterparty and financial strength ratings, on CreditWatch
Positive.  S&P is also affirming its 'AA' financial strength and
enhancement ratings on Assured Guaranty Municipal Corp., Assured
Guaranty Corp. (AGC), Assured Guaranty Re Ltd., and Municipal
Assurance Corp. (collectively, Assured).

Assured will purchase Radian Asset through AGC for $810 million in
cash.  As of Sept. 30, 2014, Radian Asset had statutory capital of
$1.3 billion ($1 billion f surplus and $287 million of contingency
reserves), remaining unearned premium reserves of $176 million,
and present value of installment premiums of $66 million.
Assured's purchase of Radian Asset will have an immaterial effect
on Assured's capital adequacy.  S&P expects the company to
maintain on a pro-forma basis more than $1.3 billion capital
cushion at the current rating level following the close of the
acquisition.

As of Sept. 30, 2014, Radian Asset's insured par totaled
approximately $19 billion, comprised of $11 billion in public-
finance transactions and $8 billion of structured-finance
transactions ($6.1 billion of corporate collateralized debt
obligation exposures will mature by 2017).  The proposed purchase
does not materially increase the theoretical losses of Assured's
insured portfolio or materially reduce the pro-forma capital
position upon the transaction close.

The stable outlook on Assured reflects its strong competitive
profile and very strong capital adequacy even with the proposed
acquisition.

S&P could lower its rating on Assured below the 'AA' category if
the current interest-yield and credit-spread compression
environment persists beyond the next 12 months and Assured's
public finance risk-adjusted pricing ratio remains at or less than
4%.  S&P could also lower the rating if the company exhibits
significant volatility from earnings or capital adequacy.  Based
on S&P's view of the new-issue U.S. public finance and financial
guarantee markets, S&P do not believe the business or financial
risk profiles of the company will change dramatically and
therefore do not expect to raise the ratings.

The complete list of ratings affected by this action will be
available in the coming days.  When available, the list can be
found on Standard & Poor's public Web site.  S&P's analysis of
these ratings actions is ongoing; S&P will post any additional
rating changes at the same location.

The CreditWatch Positive on Radian Asset is based on S&P's
expectation that the company's insured obligations will become
obligations of AGC.  S&P also expects that upon close of the
transaction, Radian Asset will be folded into AGC and dissolved.
S&P would maintain the rating on Radian Asset at the current level
if the transaction fails to occur.


REVEL AC: Requests $21 Million Increase in Bankruptcy Financing
---------------------------------------------------------------
Stephanie Gleason, writing for Daily Bankruptcy Review, reported
that the closed Revel Casino Hotel in Atlantic City, N.J., wants
to tap millions of dollars of new bankruptcy financing to pay a
$26 million settlement with the city over its 2014 property taxes.

According to the report, the casino is asking a bankruptcy judge
to approve a new $21 million increase in availability, which
includes $19 million in new financing provided by Wells Fargo NA.
The financing will be combined with $7 million in cash on hand to
fund a $26 million settlement with Atlantic City and provide
enough cash to operate until Jan. 8, the report related.

                          About Revel AC

Revel AC, Inc. -- http://www.revelresorts.com/-- owns and
operates Revel, a Las Vegas-style, beachfront entertainment resort
and casino located on the Boardwalk in the south inlet of Atlantic
City, New Jersey.

Revel AC Inc. and five of its affiliates sought bankruptcy
protection (Bankr. D.N.J. Lead Case No. 14-22654) on June 19,
2014, to pursue a quick sale of the assets.

The Chapter 11 cases are assigned to Judge Gloria M. Burns.  The
Debtors' Chapter 11 cases are jointly consolidated for procedural
purposes.

Revel AC estimated assets ranging from $500 million to $1 billion,
and the same amount of liabilities.

White & Case, LLP, and Fox Rothschild, LLP, serve as the Debtors'
Counsel, and Moelis & Company, LLC, is the investment banker.  The
Debtors' solicitation and claims agent is Alixpartners, LLP.

The prepetition first lenders are represented by Cadwalader,
Wickersham & Taft LLP.  The prepetition second lien lenders are
represented by Paul, Weiss, Rifkind, Wharton & Garrison LLP.  The
DIP agent is represented by Milbank, Tweed, Hadley & McCloy LLP.

This is Revel AC's second trip to bankruptcy.  The company first
sought bankruptcy protection (Bankr. D.N.J. Lead Case No. 13-
16253) on March 25, 2013, with a prepackaged plan that reduced
debt by $1.25 billion.  Less than two months later on May 15,
2013, the 2013 Plan was confirmed and became effective on May 21,
2013.


SEVENTY SEVEN: S&P Slashes Rating to 'B+' From 'BB-'
----------------------------------------------------
Standard & Poor's Ratings Services, on Dec. 22, 2014, took rating
actions on several U.S. oil and gas oilfield services (OFS)
companies after completing a review of the sector.  The review
follows a precipitous and severe decline in oil prices that will
lead to meaningful reductions to exploration and production (E&P)
capital spending in 2015 and 2016.  S&P believes, on average,
capital spending for E&P could be down approximately 25%,
affecting OFS companies' top lines as well as margins.  Lower
spending will affect some companies more than others, but all
companies will face weaker credit protection measures.  S&P
expects weaker credit protection measures over the next 12-24
months.

S&P has taken actions on these companies:

   -- S&P is placing its 'BBB-' corporate credit rating on
      Weatherford International PLC and all ratings on its debt on
      CreditWatch with negative implications.  The CreditWatch
      listing reflects the possibility that weakening demand and
      heightened price competition could undermine the benefits of
      the company's recent extensive cost cutting and deleveraging
      actions.  As part of S&P's review, it will assess additional
      measures the company plans to pursue in the face of
      deteriorating market conditions.

   -- S&P is lowering its corporate credit rating on Noble Corp.
      to 'BBB' from 'BBB+' and removing the rating from
      CreditWatch, where it placed it with negative implications
      on Oct. 19, 2014.  The outlook is stable.  The downgrade
      reflects weaker credit measures resulting from S&P's lower
      estimates for day-rates and utilization, particularly in the
      mid-water asset category, where Noble has a significant
      concentration.  Most of its rigs in this category have
      contracts rolling off in the next 12 to 18 months, further
      intensifying re-contracting risk amid a declining commodity
      price environment.  Furthermore, S&P is removing the
      "favorable" rating analysis as a result of a more aggressive
      financial policy due to the company's recently announced
      sizable share repurchase authorization.

   -- S&P is affirming its 'BBB' corporate credit and unsecured
      debt ratings on Nabors Industries Ltd., as well as the
      company's 'A-2' short-term commercial paper rating, but
      revising the outlook to negative from stable.  The outlook
      revision reflects S&P's revised forecast and its more
      pessimistic outlook for 2015 and 2016, as well as greater
      uncertainty surrounding its base-case forecast in light of
      very difficult operating conditions given recent crude oil
      price declines.  S&P expects that reduced demand, lower
      levels of drilling activity, and heightened competition in
      the onshore rig market will increase re-contracting risk
      over the next two years, resulting in downward pressure on
      day-rates, and lower utilization.  S&P expects profitability
      and credit measures will be weaker than previously expected,
      including funds from operations (FFO) to total debt to range
      between 30% and 35% over the next year and weakening further
      in 2016, compared with S&P's earlier expectation for FFO to
      total debt to generally range between 40% and 45% over the
      next two years.

   -- S&P is lowering its corporate credit rating on Hercules
      Offshore Inc. to 'B-' from 'B'.  The outlook is stable.  The
      downgrade reflects S&P's estimate for increased leverage as
      a result of lower day-rates and utilization for the
      company's offshore rigs, both in the company's Domestic
      Offshore and International Offshore segments.  S&P's
      estimates of lower utilization and day-rates are a result of
      S&P's expectation of decreased offshore drilling given lower
      oil prices.  S&P now expects FFO to debt to be below 12% and
      debt to EBITDA to exceed 5x in 2015.

   -- S&P is revising its rating outlook on Utex Industries Inc.
      to negative from stable and affirming its 'B' corporate
      credit rating on the company.  The negative outlook reflects
      S&P's expectation that the company's leverage could exceed
      7.5x in 2015 due to E&P company capital spending reductions
      and declining demand for oilfield services following the
      significant drop in crude oil prices and S&P's revised crude
      oil pricing expectations for 2015 and beyond.

   -- S&P is lowering its rating on Seventy Seven Energy to 'B+'
      from 'BB-'.  The outlook is negative.  The downgrade
      reflects S&P's estimate for increased leverage as a result
      of the projected slowdown in demand for land-based oilfield
      services, driven by S&P's reduced oil price deck
      assumptions, as well as S&P's revised assessment of the
      company's business risk now that the company's contracts
      with former parent Chesapeake Energy are more market based.

   -- S&P is revising its rating outlook on FTS International Inc.
      to negative from stable and affirming its 'B' corporate
      credit rating on the company.  The outlook revision reflects
      S&P's expectation that credit measures will weaken due to a
      projected slowdown in demand for fracking services and a
      drop in EBITDA margins, driven by our reduced oil price deck
      assumptions.  However, the company's liquidity remains
      "strong."

