TCR_Public/150109.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Friday, January 9, 2015, Vol. 19, No. 9

                            Headlines

1 SWD INCORPORATED: Case Summary & 4 Largest Unsecured Creditors
ACTIVECARE INC: Sells CareServices-Related Contracts & Equipment
ALEXANDRA TRUST: Bailey Wants Court to Name Chapter 11 Trustee
ALSIP ACQUISITION: Files Schedules of Assets and Liabilities
AMERICAN BANCORP: Deerwood Bank to Acquire American Bank for $17MM

AMERICAN MEDIA: Continues Its Multi-Step Debt Reduction Strategy
AMERICAN MEDIA: Moody's Rates $2.2MM Senior 2nd Lien Notes 'Caa3'
AMERICAN PATRIOT: Banks Signs New $55,000 SPA with CFSI
AMSTERDAM HOUSE: Judge Closes Chapter 11 Bankruptcy Case
ANACOR PHARMACEUTICALS: Eagle Mgt. Holds 5.4% Stake as of Dec. 31

ARUBA INVESTMENTS: Moody's Assigns B2 Corporate Family Rating
ARUBA INVESTMENTS: S&P Assigns 'B' CCR; Outlook Stable
ASSOCIATED WHOLESALERS: Seeks Until April 7 to File Plan
AUBURN TRACE: Case Summary & 20 Largest Unsecured Creditors
AURBEC MINES: Declared Bankrupt Under Canada's BIA Act

AUTOMATED BUSINESS: Plan Outline Hearing Continued Until Jan. 13
AYN WARDO: Case Summary & 8 Largest Unsecured Creditors
AZIZ CONVENIENCE: Has Until March 2 to File Plan of Reorganization
BANCO SANTOS: Fla. Judge OKs $8MM Deal with Espirito Santo Bank
BARNES & NOBLE: Might File for Ch 11 Bankruptcy, Report Says

BAY AREA FINANCIAL: Court Issues Final Decree Closing Bankr. Case
BEAR CREEK: Case Summary & 20 Largest Unsecured Creditors
BODY CENTRAL: Gets Default Notice, Exploring Alternatives
BR FESTIVALS: $500K Transfer to Uptown Was Fraudulent, Court Says
BROCADE COMMUNICATIONS: Moody's Rates New Convertible Notes Ba2

BROCADE COMMUNICATIONS: S&P Rates New $500MM Unsecured Notes 'BB+'
BROOKE CAPITAL: 10th Circuit Reverses Decision in Citizens Suit
BRUGNARA PROPERTIES IV: Ch. 11 Case Transferred to Judge Montali
CAESARS ENTERTAINMENT: Gets More Support with Sale by Blackrock
CAESARS ENTERTAINMENT: ISDA Takes Default Query to Expert Panel

CALIBRE ACADEMY: Fitch Affirms 'B' Rating on $16.1MM Revenue Bonds
CHESTERFIELD VALLEY: Fitch Raises Rating on $13.21MM Bonds to BB+
COX & SCHEPP: Court Nixes Summary Judgment Bids in Suit vs. Palmer
DATAPIPE INC: S&P Retains 'B' Rating on Proposed $23MM Debt Add-On
DAVID DRUMM: Ex-Anglo Irish Banker Can't Ditch $11MM in Debt

DEB STORES: Files Schedules of Assets and Liabilities
DETROIT, MI: Board Votes to Send State Money to Pension Funds
DUNE ENERGY: Obtains Forbearance Extension From Lenders
EDUCATION MANAGEMENT: Moody's Lowers Default Rating to D-PD
EGENIX INC: Files for Chapter 11 Bankruptcy Protection

EMPIRE RESORTS: Commences $50 Million Rights Offering
ENDEAVOUR INT'L: Noteholders File Precautionary Motion re RSA
EXIDE TECH: Enters Into Backstop Agreement With Noteholders
EXIDE TECHNOLOGIES: Panel, U.S. Trustee Object to Disclosures
FEDERAL RESOURCES: Seeks Joint Administration of Cases

FIRED UP: Wins Confirmation of Reorganization Plan
FIRST MARINER: Dennis Finnegan Joins Howard Bank as Vice President
FOUR OAKS: 2 Directors Tender Mandatory Resignation
FREEDOM INDUSTRIES: FBI Says Co. Knew of Containment Problems
GBG RANCH: Dismissal Bid Dropped; Debtor Required to File Plan

GLOBAL COMPUTER: Committee Can File Liquidating Plan
GRIDWAY ENERGY: Asks Court to Extend Deadline to Remove Suits
GRIDWAY ENERGY: Seeks April 6 Extension of Plan Filing Date
GT ADVANCED: Jan. 26 Hearing to Form Equity Security Committee Set
INTERLEUKIN GENETICS: Bay City Holds 41.5% Stake as of Dec. 31

IPC CORP: Moody's Assigns B3 CFR & Rates Sr. 2nd Lien Debt Caa2
IPC CORP: S&P Assigns 'B' CCR & Rates $580MM 1st Lien Debt 'B'
IRENE SCHWARTZ-TALLARD: Rehearing on Stay Violation Damages Ruling
ITUS CORPORATION: Settles Optronics Lawsuit for $9 Million
J & B RESTAURANT: Files Voluntary Chapter 11 Bankruptcy Petition

J&B RESTAURANT: Files for Bankruptcy Protection
LAKELAND INDUSTRIES: To Sell New York Headquarter for $517,500
LANTHEUS MEDICAL: Supply Agreements with Cardinal Health Expires
LIME ENERGY: Bison Reports 30.4% Stake as of Dec. 23
LONGVIEW POWER: Seeks Feb. 28 Extension of Plan Filing Date

LONGVIEW POWER: Settles Disputes With Contractors, Insurer
LOUISVILLE ARENA: S&P Affirms 'BB' ICR on Three Bond Issues
MA SALAZAR: Court Refuses to Award Sanctions Against The Village
MF GLOBAL: Financial Institutions Settle Suit
MILLER AUTO PARTS: Gets Approval to Sell Stihl Brand Inventory

MURRAY ENERGY: S&P Raises Corp Credit Rating to 'B+'
NEIGHBORHOOD HEALTH: Case Summary & 20 Top Unsecured Creditors
NEOGENIX ONCOLOGY: Nixon Peabody, Mintz Levin Blitz Legal Mal Suit
NEW CENTURY: Morgan Stanley Had Heavy Influence Into Practices
NITRO PETROLEUM: Reports $293K Net Loss in Quarter Ending Oct. 31

ORANGE COUNTY HOUSING: S&P Alters Outlook to Stable
OVERLAND PARK: Fitch Affirms 'BB' Rating on $62.68MM Revenue Bonds
PALM BEACH: Gets Approval to Sell Undeveloped Land to PNC Bank
PASSAIC HEALTHCARE: Has Interim Authority to Use Cash Collateral
PASSAIC HEALTHCARE: Section 341(a) Meeting Scheduled for Feb. 19

PENNSYLVANIA ECONOMIC: Moody's Hikes Revenue Bonds Rating to B3
PEOPLE'S COMMUNITY: Case Summary & 20 Largest Unsecured Creditors
PORT AGGREGATES: Can't File Schedules Until January 30
PORT AGGREGATES: Shareholders Want Chapter 11 Case Dismissed
PRESIDIO INC: S&P Cuts Corp Credit Rating to 'B' on Apollo Buy-out

QUANTUM FOODS: Gets Approval to Settle Avoidance Claims
REICHHOLD HOLDINGS: Has Until June 29 to Remove Lawsuits
REVEL AC: ACR Energy Objects to Bid to Cut Power Deal
RITE AID: Files Form 10-Q; Posts $104.8-Mil. Net Income in Q3
RUFFIN ROAD: Case Summary & 6 Largest Unsecured Creditors

RUSSELL HOSPITAL: S&P Lowers Series 2006A Bonds Rating to 'BB-'
SAN BERNARDINO, CA: Luxembourg Bank Sues for Payment on Bonds
SHADOW STONE: Case Summary & Unsecured Creditor
SIGA TECHNOLOGIES: Could Face $190MM Hit in Smallpox Drug Dispute
SIGA TECHNOLOGIES: Del. Court Issues Opinion in PharmAthene Suit

SOLAR POWER: Issues $20 Million Common Shares to Home Value
SPECIALTY PRODUCTS: RPM Earns $69.8 Mil. in Fiscal Second Qtr.
STEREOTAXIS INC: Obtains FDA Clearance to Sell Vdrive
STOCKTON, CA: Issuers Risk Higher Costs with City
STONEWALL GAS: S&P Assigns 'B-' CCR & Rates $350MM Sr. Loan 'B'

SUN BANCORP: Amends 1.1 Million Common Shares Resale Prospectus
SWEISS PETROL: Case Summary & 20 Largest Unsecured Creditors
SYLVA CORP: Court Writes Checklist for Disputed Equipment Leases
T-L CHEROKEE: Judge Approves Valley View Loan Agreement
TARGETED MEDICAL: President Dave Silver Quits as No Deal Reached

TIFFANI HILL: NWC Violated Automatic Stay, Montana Judge Says
TIGER AXLES: Court Confirms Reorganization Plan
TITAN ENERGY: Cancels Common Stock Registration
TRUMP ENTERTAINMENT: Levine Gets $1.25MM Lien Past Icahn Entities
U.S. ESTATES: Case Summary & 2 Largest Unsecured Creditors

UNITED CONTINENTAL: 13 Senior FAs File Whistleblower Suit
UNIVERSAL CORP: Fitch Assigns 'BB' Preferred Stock Rating
US COAL: Can File Chapter 11 Plan Until March 4
VERSO PAPER: Completes $1.4-Bil. Acquisition of NewPage
VISCOUNT SYSTEMS: Issues 21.489 Series A Convertible Pref. Stock

VYCOR MEDICAL: Fountainhead Reports 50% Stake as of Dec. 31
WASHINGTON MUTUAL: WMI Raises Close to $600MM to Pursue Buys
WEST CORP: Names Jan Madsen as New Chief Financial Officer
WET SEAL: Hires Klee Tuchin as Restructuring Lawyers
WET SEAL: To Close 66% of Stores to Avert Bankruptcy

WOODLAKE RESORT: Dam Unsafe, Must Lower Level of Lake by 3 Feet
[*] BOOK REVIEW: Competitive Strategy for Health Care Organizations
[*] UBS Whistle-Blower Birkenfeld Seeks Permit to Move to Europe

                            *********

1 SWD INCORPORATED: Case Summary & 4 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: 1 SWD, Incorporated
        845 East State Hwy 88, Ste 323
        Jackson, CA 95642

Case No.: 14-32499

Chapter 11 Petition Date: December 30, 2014

Court: United States Bankruptcy Court
       Eastern District of California (Sacramento)

Judge: Hon. Christopher D. Jaime

Debtor's Counsel: Scott J. Sagaria, Esq.
                  SAGARIA LAW, P.C.
                  2033 Gateway Place, Floor 5
                  San Jose, CA 95110
                  Tel: 408-279-2288
                  Email: SagariaBK@SagariaLaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by John Eldon Kinne, president.

A list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/caeb14-32499.pdf


ACTIVECARE INC: Sells CareServices-Related Contracts & Equipment
----------------------------------------------------------------
ActiveCare, Inc., sold the majority of customer contracts and
equipment leased to customers associated with its CareServices
segment.  The customer contracts were recorded as intangible assets
on the Company's balance sheet and were being amortized over their
3-year estimated useful lives.  The equipment leased to customers
was recorded as property and equipment on the Company's balance
sheet and was being amortized over its 3-year estimated useful
life.

According to a regulatory filing with the U.S. Securities and
Exchange Commission, the assets were sold to an unrelated third
party, Security Systems, Inc., pursuant to a written Agreement for
Purchase and Sale of Monitoring Accounts.  Additional equipment in
stock was sold to the Buyer pursuant to a written sales invoice.
The purchase price included a cash payment of $412,280 under the
Purchase Agreement for the customer contracts.  The equipment in
stock was sold for $66,458 under the sales invoice.  There is no
significant gain or loss to be recorded related to the sale of
these assets in the Company's fiscal first quarter 2015 as the
assets were sold for approximately their net book value.  As a
result of this transaction, the CareServices Segment is reported as
discontinued operations.

                         About ActiveCare

South West Valley City, Utah-based ActiveCare, Inc., is organized
into three business segments based primarily on the nature of the
Company's products.  The Stains and Reagents segment is engaged in
the business of manufacturing and marketing medical diagnostic
stains, solutions and related equipment to hospitals and medical
testing labs.  The CareServices segment is engaged in the business
of developing, distributing and marketing mobile health monitoring
and concierge services to distributors and customers.  The Chronic
Illness Monitoring segment is primarily engaged in the monitoring
of diabetic patients on a real time basis.

The Company's business plan is to develop and market products for
monitoring the health of and providing assistance to mobile and
homebound seniors and the chronically ill, including those who may
require a personal assistant to check on them during the day to
ensure their safety and well being.

ActiveCare incurred a net loss attributable to common stockholders
of $25.95 million the year ended Sept. 30, 2013, as compared with
a net loss attributable to common stockholders of $12.42 million
for the year ended Sept. 30, 2012.  As of June 30, 2014, the
Company had $9.49 million in total assets, $10.96 million in total
liabilities and a $1.46 million total stockholders' deficit.

Tanner LLC, in Salt Lake City, Utah, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Sept. 30, 2013.  The independent auditors noted that
the Company has incurred recurring losses, has negative cash flows
from operating activities, has negative working capital, and has
negative total equity.  These conditions, among others, raise
substantial doubt about its ability to continue as a going
concern.


ALEXANDRA TRUST: Bailey Wants Court to Name Chapter 11 Trustee
--------------------------------------------------------------
Don Bailey, a scheduled creditor and party-in-interest in the
Chapter 11 case of Alexandra Trust, asks the Hon. Barbara J. Houser
of the U.S. Bankruptcy Court for the Northern District of Texas to
appoint a Chapter 11 trustee to oversee the Debtor's case.

According to Mr. Bailey, the Debtor is not really a business to be
reorganized.  Its assets, other than a debt-free residential
property, are claimed interests in 22 entities plus seven potential
lawsuits which the Debtor apparently intends to file in its name to
resolve, among other issues, ownership of several of those
entities.  The Debtor, sometimes acting in its own name and
sometimes by one or another wholly owned subsidiary, has a broad
and deep litigation history involving its ownership claims for
those entities.  This proclivity for litigation is vividly
demonstrated by the Debtor's recent filing of an adversary
proceeding which in part asserts in the Debtor's name certain
claims which the Debtor previously conveyed to other entities, Mr.
Bailey notes.

Mr. Bailey points out, with scheduled assets, excluding would-be
lawsuit winnings, far in excess of scheduled liabilities, the
Debtor nonetheless has already launched its "reorganization-by-
litigation" strategy.  Yet, schedule B indicates ownership
interests in numerous, litigation-free entities.  These assets need
to be located and evaluated, he says.  Hotly contested lawsuits are
not the best first step in this reorganization.  A trustee is
needed to evaluate the Debtor's assets and liabilities, and
determine how to craft a plan that fulfills the Bankruptcy Code's
reorganization purposes.  The Debtor is woefully unqualified for
that task, he adds.

Mr. Bailey retained as counsel:

   Richard B. Schiro, Esq.
   Greg E. Butts, Esq.
   LAW OFFICES OF RICHARD B. SCHIRO
   2706 Fairmount Street
   Dallas, TX 75201
   Tel: (214) 521-4994
   Fax: (214) 521-3838
   Email: rbschiro@schirolaw.com
          gebutts@schirolaw.com

A full-text copy of Mr. Bailey's request is available for free at
http://is.gd/vniZWx

                       About Alexandra Trust

Garland, Texas-based Alexandra Trust sought protection under
Chapter 11 of the Bankruptcy Code on Oct. 20, 2014 (Bankr. N.D.
Tex. Case No. 14-35049).  The case is assigned to Judge Barbara J.
Houser.  The Debtor's counsel is Arthur I. Ungerman, Esq., in
Dallas, Texas.  The Debtor disclosed $861,299,210 in assets and
$4,739,000 in liabilities as of the Chapter 11 filing.  The
petition was signed by Richard Dale Sterritt, Jr., trustee.


ALSIP ACQUISITION: Files Schedules of Assets and Liabilities
------------------------------------------------------------
Alsip Acquisition LLC and its debtor-affiliates filed with the
Bankruptcy Court for the District of Delaware schedules of assets
and liabilities, and statements of financial affairs.  Alsip's
schedules disclose:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $12,906,018
  B. Personal Property           
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $12,218,731
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $668,645
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $21,475,468
                                 -----------      -----------
        TOTAL                    $12,906,018      $34,362,844

A full-text copy of the amended schedules is available for free
at http://is.gd/f78Bl3

                    About Alsip Acquisition

Alsip Acquisition, LLC and APCA, LLC were the leading North
American provider of responsibly made recycled paper for books and
magazines, as well as for commercial printing and packaging
applications.  The operational and manufacturing headquarters are
located in Alsip, Illinois, and consist of a 40-year-old mill and a
leased warehouse in Alsip, Illinois.  The mill and warehouse were
idled in September 2014 following cash losses.  Most of Alsip's
stock is owned by FutureMark Holdings, LLC.

On Nov. 20, 2014, Alsip Acquisition and APCA each filed petitions
seeking relief under chapter 11 of the United States Bankruptcy
Code.  The Debtors' cases have been assigned to Judge Kevin J.
Carey (KJC). The cases have been jointly administered, with
pleadings maintained on the case docket for Case No. 14-12596.

The Debtors have tapped Mintz Levin Cohn Ferris Glovsky and Popeo
PC as counsel and Pachulski Stang Ziehl & Jones as co-counsel.
Epiq Bankruptcy Solutions LLC is the claims and notice agent.

As of Oct. 31, 2014, the Debtors had approximately $7,742,972 of
funded indebtedness and related obligations outstanding.

The goal of the Debtors is to consummate the sale of the assets to
Resolute FP Illinois LLC pursuant to an asset purchase agreement or
another bidder pursuant to the bid procedures.  In addition, the
Debtors intend to vacate their leased locations in Connecticut and
New Jersey, liquidate their other assets, and distribute any
proceeds pursuant to the claims process established by the
Bankruptcy Code.

The Official Committee of Unsecured Creditors is represented by
Maria Aprile Sawczuk, Esq., and Harold D. Israel, Esq., at
Goldstein & McClintlock LLLP.


AMERICAN BANCORP: Deerwood Bank to Acquire American Bank for $17MM
------------------------------------------------------------------
American Banker reports that a federal judge has picked Deerwood
Bank's $17 million offer for American Bancorporation's American
Bank of St. Paul over competing bids from Premier Banks and St.
Paul-based University Financial Corp. at a bankruptcy auction.

Katharine Grayson, writing for St. Paul Business Journal, recalls
that American Bancorporation put the assets of American Bank on the
auction block in December 2014.