Ratings List

Placed On CreditWatch
                                        To                 From
Weatherford International Ltd.
Corporate Credit Rating       BBB-/WatchNeg      BBB-/Stable/--

Downgraded, Off CreditWatch
Noble Corp.
Corporate Credit Rating       BBB/Stable/--      BBB+/WatchNeg

Outlook Action/Rating Affirmed

Nabors Industries Ltd.
Corporate Credit Rating       BBB/Neg/--         BBB/Stable/--

Utex Industries Inc.
Corporate Credit Rating       B/Neg/--           B/Stable/--

FTS International Inc.
Corporate Credit Rating        B/Neg/--           B/Stable/-

Downgraded

Hercules Offshore Inc.
Corporate Credit Rating       B-/Stable/--       B/Neg/--

Seventy Seven Energy Inc.
Corporate Credit Rating       B+/Neg/--          BB-/Stable/--


SIGA TECHNOLOGIES: To Assume & Seek Modification of BARDA Deal
--------------------------------------------------------------
Following recent discussions with representatives of the Food and
Drug Administration (FDA) and the Biomedical Advanced Research and
Development Authority (BARDA) concerning SIGA Technologies, Inc.'s
smallpox antiviral drug Tecovirimat (also known as ST-246), SIGA
expects the provisional dosage for Tecovirimat will be increased
to 600 mg administered twice daily (600 mg BID or 1,200 mg per
day) from the previous provisional dosage of 600 mg once daily (or
600 mg per day). To accommodate the new provisional dosage, SIGA
anticipates extending its delivery schedule of Tecovirimat to
BARDA.

The extended delivery schedule is expected to result in the
delivery of approximately 360,000 courses at the new provisional
dosage in the first quarter of 2015 rather than approximately
710,000 courses as contemplated previously. Accordingly, there
will be a reduction in expected payments to SIGA for the delivery
of those courses from approximately $89 million to approximately
$48 million. Deliveries of additional courses in fulfillment of
the BARDA contract are expected to occur in 2016, at which time
SIGA expects to receive payments of approximately $41 million. In
addition, SIGA may be required to supplement previously delivered
courses of Tecovirimat, at no additional cost to BARDA, with
additional dosages so that all of the courses previously delivered
to BARDA will be at the new provisional dosage.

It is anticipated that SIGA's contract with BARDA will be modified
to reflect the increase in dosage and extended delivery schedule.
This modification is subject to the approval of the Bankruptcy
Court which SIGA intends to seek in connection with the assumption
of the BARDA contract (as so modified) under the provisions of the
Bankruptcy Code.

                    About SIGA Technologies

Publicly held SIGA Technologies, Inc., with headquarters in
Madison Avenue, New York, is a biotech/pharmaceutical company that
specializes in the development and commercialization of solutions
for serious unmet medical needs and biothreats.  SIGA's lead
product is Tecovirimat, also known as ST-246, an orally
administered antiviral drug that targets orthopoxviruses.

SIGA sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case
No. 14-12623) on Sept. 16, 2014, in Manhattan.  The case is
assigned to Judge Sean H. Lane.

The Debtor has tapped Weil, Gotshal & Manges LLP, as counsel, and
Prime Clerk LLC as claims agent.

The Debtor's Chapter 11 plan and disclosure statement are due Jan.
14, 2015.  The initial case conference is due by Oct. 16, 2014.

The Debtor disclosed total assets of $131,669,746 and $7,954,645
in liabilities as of the Chapter 11 filing.


SIGA TECHNOLOGIES: Creditors Committee Taps Guggenheim as Advisor
-----------------------------------------------------------------
The Bankruptcy Court will convene a hearing on Jan. 13, 2015, at
11:00 a.m., to consider the creditors' committee's motion to
retain Guggenheim Securities, LLC, as financial advisor and
investment banker.   Objections, if any, are due Jan. 6, at 4:00
p.m.

The Statutory Creditors' Committee in the Chapter 11 case of Siga
Technologies, Inc., requested that the retention be effective as
of Dec. 1, 2014.  (Eastern Time)

Guggenheim Securities will, among other things:

   1. assist the Committee to evaluate SIGA's operational and
financial affairs

   2. assist efforts to build consensus among stakeholders;

   3. review and analyze SIGA's business, operations, financial
condition and prospects;

   4. review and analyze SIGA's business plans and financial
projections prepared by SIGA's senior management, if available;
and

   5. evaluation of SIGA's liquidity and debt capacity.

The proposed fee structure is summarized as:

   a) a non-refundable cash fee of $150,000 per month;

   b) starting with the third monthly fee actually paid to
Guggenheim Securities, and continuing thereafter with each
subsequent monthly fee actually paid to Guggenheim Securities, 25%
of each monthly fee will be credited, upon consummation of a
transaction, against the transaction fee.  For the avoidance of
doubt, no portion of the first two monthly fees will be credited
against any transaction fee or other amount.

   c) a one-time cash fee (a transaction fee) in an amount equal
to (i) $2,000,000 if the Committee either supports or does not
file and prosecute any material objection to a transaction (or, if
the Committee does file and prosecute any such material objection
to a transaction, such objection is either withdrawn, settled or
otherwise consensually resolved) or (ii) $1,500,000 if the
Committee objects to a Transaction and such objection is not
withdrawn, settled or otherwise consensually resolved.

   d) a one-time cash fee of $500,000 (an expert fee) if
Guggenheim Securities produces an expert report or otherwise
provides expert testimony in the form of deposition or live
testimony in connection with an expert report.

To the best of my knowledge, Guggenheim Securities' professionals
do not have any material business associations with, or hold any
material interests in or adverse to, SIGA or Potential Parties in
Interest in SIGA's chapter 11 case.

The Committee is represented by:

         Martin J. Bienenstock, Esq.
         Scott K. Rutsky, Esq.
         Ehud Barak, Esq.
         PROSKAUER ROSE LLP
         Eleven Times Square
         New York, NY 10036
         Tel: (212) 969-3000
         Fax: (212) 969-2900

                    About SIGA Technologies

Publicly held SIGA Technologies, Inc., with headquarters in
Madison Avenue, New York, is a biotech/pharmaceutical company that
specializes in the development and commercialization of solutions
for serious unmet medical needs and biothreats.  SIGA's lead
product is Tecovirimat, also known as ST-246, an orally
administered antiviral drug that targets orthopoxviruses.

SIGA sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case
No. 14-12623) on Sept. 16, 2014, in Manhattan.  The case is
assigned to Judge Sean H. Lane.

The Debtor has tapped Weil, Gotshal & Manges LLP, as counsel, and
Prime Clerk LLC as claims agent.

The Debtor's Chapter 11 plan and disclosure statement are due Jan.
14, 2015.  The initial case conference is due by Oct. 16, 2014.

The Debtor disclosed total assets of $131,669,746 and $7,954,645
in liabilities as of the Chapter 11 filing.


SPECIALTY HOSPITAL: Sale to DCA Okayed; DIP Loan Order Modified
---------------------------------------------------------------
The Hon. S. Martin Teel, Jr., of the U.S. Bankruptcy Court for the
District of Columbia issued a second order extending and modifying
the final order authorizing Specialty Hospital of Washington LLC
and its debtor-affiliates to (i) access debtor-in-possession
financing from the DIP lender, DCA Acquisitions LLC, and (ii) sell
substantially all of their assets free and clear of liens to the
DIP Lender.

The second extension order was negotiated between the Debtors
and DCA in good faith and at arms' length.  The second extension
order will benefit the Debtors' estates, creditors and parties in
interest by facilitating the closing the of sale of the Debtors'
assets and provide for continued funding of the Debtors'
operations and chapter 11 costs, subject to certain conditions.

The key terms of the second extension order:

a) Closing Date. The closing date under the asset purchase
   agreement was extended to Dec. 19, 2014.

b) DIP Financing. The DIP loan provided will be extended
   through the extended closing date, subject to the continued
   protections of the final DIP order, the first and second
   extension orders, and the amended approved budget, attached
   to the second extension order.

c) Increased DIP Borrowings. The amount the Debtors are authorized
   to borrow under the DIP loan will be increased to approximately
   $37.5 million, with such increase becoming an obligation of the
   Debtors under the DIP loan in accordance with the DIP Term
   Sheet and the final DIP order

d) DIP Protections. All of the rights, protections, claims and
   waivers granted to or benefiting DCA in the final DIP order
   will be extended to and apply to any and all increases in the
   amount of the DIP loan Obligations set forth under the second
   extension order and second amended approved budget, including,
   without limitation, the granting of the senior superpriority
   administrative expense claims and senior priming liens and
   waiver of surcharge and subordination rights granted to DCA to
   secure all obligations arising under the DIP loan.

e) Professional Fees. Notwithstanding any increase in any amounts
   budgeted for the payment of estate professionals contained
   in the second amended approved budget, the second extension
   order preserves DCA's rights to challenge the final allowance
   and payment of any fees and expenses of estate retained
   professionals in these cases, and all such estate retained
   professionals retain and reserve their rights to contest any
   such challenge.

f) Workers' Compensation Policy Refund. The second extension order
   provides that any unearned premiums payable to the Debtors in
   the event of early termination of the new policy are subject to
   the senior superpriority administrative expense claims and
   senior priming liens of the DIP lender, and any such unearned
   premiums will be immediately paid to the DIP lender upon
   receipt by the Debtors.

g) Continuation of DIP Protections. Nothing contained in the
   second extension order voids, decreases, diminishes, or
   disallows the validity, amount or priority of the senior
   superpriority administrative expense claims, the senior
   priming liens, the adequate protection liens or the junior
   superpriority administrative expense claims.

h) No Other Modifications. No provisions of the final DIP order
   or Sale Order are amended, modified or altered except as
   expressly set forth in the first or second extension orders.
   All provisions, obligations, rights, claims, reservations of
   rights, and waivers contained in the final DIP order and the
   Sale Order will continue in full force and effect unmodified,
   unless expressly amended or modified by the first or second
   extension orders.