According to Business Journal, American Bank subsidiary
AmeriNational Community Services Inc. was also auctioned off and
won by investment firm OSP Group with a $15.2 million bid.

                    About American Bancorporation

Alesco Preferred Funding XV, Ltd., and two related entities filed
an involuntary Chapter 11 bankruptcy petition for St. Paul,
Minnesota-based American Bancorporation (Bankr. D. Minn. Case No.
14-31882) on May 1, 2014.  The involuntary petition filed in St.
Paul Minnesota indicates that the three alleged creditors are owed
in excess of $48 million:

     Creditor                                   Amount of Claim
     --------                                   ---------------
Alesco Preferred Funding XV, Ltd.                 $27,374,356
Alesco Preferred Funding XVI, Ltd.                $13,728,562
Alesco Preferred Funding II, Ltd.                  $7,000,000
                                                plus interest

The alleged creditors are represented by Jeffrey Klobucar, Esq.,
at Bassford Remele, PA.

Judge Katherine A. Constantine handles the case.  She has entered
an order for relief, officially placing American Bancorporation in
Chapter 11.

Judge Kathleen H. Sanberg was originally assigned to the case but
she disqualified herself in the case, according to her May 1, 2014
order of recusal.


AMERICAN MEDIA: Continues Its Multi-Step Debt Reduction Strategy
----------------------------------------------------------------
American Media, Inc., entered into an exchange agreement with
certain noteholders of the Company, who are also the majority
equityholders of the Company, and certain subsidiaries of the
Company as guarantors, in an effort to implement the next step in
its multi-step debt reduction strategy.  Pursuant to the Exchange
Agreement, the Noteholders have agreed to exchange $32 million in
aggregate principal amount of first lien notes due 2017 for
approximately $39 million in aggregate principal amount of new
second lien notes due 2020.

In September 2014, AMI completed the first step of its debt
reduction strategy with a second lien debt for equity swap which
reduced AMI's total debt by approximately $121 million.  Upon
completion of this second-step debt reduction, AMI's first lien
debt moves much closer to a level that AMI and its advisors believe
can potentially be refinanced at a lower cost of capital than the
11.5% coupon on the existing first lien notes.

AMI's outstanding first lien notes will be reduced to approximately
$326 million in aggregate principal amount, a reduction of
approximately $37 million, or 10%, since September 2014.  In
connection with the total debt reduction, AMI's total annual
interest expense will be reduced by approximately $14 million, or
25%, resulting in additional annual free cash flow of approximately
$14 million.

"Thanks to the unyielding support we have received from certain
noteholders regarding balance sheet initiatives, we have the lowest
amount of total debt and the strongest liquidity position in 15
years," said David J. Pecker, Chairman, president and CEO of AMI.
"We plan to access the capital markets to refinance our existing
first lien debt and further reduce interest expense and improve
free cash flow."

                        About American Media

Based in New York, American Media, Inc., publishes celebrity
journalism and health and fitness magazines in the U.S.  These
include Star, Shape, Men's Fitness, Fit Pregnancy, Natural Health,
and The National Enquirer.  In addition to print properties, AMI
manages 14 different Web sites.  The company also owns
Distribution Services, Inc., an in-store magazine merchandising
company.

American Media, Inc., and 15 units, including American Media
Operations, Inc., filed for Chapter 11 protection in Manhattan
(Bankr. S.D.N.Y. Case No. 10-16140) on Nov. 17, 2010, with a
prepackaged plan.  The Debtors emerged from Chapter 11
reorganization in December 2010, handing ownership to former
bondholders.  The new owners include hedge funds Avenue Capital
Group and Angelo Gordon & Co.

American Media incurred a net loss of $55.5 million on $349
million of total operating revenues for the fiscal year ended
March 31, 2013, as compared with net income of $22.3 million on
$387 million of total operating revenues for the fiscal year
ended March 31, 2012.

                           *     *     *

As reported by the TCR on Sept. 23, 2014, Standard & Poor's
Ratings Services raised its corporate credit rating on Boca Raton,
Fla.-based American Media Inc. to 'CCC' from 'SD' (selective
default).  The upgrade follows a review of American Media's
business and financial risk profile assessments following its
exchange of approximately $7.8 million 13.5% second-lien senior
notes due 2018 and approximately $113.3 million 10% second-lien
senior payment-in-kind (PIK) notes due 2018 for equity.

In the July 10, 2014, edition of the TCR, Moody's Investors
Service has lowered American Media, Inc.'s Corporate Family Rating
(CFR) to Caa1 from B3.  The downgrade of American Media's CFR to
Caa1 reflects Moody's expectation for lower revenue and EBITDA
resulting in higher financial leverage.


AMERICAN MEDIA: Moody's Rates $2.2MM Senior 2nd Lien Notes 'Caa3'
-----------------------------------------------------------------
Moody's Investors Service has revised American Media, Inc.'s
("American Media," "AMI" or the "company") Probability of Default
Rating (PDR) to Caa1-PD/LD from Caa1-PD in response to the
company's January 5, 2015 announcement of a distressed debt
exchange in which American Media entered into an exchange agreement
with note holders to exchange $32 million of First-Lien Notes for
approximately $39 million of new 7% Second-Lien Notes due January
2020 (unrated). The PDR will be revised back to Caa1-PD after three
business days. The rating action results from Moody's practice of
interpreting circumstances in which a debt holder accepts a
compromise offering involving subordination as an indication of an
untenable debt capital structure and constituting it as a default;
hence the "/LD" component of the PDR to signal the "limited
default" that has been deemed to have occurred on the exchanged
securities. While no payment default has transpired and there are
no debt maturities until 2017, the debt exchange, which is designed
to reduce first-lien debt and interest expense, represents the
occurrence of a deemed default. This represents the company's
second distressed exchange following the one in September 2014 when
the company converted $121.1 million of Second-Lien Notes into
common equity.

The transaction does not materially change the company's liquidity
position, its future prospects, or any of the parameters with which
Moody's assesses AMI's ratings. Accordingly, AMI's Corporate Family
Rating (CFR) is affirmed at Caa1, its Speculative Grade Liquidity
rating is affirmed at SGL-4, and the rating outlook remains
negative. However, the revisions to the company's debt composition
alter the relative proportions of structural/contractual
subordination that result in changes to loss given default
assessments for certain instruments, as noted below. As a result of
a smaller amount first-lien debt and more second-lien junior debt
in AMI's capital structure, the First-Lien Senior Secured Notes
will now sustain a slightly lower loss absorption in a distressed
scenario under Moody's Loss Given Default (LGD) Methodology.

Ratings Affirmed:

Issuer: American Media, Inc.

Corporate Family Rating -- Caa1

Probability of Default -- Caa1-PD/LD

Speculative Grade Liquidity Rating -- SGL-4

$325.7 Million (originally $385 Million) 11.5% Senior Secured
First-Lien Notes due December 2017  -- Caa1 (LGD assessment revised
to LGD-3 from LGD-4)

$2.2 Million (originally $105 Million) 13.5% Senior Secured
Second-Lien Notes due June 2018 -- Caa3 (LGD-6)

Ratings Rationale

American Media's Caa1 CFR reflects the company's elevated total
debt to EBITDA leverage that Moody's expect will rise to the 8-9x
range (Moody's adjusted) over the rating horizon from about 7x as
of September 30, 2014 as a result of lower EBITDA performance that
stems from a reduction in circulation sales associated with the
bankruptcy filing of AMI's second largest publications wholesaler,
Source Interlink Distribution ("Source"). The rating also captures
AMI's weak liquidity profile and deteriorating EBITDA cushion under
the revolver's first-lien leverage covenant resulting from the
lower circulation revenue aggravated by the Source bankruptcy,
which required temporary covenant relief through an amendment to
the credit facility. Ratings are further constrained by the
negative impact from the secular decline in circulation of
print-based weekly celebrity tabloids/monthly magazines and print
advertising, increasing fragmentation across various digital
platforms (e.g., websites, mobile, tablets, video and social
media), pricing pressures in the magazine advertising market and
competition from deep-pocketed rivals. These factors will
increasingly test AMI's ability to continually reduce manufacturing
and operating expenses to keep credit metrics from deteriorating
further. Though management continues to execute cost reduction
initiatives to approach annual EBITDA targets, Moody's  remain
concerned that additional cost takeouts will be harder to achieve,
which believe will be necessary to address longer term secular
pressures that are negatively impacting the print media industry.

Ratings are supported by the strong brand name, reputation and
readership loyalty of AMI's flagship titles including Star, Shape,
National Enquirer, OK!, and Muscle & Fitness, as well as the
ability to partially offset declining newsstand and subscription
revenue by raising cover prices, increasing the number of ad pages
per magazine, publishing additional special issues for key
publications and optimizing print programs designed to reduce
manufacturing and distribution costs (e.g., smaller magazine sizes
as well as paper rate savings through in-house purchasing).
Liquidity is weak with around $8 million of cash and $28 million of
borrowing capacity under the $40 million revolving credit facility
as of September 2014. Given that AMI made a sizable interest
payment on the First-Lien Notes in December 2014, Moody's believe a
revolver draw was made in the fourth calendar quarter to support
this payment, further reducing borrowing capacity. Moody's project
free cash flow of $10-$15 million in fiscal 2015 (ending March
2015).

Rating Outlook

The negative rating outlook reflects Moody's expectation for lower
circulation sales over the near-term as well as the possibility
that the revenue decline could be bigger than anticipated and/or
the transition period could take longer than expected. Negative
pressure is further exacerbated by AMI's exposure to newsstand
sales, which account for about 40% of total revenue. In addition,
Moody's continue to expect continued secular decline in traditional
print-based magazine publishing due to increasing alternatives for
magazine and tabloid delivery across various digital platforms. As
such, Moody's believe there is a risk that AMI's revenue and cash
flow could experience permanent reduction if consumers do not
resume purchasing AMI's publications and circulation does not
revert to prior levels after the company reallocates Source's
distribution business to its other wholesalers.

What Could Change the Rating -- DOWN

Ratings could be lowered due to higher-than-expected declines in
circulation or print advertising demand resulting in further free
cash flow deterioration and inability to reduce debt balances or
meet financial maintenance covenants. Ratings could also be
downgraded if weaker EBITDA, debt-financed acquisitions or other
leveraging events result in higher-than-expected total debt to
EBITDA ratios (includes Moody's standard adjustments) that diverge
from Moody's expectations.

What Could Change the Rating -- UP

An upgrade is unlikely over the near-term, however the outlook
could be stabilized if circulation sales revert to prior levels,
advertising revenue improves, or incremental service revenue and/or
higher cover prices offset circulation declines resulting in
neutral to positive free cash flow generation, debt reduction and
total debt to EBITDA sustained comfortably below 6x (includes
Moody's standard adjustments).

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

Headquartered in Boca Raton, Fl, American Media, Inc. is a leading
publisher of celebrity weekly journals including Star, OK!, and
National Enquirer as well as health and fitness magazines including
Shape and Men's Fitness, published 10 times per year. The company
also provides services to other publishers and arranges for the
placement of owned publications and third party publications with
retailers. Revenue for the twelve months ended September 30, 2014
totaled approximately $316 million.



AMERICAN PATRIOT: Banks Signs New $55,000 SPA with CFSI
-------------------------------------------------------
American Patriot Bank, a subsidiary of American Patriot Financial
Group, entered into a stock purchase agreement by and between the
Bank and Complete Financial Solutions, Inc., pursuant to which the
Bank, on Oct. 29, 2014, sold to CFSI 200 shares of a newly created
series of Fixed Rate Noncumulative Perpetual Preferred Stock,
Series A for a purchase price of $200,000.  The terms of the Series
A Preferred Stock provide that noncumulative dividends will be
payable quarterly at a rate of 5% per annum on March 15, June 15,
September 15 and December 15 of each year.  Because the dividends
are noncumulative, in the event that the Bank fails to make a
dividend payment that payment will not continue to be owed. The
Bank did not make the dividend payments due on the Series A
Preferred Stock on Dec. 15, 2014, and does not anticipate that it
will be able to make dividend payments on the Series A Preferred
Stock.

The Series A Preferred Stock has no maturity date and the Bank may
not redeem the Series A Preferred Stock until the first dividend
payment date after the fifth anniversary of the issuance of the
shares, and thereafter may only redeem the shares with the prior
approval of its applicable federal and state regulatory
authorities.  In the event of any liquidation, dissolution or
winding up of the affairs of Bank, whether voluntary or
involuntary, holders of the Series A Preferred Stock will be
entitled to receive for each share of the Series A Preferred Stock,
out of the assets of the Bank or proceeds thereof (whether capital
or surplus) available for distribution to stockholders of Bank,
subject to the rights of any creditors of the corporation, before
any distribution of those assets or proceeds is made to or set
aside for the holders of the Bank's common stock and any other
stock of the Bank ranking junior to the Series A Preferred Stock as
to such distribution, payment in full in an amount equal to $1,000
per share.  The Series A Preferred Stock is not convertible into
any other securities of the Bank.  The Series A Preferred Stock is
generally non-voting, except that the holders of the Series A
Preferred Stock are entitled to vote separately as a class in the
event that the Bank seeks to issue shares of stock that are senior
to the Series A Preferred Stock, the Bank seeks to make any
modification to the terms of the Series A Preferred Stock that
would adversely affect the rights and preferences of the shares or
the Bank seeks to consummate a binding share exchange,
reclassification involving the shares or a merger, unless the
Series A Preferred Stock remains outstanding or is converted into
or exchanged for preference securities of the surviving entity or
its ultimate parent in such a transaction (if not the Bank) and
such shares remaining outstanding or issued in conversion or
exchange of the Series A Preferred Stock have rights and
preferences which are not materially less favorable than those of
the Series A Preferred Stock.

In connection with entering into the Stock Purchase Agreement, the
Company, the Bank and CFSI entered into an amendment to the Common
Stock Purchase Agreement, dated as of June 27, 2014, by and among
the Company, the Bank and CFSI, pursuant to which the period of
time that CFSI is to file a change in control application with the
applicable federal regulators to acquire control of the Bank was
extended until June 27, 2015.  The Amendment also provides that in
a transaction pursuant to which CFSI may acquire control of the
Bank, the consideration that may be issued to the holders of the
Company's common stock may be either common stock of CFSI or some
other form of adequate consideration that may be distributed to the
common stockholders of the Company in a liquidating distribution.
The Amendment also modifies CFSI's obligations to redeem any
outstanding shares of the Company's preferred stock. Pursuant to
the terms of the Amendment, CFSI will either offer to redeem the
Company's outstanding preferred shares for their cash value or,
provided an exemption from registration is available, give the
holders of the preferred shares the option to accept CFSI's common
stock in lieu of cash.

On Dec. 30, 2014, the Bank and CFSI entered into a Stock Purchase
Agreement by and between the Bank and CFSI, pursuant to which the
Bank, has agreed to sell to CFSI 55 shares of the Series A
Preferred Stock for a purchase price of $55,000.  The Series A
Preferred Stock to be sold pursuant to the Second Stock Purchase
Agreement will have the same rights and preferences as the Series A
Preferred Stock sold to CFSI on Oct. 29, 2014.  In connection with
the execution of the Second Stock Purchase Agreement, CFSI executed
a promissory note in which it promised to pay for the Series A
Preferred Stock it agreed to acquire pursuant to the Second Stock
Purchase Agreement on or before Jan. 30, 2015.

Pursuant to the Stock Purchase Agreement and the Second Stock
Purchase Agreement, the Bank, on the one hand, and CFSI, on the
other hand, each made customary representations and warranties to
one another and agreements with one another for transactions of the
type contemplated by the Stock Purchase Agreement and the Second
Stock Purchase Agreement.

                      About American Patriot

Based in Greenville, Tenn., American Patriot Financial Group, Inc.
is a one-bank holding company formed as a Tennessee corporation to
own the shares of American Patriot Bank.  The Bank is the only
subsidiary of the Corporation.

American Patriot Bank commenced operations as a state chartered
bank on July 9, 2001.  The Bank had total assets of roughly
$118 million at Dec. 31, 2009.  The Bank is not a member of
the Federal Reserve System.

The Bank's customer base consists primarily of small to medium-
sized business retailers, manufacturers, distributors, land
developers, contractors, professionals, service businesses and
local residents.

On Aug. 18, 2010, the Company received from the Federal Deposit
Insurance Corporation, a Supervisory Prompt Corrective Action
Directive, dated August 17, 2010, due to American Patriot Bank's
"significantly undercapitalized" status.  The Directive requires
that the Bank submit an acceptable capital restoration plan on or
before August 31, 2010, providing that, among other things, at a
minimum, the Bank will  restore and maintain its capital to the
level of "adequately capitalized."

In its audit report for the 2011 results, Hazlett, Lewis & Bieter,
PLLC, in Chattanooga, Tennessee, expressed substantial doubt about
the Company's ability to continue as a going concern.  The
independent auditors noted that the Company has incurred
significant losses for the past five years resulting in a retained
deficit of $7.15 million at Dec. 31, 2011.  At Dec. 31, 2011 and
2010, the Company and its subsidiary were significantly
undercapitalized based on regulatory standards and has consented
to an Order to Cease and Desist with its primary federal regulator
that requires, among other provisions, that it achieve regulatory
capital thresholds that are significantly in excess of its current
actual capital levels.  The Company's nonperforming assets have
increased significantly during 2011 and 2010 related primarily to
deterioration in the credit quality of its loans collateralized by
real estate.  The Company, at the holding company level, has a
note payable that was due Feb. 28, 2011, which is now in default.
This note is securitized by 100 percent of the stock of the
subsidiary.

The Company reported a net loss of $1.18 million in 2011, compared
with a net loss of $2.29 million in 2010.

The Company's balance sheet at Sept. 30, 2012, showed $86.30
million in total assets, $85.51 million in total liabilities and
$793,666 in total stockholders' equity.


AMSTERDAM HOUSE: Judge Closes Chapter 11 Bankruptcy Case
--------------------------------------------------------
The Hon. Alan S. Trust of the U.S. Bankruptcy Court for the Eastern
District of New York issued a final decree closing the Chapter 11
case of Amsterdam House Continuing Care Retirement Community Inc.

As reported in the Troubled Company Reporter on Dec. 22, 2014, the
Debtor notified the bankruptcy court that the Effective Date of
Amended Plan of Reorganization occurred on Nov. 13, 2014.

According to the TCR, Judge Trust issued on Oct. 23, 2014, a
findings of fact, conclusions of law, and order confirming the
Plan.  The Plan is the result of negotiations by and among the
Debtor, the 2007 Bond Trustee, and the Consenting Holders.  The
Consenting Holders hold all rights with respect to or otherwise
having authority to vote the Series 2007A Bonds and the Series
2007C Bonds that are party to the Plan Support Agreement.

According to the TCR, the Plan provides for the payment and full
satisfaction of all Allowed Administrative Claims, Allowed Priority
Tax Claims, Allowed U.S. Trustee Fees, Allowed Other Priority
Claims, Allowed Other Secured Claims, and Allowed General Unsecured
Claims against the Debtor.

The Plan also provides that the holders of Allowed Series 2007A/B
Bond Claims and Series 2007C Bond Claims, in full and final
satisfaction and discharge of and in exchange for those Allowed
Claims, will receive certain 2014 Bonds and payment in Cash on
account of accrued and unpaid prepetition interest.  In addition,
the Plan provides that the holder of the Allowed Subvention Claim
will accept the treatment proposed by the Plan in full satisfaction
of that holder's Claim.

                    About Amsterdam House

Amsterdam House Continuing Care Retirement Community, Inc., owns
and operates Harborside, an upscale retirement community is
situated on 8.9 acres in Port Washington, New York.  Harborside --
http://www.theamsterdamatharborside.com/-- is Nassau County's
first and only CCRC licensed under Article 46 of the New York
Public Health Law.  CCRCs provide senior citizens with a full range
of living accommodations and healthcare services during their
retirement years.  Harborside currently offers 329 units of varying
sizes for independent, enriched, and skilled nursing care.

Amsterdam House filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.Y. Case No. 14-73348) on July 22, 2014, in Central Islip, New
York, to implement a prenegotiated bankruptcy-exit plan.

The case is assigned to Judge Alan S Trust.

Ingrid Bagby, Esq., at Cadwalader Wickersham & Taft LLP, serves as
the Debtor's counsel.  Grant Thornton LLP serves as financial
advisors, Herbert J. Sims & Co., Inc., serves as investment
bankers, and Kurtzman Carson Consultants LLC acts as claim and
noticing agent.

The Company said that total assets were $286 million and debt was
$437 million as of April 30, 2014.


ANACOR PHARMACEUTICALS: Eagle Mgt. Holds 5.4% Stake as of Dec. 31
-----------------------------------------------------------------
Eagle Asset Management, Inc., reported in a regulatory filing with
the U.S. Securities and Exchange Commission that as of Dec. 31,
2014, it beneficially owned 2,328,177 shares of common stock of
Anacor Pharmaceuticals, Inc., representing 5.43 percent of the
shares outstanding.  A copy of the Schedule 13G is available for
free at http://is.gd/JCPaAn

                   About Anacor Pharmaceuticals

Palo Alto, Calif.-based Anacor Pharmaceuticals (NASDAQ: ANAC) is a
biopharmaceutical company focused on discovering, developing and
commercializing novel small-molecule therapeutics derived from its
boron chemistry platform.  Anacor has discovered eight compounds
that are currently in development.  Its two lead product
candidates are topically administered dermatologic compounds -
tavaborole, an antifungal for the treatment of onychomycosis, and
AN2728, an anti-inflammatory PDE-4 inhibitor for the treatment of
atopic dermatitis and psoriasis.

The Company's balance sheet at Sept. 30, 2014, showed $159 million

in total assets, $90.2 million in total liabilities, $4.95 million

in redeemable common stock and $63.4 million in total stockholders'

equity.

For the nine months ended Sept. 30, 2014, the Company reported a
net loss of $77.02 million on $11.04 million of total revenues
compared to a net loss of $45.98 million on $8.74 million of total
revenues for the same period in 2013.


ARUBA INVESTMENTS: Moody's Assigns B2 Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service assigned first-time ratings to Aruba
Investments, Inc., including a B2 Corporate Family Rating ("CFR").
Aruba is a holding company that Golden Gate Capital will use to
acquire ANGUS Chemical Company from The Dow Chemical Company.
Proceeds from $730 million of new funded secured and unsecured debt
will help fund the purchase price of about $1.2 billion plus
transaction-related fees and expenses. The rating outlook is
stable.

"Pro forma financial leverage is high for the rating category,
particularly considering the carve-out nature of the transaction,
significant reliance on a single site, and limited historical
data," said Ben Nelson, Moody's Assistant Vice President and lead
analyst for Aruba Investments, Inc.

The actions:

Issuer: Aruba Investments, Inc.,

  Corporate Family Rating, Assigned B2;

  Probability of Default Rating, Assigned B2-PD;

  $65 million First Lien Senior Secured Revolving Credit Facility
(USD) due 2020, Assigned B1 (LGD3);

  $355 million First Lien Senior Secured Term Loan B (USD) due
2022, Assigned B1 (LGD3);

  $150 million First Lien Senior Secured Term Loan B (EUR) due
2022, Assigned B1 (LGD3);

  $225 million Unsecured Notes due 2023, Assigned Caa1 (LGD5);

Outlook, Stable.

The assigned ratings are first-time ratings and remain subject to
Moody's review of the final terms and conditions of the proposed
transaction expected to close in the first quarter of 2015.

Ratings Rationale

The B2 CFR reflects high financial leverage, significant
operational concentration, short-term risk associated with the
carve-out nature of the transaction, and longer-term risk
associated with private equity ownership. Moody's estimates
adjusted financial leverage near 7 times (Debt/EBITDA; excluding
certain management add-backs including the pro forma impact of a
recent price increase) and interest coverage in the low 2 times
(EBITDA/Interest) on a pro forma basis for the twelve months ended
September 30, 2014. The rating assumes that the company will
generate $40-50 million of annual free cash flow starting in 2016
and use a significant portion of it to reduce debt. Good market
positions and multiple barriers to entry help support strong
profitability in the company's key niche additive markets.
Geographic diversity, some product diversity and a diverse range of
mostly-stable end markets should also help the company maintain
more stable financial performance over time compared to most
chemical industry peers. The rating also benefits from significant
investment in the company's facility in Louisiana since Dow
acquired the company in 1999, improving operational metrics over
that horizon, limited capital investment required to maintain its
existing facilities going forward, and maintenance of significant
inventory to help mitigate the impact of any unforeseen short-term
operational disruptions.

The stable outlook assumes modest near-term improvement in credit
measures, including leverage falling toward 6 times and retained
cash flow of 5-8% (RCF/Debt), and maintenance of adequate
liquidity. Moody's could upgrade the rating with a successful
transition to a standalone entity, leverage sustained below 5
times, and free cash flow sustained above 10% of debt. An upgrade
would require commitment to more conservative financial policies.
Conversely, Moody's could downgrade the rating if Moody's expected
leverage sustained above 6 times and free cash flow consistently
below $35 million/year. An adverse operational event, particularly
at the company's facility in Louisiana, loss of a major customer,
or deterioration in liquidity could also result in a downgrade.

The principal methodology used in these ratings was Global Chemical
Industry Rating Methodology published in December 2013. Other
methodologies used include Loss Given Default for Speculative-Grade
Non-Financial Companies in the U.S., Canada and EMEA published in
June 2009.

Aruba Investments, Inc. is a holding company will own ANGUS
Chemical Company. Headquartered in Buffalo Grove, Ill., ANGUS
produces performance additives for end markets including paints and
coatings, pharmaceuticals, metalworking fluids, personal care,
agriculture, and biocides.



ARUBA INVESTMENTS: S&P Assigns 'B' CCR; Outlook Stable
------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to Aruba Investments Inc., the parent holding company
of ANGUS Chemical Co.  The outlook is stable.

S&P assigned its 'B+' issue–level rating and '2' recovery rating
to the company's proposed $505 million secured term loan B and $65
million revolving credit facility.  The '2' recovery rating
indicates S&P's expectation of substantial (70%-90%) recovery in
the event of payment default.

At the same time, S&P assigned its 'B' issue-level rating and '4'
recovery rating to the company's proposed $225 million senior
unsecured notes.  The '4' recovery rating indicates S&P's
expectation of average (30%-50%) recovery in the event of payment
default.

All ratings are based on preliminary terms and conditions.

The stable outlook reflects high margins, the lack of direct
competition for the majority of the company's product offerings,
and S&P's expectation for steady operating performance.  Given the
company's niche market, S&P do not expect that the company will
pursue sizable acquisitions.  Over the next few quarters, S&P
expects adjusted debt to EBITDA to be less than 7x.

The company's improving financial results and solid position in its
niche market make a downgrade in the next year unlikely.  S&P
could, however, consider lowering ratings if the company's
financial policy deviates from its expectation that it will
effectively manage its capital structure, if leverage exceeds 7x,
or if liquidity falls to less than adequate or weaker.  In
addition, ratings could be lowered if S&P sees an increased threat
of new technologies or new market entrants to the company's niche
market or if the company faces issues transitioning to a
stand-alone company.

An upgrade over the longer term could be warranted if the company
continuously delivers high margins and strengthens its business
risk profile meaningfully by decreasing concentration risks and
increasing the diversity of income.  Given the company's private
equity ownership, an improvement to the financial risk profile is
unlikely.



ASSOCIATED WHOLESALERS: Seeks Until April 7 to File Plan
--------------------------------------------------------
ADI Liquidation, Inc., f/k/a AWI Delaware, Inc., and its debtor
affiliates ask the U.S. Bankruptcy Court for the District of
Delaware to extend their exclusive right to file a Chapter 11 plan
through and including April 7, 2015, and their exclusive right to
solicit acceptances of that plan through and including June 8,
2015.

To ensure that their Chapter 11 cases continue to progress in an
effective and efficient manner, the Debtors seek the extensions so
they can work towards a consensual Chapter 11 plan while also
continuing to focus on transitioning their operations and other
pressing issues arising in their bankruptcy cases, Mark Minuti,
Esq., at Saul Ewing LLP, in Wilmington, Delaware, tells the Court.

A hearing on the extension request is scheduled for Jan. 21, 2015,
at 10:00 a.m. (EST).  Objections are due Jan. 13.

                   About Associated Wholesalers

Founded in 1962 and headquartered in Robesonia, Pennsylvania,
Associated Wholesalers Inc. serviced 800 supermarkets, specialty
stores, convenience stores and superettes with grocery, meat,
produce, dairy, frozen foods and general merchandise/health and
beauty care products.  AWI, with distribution facilities in
Robesonia, Pennsylvania, and York, Pennsylvania, served the mid-
Atlantic United States.  AWI is owned by its 500 retail members,
who in turn operate supermarkets.  AWI had 1,459 employees.

White Rose Inc. is a food wholesaler and distributor serving the
greater New York metropolitan area.  The company traces its
origins to 1886, when brothers Joseph and Sigel Seeman founded
Seeman Brothers & Doremus to provide grocery deliveries throughout
New York City.  White Rose carries out its operations through
three leased warehouse and distribution centers, two of which are
located in Carteret, New Jersey, and one in Woodbridge, New
Jersey.  White Rose has 777 employees.

Associated Wholesalers and its affiliates sought Chapter 11
bankruptcy protection on Sept. 9, 2014, to sell their assets under
11 U.S.C. Sec. 363 to C&S Wholesale Grocers, absent higher and
better offers.

The Debtors have sought joint administration of their Chapter 11
cases for procedural purposes, seeking to maintain all pleadings
on the case docket for AWI Delaware, Inc., Bankr. D. Del. Case No.
14-12092.

As of the Petition Date, the Debtors owe the Bank Group
(consisting of lenders, Bank of America, N.A., Bank of American
Securities LLC as sole lead arranger and joint book runner, Wells
Fargo Capital Finance, LLC as joint book runner and syndication
agent, and RBS Capita, as documentation agent) an aggregate
principal amount of not less than $131,857,966 (inclusive of
outstanding letters of credit), plus accrued interest.  The
Debtors estimate trade debt of $72 million.  AWI Delaware
disclosed $11,440 in assets and $125,112,386 in liabilities as of
the Chapter 11 filing.

Saul Ewing LLP and Rhoads & Sinon LLP are serving as legal
advisors to the Debtors, Lazard Middle Market is serving as
financial advisor, and Carl Marks Advisors is serving as
restructuring advisor to AWI.  Carl Marks' Douglas A. Booth has
been tapped as chief restructuring officer.  Epiq Systems serves
as the claims agent.

The Official Committee of Unsecured Creditors tapped to retain
Hahn & Hessen LLP as its lead counsel; Pepper Hamilton LLP as its
co-counsel; and Capstone Advisory Group, LLC, together with its
wholly-owned subsidiary Capstone Valuation Services, LLC, as its
financial advisors.


AUBURN TRACE: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Auburn Trace, Ltd
        777 E. Atlantic Ave, Suite 200
        Delray Beach, FL 33483

Case No.: 15-10317

Chapter 11 Petition Date: January 7, 2015

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

Judge: Hon. Paul G. Hyman, Jr.

Debtor's Counsel: Bradley S Shraiberg, Esq.
                  SHRAIBERG, FERRARA, & LANDAU P.A.
                  2385 NW Executive Center Dr. #300
                  Boca Raton, FL 33431
                  Tel: (561) 443-0801
                  Fax: (561) 998-0047
                  Email: bshraiberg@sfl-pa.com

Estimated Assets: $10 million to $50 million

Estimated Debts: $1 million to $10 million

The petition was signed by Brian J. Hinners, president.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
A-Rite Way, Inc.                                         $660

Bermuda Landscape & Desine, Inc.                       $3,401

England Logistics                                         $52

Florida Department of Revenue                            $367

For Rent Magazine                                        $755

HD Supply                                                $500

Home Depot Credit Services                               $159

Hulett Environmental Services                            $475

Mobile Mini Inc.                                         $328

OTA Services, LLC                                        $608

PPG Architectural Finishes                               $645

Resite Online                                             $99

Small Business Administration                          $1,747

Sullivan Electric & Pump, Inc.                         $2,371

Sunshine Communication Services                           $85

The Lake Doctors                                          $75

The Praxis Group, Inc.                                $24,000

Waste Management                                         $215

WL General Services                                      $120

Worldstar Restoration                                    $365


AURBEC MINES: Declared Bankrupt Under Canada's BIA Act
------------------------------------------------------
Maudore Minerals Ltd. on Jan. 7, 2015, disclosed that as a result
of the decision taken not to seek any further extension of its
deadline to make a proposal to its creditors pursuant to the
Bankruptcy and Insolvency Act (Canada), its subsidiary Aurbec Mines
Inc. now has the status of a bankrupt entity under the BIA.

Maudore is a Quebec-based junior gold company with more than 13
exploration projects.  One of these projects is at an advanced
stage of development with reported current and historical resources
and mining.


AUTOMATED BUSINESS: Plan Outline Hearing Continued Until Jan. 13
----------------------------------------------------------------
The U.S. Bankruptcy Court continued until Jan. 13, 2015, at 10:00
a.m., the hearing to consider adequacy of information in the
disclosure statement explaining Automated Business Power, Inc., et
al.'s Second Amended Plan of Reorganization.

As reported in the TCR on Dec. 17, 2014, the Plan was rejected by
secured creditors (Class 1), namely, PNC Bank, TriState Bank,
National Penn Bank, and Santander Bank.  The lone holder of an
unsecured claim in Class 2, Eyal Halevy, who asserts a $13.0
million claim, voted to accept the Plan.  Seven general unsecured
creditors, asserting a total of $251,600 in claims (Class 3), voted
to accept the Plan.  No ballots were cast by holders of interests
(Class 4).

PNC Bank, N.A., as administrative agent and lender, filed a written
objection to the Second Amended Plan, stating that, among
other things:

   1. The Debtors proposed a plan that is not feasible because it
is based on faulty revenue projections;

   2. The Plan seeks to release Eyal Halevy, an insider who
received a $15 million payment from Holding nine months prior to
the Debtors' bankruptcy filing, from all claims, including
avoidance actions, when such a release is completely unnecessary
to effectuate the Plan; and

   3. The Plan fails to treat PNC, a secured creditor, "fairly and
equitably" as that term is defined under the Bankruptcy Code by:

      (1) nullifying entirely the loan documents evidencing the
          Administrative Agent's loan to the Debtors; and

      (2) paying unsecured creditors before secured creditors are
          paid in full.

The TCR reported on Oct 13, 2014, that the Debtors filed with the
Court a Disclosure Statement for all holders of claims against or
interests in the Debtors, as a prerequisite to soliciting
acceptances to their Second Amended Plan.

The amended Plan contains changes necessitated by Court Orders in
connection with hearings held on Sept. 17, 2014, and agreements
reached between the Debtors and certain creditors.  Following that
hearing, on Sept. 25, the Court authorized the transmittal of
conditionally approved Disclosure Statement and the Court fixed the
times for filing objections to Plan and acceptances or rejections
of the Plan.  The Court also authorized the Plan Sponsor to solicit
acceptances and rejections of the Plan based upon the conditionally
approved Disclosure Statement.

In the Sept. 25, 2014, order, the Court fixed Nov. 4, 2014, as the
last day for filing and serving written objections to the
conditionally approved Disclosure Statement or confirmation of the
Plan.  Nov. 4 is also fixed as the last day for filing written
acceptances or rejections of the Plan.

Under the Plan, the Debtors designate these Classes of Claims and
Interests:

   * Class 1.  Class 1 consists of the Allowed Secured Claim of
     PNC Bank;

   * Class 2.  Class 2 consists of Allowed Unsecured Claims of
     Halevy pursuant to the Automated Business Holding Co. Note;

   * Class 3.  Class 3 consists of all other general unsecured
     claims; and

   * Class 4.  Class 4 consists of all Interests held in the
     Debtors.

The funds necessary to implement the Plan will be generated from,
among other things, (i) Cash Receipts from Operations; and (ii)
the acquisition by the Debtors of new financing in an amount
sufficient to pay the Class 1 Claim in full and, if possible, also
the Allowed Class 2 Claim and Allowed Class 3 Claims.

The hearing on confirmation of the Plan is currently scheduled for
Dec. 17, 2014, at 10:00 a.m. prevailing Eastern Time.  Objections
to confirmation are due on Nov. 4.

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

     http://bankrupt.com/misc/AutomatedBusiness_2ndAmdDS.pdf

In the order, the Court noted that the Debtor's use of cash
collateral is extended on the same terms as of Dec. 23 order.

                 About Automated Business Power

Military supplier Automated Business Power, Inc., and Automated
Business Power Holding Co. filed their Chapter 11 petitions
(Bankr. D. Md. Case Nos. 13-27123 and 13-27125) on Oct. 8, 2013.

Automated Business Power has been engaged in the design and
production of advanced filed deployable uninterruptible power
supplies, AC-to-DC power supplier, DC-to-DC converters,
uninterruptible power systems, Power/Voice/Data cases, speakers,
speaker/voice systems and ancillary equipment tactical
transceivers, power amplifiers, SATCOM, and other communications
equipment.

The petitions were signed by Daniel Akman as president.  The
Debtors estimated assets of at least $50 million and liabilities
of at least $10 million.

The Debtor is represented by Nelson C. Cohen, Esq., at Zuckerman
Spaeder LLP, in Washington, D.C.  The Debtor tapped Dickinson
Wright and Michael R. Holzman as Special ESOP Plan Counsel.

PNC Bank is represented by James M. Smith, Esq., and Lisa Bittle
Tancredi, Esq., at Gebhardt & Smith LLP.