Additionally, other than extending key deadlines and increasing
the DIP loan amount, the Second Extension Order preserves the
status quo.  Indeed, if the Court does not approve the Second
Extension Order, the sale process could be sidelined and the
Debtors' ongoing operations threatened, which would not be in any
party's interests or the interests of the Debtors' patients.

A full-text copy of the amended approved budget is available for
free at http://is.gd/2vtBg0

                    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).  The Debtor
disclosed $3,120,119 in assets and $96,721,374 in liabilities as
of the Chapter 11 filing.

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.

The Debtors are represented by Pillsbury Winthrop Shaw Pittman LLP
as counsel.  Alvarez and Marsal Healthcare Industry Group, LLC,
serves as the Debtors' financial advisor.  Cain Brothers &
Company, LLC, is the Debtors' investment banker.

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


SPECIALTY HOSPITAL: Closes Sale of Assets to DCA Acquisition
------------------------------------------------------------
Specialty Hospital of Washington LLC and its debtor-affiliates
notified the U.S. Bankruptcy Court for the District of Columbia
that the sale of substantially all of their assets to DCA
Acquisition LLC closed on Dec. 18, 2014.

According to court documents, DCA Acquisition is the Debtor's
debtor-in-possession lender.  The Debtor borrowed up to $15
million, granting to the lender superpriority administrative
expense claims under section 364(c)(1) of the Bankruptcy Code for
all obligations arising under that loan.

                    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).  The Debtor
disclosed $3,120,119 in assets and $96,721,374 in liabilities as
of the Chapter 11 filing.

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.

The Debtors are represented by Pillsbury Winthrop Shaw Pittman LLP
as counsel.  Alvarez and Marsal Healthcare Industry Group, LLC,
serves as the Debtors' financial advisor.  Cain Brothers &
Company, LLC, is the Debtors' investment banker.

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


SPHERIX INC: Recurring Operating Losses Raise Going Concern Doubt
-----------------------------------------------------------------
Spherix Incorporated filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net
loss of $5.14 million on $2,000 of revenues for the three months
ended Sept. 30, 2014, compared with a net loss of $9.28 million on
$2,000 of revenues for the same period during the prior year.

The Company's balance sheet at Sept. 30, 2014, showed $68.8
million in total assets, $185,000 in total liabilities, $5.93
million in redeemable preferred stock, and total stockholders'
equity of $58.7 million.

As a result of the Company's recurring operating losses and net
operating cash flow deficits, there is substantial doubt about the
Company's ability to continue as a going concern, according to the
regulatory filing.

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

                       http://is.gd/18V0A3

                    About Spherix Incorporated

Bethesda, Md.-based Spherix Incorporated (NASDAQ CM: SPEX)
-- http://www.spherix.com/-- was launched in 1967 as a scientific
research company, under the name Biospherics Research.  The
Company now leverages its scientific and technical expertise and
experience through its two subsidiaries -- Biospherics
Incorporated and Spherix Consulting, Inc.  Biospherics is
currently running a Phase 3 clinical trial to study the use of
D-tagatose as a treatment for Type 2 diabetes.  Its Spherix
Consulting subsidiary provides scientific and strategic support
for suppliers, manufacturers, distributors and retailers of
conventional foods, biotechnology-derived foods, medical foods,
infant formulas, food ingredients, dietary supplements, food
contact substances, pharmaceuticals, medical devices, consumer
products, and industrial chemicals and pesticides.


STEPHEN D. MCCORMICK: Lender Entitled to Fees, 8th Cir. Says
------------------------------------------------------------
Starion Financial appeals from the bankruptcy court's order
denying its Motion to Compel Payment of Fees Under the Confirmed
Plan of Reorganization of debtors Stephen D. McCormick, also known
as Steve D. McCormick, and Karen A. McCormick; and granting the
Debtors' Motion to Disallow Attorneys' Fees and Costs Claimed by
Starion Financial.  Starion sought fees in the amount of $125,015
based upon the Plan and 11 U.S.C. Section 506(b).   The Debtors'
Plan was confirmed by the bankruptcy court on September 13, 2013.

A three-judge panel of the United States Court of Appeals, Eighth
Circuit, held that the record reflects the parties had a long
standing lending relationship that involved numerous real estate
lending transactions, and the original notes, mortgages and
guaranty documents provided for payment of Starion's Fees.  The
terms of the parties' Workout Agreement also referenced Starion's
right to claim its Fees.

A copy of the Eighth Circuit's Dec. 24, 2014 decision is available
at http://is.gd/Kqb1GTfrom Leagle.com.

Stephen D. McCormick, also known as Steve D. McCormick, and Karen
A. McCormick filed a voluntary chapter 11 petition on August 29,
2012.


THINSPACE TECHNOLOGY: Reports $19MM Loss in Sept. 30 Quarter
------------------------------------------------------------
Thinspace Technology Inc. filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net loss of $19.09 million on $2.32 million of revenues for the
three months ended Sept. 30, 2014, compared with a net loss of
$453,000 on $412,000 of revenues for the same period last year.

The Company's balance sheet at Sept. 30, 2014, showed $1.07
million in total assets, $35.0 million in total liabilities and
total stockholders' deficit of $33.9 million.

The Company incurred a loss from operations of $2.43 million for
the nine months ended Sept. 30, 2014.  As of Sept. 30, 2014, the
Company has a negative working capital of $33.42 million.  As a
result, there is substantial doubt about the Company's ability to
continue as a going concern, according to the regulatory filing.

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

                       http://is.gd/fNh3oD

Thinspace Technology, Inc., a cloud computing company, develops
and sells network software.  It offers Propalms TSE, a simple
management solution for Microsoft remote desktop users; Propalms
VPN that allows secure remote access to applications and data from
outside of the corporate network; Propalms VDI, which allows
customers to run virtual desktops on the Internet; Pano Logic G2,
a Zero Client that replaces traditional desktops and allows secure
access to hosted virtual desktops; and Thin Space, a hardware Zero
Client solution for the enterprise and corporate market.  The
company sells its products directly to independent software
vendors; application service providers; and end users in public
and private sectors through a network of distributors and
resellers worldwide.  Thinspace Technology, Inc. was founded in
2001 and is headquartered in Port Orange, Florida.  Thinspace
Technology, Inc operates as a subsidiary of ProTek Capital, Inc.


TECHPRECISION CORP: Posts $648K Net Loss for Third Quarter
----------------------------------------------------------
Techprecision Corporation filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net loss of $649,000 on $4.57 million of net sales for the three
months ended Sept. 30, 2014, compared to a net loss of $819,000 on
$5.2 million of net sales for the same period last year.

The Company's balance sheet at Sept. 30, 2014, showed
$14.8 million in total assets, $13.0 million in total liabilities
and total stockholders' equity of $1.82 million.

At Sept. 30, 2014, the Company has cash and cash equivalents of
$849,000, of which $15,600 is located in China and which it may
not be able to repatriate for use in the U.S. without undue cost
or expense, if at all.  The Company's cash and cash equivalents
total includes $180,000 of restricted cash with the Bank that may
be used toward funding operating activities with the Bank's
approval.  Approximately 55% and 24% of the Company's accounts
receivable and work-in-process, respectively, are at risk of not
being converted to cash in a timely manner due to a contract
dispute with one of our customers.  The Company recorded a
provision for potential contract losses of $2.7 million, and, in
one case, filed a demand for arbitration under a customer's
purchase agreement to recover all of the Company's costs under the
contract terms.  The Company cannot be certain that it will be
successful in recovering the full amount of its losses.  The
Company incurred an operating loss of $1.9 million for the six
months ended Sept. 30, 2014.

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

                       http://is.gd/oQuseL

                       About TechPrecision

TechPrecision Corporation (OTC BB: TPCSE), through its wholly
owned subsidiaries, Ranor, Inc., and Wuxi Critical Mechanical
Components Co., Ltd., globally manufactures large-scale, metal
fabricated and machined precision components and equipment.

The Company reported a net loss of $1.27 million on $6.23 million
of net sales for the three months ended June 30, 2014, compared to
a net loss of $1.42 million on $7.09 million of net sales for the
same period a year ago.

As of June 30, 2014, the Company had $17.23 million in total
assets, $14.88 million in total liabilities and $2.34 million in
total stockholders' equity.

At June 30, 2014, TechPrecision had negative working capital of
$3.4 million as compared with negative working capital of $2
million at March 31, 2014.  As of June 30, 2014, the Company had
$0.9 million in cash and cash equivalents compared to $1.1 million
at March 31, 2014.

KPMG LLP, in Philadelphia, Pennsylvania, issued a "going concern"
qualification on the consolidated financial statements for the
year ended March 31, 2013.  The independent auditors noted that
the Company was not in compliance with the fixed charges and
interest coverage financial covenants under their credit facility,
and the Bank has not agreed to waive the non-compliance with the
covenants.  Since the Company is in default, the Bank has the
right to accelerate payment of the debt in full upon 60 days
written notice.  The Company has suffered recurring losses from
operations, and the Company's liquidity may not be sufficient to
meet its debt service requirements as they come due over the next
twelve months.  These circumstances raise substantial doubt about
the Company's ability to continue as a going concern.


TLC HEALTH: May Access Cash Collateral Through Feb. 23
------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of New York
issued a sixth amended final order authorizing TLC Health Network
to incur post-petition secured superpriority indebtedness from
Brooks Memorial Hospital, and use cash collateral in which secured
creditors including Brooks, Community Bank N.A., UPMC, and
Dormitory Authority of the State of New York have interest.