AYN WARDO: Case Summary & 8 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: AYN Wardo Realty, LLC
        1512 Atwood Avenue
        Johnston, RI 02919

Case No.: 15-10017

Chapter 11 Petition Date: January 7, 2015

Court: United States Bankruptcy Court
       District of Rhode Island (Providence)

Debtor's Counsel: Kevin D. Heitke, Esq.
                  HEITKE LAW OFFICE, LLC
                  365 Eddy Street
                  Providence, RI 02903
                  Tel: (401) 454-4100
                  Fax: (401) 454-4144
                  Email: kdh@hlori.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Edmond Shabo, member/manager.

A list of the Debtor's eight largest unsecured creditors is
available for free at http://bankrupt.com/misc/rib15-10017.pdf


AZIZ CONVENIENCE: Has Until March 2 to File Plan of Reorganization
------------------------------------------------------------------
The bankruptcy court extended AZIZ Convenience Stores, L.L.C.'s
exclusive periods to file a plan of reorganization until March 2,
2015, and solicit acceptances for that plan until May 4.

                      About Aziz Convenience

Aziz Convenience Stores, L.L.C., owner of convenience stores with
gas pumps in Texas, filed a Chapter 11 bankruptcy petition (Bankr.
S.D. Tex. Case No. 14-70427) in its hometown in McAllen, Texas, on
Aug. 4, 2014, without stating a reason.

The Debtor owns properties in Mission, San Juan, Pharr, McAllen,
Sullivan City, Edinburg, La Joya, Donna, Alamo, Alton, Edinburg,
all in Texas.  It appears that none of the Debtor's convenience
stores are on leased property as the schedule of unexpired leases
only shows the contract with Valero LP.

The Debtor is represented by William A Csabi, Esq., from
Harlingen, Texas.


BANCO SANTOS: Fla. Judge OKs $8MM Deal with Espirito Santo Bank
---------------------------------------------------------------
Law360 reported that a Florida bankruptcy judge indicated that she
would sign off on an $8 million settlement ending bankrupt
Brazilian bank Banco Santos SA's racketeering and tort suit against
Portugal-based Espirito Santo Bank.

According to the report, in a hearing in Miami, U.S. Bankruptcy
Judge Laurel Isicoff said on Dec. 22 that she would sign off on an
order preliminarily approving a deal that resolves a suit filed by
Banco Santos' court-appointed administrator Vanio Cesar Pickler
Aguiar claiming the bank lost $38.7 million through ESB's fraud and
money laundering.

                         About Banco Santos

Vanio Cesar Pickler Aguiar, as foreign representative for Sao
Paulo, Brazil-based Banco Santos S.A., filed a Chapter 15 petition
(Bankr. S.D. Fla. Case No. 10-47543) in Miami, Florida.

The Chapter 15 petition estimates that the Debtor has assets of
US$500 million to US$1 billion and debts of more than
US$1 billion.  Gregory S. Grossman, Esq., in Miami, Florida,
represents the Trustee in the Chapter 15 case.  The Trustee is
also represented by:

          Astigarraga Davis, Esq.
          MULLINS & GROSSMAN P.A.
          701 Brickell Avenue, 16th Floor
          Miami, Florida 33131
          Tel: (305) 372-8282
          Fax: (305) 372-8202
          E-mail: ggrossman@astidavis.com
                  edavis@astidavis.com


BARNES & NOBLE: Might File for Ch 11 Bankruptcy, Report Says
------------------------------------------------------------
Michael Levin, writing for Hngnews.com, reports that Barnes & Noble
might file for Chapter 11 bankruptcy protection.

Hngnews.com relates that B&N has been closing about 20 stores per
year since 2012 and has said it will continue to do so for the next
several years, but its financial position is bleak.  The report
says that these are reasons on B&N's troubles:

         1. Amazon makes it so easier to purchase books;

         2. publishers thrashed BN by selling best-sellers at deep

            discounts in non-traditional outlets like
            supermarkets, Wal-Mart and Costco, removing a key
            source of revenue for the chain;

         3. underfunded Nook is competing with Amazon's Kindle;

         4. the antiquated model of printing books on spec,
            putting them on trucks, and crossing your fingers that
  
            they'll sell doesn't work in the Internet print-on-
            demand era; and

         5. book buyers want decent client service and at B&N, the

            only way to find a sales clerk is to attempt to
            shoplift.

According to Hngnews.com, one of B&N's key investors has cut the
level of its financial stake in the company.

Barnes & Noble owns a chain of bookstores in the U.S.


BAY AREA FINANCIAL: Court Issues Final Decree Closing Bankr. Case
-----------------------------------------------------------------
The Hon. Thomas B. Donovan of the U.S. Bankruptcy Court for the
Central District of California issued a final decree closing the
Chapter 11 bankruptcy case of Bay Area Financial Corporation, on
ground that the Debtor's first amended plan of reorganization was
confirmed on Aug. 20, 2014, and a confirmation order was entered on
Sept. 12, 2014.

The Debtor's plan became effective on Oct. 1, 2014.

All initial distributions required to be made on the effective date
of the plan, including payment of all administrative claims, have
been made, and the balance of the payments are ongoing.  Further,
there are no pending matters or open proceedings remaining, and all
final motions for approval of compensation and reimbursement of
expenses have been approved by the Court.  In short, the Debtor's
bankruptcy estate has been substantially consummated and should
there be closed.  All outstanding fees to the Office of the U.S.
Trustee, to the extent not paid, will be paid prior to the entry of
the final decree, according to court documents.

                   About Bay Area Financial

Bay Area Financial Corp., a consumer finance company, sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D.
Cal. Case No. 13-38974) on Dec. 9, 2013.  The case is assigned to
Judge Thomas B. Donovan.

The Debtor is represented by Sandford L. Frey, Esq., and Stuart I.
Koenig, Esq., at Creim Macias Koenig & Frey LLP.

The Debtor disclosed $15,248,851 in assets and $21,239,663 in
liabilities as of the Chapter 11 filing.  There is no secured debt,
although $141,000 is owing on a priority tax claim.

Peter C. Anderson, the U.S. Trustee for Region 16, appointed five
members to the Official Committee of Unsecured Creditors.  The
Committee is represented by James C. Bastian, Jr., Esq., and
Melissa Davis Lowe, Esq., at Shulman Hodges & Bastian LLP.


BEAR CREEK: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Bear Creek Partners, LLC
        22640 Bear Creek Drive North
        Murrieta, CA 92562

Case No.: 14-25253

Chapter 11 Petition Date: December 23, 2014

Court: United States Bankruptcy Court
       Central District Of California (Riverside)

Judge: Hon. Scott C Clarkson

Debtor's Counsel: Paul R Shankman, Esq.
                  HINDS & SHANKMAN, LLP
                  21515 Hawthorne Blvd Ste 1150
                  Torrance, CA 90503
                  Tel: 310-316-0500
                  Fax: (310) 792-5977
                  Email: pshankman@jhindslaw.com
                         jhinds@jhindslaw.com

Total Assets: $8.63 million

Total Liabilities: $7.49 million

The petition was signed by Richard H. Gillette, manager of BCP
Management, LLC.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/cacb14-25253.pdf


BODY CENTRAL: Gets Default Notice, Exploring Alternatives
---------------------------------------------------------
Body Central Corp., a multi-channel, specialty retailer offering on
trend, quality apparel and accessories at value prices, on Jan. 7
disclosed that it is experiencing significant liquidity challenges
and has taken several steps to identify and evaluate potential
strategic and financial alternatives.  These alternatives may
include and are not limited to the possibility of a Chapter 11
bankruptcy filing or an insolvency proceeding.  The Company is
working with professional advisors to assist with the evaluation of
the situation, the potential alternatives and related matters.

The Company has not identified a timetable for the completion of
this process and does not intend to disclose new developments with
respect to this process, unless and until its Board of Directors
approves a specific action, or has concluded its review of the
available alternatives.  There can be no assurance that the
exploration of the potential alternatives will or will not result
in a certain transaction or path.

In addition, on January 6, 2015, the Company received a notice of
default from the holders of the Company's outstanding $18.0 million
in aggregate principal amount of subordinated secured convertible
notes issued June 27, 2014, alleging that the Company is in default
under the Notes.  An event of default under the Notes may also
result in an event of default under the Company's senior credit
facility.  The occurrence of any such events of default under the
Notes and the senior credit facility would permit the lenders
thereunder to declare all amounts outstanding thereunder to become
immediately due and payable and to exercise other remedies set
forth in the applicable debt documents, including increasing the
interest rates to the default rates of interest.

Ben Rosenfeld, President and Chief Executive Officer, stated,
"While the Company has made significant reductions in expenses and
reduced excess inventory levels, our top line remains challenged by
both the overall market environment and the transition time
required to complete the merchandise transformation that began in
the latter half of 2014.  The management team and board, along with
its advisors will continue to evaluate all available alternatives
that may be appropriate for the business."

                   About Body Central Corp.

Founded in 1972, Body Central Corp. -- http://www.bodycentral.com/
-- is a multi-channel, specialty retailer offering on trend,
quality apparel and accessories at value prices.  As of January 6,
2015, the Company operated 265 specialty apparel stores in 28
states under the Body Central and Body Shop banners, as well as a
direct business comprised of a Body Central catalog and an
e-commerce website at www.bodycentral.com

The Company targets women in their late teens to mid-thirties from
diverse cultural backgrounds who seek the latest fashions and a
flattering fit.  The Company's stores feature an assortment of
tops, dresses, bottoms, jewelry, accessories and shoes sold
primarily under the Company's exclusive Body Central(R),
SexyStretch(R) and Lipstick Lingerie(R) labels.


BR FESTIVALS: $500K Transfer to Uptown Was Fraudulent, Court Says
-----------------------------------------------------------------
Judge Alan Jaroslovsky of the U.S. Bankruptcy Court for the
Northern District of California ruled that the transfer of $500,000
to Uptown Theatre, LLC was clearly fraudulent as to BR Festivals,
LLC's creditors in the adversary proceeding captioned BR Festivals,
LLC v. Uptown Theatre, LLC, Case No. 14-1044.

The Court noted that the transfer may be recovered from UT unless
UT can establish all three elements of a defense under Section
550(b)(1) of the Bankruptcy Code.  Since UT did not prove a single
element, it has no defense and is liable for return of the
$500,000, Judge Jaroslovsky opined.  He added that to hold
otherwise would countenance a forfeiture and a windfall at the
expense of BRF's creditors.

Accordingly, the Court enters a judgment in favor of BRF and
against UT in the amount of $500,000, together with interest as
provided by California law from and after April 16, 2013.

In April 2013, while BRF was in the process of staging its concert,
its principal diverted $500,000 of its funds in an attempt to
purchase an indoor entertainment venue.  BRF got nothing in return
for the funds.  BRF lost several million dollars on its concert,
resulting in its bankruptcy filing.

In the adversary proceeding, BRF seeks to recover the funds from
the owner of the venue, defendant Uptown Theatre, LLC.  The
transfer was perpetrated by Robert Vogt, a manager of BRF.  Mr.
Vogt was also a 50% owner of Willpower Entertainment, LLC, which
owned 65% of BRF.  Mr. Vogt was also, through a trust, 10% owner of
UT.

Mr. Vogt never consummated the purchase.  UT gave WE a brief
extension to June 15, 2013, but in the end there was no sale and UT
happily kept the $500,000.

A full-text copy of the Memorandum dated December 1, 2014, is
available at http://bit.ly/148Ji7Kfrom Leagle.com.

                       About BR Festivals

BR Festivals, LLC sought Chapter 11 bankruptcy protection in
California (Bankr. N.D. Cal. Case No. 14-10175) on February 5,
2014.  The case was assigned to Hon. Alan Jaroslovsky.

The Debtor was organized to promote a music concert lasting several
days in Napa, California.


BROCADE COMMUNICATIONS: Moody's Rates New Convertible Notes Ba2
---------------------------------------------------------------
Moody's Investors Service affirmed Brocade Communications Systems
Inc.'s Ba2 Corporate Family Rating and assigned a Ba2 rating to the
proposed convertible notes. The Ba2-PD probability of default
rating and the existing ratings of the secured and unsecured notes
remain unchanged until closing of the transaction. The ratings
outlook is stable.

Brocade announced that the company will use the proceeds of the new
notes to redeem the outstanding $300 million secured notes due 2020
as well as for general corporate purposes. Brocade also announced
it will cancel its $125 million revolving credit facility
coincident with the convertible note transaction. Upon the funding
of the new notes and subsequent debt redemption, Moody's expects to
withdraw the ratings on the 2020 secured notes, revise the
Probability of Default rating to Ba1 from Ba2 and upgrade the $300
million unsecured notes due 2023 to Ba2 from Ba3. Upon closing of
the convertible note offering, retirement of the secured bonds and
termination of the revolver, the convertible debt and the existing
$300 million unsecured notes will be the only debt in the capital
structure and thus both are expected to be rated the same level as
the Ba2 corporate family rating.

Assignments:

Issuer: Brocade Communications Systems, Inc.

Convertible Notes, Assigned Ba2, LGD4

Affirmations:

Issuer: Brocade Communications Systems, Inc.

Speculative Grade Liquidity Rating, Affirmed SGL-1

Corporate Family Rating, Affirmed Ba2

Outlook, Remains Stable

Ratings Rationale

The affirmation of the Ba2 corporate family rating continues to
reflect Brocade's leadership position within the storage area
networking (SAN) market, its strong niche position in the ethernet
data (enterprise) networking market and its conservative credit
metrics. The ratings are constrained by the company's relatively
small scale compared to its main competitor, Cisco, and as well the
challenge of maintaining market position as the storage and data
networking markets evolve. Long term growth prospects for the SAN
business remain uncertain as storage network architectures evolve.
However, the company's strong capital structure gives it
flexibility to manage through technology cycles related to the
introduction of new SAN standards and subsequent market adoption.
Brocade's debt to EBITDA is expected to increase modestly to 1.7x
upon the funding of the new convertible notes and redemption of the
outstanding secured notes. Free cash flow to debt pro forma for the
transaction is approximately 44%.

Liquidity is expected to be very good based on an expected cash
balance of $1.5 billion (pro forma for the debt issuance), and
strong levels of free cash flow. The company is expected to
generate in excess of $450 million of free cash flow over the next
12 months. While there is substantial cash in non-guarantor
subsidiaries, the majority of operating assets and intellectual
property are held at the borrower, Brocade Communications Systems,
Inc .

The ratings could face upward pressure if the company is able to
maintain its leading positions in the SAN industry (and grow
outside of its Fibre Channel base) and profitably expand its
Ethernet business while maintaining a conservative capital
structure. Ratings could face downward pressure if Brocade
materially loses its position in the SAN market, the SAN market
shrinks materially or leverage increases above 2x on other than a
temporary basis.

The principal methodology used in these ratings was Global
Communications Equipment Industry published in June 2008. Other
methodologies used include Loss Given Default for Speculative-Grade
Non-Financial Companies in the U.S., Canada and EMEA published in
June 2009.

Brocade Communications Systems, Inc. is a leading producer of
storage area network equipment and a niche provider of data network
equipment. Brocade, with revenues of $2.2 billion for the fiscal
year ended November 1, 2014, is headquartered in San Jose, CA.



BROCADE COMMUNICATIONS: S&P Rates New $500MM Unsecured Notes 'BB+'
------------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB+' issue-level
rating and '3' recovery rating to Brocade Communications Systems
Inc.'s proposed $500 million unsecured convertible notes due 2020.
The '3' recovery rating indicates S&P's expectation for meaningful
recovery (50% to 70%) in the event of payment default.  Although
S&P's expectations for recovery are above the 50% to 70% range, it
caps its recovery rating at '3' for unsecured debt.  The cap
reflects the potential for companies with corporate credit ratings
in the 'BB' category to issue additional priority or pari passu
debt prior to default while S&P's simulated default scenario
contemplates that only the company's existing $300 million
unsecured notes and the proposed $500 million convertibles are
outstanding at default, along with modest priority claims.

S&P expects the company to use the process of the proposed
convertible notes to retire its $300 million senior secured notes
due 2020 and to retain excess proceeds for general corporate
purposes.

The 'BB+' corporate credit rating on the company is unchanged; the
outlook is stable.  The 'BB+' issue-level rating and '3' recovery
rating on the company's $300 million senior unsecured notes due
2023 are also unchanged.  S&P will withdraw its issue-level and
recovery ratings on the retired senior secured notes after the
close of the transaction.

Pro forma for the proposed transaction, adjusted surplus cash will
continue to exceed gross adjusted debt, and cash interest expense
will fall by $10 million or more per year.  The ratings reflect
S&P's view of the company's financial risk profile, which
incorporates low adjusted leverage but also the potential for
volatility in credit metrics during periods of stress, as well as
S&P's view of its business risk profile, including its leading
market share in the storage area network (SAN) business, but also
its small share of the overall networking equipment market and high
customer concentration.

RATINGS LIST

Ratings Unaffected

Brocade Communication Systems Inc.
Corporate credit rating            BB+/Stable/--
  $300 mil. sr. sec. nts due 2020   BBB
   Recovery rating                  1
  $300 mil. sr. unsec. nts due 2023 BB+
   Recovery rating                  3

New Ratings

$500 mil. sr. unsec. Nts due 2020   BB+
Recovery rating                    3



BROOKE CAPITAL: 10th Circuit Reverses Decision in Citizens Suit
---------------------------------------------------------------
The United States Court of Appeals for the Tenth Circuit reversed a
district judge's decision in the appellate case captioned Citizens
Bank & Trust Company, Plaintiff-Appellant, v. Security First
Insurance Holdings, LLC, a Florida limited liability company;
Southern Fidelity Managing Agency, LLC, a Florida limited liability
company; Northern Capital, Inc., a Florida corporation,
Defendants-Appellees, Case No. 14-3017.

The case relates to the bankruptcy case of Brooke Capital
Corporation, Debtor, Case No. 08-22786.

At the core of the appellate case is a priority dispute over
collateral sold in bankruptcy.  Plaintiff-Appellant Citizens Bank &
Trust Company sought a declaratory judgment that it had superior
rights to the collateral -- sale proceeds of certain stock -- owned
by the Debtor in bankruptcy.  The Bankruptcy Judge found largely in
favor of Citizens and against various competing creditors including
Defendants-Appellees Southern Fidelity Managing Agency, LLC,
Security First Insurance Holdings, LLC, and Northern Capital, Inc.

The U.S. District Court for the District of Kansas reversed,
however, adopting the report and recommendation of a magistrate
judge.   The Magistrate Judge determined that the competing
creditors had been assigned perfected security interests in the
stock pursuant to Kan. Stat. Ann. Section 84-9-310(c).  Citizens
now appeals from the District Court's decision.

The Tenth Circuit reversed and remanded for reinstatement of the
Bankruptcy Judge's decision.  The Tenth Circuit concludes that the
underlying transactions granted the participants, including the
Defendants-Appellees, in the participation agreements sold by
Brooke Capital Advisors only unperfected security interests.  BCA
is a majority-owned subsidiary of the Debtor.