The Court authorized the Debtor to use cash collateral until Feb.
23, 2015, pursuant to an operating budget, which is available for
free at http://is.gd/VnGM0t

Further hearing is set for Feb. 23, 2015, at 1:00 p.m. at the U.S.
Bankruptcy Court, Part II, 300 Pearl Street in Buffalo, New York.

                   About TLC Health Network

TLC Health Network filed a Chapter 11 petition (Bankr. W.D.N.Y.
Case No. 13-13294) on Dec. 16, 2013.  The petition was signed by
Timothy Cooper as Chairman of the Board.  The Debtor estimated
assets of at least $10 million and debt of at least $1 million.
Jeffrey A. Dove, Esq., at Menter, Rudin & Trivelpiece, P.C.,
serves as the Debtor's counsel.  Damon & Morey LLP is the Debtor's
special health care law and corporate counsel.  The Bonadio Group
is the Debtor's accountants.  Howard P. Schultz & Associates, LLC
is the Debtor's appraiser.

The case is assigned to the Hon. Carl L. Bucki.

A three-member panel composed of Cannon Design, Chautauqua
Opportunities, Inc., and Jamestown Rehab Services has been
appointed as the official unsecured creditors committee.  Bond,
Schoeneck & King, PLLC is the counsel to the Committee.  The
Committee has tapped NextPoint LLC as financial advisor.

Gleichenhaus, Marchese & Weishaar, PC is the general counsel for
Linda Scharf, the Patient Care Ombudsman of TLC Health.


TOWERGATE FINANCE: Sr. Creditors Express Interest in Sale Process
-----------------------------------------------------------------
Moelis & Company UK LLP, as financial adviser to the ad hoc
committee formed by a group of creditors holding approximately 52%
of the total principal amount outstanding of the senior secured
debt of Towergate Finance Plc, on Dec. 24 announced the submission
on behalf of the Ad Hoc Committee to Towergate Holdings II
Limited, Towergate Finance plc and Towergate Insurance Limited and
Evercore Partners and Rothschild, as their financial advisors, of
an indication of interest to participate in the recently announced
sale process of Towergate Insurance Limited and its affiliates
that form the Towergate Insurance group, together with other
senior secured creditors, with a view to submitting a proposal to
acquire the Group by way of a credit bid for an amount equal to
the aggregate amount of indebtedness owing to the Group's senior
secured creditors plus one pound in order to implement a financial
restructuring that is expected to comprise post-completion both a
significant deleveraging and a new money facility being available
to the Group in order to provide a sustainable capital structure
for the long term.

Any proposal to be made by the Ad Hoc Committee pursuant to this
non-binding indication of interest and any transaction pursuant
thereto would be subject to satisfactory completion and outcome of
due diligence, mutually acceptable definitive transaction
agreements and related documentation, approval by the members of
the Ad Hoc Committee and the requisite senior secured creditors
and closing conditions to be set out in the definitive transaction
agreements, including obtaining any applicable regulatory
approvals.  Accordingly, there can be no assurance that a
transaction will ensue.

Maidstone, England-based Towergate Finance is Europe's largest
insurance broker.


UTEX INDUSTRIES: S&P Revises Outlook to Negative; Keeps 'B' CCR
---------------------------------------------------------------
Standard & Poor's Ratings Services, on Dec. 22, 2014, took rating
actions on several U.S. oil and gas oilfield services (OFS)
companies after completing a review of the sector.  The review
follows a precipitous and severe decline in oil prices that will
lead to meaningful reductions to exploration and production (E&P)
capital spending in 2015 and 2016.  S&P believes, on average,
capital spending for E&P could be down approximately 25%,
affecting OFS companies' top lines as well as margins.  Lower
spending will affect some companies more than others, but all
companies will face weaker credit protection measures.  S&P
expects weaker credit protection measures over the next 12-24
months.

S&P has taken actions on these companies:

   -- S&P is placing its 'BBB-' corporate credit rating on
      Weatherford International PLC and all ratings on its debt on
      CreditWatch with negative implications.  The CreditWatch
      listing reflects the possibility that weakening demand and
      heightened price competition could undermine the benefits of
      the company's recent extensive cost cutting and deleveraging
      actions.  As part of S&P's review, it will assess additional
      measures the company plans to pursue in the face of
      deteriorating market conditions.

   -- S&P is lowering its corporate credit rating on Noble Corp.
      to 'BBB' from 'BBB+' and removing the rating from
      CreditWatch, where it placed it with negative implications
      on Oct. 19, 2014.  The outlook is stable.  The downgrade
      reflects weaker credit measures resulting from S&P's lower
      estimates for day-rates and utilization, particularly in the
      mid-water asset category, where Noble has a significant
      concentration.  Most of its rigs in this category have
      contracts rolling off in the next 12 to 18 months, further
      intensifying re-contracting risk amid a declining commodity
      price environment.  Furthermore, S&P is removing the
      "favorable" rating analysis as a result of a more aggressive
      financial policy due to the company's recently announced
      sizable share repurchase authorization.

   -- S&P is affirming its 'BBB' corporate credit and unsecured
      debt ratings on Nabors Industries Ltd., as well as the
      company's 'A-2' short-term commercial paper rating, but
      revising the outlook to negative from stable.  The outlook
      revision reflects S&P's revised forecast and its more
      pessimistic outlook for 2015 and 2016, as well as greater
      uncertainty surrounding its base-case forecast in light of
      very difficult operating conditions given recent crude oil
      price declines.  S&P expects that reduced demand, lower
      levels of drilling activity, and heightened competition in
      the onshore rig market will increase re-contracting risk
      over the next two years, resulting in downward pressure on
      day-rates, and lower utilization.  S&P expects profitability
      and credit measures will be weaker than previously expected,
      including funds from operations (FFO) to total debt to range
      between 30% and 35% over the next year and weakening further
      in 2016, compared with S&P's earlier expectation for FFO to
      total debt to generally range between 40% and 45% over the
      next two years.

   -- S&P is lowering its corporate credit rating on Hercules
      Offshore Inc. to 'B-' from 'B'.  The outlook is stable.  The
      downgrade reflects S&P's estimate for increased leverage as
      a result of lower day-rates and utilization for the
      company's offshore rigs, both in the company's Domestic
      Offshore and International Offshore segments.  S&P's
      estimates of lower utilization and day-rates are a result of
      S&P's expectation of decreased offshore drilling given lower
      oil prices.  S&P now expects FFO to debt to be below 12% and
      debt to EBITDA to exceed 5x in 2015.

   -- S&P is revising its rating outlook on Utex Industries Inc.
      to negative from stable and affirming its 'B' corporate
      credit rating on the company.  The negative outlook reflects
      S&P's expectation that the company's leverage could exceed
      7.5x in 2015 due to E&P company capital spending reductions
      and declining demand for oilfield services following the
      significant drop in crude oil prices and S&P's revised crude
      oil pricing expectations for 2015 and beyond.

   -- S&P is lowering its rating on Seventy Seven Energy to 'B+'
      from 'BB-'.  The outlook is negative.  The downgrade
      reflects S&P's estimate for increased leverage as a result
      of the projected slowdown in demand for land-based oilfield
      services, driven by S&P's reduced oil price deck
      assumptions, as well as S&P's revised assessment of the
      company's business risk now that the company's contracts
      with former parent Chesapeake Energy are more market based.

   -- S&P is revising its rating outlook on FTS International Inc.
      to negative from stable and affirming its 'B' corporate
      credit rating on the company.  The outlook revision reflects
      S&P's expectation that credit measures will weaken due to a
      projected slowdown in demand for fracking services and a
      drop in EBITDA margins, driven by our reduced oil price deck
      assumptions.  However, the company's liquidity remains
      "strong."

Ratings List

Placed On CreditWatch
                                        To                 From
Weatherford International Ltd.
Corporate Credit Rating       BBB-/WatchNeg      BBB-/Stable/--

Downgraded, Off CreditWatch
Noble Corp.
Corporate Credit Rating       BBB/Stable/--      BBB+/WatchNeg

Outlook Action/Rating Affirmed

Nabors Industries Ltd.
Corporate Credit Rating       BBB/Neg/--         BBB/Stable/--

Utex Industries Inc.
Corporate Credit Rating       B/Neg/--           B/Stable/--

FTS International Inc.
Corporate Credit Rating        B/Neg/--           B/Stable/-

Downgraded

Hercules Offshore Inc.
Corporate Credit Rating       B-/Stable/--       B/Neg/--

Seventy Seven Energy Inc.
Corporate Credit Rating       B+/Neg/--          BB-/Stable/--


WINDSOR PETROLEUM: Court Issues Amended Plan Confirmation Order
---------------------------------------------------------------
Judge Peter Walsh of the U.S. Bankruptcy Court for the District of
Delaware on Dec. 23, 2014, issued amended findings of fact,
conclusions of law, and order confirming the amended plan of
reorganization of Windsor Petroleum Transport Corporation and its
debtor affiliates.

The Amended Plan Confirmation Order provides that the Plan and
Disclosure Statement describe in specific and conspicuous language
all acts to be enjoined and identify the entities that are subject
to the injunctions, satisfying Rule 3016(c) of the Federal Rules
of Bankruptcy Procedure to the extent applicable.

As previously reported by The Troubled Company Reporter, Judge
Walsh, on Nov. 20, 2014, issued an order confirming the Debtors'
Amended Plan of Reorganization, which is premised on a
restructuring support agreement negotiated with bondholders who
hold more than 70% of the Company's 7.84% secured notes in a
principal amount of $188,590,000 as of the Petition Date.