The record before the appellate court makes clear -- and neither
party disputes the fact -- that Citizens held a perfected security
interest in the First Life America Corporation stock.  FLAC is
another subsidiary of the Debtor.  Accordingly, the Tenth Circuit
opined, in this priority dispute over the sale proceeds of FLAC,
Citizens must win.

A full-text copy of the December 8, 2014 Order and Judgment is
available at http://bit.ly/1xN6CW1from Leagle.com.

                       About Brooke Corp.

Headquartered in Kansas, Brooke Corp. (NASDAQ: BXXX) --
http://www.brookebanker.com-- is an insurance agency and finance
company.  The Company's revenues are generated from sales
commissions on the sales of property and casualty insurance
policies, consulting, lending and brokerage services.

Brooke Corp. and its affiliate, Brooke Capital Corp. filed for
Chapter 11 protection (Bankr. D. Kan. Case No. 08-22786) on Oct.
28, 2008.  Angela R Markley, Esq., is the Debtors' in-house
counsel.  The Debtors disclosed assets of $512,855,000 and debts of
$447,382,000.



BRUGNARA PROPERTIES IV: Ch. 11 Case Transferred to Judge Montali
----------------------------------------------------------------
Judge Hannah L. Blumensteil of the U.S. Bankruptcy Court for the
Northern District of California transferred the Chapter 11 case of
Brugnara Properties VI to Judge Dennis Montali.

Brugnara Properties VI filed a Chapter 11 petition (Bankr. N.D.
Cal. Case No. 14-31867) in San Francisco, California, on Dec. 31,
2014, without stating a reason.

The Debtor estimated $10 million to $50 million in assets and less
than $10 million in debt.

The Debtor only filed the Schedule D - Creditors Holding Secured
Claims in its Schedules of Assets and Liabilities.  Incomplete
filings are due Jan. 14, 2015.

The Debtor disclosed that Wells Fargo Home Mortgage is owed $6.15
million on a first note secured by the Debtor's property, and Saxe
Mortgage Co. is owed $1.7 million on a second note.

The meeting of creditors under 11 U.S.C. Sec. 341(a) is slated for
Feb. 3, 2015.  The deadline for filing claims is May 4, 2015.

The Debtor is represented by Erik G. Babcock, Esq., at Law Office
of Erik G. Babcock, in Oakland, California.


CAESARS ENTERTAINMENT: Gets More Support with Sale by Blackrock
---------------------------------------------------------------
William Alden, writing for The New York Times' DealBook, reported
that Caesars Entertainment Operating Company, a unit of the heavily
indebted casino conglomerate Caesars Entertainment, moved closer to
its goal of rallying support among bondholders for its
restructuring when BlackRock, the giant asset manager, sold $500
million of first-lien bonds to investors that support the
restructuring plan.

According to the DealBook, people briefed on the matter who were
not authorized to speak publicly said that with the sale, Caesars
now has support from holders of close to 60 percent of the
first-lien bonds.  Caesars, the report said, needs support from at
least 60 percent of these bonds by Jan. 13 for the reorganization
plan to take effect.

                    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 ENTERTAINMENT: ISDA Takes Default Query to Expert Panel
---------------------------------------------------------------
Katy Burne, writing for The Wall Street Journal, reported that the
International Swaps and Derivatives Association has sent a query
about whether Caesars Entertainment Operating Co. has defaulted to
a three-member review panel, a step that takes place only when 80%
of voters on the 15-voter ISDA determination panel can't reach an
80% majority on a decision.

According to the report, citing the latest figures from the
Depository Trust & Clearing Corp., at stake is as much as $1.7
billion in payouts on credit-default swaps outstanding on Caesars.
To recall, Caesars Entertainment Corp. in December said its
operating unit wouldn't pay $225 million of interest due Dec. 15,
on notes maturing in 2015 and 2018.

                    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, $28.2 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.


CALIBRE ACADEMY: Fitch Affirms 'B' Rating on $16.1MM Revenue Bonds
------------------------------------------------------------------
Fitch Ratings has affirmed the 'B' rating on $16.1 million
Industrial Development Authority of the County of Pima's education
revenue refunding bonds (Carden Traditional Schools project) series
2012.

The Rating Outlook is Negative.

SECURITY

Absolute and unconditional obligation of the borrower (Calibre, or
CTS) and the guarantor (E-Institute Charter School, Inc. or EICS),
payable from all legally available revenues, and secured by a first
lien on facilities owned by the borrower.  There is additionally a
debt service reserve cash-funded to maximum annual debt service
(MADS).  Gross revenues of both the borrower and guarantor will
flow directly from the state treasurer to the trustee for debt
service.

KEY RATING DRIVERS

NEGATIVE OUTLOOK: The Outlook reflects Calibre's weak financial
position and failure to resolve its going concern status.
Resolution is expected as a result of improved financial
performance due to the entity's reorganization.  Despite operating
margin improvement, challenges remain in meeting escalating debt
service (DS).  After receiving charter renewals in mid-2014,
academic performance standards were not met in fiscal 2015 making
charter revocation a concern.

SPECULATIVE-GRADE CHARACTERISTICS: The 'B' rating reflects
Calibre's improved but still tenuous financial position which
includes a high debt burden, expense growth historically outpacing
revenues, lower than anticipated enrollment levels and historical
coverage of DS only with substantial, albeit planned, EICS support.


ENROLLMENT SHORTFALL: Actual enrollment at Calibre and EICS'
campuses is significantly below the school's base case projections.
Fitch notes that initial headcount projections were aggressive;
however, Calibre's ability to adjust expenditures for a lower
headcount could alleviate operating pressure and possibly stabilize
performance.

MANAGEMENT RESPONSIVENESS IMPROVES: Calibre's last two CFOs left
the institution, with the most recent CFO replaced by an outside
consulting firm with charter school experience in spring of 2014.
Fitch expects Calibre's future responsiveness levels to improve.

RATING SENSITIVITIES

FAILURE OF FY2015 COVERAGE TEST: The inability to meet the
transaction maximum annual debt service (TMADS) coverage test of 1x
for the combined entity (Calibre and EICS) in fiscal 2015 may
constitute an event of default.  Fitch may downgrade the bonds in
this case to reflect the increased volatility due to remedies that
include an accelerated timeline for bond redemption.

PROTRACTED FISCAL IMBALANCE: In Fitch's view, a persistent negative
trend in Calibre's operating margins resulting in the continuance
of a going concern note from the auditor in fiscal 2015, indicates
an intrinsic lack of fiscal stability and would likely result in
ratings pressure.  Also, balance sheet resources are very limited,
providing virtually no offset in the event of continued financial
volatility.

RELIANCE ON EICS PERFORMANCE: Improvement in EICS operations is
essential to the current rating, assuming Calibre's continued weak
margins.

STANDARD CHARTER RENEWAL RISK: Like all Fitch-rated charter
schools, Calibre and EICS are subject to charter renewal risk,
which Fitch views as a substantial credit concern.  Despite renewal
in mid-2014 for both schools, Calibre's academic performance failed
to meet standards in fall 2014, which put the school in jeopardy of
charter revocation if progress is not demonstrated.

CREDIT PROFILE

TRANSACTION PARTICIPANT OVERVIEW

Calibre serves grades K-8 and includes one school in Surprise, AZ.
Calibre's second physical campus in Glendale and its virtual campus
were both voluntarily closed in 2014.  EICS, the financial
guarantor for the rated debt of Calibre, maintains six physical
campuses and a virtual campus.  The financial statements and
charter agreements for both schools each include a fully online
campus managed by the schools' education management organization
(EMO), Learning Matters Educational Group, Inc. (LMEG).

Both Calibre and EICS are authorized by Arizona State Board for
Charter Schools (ASBCS, the authorizer) with 15-year terms that
expire in 2015 and both were recently renewed for additional
20-year terms.  LMEG serves as EMO for both schools and maintains a
working relationship with the ASBCS.

NEGATIVE OUTLOOK REFLECTS UNCERTAINTY

The schools posted transaction MADS (TMADS) coverage of over 1x for
the second consecutive year in fiscal 2014 (based on unaudited
results) complying with a DS coverage covenant requiring at least
1x coverage of DS.  The Negative Outlook reflects Fitch's longer
term concern that the consolidated entity continues to post weak
results and could encounter problems in achieving legal DS
coverage, especially considering the escalating debt service.

The covenant compares combined net income available for debt
service of Calibre and EICS to MADS, excluding the final year of
maturity TMADS.  Coverage below 1x could be declared an event of
default under terms of the loan agreement by the trustee.  The
trustee's remedies for events of default include acceleration,
receivership, foreclosure, or a suit for judgment.  While the
declaration is subject to certain loan agreement provisions
allowing Calibre and EICS to develop a remedy plan within specified
timeframes, in the event of acceleration Fitch views Calibre and
EICS as highly unlikely to be able to meet full and immediate
payment on the bonds without defaulting.

ENROLLMENT BELOW PROJECTIONS; INCREMENTAL GROWTH

Calibre and EICS enrolled fewer students in fall of 2014 than
originally projected when the bonds were issued.  However, after
closing the Glendale campus, Calibre's total average daily
membership (ADM) improved 9.5% to 726 in fall 2014 when compared to
the prior year for Calibre Surprise campus only.  Fall 2013 ADM for
the Surprise campus surpassed revised projections provided to
Fitch.  Further, ADM for EICS grew 7.7% to 855 for fall 2014.
However, this is lower than revised projects presented during the
last review and the original fall 2013 expectations.  EICS does not
have a waitlist due to its open enrollment policy while Calibre
Surprise has a waitlist of about 330 according to LMEG.

Calibre and EICS were noted as generally meeting academic
requirements by the ASBCS at the point of charter renewal. However,
post-renewal there was a drop in Calibre's academic results in fall
2014.  Failure to improve academic performance next fall could put
the charter in jeopardy of revocation.  Calibre was required to
submit a Performance Management Plan by Nov. 14, 2014, indicating
expectations set forth in the Board's Academic Performance
Framework.

Additionally, EICS was able to re-classify all of its campuses as
alternative, thereby altering the benchmarks used to evaluate
performance and more accurately reflect its at-risk population.

MARGINS IMPROVE; GOING CONCERN CONTINUES

Requirements for a single audit provided the extension of audited
fiscal 2014 financials until March 31, 2015.  Unaudited
consolidated fiscal 2014 margins are strongly positive and improved
to 16.5% from 6.3% in fiscal 2013.  Calibre's individual
performance also improved markedly, from negative 24.8% to negative
4.6%, while EICS's margin weakened slightly to 13.3% from 15.3% in
fiscal 2013.  Fitch notes that Calibre's ability to increase
revenues and curb expense growth should improve debt service
coverage over time and lessens the need to depend substantially on
EICS for the long term.  LMEG implemented several measures to align
expenses with revenues.

Nonethless, Calibre failed to remedy the going concern situation
and meet the financial performance framework standard based on
unaudited fiscal 2014 results with respect to growth in net
income.

Several structural changes have been implemented for fiscal 2015 to
mitigate the auditor's going concern note, including closing
Calibre's Glendale campus, renting out vacant space, and also
realigning student/teacher ratios at the Surprise campus.  Combined
these modifications are expected to generate net income improvement
for fiscal 2015.  Fitch will continue to monitor Calibre's progress
in meeting the financial performance framework in fiscal 2015 as
presented in Calibre's framework response. Failure to do so could
negatively impact the rating.

LIQUIDITY AND DEBT SERVICE COVERAGE IMPROVE

Available funds for Calibre and EICS, on a consolidated basis,
covered just 13.7% and 8.3% of operating expenses and debt,
respectively.  While improved from fiscal 2013, these levels remain
very light, which is typical of most charter schools rated by
Fitch.

Combined TMADS coverage (EICS and Calibre) continues to improve
from a weak 0.9x to 1.5x in fiscal 2014.  Adjusting for management
fees which are subordinate to DS payment, coverage improved to 2.8x
in fiscal 2014, up from 1.8x in 2013.  Notwithstanding this
improvement, Calibre, on its own, is unable to support required
TMADS.  Fitch notes positively, though, that EICS, as the guarantor
of the bonds, will continue to support Calibre's operations.



CHESTERFIELD VALLEY: Fitch Raises Rating on $13.21MM Bonds to BB+
-----------------------------------------------------------------
Fitch Ratings has upgraded the following Chesterfield Valley
Transportation Development District, MO (the district) bonds:

   -- $13.21 million series 2006 transportation sales tax revenue
      bonds to 'BB+' from 'BB'.

The Rating Outlook is Stable.

SECURITY

The bonds are limited obligations payable solely from the net
revenues of a 0.375% tax on retail sales within the district,
subject to annual appropriation by the district.  The sales tax
expires February 2031, five years after the final maturity of the
bonds.  There is also a cash-funded debt service reserve fund
(DSRF) with a $2.03 million funding requirement.

KEY RATING DRIVERS

RECENT SALES TAX IMPROVEMENT: The district's sales tax base has
noticeably improved with the opening of two sizeable outlet centers
in August 2013 and improvements in the local economy. Collections
inherently remain subject to volatility.

DSRF RELIANCE: Despite recent improvement, revenue performance
remains consistently below expectations at the time of issuance,
triggering an intra-year reliance on the cash funded debt service
reserve fund for the past five years.  The draw in 2014 was
significantly smaller than prior draws, and further draws may be
eliminated if pledged revenue growth continues.

BULLET MATURITY & REQUIRED TURBO: Fitch views the debt structure as
generally weak with interest only payment requirements between 2017
and 2025 and a bullet maturity in 2026.  Excess revenues would be
used for early redemption.

HIGH CONCENTRATION: Sales in the district are highly concentrated,
with the top 15 payers accounting for 45% of collections.

ACCESSIBLE LOCATION: The district encompasses a 7.43 square mile
retail corridor along Interstate 64 which caters to the affluent
St. Louis County region.

RATING SENSITIVITIES

REVERSAL OF REVENUE TREND: A notable declining trend in pledged
revenue, which Fitch does not expect, would likely result in
downward rating pressure.

CONTINUED REPAYMENT RISK: Given the risks inherent in the bonds'
structure Fitch believes further upward rating movement is unlikely
in at least the intermediate term.

CREDIT PROFILE

The district encompasses a sizable 7.43 square mile area located
along a five-mile corridor of Interstate-64 in western St. Louis
County.  There are currently 697 vendors located within the
district.

WEAK LEGAL PROVISIONS

Fitch views the bond structure as weak.  In the event annual
revenues exceed debt service requirements, the first $500,000 up to
a total of $2 million goes into a future projects account.  To date
$170,000 has been deposited in this account.  Excess sales tax
revenues beyond those deposited to the future projects account are
to be used to redeem the 2026 bullet via a mandatory redemption
feature.  Pre-payment of the 2026 bullet is critical to its
ultimate repayment, as annual revenues are well below the bullet
payment.

The bond documents allow for liberal issuance of additional parity
and subordinate debt.  There is no limitation to the amount of
similar subordinate bonds that the district can issue, so repayment
of the 2026 bullet could be materially impaired, though management
states that is not planning to issue additional similar notes.  The
district issued subordinate debt twice in the last two years,
although neither issuance affects repayment of the Fitch-rated
bonds.  The district is planning to issue bonds in early 2015 to
refund all outstanding notes and bonds.

NEW OUTLET MALLS EXPAND TAX BASE

The district comprises one of the largest concentrations of big box
retailers in the region.  The top 15 payers in 2013 account for a
high 45% of total sales tax collections.

Taxpayer concentration has materially declined with the August,
2013 opening of two large outlet malls operated by Simon Property
Group and Taubman.  Since the opening of the malls, four stores in
the new malls have entered the top 15 payers.  The Simon-operated
mall is fully leased.  The developer has delayed until 2016 plans
to add an additional 75,000 square feet of space.  The Taubman mall
is approximately half vacant but has had several significant recent
additions.

SALES TAX REBOUND

Sales in the district for the first 12 months after the opening of
the malls were up 27% versus the prior 12 months.  Sales tax
revenues for the first nine months of 2014 increased by a robust
21% over same period collections in 2013.  The new outlet malls
opened in August, 2013 so the 2013 nine-month period includes two
months of revenues from the malls.  This growth follows increases
of 11.2% in 2013, 7.3% in 2012 and 8.5% in 2011.  Between fiscals
2007 and 2010, sales tax collections in the district fell by nearly
16%.  The decline was mostly attributable to the recession but also
due partly to a one month payment lag in 2010, created when the
state assumed sales tax collection responsibilities from the city
of Chesterfield (the city) in early 2010.

Sales tax revenues were insufficient to meet debt service
requirements, forcing the district to draw upon the DSRF annually
beginning in 2010.  Draw-downs covered as much as 24% of the larger
April principal and interest payment in those years.  In all four
years, the DSRF requirement was restored before the end of the year
as sales taxes were received and deposits were made per the flow of
funds.  With improved operations, the 2014 draw was greatly reduced
to $55,739 or 3% of debt service.  No draw is expected in 2015,
after which annual debt service drops significantly until 2026.

SATISFACTORY COVERAGE LEVELS ASSUMING NO ADDITIONAL DEBT

Assuming no growth in sales tax revenues, Fitch's analyses indicate
that pledged revenues and DSRF monies should be more than adequate
to cover all debt service requirements assuming no further issuance
of subordinate debt, with full payoff in approximately 2020.  Under
Fitch's stress scenario, sales tax collections could decline by 12%
annually over the life of the issue and, with DSRF monies, still
meet all debt service requirements.  The largest annual revenue
decline to date was 7.6% in 2010.

WEALTHY, GROWING SERVICE AREA

Wealth levels in the city and county are well above state and
national averages, and unemployment rates are below them,
rebounding from increases during the recent economic downturn.  The
county supports a diverse economic base, which includes Monsanto
and Washington University.

The city has several major economic development projects underway,
highlighted by significant growth at Mercy, a large health care
system headquartered in the city, and the relocation of the
headquarters of Reinsurance Group of America.  These projects will
bring a sizable number of workers to the area, increasing the
population of potential shoppers within the district.

APPROPRIATION RISK

The district is managed by a four-member board consisting of
representatives of the city and county.  The pledged sales tax is
subject to annual appropriation by the district.  However,
non-appropriation is unlikely as the pledged sales tax cannot be
used for non-district purposes.  Furthermore, if the district fails
to adopt a budget in any year, the prior year's budget will remain
in effect.



COX & SCHEPP: Court Nixes Summary Judgment Bids in Suit vs. Palmer
------------------------------------------------------------------
Judge J. Craig Whitley of the U.S. Bankruptcy Court for the Western
District of North Carolina entered an order in the adversary
proceeding captioned The Official Committee of Unsecured Creditors
of Cox & Schepp, Inc. v. Palmer Electric Company, Case No.
14-03023.

Judge Whitley:

   -- denied Palmer's motion for summary judgment as it relates
      to the Committee's standing;

   -- granted the Committee's motion for summary judgment as to
      Section 547(b) of the Bankruptcy Code and denied as to
      Palmer's; and

   -- denied both parties' motions for summary judgment as to
      Section 547(c)(1) and (2).

The adversary proceeding seeks to avoid and recover two payments as
preferences under Sections 547 and 550.

Debtor Cox & Schepp contracted with Quest Diagnostics Clinical
Laboratories, Inc. to complete a number of projects throughout
Florida (the Quest Projects).  In turn, Cox & Schepp contracted
with Palmer to complete electrical work on three of the buildings
part of the Quest Projects.  Of those three, two required Cox &
Schepp to pay Palmer within seven days of receipt of payment by
Quest.  The third required Cox & Schepp to pay Palmer within 25
days of invoice by Cox & Schepp to Quest.  Palmer prospectively
executed waivers surrendering any right to file liens against the
improved properties in exchange for payment.

The Committee filed the adversary proceeding to recover the latter
two payments, totaling $36,686, as they were made within 90 days of
Cox & Schepp filing bankruptcy on January 5, 2012.  After engaging
in limited discovery, both parties moved for summary judgment.

A full-text copy of the Order dated December 8, 2014, is available
at http://bit.ly/1HK7GeNfrom Leagle.com.

                       About Cox & Schepp

Cox & Schepp, Inc. filed a Chapter 11 bankruptcy petition (Bankr.
W.D.N.C. Case No. 12-30019) on January 5, 2012.  The Debtor was a
large general contractor primarily involved in commercial
construction.

Founded in 2001, Cox Schepp has been involved in some notable
projects, including Ballantyne Corporate Park, which has been on a
construction spree, the new apartment complex 1225 South Church and
the Charlotte Trolley Museum in South End.



DATAPIPE INC: S&P Retains 'B' Rating on Proposed $23MM Debt Add-On
------------------------------------------------------------------
Standard & Poor's Ratings Services said that its 'B' issue-level
rating and '3' recovery rating on Datapipe Inc.'s senior secured
first-lien credit facility remain unchanged following the company's
proposed $23 million add-on, which will increase the credit
facility's total amount to approximately $330 million.  The '3'
recovery rating indicates S&P's expectation for meaningful recovery
(50%-70%; mid-end of the range) in the event of a payment default.
S&P expects the company to use the proceeds for acquisitions.

The 'B' corporate credit rating and stable outlook on Datapipe
remain unchanged.  S&P continues to expect that adjusted leverage
will decline to below 7x in 2015, benefiting from organic EBITDA
growth and potential acquisitions.  Under S&P's base-case scenario,
it expects that the company will continue to generate negative free
operating cash flow in 2015, while maintaining "adequate" liquidity
due to availability under its $52 million revolving credit facility
and modest cash balances.  S&P do not expect any revisions to
existing covenant levels as a result of the proposed transaction.
S&P expects that the company will maintain adequate headroom
against these covenants pro forma for any potential acquisitions.

RATINGS LIST

Datapipe Inc.
Corporate Credit Rating                       B/Stable/--

Ratings Unchanged

Datapipe Inc.
Senior secured first-lien credit facility     B
  Recovery Rating                              3



DAVID DRUMM: Ex-Anglo Irish Banker Can't Ditch $11MM in Debt
------------------------------------------------------------
Sara Randazzo, writing for Daily Bankruptcy Review, reported that
Judge Frank Bailey of U.S. Bankruptcy Court in Boston ruled that
David Drumm, the former chief executive of the failed Anglo Irish
Bank Corp., can't shake $11 million in debt using U.S. bankruptcy
laws, after finding that he is "not remotely credible" and
repeatedly lied to the court about his finances.

According to the report, in a blistering, 122-page opinion, Judge
Bailey said Mr. Drumm doesn't deserve the protection of bankruptcy
because of what appears to be an intentional ploy to protect some
of his assets from creditors.  Mr. Drumm filed for bankruptcy in
2010 to avoid paying back more than $11 million in loans to his
former employer, which had sued him to collect the money, the
report related.


DEB STORES: Files Schedules of Assets and Liabilities
-----------------------------------------------------
Deb Stores Holding LLC filed with the Bankruptcy Court for the
District of Delaware its schedules of assets and liabilities, and
statement of financial affairs, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property                    $0
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $99,658,325
  E. Creditors Holding
     Unsecured Priority
     Claims                                         
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       
                                 -----------      -----------
        TOTAL                             $0      $99,658,325

A full-text copy of the amended schedules is available for free
at http://is.gd/eroCnk

                         About Deb Stores

Headquartered in Philadelphia, Pennsylvania, Deb Stores is a
mall-based retailer in the juniors "fast-fashion" specialty sector
that operates under the name "DEB" and offers moderately priced,
fashionable, coordinated women's sportswear, dresses, coats,
lingerie, accessories and shoes for junior and plus sizes.  The
company, founded by Philip Rounick and Emma Weiner, opened its
first store under the name JOY Hosiery in Philadelphia,
Pennsylvania in 1932.  As of Sept. 30, 2014, the company operated a
total of 295 retail store locations (primarily in the East and
Midwest, especially Pennsylvania, Ohio and Michigan) as well as an
e-commerce channel.

On June 26, 2011, Deb Stores' predecessors -- DSI Holdings Inc. and
its subsidiaries -- sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 11-11941) and closed the sale of the assets three
months later to Ableco Finance, LLC, the agent for the first lien
lenders.

Deb Stores Holding LLC and eight affiliated companies commenced
Chapter 11 bankruptcy cases in Delaware on Dec. 4, 2014.  The
Debtors are seeking to have their cases jointly administered, with
pleadings maintained on the case docket for Deb Stores Holding
(Case No. 14-12676).  The cases are assigned to Judge Mary F.
Walrath.

Laura Davis Jones, Esq., Colin R. Robinson, Esq., at and Peter J.
Keane, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington,
Delaware, serve as counsel to the Debtors.  Epiq Bankruptcy
Solutions, LLC, is the claims and noticing agent.

As of Dec. 31, 2014, the Debtors' most recent audited consolidated
financial statements reflected assets totaling $90.5 million and
liabilities totaling $120.1 million.


DETROIT, MI: Board Votes to Send State Money to Pension Funds
-------------------------------------------------------------
Reuters reported that a Michigan board agreed to send nearly $195
million in state funds to Detroit's two retirement systems on Feb.
9, 2015, as part of a pivotal deal that helped to end the city's
historic bankruptcy, a state spokesman said.

According to the report, Jeremy Sampson, a spokesman for Michigan's
Treasury Department, said the three-member Michigan Settlement
Administration Authority took the action after the city's
bankruptcy reached certain triggers, including the dismissal of
legal claims against the state that were related to the bankruptcy.
The state funds are part of the so-called grand bargain, which
includes $366 million from philanthropic foundations and $100
million from the Detroit Institute of Arts pledged over 20 years to
ease cuts to pensions for Detroit retirees and save artwork from
being sold to pay city creditors, the report related.

                   About the City of Detroit

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

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

Michigan Governor Rick Snyder authorized the bankruptcy filing.

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

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

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

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

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

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

The TCR, on Dec. 18, 2014, reported that Detroit has filed a
notice that the effective date of its bankruptcy-exit plan
occurred on Dec. 10, 2014.  U.S. Bankruptcy Judge Steven Rhodes on
Nov. 12, 2014, entered an order confirming the Eighth Amended Plan
for the Adjustment of Debts of the City of Detroit.


DUNE ENERGY: Obtains Forbearance Extension From Lenders
-------------------------------------------------------
Dune Energy, Inc., on Jan. 5, 2015, entered into an Amended and
Restated Forbearance Agreement and Fifth Amendment to the Amended
and Restated Credit Agreement effective as of Dec. 31, 2014, among
the Company, certain of the lenders party to the Amended and
Restated Credit Agreement dated as of Dec. 22, 2011, as amended,
and Bank of Montreal as administrative agent for the Lenders.

As previously reported, the Company determined that it did not meet
the required Total Debt to EBITDAX ratio under the Credit Agreement
for the four immediately preceding quarters ending
June 30, 2014, and Sept. 30, 2014.  The Company also informed the
Lenders that it was unable to comply with the minimum current ratio
requirement in the Credit Agreement as of Sept. 30, 2014. The
Credit Agreement provides that the failure to observe any financial
covenant will constitute an event of default, and Bank of Montreal,
at the request of the majority Lenders, may terminate the
commitments under the Credit Agreement and cause all of the
Company's obligations under the Credit Agreement to immediately
become due and payable, upon notice to the Company.

On Sept. 30, 2014, the Lenders agreed to provide a limited
forbearance from exercising their rights and remedies pursuant to
the Defaults through Dec. 31, 2014, pursuant to the terms of the
Fourth Amendment to Amended and Restated Credit Agreement.  Under
the terms of the Amendment, the Lenders agreed to extend the
limited forbearance from Dec. 31, 2014, until the business day
immediately following the earliest of: (a) the occurrence of any
other default or event of default under the Credit Agreement; (b)
5:00 p.m. CST, Jan. 16, 2015, unless the Company has delivered to
the Administrative Agent certain documents that demonstrate that
the contemplated transactions with EOS Petro, Inc. and payment in
full of the amounts owed under the Credit Agreement are reasonably
likely to be consummated timely in the opinion of the
Administrative Agent, in its sole discretion; (c) subsequent to the
delivery of Acceptable Transaction Documents, abandonment or
termination of the Agreement and Plan of Merger, dated as of
Sept. 17, 2014, by and among EOS Petro, Inc., EOS Merger Sub, Inc.
and Dune Energy, Inc., or the occurrence of any modification,
amendment or express waiver or consent to the Merger Agreement that
would result in not paying the amounts owed under the Credit
Agreement in full, without the prior written consent of the
Lenders; (d) failure to deliver the documents by the deadlines set
forth in section 10.3 of the Amendment and (g) Jan. 31, 2015.

Additionally, under the terms of the Amendment, the Company's
borrowing base will be maintained at $40,000,000 during the
forbearance period and interest payments will be due Jan. 2, 2015,
Jan. 31, 2015, and thereafter the last day of each calendar month.
All commitments of the Lenders under the Credit Agreement will
terminate on Jan. 31, 2015, without further notice.

                         About Dune Energy

Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/
-- is an independent energy company based in Houston, Texas.
Since May 2004, the Company has been engaged in the exploration,
development, acquisition and exploitation of natural gas and crude
oil properties, with interests along the Louisiana/Texas Gulf
Coast.  The Company's properties cover over 90,000 gross acres
across 27 producing oil and natural gas fields.

Dune Energy reported a net loss of $47.0 million in 2013, a net
loss of $7.85 million in 2012 and a net loss of $60.4 million in
2011.

As of June 30, 2014, the Company had $231 million in total
assets, $143 million in total liabilities and $88.4 million in
total stockholders' equity.

                           Going Concern

"We monitor our financial progress very carefully and attempt to
adjust our available projects in order to meet all of the
covenants of the Credit Agreement.  Notwithstanding these efforts,
our future revolver availability is also driven by the amount of
Notes outstanding, as they are part of the EBITDAX covenant
calculation used to determine our borrowing limit under the
revolver.  As a result of the PIK feature contained in the Notes,
the amount outstanding has increased over time and, therefore,
continues to put pressure on the EBITDAX covenant and limit
borrowing availability.  As we are no longer in compliance with
the financial covenant of the Credit Agreement, additional
borrowings may not permitted, and the outstanding revolver loans
may become due and payable upon notice to us by the Bank of
Montreal.  Absent relief from the Credit Agreement Lenders, the
restructuring of a material portion of the Notes or the emergence
of a new lender, our ability to meet our obligations in due course
is threatened.  Management is currently in discussions with all
parties and seeking new credit providers or other strategic
alternatives in an effort to resolve this liquidity stalemate.

"These and other factors raise substantial doubt about our ability
to continue as a going concern for the next twelve months," the
Company stated in the Form 10-Q Report for the period ended
June 30, 2014.


EDUCATION MANAGEMENT: Moody's Lowers Default Rating to D-PD
-----------------------------------------------------------
Moody's Investors Service, changed Education Management LLC's
Probability of Default Rating ("PDR") to D-PD from Caa3-PD. The
rating action was taken to reflect the company's recent
debt-for-equity exchange of the majority its debt. On January 5,
2015, Education Management announced that it has closed on a
restructuring transaction, whereby company's rated $1.3 billion of
senior secured credit facilities, comprising approximately $220
million outstanding on its revolver and $1.09 billion of term
loans, have been exchanged for two first lien term loans totaling
$400 million due 2020 and for a combination of preferred equity and
warrants for common stock. Most of the remaining balance of the
company's existing debt, $217 million of senior cash pay/PIK notes
due 2018 (not rated by Moody's), has been exchanged for preferred
equity. Moody's views these transactions as a distressed exchange.
The PDR of D-PD signifies that the distressed exchange qualifies as
a default under Moody's definition of default, which is intended to
capture events whereby issuers fail to meet debt service
obligations outlined in their original debt agreements. Moody's
does not currently rate the debt in the company's new capital
structure.

All existing ratings will be withdrawn in three business days.

Downgrades:

Issuer: Education Management LLC

Probability of Default Rating, Downgraded to D-PD from Caa3-PD

The principal methodology used in these ratings was Business and
Consumer Service Industry published in December 2014. Other
methodologies used include Loss Given Default for Speculative-Grade
Non-Financial Companies in the U.S., Canada and EMEA published in
June 2009.

Education Management LLC, an indirect subsidiary of Education
Management Corporation based in Pittsburgh, Pennsylvania, is one of
the largest providers of private post-secondary education in North
America.



EGENIX INC: Files for Chapter 11 Bankruptcy Protection
------------------------------------------------------
Egenix, Inc., filed for Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 14-12818) on Dec. 28, 2014, estimating its assets at
between $500,000 and $1 million and liabilities at between $1
million and $10 million.  The petition was signed by Lionel
Goldfrank, III, chairman of the board of directors.

David R. Hurst, Esq., at Cole, Schotz, Meisel, Forman & Leonard,
PA, serves as the Debtor's bankruptcy counsel.

Carl D. Neff, Esq., at Fox Rothschild LLP, wrote in the Delaware
Bankruptcy Litigation that since its bankruptcy filing, the Debtor
has filed, among other things: (i) a motion to authorize continued
use of existing bank account; (ii) business forms and its creditor
matrix and a list of its top 20 creditors; (iii) a motion to
appoint Donlin, Recano and Company as the Debtor's claims agent;
and (iv) the Declaration of William T. Nolan in support of Chapter
11 petitions and first day pleadings, which says that "[t]he
Debtor's ultimate goal in this Chapter 11 case is to create a
sustainable capital structure for the future that maximizes the
value of the Debtor's estate for the benefit of all of the Debtor's
constituents."

The Debtor announced on Dec. 18, 2014, that Lionel Goldfrank III
was elected Chairman of the Board, to succeed Donald Fresne.  Mr.
Fresne resigned as President and CEO, but will continue as a member
of the Board.  The Board designated Mr. Fresne as Chairman
Emeritus.  The Board established a Search Committee to find a
suitable replacement with Biotech industry expertise and relevant
management experience.

Headquartered in LaGrangeville, New York, Egenix, Inc., is a
privately held biotechnology company focused on developing
innovative cancer therapeutics.


EMPIRE RESORTS: Commences $50 Million Rights Offering
-----------------------------------------------------
Empire Resorts, Inc., has commenced a rights offering for
approximate gross proceeds of $50,000,000.  Empire has granted, at
no charge to the holders of record of its common stock and Series B
Preferred Stock on Jan. 2, 2015, the record date for the rights
offering, one non-transferable subscription right for each 5.6
shares of common stock owned, or into which the Series B Preferred
Stock is convertible, as more fully described in the prospectus
supplement relating to the rights offering.  Each subscription
right entitles the holder to purchase one share of common stock at
a subscription price of $7.10 per share.  In addition, holders of
subscription rights who fully exercise their basic subscription
rights are entitled to oversubscribe for additional shares of
common stock up to the number of shares purchased pursuant to the
exercise of their basic subscription rights.

The subscription offering is expected to expire at 5:00 p.m., New
York City time, on Feb. 2, 2015, subject to extension or earlier
termination.  The Company will not issue subscription rights to
acquire fractional shares of its common stock but rather will round
down the aggregate number of shares for which holders may subscribe
to the nearest whole share.

The Company has entered into a standby purchase agreement with Kien
Huat Realty III Limited, the Company's largest stockholder, whereby
Kien Huat agreed to exercise in full its basic subscription rights
within ten days of its grant with a closing proximate thereto.  In
addition, Kien Huat agreed it would exercise all rights not
otherwise exercised by the other holders in the rights offering.
The Company will pay Kien Huat a backstop fee of $250,000 pursuant
to the standby purchase agreement. In addition, the Company will
reimburse Kien Huat for its expenses related to the standby
purchase agreement in an amount not to exceed $40,000.  The
consummation of the transactions contemplated by the standby
purchase agreement is subject to customary closing conditions.

The net proceeds of the offering will be used for the expenses
relating to the Company's pursuit of a gaming facility license
pursuant to the recent selection of Montreign Operating Company,
LLC, a wholly-owned subsidiary of the Company, by the New York
State Gaming Facility Location Board to apply for a gaming facility
license for a proposed destination gaming resort in Sullivan
County, New York.  If the Company is not awarded a gaming facility
license, the remaining portion of the proceeds of the offering will
be used in its on-going operations.

Shareholders who hold their shares directly will receive a
prospectus, together with a letter from the Company describing the
rights offering, a subscription rights certificate and an IRS Form
W-9.  Those wishing to exercise their rights should review all
materials, properly complete and execute the subscription rights
certificate and deliver it and payment in full to the subscription
agent:

   Continental Stock Transfer & Trust Company
   17 Battery Place, 8th Floor
   New York, NY 10004
   Attn: Corporate Actions Department

Telephone Number for Confirmation: (917) 262-2378

Holders of subscription rights whose shares are held in street name
through a broker, custodian bank or other nominee must instruct
their broker, custodian bank or nominee whether or not to exercise
subscription rights on their behalf.  Those wishing to obtain a
separate subscription rights certificate should promptly contact
their broker, custodian bank or other nominee with that request,
although it is not necessary to have a physical subscription rights
certificate to elect to exercise rights if shares are held in
street name.

A copy of the prospectus or further information with respect to the
rights offering may be obtained by contacting Morrow & Co, LLC, the
Information Agent. Stockholders may contact Morrow & Co., LLC by
telephone at (855) 201-1081 and banks and brokerage firms by
telephone at (203) 658-9400. Morrow & Co., LLC may also be reached
by email at empire.info@morrowco.com.

                        About Empire Resorts

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

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

The Company's balance sheetat Sept. 30, 2014, showed $42.4
million in total assets, $56.7 million in total liabilities and a
$14.3 million total stockholders' deficit.