The key components of the Plan are as follows:

   * Holders of Allowed General Unsecured Claims, including
     Allowed Claims of trade vendors, suppliers, customers and
     charterers, will not be affected by the filing of the
     bankruptcy cases and, to the extent those Claims have not
     been paid in full in the ordinary course of business during
     the pendency of the Chapter 11 Cases, the Claims will be
     reinstated and left unimpaired under the Plan.  General
     Unsecured Claims are estimated to total $2,975,000.

   * Holders of all Allowed Administrative Claims, Priority Tax
     Claims, statutory fees, Other Priority Claims and Other
     Secured Claims will receive payment in full, in Cash.

   * All Claims under the Secured Notes Indenture will be
     converted into 100% of the ownership units of New Holdco.

The Amended Plan Confirmation Order also provides that the unpaid
reasonable fees and costs of the Supporting Noteholders, including
the costs and expenses of Paul, Weiss, Rifkind, Wharton &
Garrison, LLP, Landis Rath & Cobb LLP and Houlihan Lokey Capital
Inc. will be allowed as administrative expense claims.

         About Windsor Petroleum Transport Corporation

Windsor Petroleum Transport Corporation and several of its
subsidiaries and related entities on July 14, 2014, filed for
reorganization under Chapter 11 of the U.S. Bankruptcy Code in the
United States Bankruptcy Court in Wilmington, Delaware (Lead Case
No. 14-11708).

The Debtors' counsel is Pauline K. Morgan, Esq., at Young Conaway
Stargatt & Taylor, LLP, in Wilmington, Delaware.  The Debtors'
crisis managers come from AMA Capital, while their chief
restructuring officer is Paul J. Leand, Jr.

The U.S. Trustee notified the Bankruptcy Court that it was unable
to appoint an official committee of unsecured creditors.


XTREME GREEN: Expects Negative Cash Flow to Continue
----------------------------------------------------
Xtreme Green Electric Vehicles, Inc., filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q, disclosing a net loss of $369,000 on $257,000 of net sales
for the three months ended Sept. 30, 2014, compared with a net
loss of $184,000 on $nil of net sales for the same period in 2013.

The Company's balance sheet at Sept. 30, 2014, showed $1.27
million in total assets, $542,000 in total liabilities and total
stockholders' equity of $732,000.

The Company has a net loss of $879,000 for the nine-month period
ended Sept. 30, 2014 and accumulated deficit of $12.2 million as
of Sept. 30, 2014, and it is expected that it will continue to
have negative cash flows as the business plan is implemented.
These conditions give rise to doubt about the company's ability to
continue as a going concern, according to the regulatory filing.

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

                       http://is.gd/zhLnNC

Xtreme Green Electric Vehicles, Inc., filed a voluntary petition
for relief under Chapter 11 of the United States Bankruptcy Code
(Bankr. D. Nev. Case No. 13-17266) on Aug. 22, 2013.  It is
expected that the Company will continue to operate its businesses
as "debtor-in-possession" under the jurisdiction of the Bankruptcy
Court and in accordance with the applicable provisions of the
Bankruptcy Code.

The petition was signed by Neil Roth as president.  The Debtor
disclosed assets of $253,585 and liabilities of $5,210,832.
Lenard E. Schwartzer, Esq., at SCHWARTZER & MCPHERSON LAW FIRM
-- bkfilings@s-mlaw.com -- serves as the Debtor's counsel.  Judge
Mike K. Nakagawa presides over the case.

Las Vegas, Nev.-based Xtreme Green Electric Vehicles Inc. has
developed a line of electric powered products such as personal
mobility vehicles, light trucks (UTVs) and (ATVs), motor cycles
and scooters.  The Company's product line is based on its
proprietary "green" energy management system and electric
propulsion system.  These products have the power and ability of
gas powered engines, but without the particulate pollution or
noise pollution.


YARWAY CORP: Files Tyco-Sponsored Ch. 11 Plan
---------------------------------------------
Yarway Corporation, together with Tyco International plc, filed
with the U.S. Bankruptcy Court for the District of Delaware a plan
of reorganization and disclosure statement, the centerpiece of
which is the establishment of a trust under Section 524(g) of the
Bankruptcy Code and an injunction that will channel all current
asbestos-related claims and future asbestos-related demands to an
asbestos personal injury trust.

The Asbestos Personal Injury Trust will be funded primarily with
$325 million in cash contributed by Yarway and by Tyco on behalf
of themselves and certain other Protected Parties pursuant to the
Settlement described below, and with 100% of Reorganized Yarway's
equity.

The Debtor estimates that the total allowed amount of all
prepetition Claims other than Asbestos Personal Injury Claims and
Intercompany Claims will be approximately $100,000.  The Plan
provides that all those Claims will be unimpaired.

A hearing on the disclosure statement will be held on Jan. 26,
2015, at 11:00 a.m. (Eastern Time).  Objections, if any, must be
received by Jan. 19.

A full-text copy of the Disclosure Statement dated Dec. 22, 2014,
is available at http://bankrupt.com/misc/YARWAYds1222.pdf

                   About Yarway Corporation

Yarway Corporation sought Chapter 11 protection (Bankr. D. Del.
Case No. 13-11025) on April 22, 2013, to deal with claims arising
from asbestos containing products it allegedly sold as early as
the 1920s.

Yarway was founded in 1908 by Robert Yarnall and Bernard Waring as
the Simplex Engineering Company and originally manufactured pipe
clamps, steam traps, valves and controls.  Based in Pennsylvania,
Yarway was a privately-owned company until 1986 when KeyStone
International, Inc. bought equity in the company.  Yarway became a
unit of Tyco International Ltd. when Tyco purchased KeyStone in
1997.

Yarway's asbestos-related liabilities derive from Yarway's (i)
purported use of asbestos-containing gaskets and packing,
manufactured by others, in its production of steam valves and
traps from the 1920s to 1970s, and (ii) alleged manufacture of
expansion joint packing that was allegedly made up of a compound
of Teflon and asbestos from the 1940s to the 1970s.

Over the past five years, about 10,021 new asbestos claims have
been asserted against Yarway, including 1,014 in Yarway's 2013
fiscal year ending March 31, 2013.

The Debtor estimated assets and debts in excess of $100 million as
of the Chapter 11 filing.

Attorneys at Cole, Schotz, Meisel, Forman & Leonard, P.A. and
Sidley Austin LLP serve as the Debtor's counsel in the Chapter 11
case.  Logan and Co. is the claims and notice agent.

On May 6, 2013, the U.S. Trustee for Region 3, appointed an
official committee of asbestos personal injury claimants.  The
Committee tapped Elihu Inselbuch, Esq. at Caplin & Drysdale,
Chartered, as lead bankruptcy counsel.


* Bankruptcy Lawyer Suspended in Maine & New Hampshire
------------------------------------------------------
Jeremey A. Miller, Esq., has been suspended from the practice of
law in the states of Maine and New Hampshire.

On Oct. 1, 2014, the Attorney Discipline Office (ADO) filed a
certified copy of an order of the Maine Supreme Judicial Court, in
which the court determined that Mr. Miller violated the Maine
Rules of Professional Conduct and ordered that he be suspended
from the practice of law in Maine for a period of three months,
with the entire suspension period conditionally suspended from
implementation.  The Maine Supreme Judicial Court found that
Attorney Miller violated the rules of the U.S. Bankruptcy Court
for the District of Maine when he filed a bankruptcy petition and
supporting documents using the court's electronic case filing
system despite the fact that the supporting documents did not
contain an original signature of the client, as required.  The
court found that Attorney Miller's conduct, though unintentional,
violated Maine Rules of Professional Conduct 1.3, 3.3(a), and
8.4(a) and (d).

Attorney Miller is suspended from the practice of law in Maine for
three months, but that the suspension itself be suspended on the
condition that Attorney Miller comply with certain conditions.

In accordance with Supreme Court Rule 37(12), which governs
reciprocal discipline, the State of New Hampshire Supreme Court
issued an order requiring that a copy of the Maine Supreme
Judicial Court's order be served on Attorney Miller.  The court
ordered Attorney Miller and the Professional Conduct Committee
(PCC) to inform the court if either contended that the imposition
of identical or substantially similar discipline would be
unwarranted.  The PCC notified the court that it believed that a
three month suspension, conditionally suspended, was warranted.
Attorney Miller filed no response.

Rule 37(12)(d) provides for the imposition of the same or
substantially similar discipline by the Supreme Court unless the
respondent attorney or the PCC demonstrates, or the court finds,
based on the face of the record from which the discipline is
predicated, that: (1) The procedure [followed by the jurisdiction
imposing discipline] was so lacking in notice or opportunity to be
heard as to constitute a deprivation of due process; or (2) The
imposition of the same or substantially similar discipline by the
court would result in grave injustice; or (3) The misconduct
established warrants substantially different discipline in New
Hampshire.

Having reviewed the order of the Maine Supreme Judicial Court, the
New Hampshire Supreme Court said it is unable to find on the face
of the record any basis for imposing substantially different
discipline. See Rule 37(12) (d).  It is clear from the record that
Attorney Miller had an opportunity to participate, and did
participate, in the Maine disciplinary proceedings.  The court
does not find that the imposition of a three-month suspension,
conditionally suspended, would result in grave injustice or that
Attorney Miller's misconduct would warrant substantially different
discipline in New Hampshire.  Accordingly, the court concludes
that the imposition of the same discipline is warranted.

It orders that Attorney Jeremey A. Miller be suspended from the
practice of law in New Hampshire for a period of three months, and
that the implementation of the entire suspension period be
suspended on the condition that Attorney Miller comply with all of
the terms set forth in the order of the Maine Supreme Judicial
Court. If the ADO and/ or the PCC determines at any time that
Attorney Miller has not met the conditions set forth in the order
of the Maine Supreme Judicial Court, the PCC shall hold further
proceedings to determine what additional action should be taken,
which may include the filing of a request with the court to impose
the three-month suspension.


* St. John's University Offers Online Bankruptcy Course
-------------------------------------------------------
St. John's University School of Law announced on Dec. 22 the
delivery of a live and online course from its premier Bankruptcy
LL.M. program.  This unique course, Business Bankruptcy
Reorganization, will help lawyers elevate the quality of their
practice without travel.  It also offers practicing lawyers the
opportunity to earn CLE credits.  All lectures will be recorded
and made available for review allowing busy working professionals
the flexibility necessary to keep up with the course work.

Taught by a leading practitioner of corporate reorganization,
Alec Ostrow, the course provides both theory and practice of
business bankruptcy reorg. Professor Ostrow is a partner in the
New York City law firm of Becker, Glynn, Melamed & Muffly, LLP,
and has been specializing in bankruptcy, creditors' rights,
corporate reorganizations, work-outs, and commercial litigation
for more than 30 years.  Professor Ostrow has served as lead
counsel for many businesses that successfully reorganized in
Chapter 11 or in out-of-court restructurings, as well as lead
counsel for buyers and sellers, trustees, and officers and
directors of distressed business in a wide range of industries,
including telecommunications, pharmaceuticals, health care,
insurance, real estate, reprographics, oil and gas, retail, steel
manufacturing, home furnishings, construction, demolition,
consumer products, and the record industry.

The course is live, online, and fully interactive. Class begins
January 21, 2015 and meets for 13 evenings.  The cost is $1,250
for one registrant and includes CLE credits.  Special group
pricing is available for two or more registrants from a firm for
only $1,000 per person including CLE credits.

Visit the course website at http://www.stjohnscle.comfor more
information or to register.  You can also contact Bethany
Galbraith, Program Coordinator at (239) 325-3165 or
info(at)StJohnsCLE(dot)com.


* Large Companies With Insolvent Balance Sheet
----------------------------------------------