ENDEAVOUR INT'L: Noteholders File Precautionary Motion re RSA
-------------------------------------------------------------
BankruptcyData reported that Endeavour International's ad hoc
consortium of convertible noteholders filed with the U.S.
Bankruptcy Court a precautionary motion for relief in aid of the
Court's previous order authorizing the Debtors to assume a
restructuring support agreement and modifying automatic stay.

According to the report, the noteholders asserted that "The RSA
provides that the Debtors' pre-petition secured creditors will
receive, among other things, approximately 83% equity stake in the
reorganized company. The Convertible Noteholders will, in contrast,
receive an 8.24% equity stake. Given this large disparity in equity
allocations, when negotiating the RSA, the Consortium was
particularly concerned that a small number of pre-petition secured
creditors would control the reorganized company, and could use
their control to inhibit the Convertible Noteholders (as minority
shareholders) from realizing the economic benefit of their bargain.
The Consortium therefore bargained for the inclusion in the RSA of
the follow important terms: The Convertible Noteholders shall also
receive customary minority stockholder protections as reasonably
agreed to among the RSA Creditor Parties....Herein, to provide for
the possibility that the parties to the RSA will fail to achieve
consensus, the Consortium asks the Court to: (i) reserve for
potential adjudication at the confirmation hearing the issue of
what specific 'customary minority stockholder protections' are due
to Convertible Noteholders under the RSA; (ii) authorize further
briefing and presentation regarding specific points of
disagreement; and (iii) ultimately sustain the Consortium's
interpretation of 'customary minority stockholder protections,' as
presented in such subsequent briefing."

                  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, $43.7 million in
series c convertible preferred stock, and a $41.5 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.


EXIDE TECH: Enters Into Backstop Agreement With Noteholders
-----------------------------------------------------------
Exide Technologies on Jan. 7 disclosed that certain holders of its
senior secured notes have executed a commitment to backstop up to
$160 million of second lien convertible notes to be offered to
certain senior secured noteholders pursuant to a rights offering
under Exide's proposed plan of reorganization ("POR").  Holders of
a majority of the principal amount of Exide's senior secured notes
also entered into an amended and restated plan support agreement
memorializing their support for the Company's proposed POR.  

The proposed POR contemplates de-leveraging the Company by
approximately $600 million to provide for an "as converted" net
leverage ratio of approximately 2.0 times.  The POR also includes a
rights offering to certain holders of senior secured notes
(together with oversubscription rights) of up to $175 million in
second lien convertible notes, which, as noted, is backstopped up
to $160 million pursuant to the Backstop Commitment Agreement.  The
POR would allow Exide to emerge from Chapter 11 substantially in
its current form -- operating across all of its existing business
segments.  Proceeds from the rights offering, together with
availability under a new exit revolving credit facility, are
expected to provide the Company with estimated pro forma liquidity
at exit of at least $225 million and be used to fund the Company's
five-year business plan after emergence.  This funding will provide
the Company with liquidity and working capital to support its
seasonality and business growth; capital improvements; and
environmental, health and safety investments.  The obligations of
the Backstop Parties under the Backstop Commitment Agreement and
the Second Amended PSA are subject to the Bankruptcy Court's
approval and certain other conditions.

Should the proposed POR not be consummated, the Company has been
informed by holders of a majority of its post-petition term loans
that they intend to pursue an acquisition of all or substantially
all of the Company's assets through an alternative credit bid
transaction.  Similar to the proposed POR, this transaction would
result in $175 million of new money invested in the Company and the
Company operating in its current form -- across all of its existing
business segments.

Concurrently, in the exercise of its fiduciary duties, Exide
continues to pursue a sale process, soliciting third-party bids for
a potential sale of some or all of its businesses.  This dual-track
approach ensures that the Company has explored all opportunities
reasonably available to maximize estate value. Additionally, with
the Backstop Commitment Agreement now executed, Exide and certain
of the Backstop Parties intend to continue negotiations with
representatives of the Official Committee of Unsecured Creditors
concerning the treatment of unsecured creditor claims under the
POR.

"Securing a commitment for the substantial new capital contemplated
by the backstop agreement is a significant, positive development in
our restructuring process.  The new investment of capital will
enable Exide to substantially invest in its facilities and new
areas for growth.  The backstop is a strong endorsement of the
Exide business and going-forward plan by the Company's senior
secured creditors," said Robert M. Caruso, President and Chief
Executive Officer of Exide Technologies.

"I thank our customers and suppliers for their continued loyalty
and acknowledge our employees for their hard work as we focus on
the completion of our restructuring process and begin a new era for
Exide as a better capitalized company for growth," said
Mr. Caruso.

Exide will seek to have a motion heard by the Bankruptcy Court for
approval of the Backstop Commitment Agreement and Second Amended
PSA on January 20, 2015, or the next available date as the
Bankruptcy Court will hear the matter.  The Company intends to
continue the hearing on the adequacy of its Disclosure Statement
for its proposed POR, currently scheduled for January 12, 2015, to
the date the Bankruptcy Court sets for hearing on the approval of
the Backstop Commitment Agreement and Second Amended PSA.  As part
of this process, Exide intends to request a modification of its
Debtor-in-Possession (DIP) Financing to address the January 15,
2015 disclosure statement approval deadline and anticipates that
requisite DIP Financing lenders will consent to such modification.
The Company's goal remains that its U.S. operations emerge from
Chapter 11 restructuring by March 31, 2015.

                    About Exide Technologies

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

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

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

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

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

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

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

                            *     *     *

In November 2014, the Bankruptcy Court terminated Exide
Technologies' exclusive period to propose a Chapter 11 plan.  The
Court ordered that any party-in-interest, including the Official
Committee of Unsecured creditors may file and solicit acceptance of
a Chapter 11 Plan.

Exide already has a plan of reorganization in place. Under that
Plan, (a) Reorganized Exide's debt at emergence will comprise: (i)
an estimated $225 million Exit ABL Revolver Facility; (ii) $264.1
million of New First Lien High Yield Notes; (iii) $283.8 million of
New Second Lien Convertible Notes.  The Debtor's non-debtor
European subsidiaries are also expected to have approximately $23
million; (b) The New Second Lien Convertible Notes will be
convertible into 80% of the New Exide Common Stock on a fully
diluted basis; and (c) New Exide Common Stock would be allocated as
follows: 15.0% to Holders of Senior Secured Note Claims after
conversion of the New Second Lien Convertible Notes into New Exide
Common Stock; 3.0% on account of the DIP/Second Lien Conversion
Funding Fee; and 2.0% on account of the DIP/Second Lien Backstop
Commitment Fee.

Exide has entered into an amended and restated plan support
agreement with holders of a majority of the principal amount of its
senior secured notes.

A full-text copy of the Disclosure Statement dated Nov. 17, 2014,
is available at http://bankrupt.com/misc/EXIDEds1117.pdf   

In December 2014, Judge Kevin Carey denied the request of Exide
shareholders for appointment of an official equity holders'
committee.  The shareholders have objected to the Plan.


EXIDE TECHNOLOGIES: Panel, U.S. Trustee Object to Disclosures
-------------------------------------------------------------
The Official Committee of Unsecured Creditors; Roberta A.
DeAngelis, U.S. Trustee for Region 3, Praxair, Inc., and the Lower
Willamette Group Members, object to the disclosure statement
explaining Exide Technologies' plan of reorganization.

The U.S. Trustee complains that in its as-filed form, the
Disclosure Statement does not provide parties in interest with
sufficient information to enable them to make an informed judgment
about the Plan.  Among other things, (a) "Retail" holders of Senior
Notes (those who are neither accredited investors nor institutional
investors), holders of General Unsecured Claims, and holders of
Subordinated Notes Claims cannot ascertain their proposed treatment
under the Plan; (b) Retail holders of Senior Notes cannot assess
the fairness of their proposed treatment under the Plan in
comparison to the Plan's treatment of non-retail holders of the
same Senior Notes; (c) The Disclosure Statement does not provide
adequate valuation information; (d) The Disclosure Statement does
not contain a liquidation analysis setting forth what creditors
would receive in a liquidation under chapter 7 as compared to the
Plan, so that creditors may judge whether the Plan is in their best
interests.

Law360 reported that the Creditors' Committee argued that the
Disclosure Statement describes a "patently unconfirmable" plan that
was proposed in bad faith because the debtor only negotiated with
certain secured noteholders who the committee claims will get all
the company's value.

Praxair, a supplier of oxygen to the Debtor, complains that the
Disclosure Statement fails to provide adequate information to
inform Praxair about the treatment of their long term supply
agreement as executory contracts or otherwise.  Praxair adds that
the Disclosure Statement fails to provide adequate information
relating to the risks and consequences to the estate if the Debtor
is unable to secure its future source of oxygen.

The Lower Willamette Group Members composed of Chevron U.S.A. Inc.,
Texaco Downstream Properties, Inc., Union Oil Company of
California, complains that while the Disclosure Statement and the
Plan reference certain sites where the Debtor faces environmental
liability, such as the Debtor's Vernon, California, facility, the
Portland Harbor Superfund Site is not mentioned, nor is there any
discussion of specific assets, like environmental insurance
policies, which may be available to pay for their claims.
According to the Members, they  signed agreements with the United
States Environmental Protection Agency to conduct the remedial
investigation and feasibility study of the Portland Harbor Site,
and/or have contributed financially to the investigation and study.
The Debtor has been identified as a "potentially responsible
party" at the Portland Harbor Site.

As previously reported by the TCR, Frank Smith and Michael Nelson,
two senior bondholders of Exide, took issue with the battery
maker's disclosure statement, saying it supports an unconfirmable
Chapter 11 plan that improperly favors certain creditors.

Praxair Inc. is represented by:

         Natasha M. Songonuga, Esq.
         GIBBONS P.C.
         1000 N. West Street, Suite 1200
         Wilmington, DE 19801-1058
         Tel: (302) 295-4875
         Fax: (302) 295-4876
         E-mail: nsongonuga@gibbonslaw.com

The Lower Willamette Group Members are represented by:

         Carl N. Kunz, Esq.
         MORRIS JAMES LLP
         500 Delaware Avenue, Suite 1500
         P.O. Box 2306
         Wilmington, DE 19899-2306
         Tel: (302) 888-6800
         Fax: (302) 571-1750
         E-mail: ckunz@morrisjames.com

               - and -

         Gerald F. George, Esq.
         Andrew D. Patterson, Esq.
         DAVIS WRIGHT TREMAINE LLP
         505 Montgomery Street, Suite 800
         San Francisco, CA 94111-6533
         Tel: (415) 276-6526
         Fax: (415) 276-6599
         E-mail: geraldgeorge@dwt.com
                andrewpatterson@dwt.com

                     About Exide Technologies

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

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

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

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

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

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

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


FEDERAL RESOURCES: Seeks Joint Administration of Cases
------------------------------------------------------
Federal Resources Corporation ask the U.S. Bankruptcy Court for the
District of Utah, Central Division, to enter an order for joint
administration of the Chapter 11 case captioned In re Camp Bird
Colorado, Inc., Case No. 14-33428, so that it will be jointly
administered with Federal Resources' bankruptcy case under Case No.
14-33427.

According to Federal Resources, transferring the Camp Bird
Bankruptcy Case and joint administering it with the Federal
Resources Bankruptcy Case is appropriate because, among other
things, (i) similar issues and common creditors exist in both
cases, and (ii) joint administration will save time and expense as
it will eliminate the need for duplicative notices, applications,
and orders.

The Debtor currently has only two assets: (1) 100% of the stock of
Camp Bird Colorado, Inc., and (2) 100% interest in a Madawaska
Mines Limited.

Camp Bird joins in Federal Resources' request for joint
administration.

Federal Resources Corporation and Camp Bird Colorado, Inc., filed
voluntary petitions for protection under Chapter 11 of the
Bankruptcy Code on Dec. 29, 2014, with the U.S. Bankruptcy Court
for the District of Utah (Salt Lake City).  The Debtors are
represented by David E. Leta, Esq., and Andrew V. Hardenbrook,
Esq., at Snell & Wilmer L.L.P.


FIRED UP: Wins Confirmation of Reorganization Plan
--------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that a bankruptcy judge in Austin, Texas, has signed
an order confirming the Chapter 11 plan of reorganization proposed
jointly by the Johnny Carino's chain of Italian-themed restaurants
and its Official Committee of Unsecured Creditors.

According to the report, the plan, which will become effective Feb.
1, centered upon a settlement among the company, committee, secured
creditor FRG Capital LLC, and members of the president's family.
Under the compromise, the company will pay at least $4.48 million
to fund a trust created for the benefit of general unsecured
creditors, the report said.

As previously reported by The Troubled Company Reporter, the Plan
was accepted by an overwhelming majority of creditors.  Under the
plan, all secured and priority creditors will receive 100% of their
claims unless they have voluntarily agreed to take a reduced
amount.  Unsecured creditors will receive an estimated 25% to 30%.

                       About Fired Up, Inc.

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

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

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

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

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

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

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


FIRST MARINER: Dennis Finnegan Joins Howard Bank as Vice President
------------------------------------------------------------------
Joanna Sullivan, Editor-in-Chief of Baltimore Business Journal,
reports that First Mariner Bank executive Dennis Finnegan has
joined Howard Bank as its new executive vice president and chief
deposit officer, responsible for its 13 branches, marketing,
deposit operations and human resources.

Business Journal relates that Mr. Finnegan had been executive vice
president for retail banking at the almost $1 billion-asset First
Mariner, mostly under former CEO Edwin F. Hale Sr., for more than
15 years.  The report says that Mr. Finnegan worked with the bank's
new management on its transition.

According to Business Journal, First Mariner was sold in June 2014
after its parent company, First Mariner Bancorp, filed for Chapter
11 bankruptcy protection in February 2014.  Business Journal
recalls that investors group RKJS Bank won a bankruptcy auction in
April 2014 after outlasting a run by National Penn Bancshares.
RKJS Bank, says the report, closed the deal in June 2014 for $18.7
million after it received regulatory approval.  The report states
that RKJS Bank put a total of $110 million into First Mariner to
recapitalize it.


FOUR OAKS: 2 Directors Tender Mandatory Resignation
---------------------------------------------------
Percy Y. Lee and William J. Edwards resigned as members of the
Board of Directors of Four Oaks Fincorp, Inc., on Dec. 31, 2014.
Messrs. Lee and Edward's resignations were in accordance with the
Company's Director Agreement, which imposes a mandatory director
resignation by Dec. 31, 2014, for each director who was appointed
prior to Nov. 15, 2004.

                          About Four Oaks

Based in Four Oaks, North Carolina, Four Oaks Fincorp, Inc., is
the bank holding company for Four Oaks Bank & Trust Company.  The
Company has no significant assets other than cash, the capital
stock of the bank and its membership interest in Four Oaks
Mortgage Services, L.L.C., as well as $1,241,000 in securities
available for sale as of Dec. 31, 2011.

Four Oaks reported a net loss of $350,000 in 2013, a net loss of
$6.96 million in 2012 and a net loss of $9.09 million in 2011.

As of Sept. 30, 2014, the Company had $838 million in total
assets, $798 million in total liabilities and $40.1 million in
total shareholders' equity.

                          Written Agreement

"In late May 2011, the Company and the Bank entered into a formal
written agreement (the "Written Agreement") with the Federal
Reserve Bank of Richmond (the "FRB") and the North Carolina Office
of the Commissioner of Banks (the "NCCOB").  Under the terms of
the Written Agreement, the Bank developed and submitted for
approval, within the time periods specified, plans to:

   * revise lending and credit administration policies and
     procedures at the Bank and provide relevant training;

   * enhance the Bank's real estate appraisal policies and
     procedures;

   * enhance the Bank's loan grading and independent loan review
     programs;

   * improve the Bank's position with respect to loans,
     relationships, or other assets in excess of $750,000, which
     are now or in the future become past due more than 90 days,
     are on the Bank's problem loan list, or adversely classified
     in any report of examination of the Bank; and

   * review and revise the Bank's policy regarding the Bank's
     allowance for loan and lease losses and maintain a program
     for the maintenance of an adequate allowance.

A material failure to comply with the terms of the Written
Agreement could subject the Company to additional regulatory
actions and further restrictions on its business.  These
regulatory actions and resulting restrictions on the Company's
business may have a material adverse effect on its future results
of operations and financial condition," the Company said in its
quarterly report for the period ended March 31, 2014.


FREEDOM INDUSTRIES: FBI Says Co. Knew of Containment Problems
-------------------------------------------------------------
Patrick Fitzgerald, writing for Dow Jones' Daily Bankruptcy Review,
reported that federal investigators say Freedom Industries Inc.,
the company responsible for a chemical leak that contaminated the
water supply for 300,000 people in West Virginia last year, knew
about problems at its storage facility for more than a decade.

According to the report, in a document unsealed in federal court,
the Federal Bureau of Investigation said employees at Freedom were
aware of problems at its storage tanks and containment area,
including cracks in the dike wall, going back to 2001.  Mortar had
eroded, allowing liquids to leak at various spots along the dike
wall, according to FBI agent James F. Lafferty II, the report
related.

                      About Freedom Industries

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

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

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

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

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

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

On March 18, 2014, the Bankruptcy Court approved the hiring of
Mark Welch at MorrisAnderson in Chicago as Freedom's chief
restructuring officer.



GBG RANCH: Dismissal Bid Dropped; Debtor Required to File Plan
--------------------------------------------------------------
The U.S. Bankruptcy Court approved an agreement reached by GBG
Ranch, Ltd., to resolve Guillermo Benvidez Z.'s motion to dismiss
GBG's Chapter 11 case.

The agreement provides that, among other things:

   -- that portion of the motion seeking dismissal of the Debtor's
main case is withdrawn;

   -- all rights are reserved under the motion to seek appointment
of a Chapter 11 trustee;

   -- the remainder of the motion will be abated until further
order of the Court;

   -- the Debtor agrees to file and pursue confirmation of a plan
of reorganization which provides for the disposition of all assets
of the Debtor, including but not limited to real and personal
property;

   -- the Debtor agrees, upon the liquidation and payment of all
allowed claims, payments of all allowed costs and expenses of
administration, and the disposition and resolution of all competing
claims asserted in Adversary No. 14-05006, the remainder of the
sales proceeds and other cash in the possession of the debtor will
then be paid out of the estate to the equity interest holders of
the Debtor in accordance with their ownership as of the Petition
Date.  After the payment of all allowed claims, settlement of the
GBG Ranch trust, liquidation of the Hill Fee Tracts, and
liquidation of all personal property and accounts receivable of the
Debtor, the Debtor will wound down in accordance with applicable
Texas Law.

An auction was conducted and Guillermo Benavides Z was named
winning bidder, and Rancho Melinda named back up bidder.

The hearing on the disclosure statement is scheduled for Feb. 27,
at 10:00 a.m., objection deadline is Feb. 15.