                                                Total
                                               Share-      Total
                                     Total  Holders'     Working
                                    Assets     Equity    Capital
   Company         Ticker             ($MM)      ($MM)      ($MM)
   -------         ------           ------  ---------    -------
6D GLOBAL TECHNO   SIXD US             -        (15.1)     (15.1)
ABSOLUTE SOFTWRE   ALSWF US          138.4      (12.0)       2.2
ABSOLUTE SOFTWRE   OU1 GR            138.4      (12.0)       2.2
ABSOLUTE SOFTWRE   ABT CN            138.4      (12.0)       2.2
ADVANCED EMISSIO   ADES US           106.4      (46.1)     (15.3)
ADVANCED EMISSIO   OXQ1 GR           106.4      (46.1)     (15.3)
ADVENT SOFTWARE    ADVS US           432.9      (76.3)    (106.9)
ADVENT SOFTWARE    AXQ GR            432.9      (76.3)    (106.9)
AIR CANADA         ADH2 GR        10,545.0   (1,400.0)     164.0
AIR CANADA         ACEUR EU       10,545.0   (1,400.0)     164.0
AIR CANADA         ADH2 TH        10,545.0   (1,400.0)     164.0
AIR CANADA         AC CN          10,545.0   (1,400.0)     164.0
AIR CANADA         ACDVF US       10,545.0   (1,400.0)     164.0
AIR CANADA         AIDEF US       10,545.0   (1,400.0)     164.0
AIR CANADA-CL A    AIDIF US       10,545.0   (1,400.0)     164.0
ALLIANCE HEALTHC   AIQ US            473.5     (127.3)      62.8
AMC NETWORKS-A     9AC GR          3,663.3     (388.0)     659.4
AMC NETWORKS-A     AMCX US         3,663.3     (388.0)     659.4
AMC NETWORKS-A     AMCX* MM        3,663.3     (388.0)     659.4
AMER RESTAUR-LP    ICTPU US           33.5       (4.0)      (6.2)
AMYLIN PHARMACEU   AMLN US         1,998.7      (42.4)     263.0
ANGIE'S LIST INC   ANGI US           161.0      (39.4)     (22.7)
ANGIE'S LIST INC   8AL GR            161.0      (39.4)     (22.7)
ANGIE'S LIST INC   8AL TH            161.0      (39.4)     (22.7)
ARRAY BIOPHARMA    AR2 TH            135.3      (37.6)      66.2
ARRAY BIOPHARMA    AR2 GR            135.3      (37.6)      66.2
ARRAY BIOPHARMA    ARRY US           135.3      (37.6)      66.2
AUTOZONE INC       AZ5 QT          7,717.1   (1,662.8)  (1,383.4)
AUTOZONE INC       AZ5 GR          7,717.1   (1,662.8)  (1,383.4)
AUTOZONE INC       AZ5 TH          7,717.1   (1,662.8)  (1,383.4)
AUTOZONE INC       AZOEUR EU       7,717.1   (1,662.8)  (1,383.4)
AUTOZONE INC       AZO US          7,717.1   (1,662.8)  (1,383.4)
AVALANCHE BIOTEC   AAVL US           167.2      155.7      161.9
AVALANCHE BIOTEC   AVU GR            167.2      155.7      161.9
AVID TECHNOLOGY    AVID US           197.2     (341.2)    (173.2)
BENEFITFOCUS INC   BTF GR            131.7      (31.2)      34.2
BENEFITFOCUS INC   BNFT US           131.7      (31.2)      34.2
BERRY PLASTICS G   BERY US         5,268.0     (101.0)     665.0
BERRY PLASTICS G   BP0 GR          5,268.0     (101.0)     665.0
BRP INC/CA-SUB V   BRPIF US        2,115.5       (9.5)     184.7
BRP INC/CA-SUB V   B15A GR         2,115.5       (9.5)     184.7
BRP INC/CA-SUB V   DOO CN          2,115.5       (9.5)     184.7
BURLINGTON STORE   BUI GR          2,796.9     (167.9)      77.6
BURLINGTON STORE   BURL US         2,796.9     (167.9)      77.6
CABLEVISION SY-A   CVC US          6,563.7   (5,068.0)     158.9
CABLEVISION SY-A   CVY GR          6,563.7   (5,068.0)     158.9
CABLEVISION-W/I    CVC-W US        6,563.7   (5,068.0)     158.9
CABLEVISION-W/I    8441293Q US     6,563.7   (5,068.0)     158.9
CADIZ INC          CDZI US            56.0      (49.7)       3.0
CADIZ INC          2ZC GR             56.0      (49.7)       3.0
CAESARS ENTERTAI   CZR US         24,491.5   (3,714.4)   1,363.3
CAESARS ENTERTAI   C08 GR         24,491.5   (3,714.4)   1,363.3
CAPMARK FINANCIA   CPMK US        20,085.1     (933.1)       -
CENTENNIAL COMM    CYCL US         1,480.9     (925.9)     (52.1)
CHOICE HOTELS      CHH US            664.2     (397.0)     206.0
CHOICE HOTELS      CZH GR            664.2     (397.0)     206.0
CIENA CORP         CIEN TE         2,072.6      (69.6)     912.1
CIENA CORP         CIE1 GR         2,072.6      (69.6)     912.1
CIENA CORP         CIE1 TH         2,072.6      (69.6)     912.1
CIENA CORP         CIE1 QT         2,072.6      (69.6)     912.1
CIENA CORP         CIEN US         2,072.6      (69.6)     912.1
CINCINNATI BELL    CBB US          1,952.6     (584.4)      50.1
CIVITAS SOLUTION   CIVI US         1,031.5      (62.0)      66.1
CIVITAS SOLUTION   1CI GR          1,031.5      (62.0)      66.1
CLEAR CHANNEL-A    C7C GR          6,383.9     (132.6)     376.9
CLEAR CHANNEL-A    CCO US          6,383.9     (132.6)     376.9
CLIFFS NATURAL R   CLF* MM         4,811.2     (177.3)     242.3
CLIFFS NATURAL R   CVA TH          4,811.2     (177.3)     242.3
CLIFFS NATURAL R   CVA GR          4,811.2     (177.3)     242.3
CLIFFS NATURAL R   CLF US          4,811.2     (177.3)     242.3
COMVERSE INC       CM1 GR            649.6       (2.8)       4.3
COMVERSE INC       CNSI US           649.6       (2.8)       4.3
CONNECTURE INC     CNXR US            85.8      (67.7)     (55.8)
CONNECTURE INC     2U7 GR             85.8      (67.7)     (55.8)
CORCEPT THERA      CORT US            37.2       (1.3)      19.9
CORINDUS VASCULA   CVRS US             0.0       (0.0)      (0.0)
CVSL INC           CVSL US            66.0       (4.7)       2.8
DEX MEDIA INC      DXM US          1,898.0     (918.0)     133.0
DIPLOMAT PHARMAC   DPLO US           338.9       30.1      (43.4)
DIPLOMAT PHARMAC   7DP TH            338.9       30.1      (43.4)
DIPLOMAT PHARMAC   7DP GR            338.9       30.1      (43.4)
DIRECTV            DTVEUR EU      22,594.0   (5,557.0)      43.0
DIRECTV            DTV US         22,594.0   (5,557.0)      43.0
DIRECTV            DTV CI         22,594.0   (5,557.0)      43.0
DIRECTV            DIG1 GR        22,594.0   (5,557.0)      43.0
DOMINO'S PIZZA     EZV QT            510.9   (1,281.7)     112.9
DOMINO'S PIZZA     EZV TH            510.9   (1,281.7)     112.9
DOMINO'S PIZZA     DPZ US            510.9   (1,281.7)     112.9
DOMINO'S PIZZA     EZV GR            510.9   (1,281.7)     112.9
DUN & BRADSTREET   DB5 TH          1,789.2   (1,083.4)      (0.3)
DUN & BRADSTREET   DB5 GR          1,789.2   (1,083.4)      (0.3)
DUN & BRADSTREET   DNB US          1,789.2   (1,083.4)      (0.3)
DURATA THERAPEUT   DRTXEUR EU         82.1      (16.1)      11.7
DURATA THERAPEUT   DTA GR             82.1      (16.1)      11.7
DURATA THERAPEUT   DRTX US            82.1      (16.1)      11.7
EDGEN GROUP INC    EDG US            883.8       (0.8)     409.2
EMPIRE RESORTS I   LHC1 GR            42.4      (14.3)      (9.9)
EMPIRE RESORTS I   NYNY US            42.4      (14.3)      (9.9)
EOS PETRO INC      EOPT US             1.3      (28.4)     (29.5)
EXTENDICARE INC    EXE CN          1,885.0       (7.2)      77.0
EXTENDICARE INC    EXETF US        1,885.0       (7.2)      77.0
FAIRPOINT COMMUN   FRP US          1,488.5     (395.7)       9.4
FAIRPOINT COMMUN   FONN GR         1,488.5     (395.7)       9.4
FERRELLGAS-LP      FEG GR          1,680.4     (138.8)     (37.1)
FERRELLGAS-LP      FGP US          1,680.4     (138.8)     (37.1)
FMSA HOLDINGS IN   FMSAEUR EU      1,447.5      (21.7)     271.3
FMSA HOLDINGS IN   FMSA US         1,447.5      (21.7)     271.3
FMSA HOLDINGS IN   FM1 GR          1,447.5      (21.7)     271.3
FREESCALE SEMICO   1FS GR          3,306.0   (3,593.0)   1,333.0
FREESCALE SEMICO   FSL US          3,306.0   (3,593.0)   1,333.0
FREESCALE SEMICO   1FS TH          3,306.0   (3,593.0)   1,333.0
FRESHPET INC       FRPT US            74.5      (34.2)       1.2
FRESHPET INC       FRPTEUR EU         74.5      (34.2)       1.2
FRESHPET INC       7FP GR             74.5      (34.2)       1.2
GAMING AND LEISU   GLPI US         2,595.4      (77.9)     (44.2)
GAMING AND LEISU   2GL GR          2,595.4      (77.9)     (44.2)
GARDA WRLD -CL A   GW CN           1,469.2      (59.0)     205.0
GENCORP INC        GY US           1,749.7      (48.5)      70.2
GENCORP INC        GCY GR          1,749.7      (48.5)      70.2
GENTIVA HEALTH     GTIV US         1,225.2     (285.2)     130.0
GENTIVA HEALTH     GHT GR          1,225.2     (285.2)     130.0
GLG PARTNERS INC   GLG US            400.0     (285.6)     156.9
GLG PARTNERS-UTS   GLG/U US          400.0     (285.6)     156.9
GLOBALSTAR INC     GSAT US         1,320.0      (14.5)      (9.8)
GOLD RESERVE INC   GRZ CN             28.0      (10.5)       4.9
GOLD RESERVE INC   GDRZF US           28.0      (10.5)       4.9
GRAHAM PACKAGING   GRM US          2,947.5     (520.8)     298.5
GYMBOREE CORP/TH   GYMB US         1,284.0     (321.3)      39.5
HCA HOLDINGS INC   2BH GR         29,825.0   (6,018.0)   2,895.0
HCA HOLDINGS INC   2BH TH         29,825.0   (6,018.0)   2,895.0
HCA HOLDINGS INC   HCA US         29,825.0   (6,018.0)   2,895.0
HD SUPPLY HOLDIN   5HD GR          6,523.0     (657.0)   1,396.0
HD SUPPLY HOLDIN   HDS US          6,523.0     (657.0)   1,396.0
HERBALIFE LTD      HOO GR          2,364.5     (420.6)     508.8
HERBALIFE LTD      HLF US          2,364.5     (420.6)     508.8
HERBALIFE LTD      HLFEUR EU       2,364.5     (420.6)     508.8
HOVNANIAN ENT-A    HO3 GR          2,289.9     (117.8)   1,403.7
HOVNANIAN ENT-A    HOV US          2,289.9     (117.8)   1,403.7
HOVNANIAN ENT-B    HOVVB US        2,289.9     (117.8)   1,403.7
HOVNANIAN-A-WI     HOV-W US        2,289.9     (117.8)   1,403.7
HUBSPOT INC        096 GR             52.1       (5.3)     (22.1)
HUBSPOT INC        HUBS US            52.1       (5.3)     (22.1)
HUGHES TELEMATIC   HUTCU US          110.2     (101.6)    (113.8)
IHEARTMEDIA INC    IHRT US        14,306.0   (9,506.2)   1,003.2
INCYTE CORP        ICY TH            785.3      (89.6)     538.0
INCYTE CORP        INCY US           785.3      (89.6)     538.0
INCYTE CORP        ICY GR            785.3      (89.6)     538.0
INFOR US INC       LWSN US         6,778.1     (460.0)    (305.9)
INTERCORE INC      ICOR US             0.3       (2.2)      (2.2)
IPCS INC           IPCS US           559.2      (33.0)      72.1
ISTA PHARMACEUTI   ISTA US           124.7      (64.8)       2.2
JUST ENERGY GROU   1JE GR          1,570.4     (311.6)     159.7
JUST ENERGY GROU   JE CN           1,570.4     (311.6)     159.7
JUST ENERGY GROU   JE US           1,570.4     (311.6)     159.7
L BRANDS INC       LB US           7,149.0     (433.0)   1,050.0
L BRANDS INC       LTD TH          7,149.0     (433.0)   1,050.0
L BRANDS INC       LBEUR EU        7,149.0     (433.0)   1,050.0
L BRANDS INC       LTD GR          7,149.0     (433.0)   1,050.0
LEAP WIRELESS      LWI TH          4,662.9     (125.1)     346.9
LEAP WIRELESS      LEAP US         4,662.9     (125.1)     346.9
LEAP WIRELESS      LWI GR          4,662.9     (125.1)     346.9
LEE ENTERPRISES    LEE US            811.3     (177.5)     (22.6)
LORILLARD INC      LLV TH          3,275.0   (2,155.0)     918.0
LORILLARD INC      LO US           3,275.0   (2,155.0)     918.0
LORILLARD INC      LLV GR          3,275.0   (2,155.0)     918.0
MANNKIND CORP      NNF1 GR           386.8      (40.7)    (100.3)
MANNKIND CORP      NNF1 TH           386.8      (40.7)    (100.3)
MANNKIND CORP      MNKD US           386.8      (40.7)    (100.3)
MARRIOTT INTL-A    MAQ GR          6,847.0   (1,842.0)  (1,186.0)
MARRIOTT INTL-A    MAR US          6,847.0   (1,842.0)  (1,186.0)
MARRIOTT INTL-A    MAQ TH          6,847.0   (1,842.0)  (1,186.0)
MDC COMM-W/I       MDZ/W CN        1,707.3      (86.7)    (256.5)
MDC PARTNERS-A     MDCA US         1,707.3      (86.7)    (256.5)
MDC PARTNERS-A     MD7A GR         1,707.3      (86.7)    (256.5)
MDC PARTNERS-A     MDZ/A CN        1,707.3      (86.7)    (256.5)
MDC PARTNERS-EXC   MDZ/N CN        1,707.3      (86.7)    (256.5)
MERITOR INC        AID1 GR         2,502.0     (585.0)     254.0
MERITOR INC        MTOR US         2,502.0     (585.0)     254.0
MERRIMACK PHARMA   MACK US           188.6      (99.9)      40.9
MERRIMACK PHARMA   MP6 GR            188.6      (99.9)      40.9
MICHAELS COS INC   MIK US          2,030.0   (2,269.0)     409.0
MICHAELS COS INC   MIM GR          2,030.0   (2,269.0)     409.0
MONEYGRAM INTERN   MGI US          4,600.2     (157.2)      87.1
MORGANS HOTEL GR   MHGC US           632.3     (221.3)      89.3
MORGANS HOTEL GR   M1U GR            632.3     (221.3)      89.3
MOXIAN CHINA INC   MOXC US             4.9       (1.2)      (4.0)
MPG OFFICE TRUST   1052394D US     1,280.0     (437.3)       -
NATIONAL CINEMED   XWM GR            993.6     (200.2)      51.8
NATIONAL CINEMED   NCMI US           993.6     (200.2)      51.8
NAVISTAR INTL      NAV US          7,443.0   (4,618.0)     782.0
NAVISTAR INTL      IHR GR          7,443.0   (4,618.0)     782.0
NAVISTAR INTL      IHR TH          7,443.0   (4,618.0)     782.0
NEFF CORP-CL A     NEFF US           612.1     (343.7)      (1.5)
NEW ENG RLTY-LP    NEN US            178.9      (25.9)       -
NORTHWEST BIO      NWBO US            29.4      (31.2)     (41.7)
NORTHWEST BIO      NBYA GR            29.4      (31.2)     (41.7)
OMEROS CORP        OMER US            25.3      (26.6)       9.0
OMEROS CORP        3O8 GR             25.3      (26.6)       9.0
OMTHERA PHARMACE   OMTH US            18.3       (8.5)     (12.0)
PALM INC           PALM US         1,007.2       (6.2)     141.7
PBF LOGISTICS LP   11P GR            360.0      (47.3)      15.6
PBF LOGISTICS LP   PBFX US           360.0      (47.3)      15.6
PHILIP MORRIS IN   PM US          35,401.0   (8,677.0)    (356.0)
PHILIP MORRIS IN   PM1EUR EU      35,401.0   (8,677.0)    (356.0)
PHILIP MORRIS IN   4I1 TH         35,401.0   (8,677.0)    (356.0)
PHILIP MORRIS IN   PM1 TE         35,401.0   (8,677.0)    (356.0)
PHILIP MORRIS IN   PM1CHF EU      35,401.0   (8,677.0)    (356.0)
PHILIP MORRIS IN   PMI SW         35,401.0   (8,677.0)    (356.0)
PHILIP MORRIS IN   PM FP          35,401.0   (8,677.0)    (356.0)
PHILIP MORRIS IN   4I1 GR         35,401.0   (8,677.0)    (356.0)
PLAYBOY ENTERP-A   PLA/A US          165.8      (54.4)     (16.9)
PLAYBOY ENTERP-B   PLA US            165.8      (54.4)     (16.9)
PLY GEM HOLDINGS   PG6 GR          1,304.9      (73.5)     238.9
PLY GEM HOLDINGS   PGEM US         1,304.9      (73.5)     238.9
PROTALEX INC       PRTX US             0.8       (9.1)       0.4
PROTECTION ONE     PONE US           562.9      (61.8)      (7.6)
PROTEON THERAPEU   PRTO US            24.2        9.6       19.3
QUALITY DISTRIBU   QLTY US           439.6      (30.4)     105.2
QUALITY DISTRIBU   QDZ GR            439.6      (30.4)     105.2
QUINTILES TRANSN   QTS GR          3,106.7     (536.2)     511.8
QUINTILES TRANSN   Q US            3,106.7     (536.2)     511.8
RAYONIER ADV       RYQ GR          1,246.3      (13.4)     167.3
RAYONIER ADV       RYAM US         1,246.3      (13.4)     167.3
REGAL ENTERTAI-A   RGC US          2,553.5     (755.1)       6.5
REGAL ENTERTAI-A   RGC* MM         2,553.5     (755.1)       6.5
REGAL ENTERTAI-A   RETA GR         2,553.5     (755.1)       6.5
RELMADA THERAPEU   RLMD US             0.0       (0.0)      (0.0)
RENAISSANCE LEA    RLRN US            57.0      (28.2)     (31.4)
RENTPATH INC       PRM US            208.0      (91.7)       3.6
RETROPHIN INC      RTRX US           145.9      (10.2)      (3.7)
RETROPHIN INC      17R GR            145.9      (10.2)      (3.7)
REVLON INC-A       RVL1 GR         1,912.6     (570.6)     300.9
REVLON INC-A       REV US          1,912.6     (570.6)     300.9
RITE AID CORP      RTA TH          7,186.0   (1,792.7)   1,895.3
RITE AID CORP      RTA GR          7,186.0   (1,792.7)   1,895.3
RITE AID CORP      RAD US          7,186.0   (1,792.7)   1,895.3
ROCKWELL MEDICAL   RWM GR             23.9       (5.5)       2.6
ROCKWELL MEDICAL   RWM TH             23.9       (5.5)       2.6
ROCKWELL MEDICAL   RMTI US            23.9       (5.5)       2.6
ROUNDY'S INC       RNDY US         1,089.7      (66.8)      71.8
ROUNDY'S INC       4R1 GR          1,089.7      (66.8)      71.8
RURAL/METRO CORP   RURL US           303.7      (92.1)      72.4
RYERSON HOLDING    RYI US          2,006.2      (38.2)     749.5
RYERSON HOLDING    7RY GR          2,006.2      (38.2)     749.5
RYERSON HOLDING    7RY TH          2,006.2      (38.2)     749.5
SALLY BEAUTY HOL   S7V GR          2,030.0     (347.1)     640.6
SALLY BEAUTY HOL   SBH US          2,030.0     (347.1)     640.6
SBA COMM CORP-A    SBJ GR          7,809.0     (297.6)    (671.8)
SBA COMM CORP-A    SBAC US         7,809.0     (297.6)    (671.8)
SBA COMM CORP-A    SBJ TH          7,809.0     (297.6)    (671.8)
SECOND SIGHT MED   24P GR              9.6      (19.5)       4.4
SECOND SIGHT MED   EYES US             9.6      (19.5)       4.4
SEQUENOM INC       SQNM US           134.6      (51.9)      36.5
SILVER SPRING NE   9SI GR            552.9     (139.0)      82.8
SILVER SPRING NE   SSNI US           552.9     (139.0)      82.8
SILVER SPRING NE   9SI TH            552.9     (139.0)      82.8
SIRIUS XM CANADA   XSR CN            329.4      (87.2)    (161.7)
SIRIUS XM CANADA   SIICF US          329.4      (87.2)    (161.7)
SPARK ENERGY-A     SPKE US            86.5       (0.9)      (9.4)
SPORTSMAN'S WARE   06S GR            315.7      (35.0)      83.3
SPORTSMAN'S WARE   SPWH US           315.7      (35.0)      83.3
SUPERVALU INC      SVU US          4,486.0     (634.0)      92.0
SUPERVALU INC      SVU* MM         4,486.0     (634.0)      92.0
SUPERVALU INC      SJ1 GR          4,486.0     (634.0)      92.0
SUPERVALU INC      SJ1 TH          4,486.0     (634.0)      92.0
THERAVANCE         HVE GR            553.7     (193.1)     237.4
THERAVANCE         THRX US           553.7     (193.1)     237.4
THRESHOLD PHARMA   THLD US            76.7      (21.0)      49.1
TRANSDIGM GROUP    T7D GR          6,756.8   (1,556.1)   1,103.7
TRANSDIGM GROUP    TDG US          6,756.8   (1,556.1)   1,103.7
TRINET GROUP INC   TNET US         1,393.3      (48.9)      17.3
TRINET GROUP INC   TN3 GR          1,393.3      (48.9)      17.3
TRINET GROUP INC   TNETEUR EU      1,393.3      (48.9)      17.3
UNILIFE CORP       UNIS US            80.7       (2.7)       0.4
UNISYS CORP        UIS US          2,279.4     (521.2)     343.9
UNISYS CORP        UISCHF EU       2,279.4     (521.2)     343.9
UNISYS CORP        UISEUR EU       2,279.4     (521.2)     343.9
UNISYS CORP        USY1 GR         2,279.4     (521.2)     343.9
UNISYS CORP        UIS1 SW         2,279.4     (521.2)     343.9
UNISYS CORP        USY1 TH         2,279.4     (521.2)     343.9
VECTOR GROUP LTD   VGR GR          1,643.4       (7.9)     561.5
VECTOR GROUP LTD   VGR US          1,643.4       (7.9)     561.5
VENOCO INC         VQ US             756.5     (100.0)    (762.9)
VERISIGN INC       VRS GR          2,207.4     (748.8)    (326.3)
VERISIGN INC       VRS TH          2,207.4     (748.8)    (326.3)
VERISIGN INC       VRSN US         2,207.4     (748.8)    (326.3)
VERIZON TELEMATI   HUTC US           110.2     (101.6)    (113.8)
VERSO PAPER CORP   VRS US          1,019.7     (584.3)       9.4
VIRGIN AMERICA I   2VA1 TH           876.0     (313.0)      19.0
VIRGIN AMERICA I   2VA1 GR           876.0     (313.0)      19.0
VIRGIN AMERICA I   VA US             876.0     (313.0)      19.0
VIRGIN MOBILE-A    VM US             307.4     (244.2)    (138.3)
WEIGHT WATCHERS    WW6 GR          1,558.3   (1,357.7)      60.6
WEIGHT WATCHERS    WTW US          1,558.3   (1,357.7)      60.6
WEIGHT WATCHERS    WW6 TH          1,558.3   (1,357.7)      60.6
WEIGHT WATCHERS    WTWEUR EU       1,558.3   (1,357.7)      60.6
WEST CORP          WSTC US         3,929.2     (684.9)     284.7
WEST CORP          WT2 GR          3,929.2     (684.9)     284.7
WESTMORELAND COA   WLB US          1,578.5     (264.3)     101.2
WESTMORELAND COA   WME GR          1,578.5     (264.3)     101.2
WORKIVA INC        WK US              82.6      (23.4)     (23.4)
WORKIVA INC        0WKA GR            82.6      (23.4)     (23.4)
XERIUM TECHNOLOG   TXRN GR           611.2      (51.2)     102.1
XERIUM TECHNOLOG   XRM US            611.2      (51.2)     102.1
XOMA CORP          XOMA US            70.9      (18.1)      28.5
YRC WORLDWIDE IN   YEL1 TH         2,046.6     (361.2)     195.9
YRC WORLDWIDE IN   YEL1 GR         2,046.6     (361.2)     195.9
YRC WORLDWIDE IN   YRCW US         2,046.6     (361.2)     195.9


                             *********

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 202-362-8552.


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