                           About GBG Ranch

GBG Ranch, LTD, a Texas Limited Partnership, sought Chapter 11
protection (Bankr. S.D. Tex. Case No. 14-50155) in Laredo, Texas
on July 8, 2014, without stating a reason.  In a schedules filed
Dec. 9, 2014, the Debtor disclosed $54,111,258 in assets and
$4,401,493 in liabilities as of the Chapter 11 filing.

The company is represented by the Law Office of Carl M. Barto.
Leslie M. Luttrell and the Luttrell + Villareal Law Group serve as
special counsel.


GLOBAL COMPUTER: Committee Can File Liquidating Plan
----------------------------------------------------
The Bankruptcy Court terminated Global Computer Enterprises, Inc.'s
exclusive periods to file and solicit acceptances for the chapter
11 plan as to the Official Committee of Unsecured Creditors only.

The Committee said it intends to file a Chapter 11 plan of
liquidation.  The Committee said it has conferred with the Debtor
regarding the motion, and the Debtor has consented to termination
of the exclusive periods with respect to the Committee only.

                      About Global Computer

Global Computer Enterprises, Inc., dba GCE, is a cloud-based
"software as a service" provider, commonly referred to as a
"SAAS," offering financial management solutions primarily to
executive departments of the federal government and independent
federal government agencies.  GCE sought protection under Chapter
11 of the Bankruptcy Code (Case No. 14-13290, Bankr. E.D. Va.) on
Sept. 4, 2014.  The case is assigned to Judge Robert G. Mayer.

The Debtor's counsel is David I. Swan, Esq., at McGuirewoods LLP,
in McLean, Virginia.  The Debtor's financial advisor is Weinsweig
Advisors.  The petition was signed by Mike Freeman, interim chief
operating officer.

Judge Mayer designated Mike Freeman to perform duties imposed upon
GCE by the Bankruptcy Code.

The U.S. Trustee for Region 4 appointed three creditors of Global
Computer Enterprises, Inc. to serve on the official committee of
unsecured creditors.  The Committee tapped Armstrong Teasdale LLP,
as its counsel and Leach Travell Britt PC as its local bankruptcy
counsel.


GRIDWAY ENERGY: Asks Court to Extend Deadline to Remove Suits
-------------------------------------------------------------
Gridway Energy Holdings, Inc., has filed a motion seeking
additional time to remove lawsuits involving its affiliates.  In
its motion, Gridway Energy asked the U.S. Bankruptcy Court in
Delaware to move the deadline for filing notices of removal of the
lawsuits to April 6, 2015.  Some of the lawsuits involving Gridway
Energy and its affiliates are subject to removal pursuant to
Section 1452, which applies to claims related to bankruptcy cases,
according to the court filing. A court hearing to consider the
motion is scheduled for Feb. 6. Objections are due by Jan. 14.

                       About Gridway Energy

Gridway Energy Holdings, Inc., and its affiliates, including
Glacial Energy Holdings -- providers of electricity and natural gas
in markets that have been restructured to permit retail competition
-- sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead
Case No. 14-10833) on April 10, 2014.

The Debtors have 200,000 electric residential customers and 55,000
gash residential customers across the U.S.  A large portion of the
customers' energy consumption and revenue is generated in the
northeast U.S., Ohio, Illinois and Texas (collectively accounting
for 80% of revenue), with the remaining portion coming from
California and other states.

The Debtors blamed the bankruptcy due to lower revenue brought by
increased market competition, which caused the Debtors to default
on certain of their obligations.  Gridway defaulted on $60 million
of debt.

Prepetition, the Debtors negotiated a stock purchase transaction
with an interested buyer.  But in March 2014, the purchaser
withdrew from the transaction because of the large amount of debt
that the purchaser would become liable through a stock
transaction.

The Debtors are represented by Michael R. Nestor, Esq., Joseph M.
Barry, Esq., and Donald J. Bowman, Jr., Esq., at Young Conaway
Stargatt & Taylor, LLP; and Alan M. Noskow, Esq., and Mark A.
Salzberg, Esq., at Patton Boggs LLP.  They employed Omni Management
Group, LLC, as claims and notice agent.

Gridway Energy estimated assets of $500 million to $1 billion and
debt of more than $1 billion.

The Creditors' Committee is represented by Sharon Levine, Esq., and
Philip J. Gross, Esq., at Lowenstein Sandler LLP; and Frederick B.
Rosner, Esq., and Julia B. Klein, Esq., at The Rosner Law Group
LLC.

Vantage is represented in the case by Ingrid Bagby, Esq., David E.
Kronenberg, Esq., Kenneth Irvin, Esq., and Karen Dewis, Esq., at
Cadwalader, Wickersham & Taft LLP, and Jason M. Madron, Esq., at
Richards, Layton & Finger, P.A.


GRIDWAY ENERGY: Seeks April 6 Extension of Plan Filing Date
-----------------------------------------------------------
Gridway Energy Holdings, et al., ask the U.S. Bankruptcy Court for
the District of Delaware to further extend their exclusive period
to file a Chapter 11 plan through and including April 6, 2015, and
their exclusive period to solicit acceptances of a plan through and
including July 6.

Donald J. Bowman, Jr., Esq., at Young Conaway Stargatt & Taylor,
LLP, in Wilmington, Delaware, relates that during the recent
extension of the Exclusive Periods, the Debtors, in consultation
with the Official Committee of Unsecured Creditors and their
Lenders, have worked diligently to assess the Debtors' remaining
assets and develop a marketing strategy therefor, conducted a
competitive auction for the assets of Ziphany, L.L.C., and
negotiated and sought Court approval of the settlement with
Commodities Financial Services I, LLC, and EDF Trading North
America LLC, which provides for, among other things, the funding of
an orderly wind-down of the Debtors' businesses and conclusion of
the Chapter 11 Cases.

Mr. Bowman says accomplishing these milestones since the Petition
Date has been a labor-intensive process that has fully occupied the
time of the Debtors' limited staff and required substantial
attention from all of the professionals retained in the Chapter 11
Cases.  In light of the Debtors' accomplishment of the milestones,
and viewed in light of the various factors considered by courts in
determining whether cause exists for an extension of the Exclusive
Periods, the Debtors believe that each of the factors relevant to
these cases weighs in favor of the extension request, Mr. Bowman
asserts.

A hearing on the extension request is scheduled for Feb. 6, 2015,
at 10:00 a.m. (ET).  Objections are due Jan. 14.

                       About Gridway Energy

Gridway Energy Holdings, Inc., and its affiliates, including
Glacial Energy Holdings -- providers of electricity and natural
gas in markets that have been restructured to permit retail
competition -- sought Chapter 11 bankruptcy protection (Bankr. D.
Del. Lead Case No. 14-10833) on April 10, 2014.

The Debtors have 200,000 electric residential customers and 55,000
gash residential customers across the U.S.  A large portion of the
customers' energy consumption and revenue is generated in the
northeast U.S., Ohio, Illinois and Texas (collectively accounting
for 80% of revenue), with the remaining portion coming from
California and other states.

The Debtors blamed the bankruptcy due to lower revenue brought by
increased market competition, which caused the Debtors to default
on certain of their obligations.  Gridway defaulted on $60 million
of debt.

Prepetition, the Debtors negotiated a stock purchase transaction
with an interested buyer.  But in March 2014, the purchaser
withdrew from the transaction because of the large amount of debt
that the purchaser would become liable through a stock
transaction.

The Debtors are represented by Michael R. Nestor, Esq., Joseph M.
Barry, Esq., and Donald J. Bowman, Jr., Esq., at Young Conaway
Stargatt & Taylor, LLP; and Alan M. Noskow, Esq., and Mark A.
Salzberg, Esq., at Patton Boggs LLP.  They employed Omni
Management Group, LLC, as claims and notice agent.

Gridway Energy estimated assets of $500 million to $1 billion and
debt of more than $1 billion.

The Creditors' Committee is represented by Sharon Levine, Esq.,
and Philip J. Gross, Esq., at Lowenstein Sandler LLP; and
Frederick B. Rosner, Esq., and Julia B. Klein, Esq., at The Rosner
Law Group LLC.

Vantage is represented in the case by Ingrid Bagby, Esq., David E.
Kronenberg, Esq., Kenneth Irvin, Esq., and Karen Dewis, Esq., at
Cadwalader, Wickersham & Taft LLP, and Jason M. Madron, Esq., at
Richards, Layton & Finger, P.A.


GT ADVANCED: Jan. 26 Hearing to Form Equity Security Committee Set
------------------------------------------------------------------
A Chapter 11 petition, submitted to the New Hampshire Bankruptcy
court by GTAT Management on October 6th, 2014 has resulted in an
on-going case.  The Chapter 11 petition revealed that GT Advanced
Technologies ran out of funds while attempting to perform research,
development, and the production of Sapphire Materials according to
a contracted agreement.

A Group of Equity Security Holders has submitted a document arguing
for the Equity Security Holders to become party to the Case.  In
response, the Honorable Henry J Boroff, presiding at the Bankruptcy
Court of New Hampshire has granted a hearing during which Equity
Security Holders may put forward arguments to form an Official
Equity Committee as party to the Chapter 11 proceedings. If an
Official Equity Committee is formed, they will vigorously represent
the business case on behalf of themselves as Equity Security
Holders and expect to provide analytical and other information
enriching services to the Court in assessments of how the company's
agreements and potential Capital restructuring terms are dealt with
throughout the Chapter 11 proceedings.

The hearing for the formation of an Official Equity Committee is
scheduled for January 26, 2015 at 10:00 AM at the Bankruptcy Court
of New Hampshire.  Interested parties are invited to review the
Court Docket for GT Advanced Technologies' Chapter 11 case which is
located online at http://www.kccllc.net/gtat

If you are an Equity Security Holder (Public Shareholder) of GT
Advanced Technology or know someone who is, and would like to
provide support to the Group, act as a witness, and/or attend the
hearing on January 26, you are invited to contact Equity Security
Holder Richard Faloh at RichardFaloh@gmail.com

               About GT Advanced Technologies Inc.

Headquartered in Merrimack, New Hampshire, GT Advanced Technologies
Inc. -- http://www.gtat.com/-- produces materials and equipment
for the electronics industry.  On Nov. 4, 2013, GTAT
announced a multiyear supply deal with Apple Inc. to produce
sapphire glass material for use in consumer electronics products.
Under the deal, Apple would provide GTAT with a prepayment of
approximately $578 million paid in four installments and, starting
in 2015, GTAT would reimburse Apple for the prepayment over a
five-year period.

GT is a publicly held corporation whose stock was traded on NASDAQ
under the ticker symbol "GTAT."  GTAT was de-listed from the NASDAQ
stock exchange in October 2014.

As of June 28, 2014, the GTAT Group's unaudited and consolidated
financial statements reflected assets totaling $1.5 billion and
liabilities totaling $1.3 billion.  As of Sept. 29, 2014, GTAT had
$85 million in cash, $84 million of which is unencumbered.

On Oct. 6, 2014, GT Advanced Technologies and eight affiliates
filed voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. D.N.H. Lead Case No. 14-
11916).  GT says that it has sought bankruptcy protection due to a
severe liquidity crisis brought about by its issues with Apple.

The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as
attorneys and Kurtzman Carson Consultants LLC as claims and
noticing agent.

The U.S. Trustee has named seven members to the Official Committee
of Unsecured Creditors.  The Committee' professionals are Kelley
Drye as its bankruptcy counsel; Devine, Millimet & Branch,
Professional Association as local counsel; EisnerAmper LLP as
financial advisors; and Houlihan Lokey Capital, Inc. as investment
banker.

GTAT has reached a settlement with Apple.  The settlement gives
Apple an approved claim for $439 million secured by more than 2,000
sapphire furnaces that GT Advanced owns and has four years
to sell, with proceeds going to Apple.  In addition, Apple gets
royalty-free, non-exclusive licenses for GTAT's technology.


INTERLEUKIN GENETICS: Bay City Holds 41.5% Stake as of Dec. 31
--------------------------------------------------------------
In an amended Schedule 13D filed with the U.S. Securities and
Exchange Commission, Bay City Capital LLC and its affiliates
disclosed that as of Dec. 23, 2014, they beneficially owned
88,985,189 shares of common stock of Interleukin Genetics, Inc.,
representing 41.5 percent of the shares outstanding.  A copy of the
regulatory filing is available at http://is.gd/eTHYZy

                          About Interleukin

Waltham, Mass.-based Interleukin Genetics, Inc., is a personalized
health company that develops unique genetic tests to provide
information to better manage health and specific health risks.

Interleukin Genetics incurred a net loss of $7.05 million on $2.42
million of total revenue for the year ended Dec. 31, 2013, as
compared with a net loss of $5.12 million on $2.23 million of
total revenue in 2012.

As of Sept. 30, 2014, the Company had $4.45 million in total
assets, $3.51 million in total liabilities, all current, and
$937,289 in total stockholders' equity.

Grant Thornton LLP, in Boston, Massachusetts, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company has incurred recurring losses from operations and
has an accumulated deficit that raise substantial doubt about the
Company's ability to continue as a going concern.

                         Bankruptcy Warning

The Company warned in its quarterly report for the period ended
Sept. 30, 2014, that it if fails to obtain additional capital by
Feb. 28, 2015, it may have to end its operations and seek
protection under bankruptcy laws.

"We expect that our current and anticipated financial resources
will be adequate to maintain our current and planned operations
only through February 28, 2015.  We need significant additional
capital to fund our continued operations, including for the
continued commercial launch of our PerioPredictTM test, continued
research and development efforts, obtaining and protecting patents
and administrative expenses.  We have retained a financial
advisor, however, based on current economic conditions, additional
financing may not be available, or, if available, it may not be
available on favorable terms.  In addition, the terms of any
financing may adversely affect the holdings or the rights of our
existing shareholders.  For example, if we raise additional funds
by issuing equity securities, further dilution to our then-
existing shareholders will result.  Debt financing, if available,
may involve restrictive covenants that could limit our flexibility
in conducting future business activities.  We also could be
required to seek funds through arrangements with collaborators or
others that may require us to relinquish rights to some of our
technologies, tests or products in development.  If we cannot
obtain additional funding on acceptable terms, we may have to
discontinue operations and seek protection under U.S. bankruptcy
laws."


IPC CORP: Moody's Assigns B3 CFR & Rates Sr. 2nd Lien Debt Caa2
---------------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating
(CFR) to new issuer IPC Corp.. Moody's also assigned a B3-PD
Probability of Default Rating, and B1 and Caa2 ratings to the
company's proposed first lien credit facilities and second lien
term loan facilities, respectively. The new debt is being raised in
connection with the acquisition of IPC by funds affiliated with
private equity firm Centerbridge Partners, L.P. for a purchase
price of approximately $1.2 billion. Centerbridge will contribute
approximately $300 million of new equity. The ratings outlook is
positive.

Moody's will withdraw the ratings for existing credit facilities at
IPC Systems Inc. (a subsidiary of IPC Corp.) upon full repayment of
existing debt. Ratings are subject to the execution of the
transaction as currently proposed and Moody's review of final
documentation.

Assignments:

Issuer: IPC Corp. (New)

Corporate Family Rating, Assigned B3

Probability of Default Rating, Assigned B3-PD

Senior Secured First Lien Revolving Credit Facility, Assigned B1
(LGD3)

Senior Secured First Lien Term Loan Facility, Assigned B1 (LGD3)

Senior Secured Second Lien Term Loan Facility, Assigned Caa2
(LGD5)

Ratings Outlook: Positive

Ratings Rationale

The B3 CFR reflects IPC's high leverage combined with its high
business risk profile, as demonstrated by volatile and uncertain
demand for the company's specialized telephony products and
non-recurring nature of trading turrets installation revenues
(historically about 25% of total revenues). As the overall market
for trading turret systems has limited growth prospects, Moody's
believes that recent sales increases only temporarily benefit the
company's credit profile. Moody's also expects IPC's margins to
remain under pressure as the company grows sales of its lower
margin data services to offset the pricing pressure in its higher
margin voice connectivity services. The company's data services
business is relatively small but has been growing at strong double
digit rates and has the potential to improve its margins as it
achieves scale. IPC's ratings are supported by the company's
leading market position as a supplier of specialized telephony
systems to traders and brokers in the financial services industry
and long standing relationships with key customers.

The positive rating outlook reflects Moody's expectation that IPC's
credit metrics will strengthen over the next 12 to 18 months,
supported by strong demand on its trading turret systems over the
near to medium term and stabilization in network services business.
The company's credit profile also benefits from the full year
impact of recent cost saving measures. The company's leverage
(measured on a Moody's adjusted debt to EBITDA basis) could decline
towards 5 times particularly if the company uses free cash flow to
pay down debt.

Liquidity is adequate but modest based on estimated cash at closing
of $10 million and an undrawn $25 million revolver. The company is
expected to generate free cash flow in excess of $50 million in the
first year after closing(excluding transaction costs).

IPC's ratings could be pressured by a sustained decline in revenues
or EBITDA resulting from competitive challenges or weak business
execution particularly if leverage is sustained above 7.0 times or
if free cash flow is negative. Furthermore, if the company's
liquidity situation deteriorates, a downgrade is possible.

IPC's ratings could be upgraded if IPC demonstrates revenue and
earnings growth and reduces debt to maintain leverage below 5.5
times and free cash flow to debt greater than 8%. An upgrade is
unlikely however unless funded debt is reduced to well under $800
million.

The principal methodology used in these ratings was Global
Communications Equipment Industry published in June 2008. Other
methodologies used include Loss Given Default for Speculative-Grade
Non-Financial Companies in the U.S., Canada and EMEA published in
June 2009.

IPC, headquartered in Jersey City, New Jersey, provides integrated,
specialized communications solutions to global enterprises,
primarily in the financial services industry. The company, with
revenues of approximately $499 million for the fiscal year ended
September 30, 2014 is being acquired by funds affiliated with
private equity firm Centerbridge.



IPC CORP: S&P Assigns 'B' CCR & Rates $580MM 1st Lien Debt 'B'
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'B'
corporate credit rating to Jersey City, N.J.-based trading systems
and network services provider IPC Corp. (IPC).  The outlook is
stable.

At the same time, S&P assigned its 'B' issue-level rating and '3'
recovery rating to IPC's proposed $580 million first-lien credit
facility, which comprises a $25 million first-lien undrawn revolver
and a $555 million first-lien term loan.  The '3' recovery rating
indicates S&P's expectation for meaningful recovery (50%-70%; mid
end of the range) in the event of a payment default.

S&P also assigned its 'B-' issue-level and '5' recovery ratings to
the company's proposed $345 million second-lien term.  The '5'
recovery rating indicates S&P's expectation for modest recovery
(10%-30%; low end of the range) in the event of a payment default.


In addition, S&P raised its corporate credit rating on IPC's
operating subsidiary IPC Systems Inc., the borrower under IPC's
existing credit facility, to 'B' from 'B-' and then withdrew the
rating because the proposed debt will be issued at IPC Corp.  S&P
plans to withdraw the ratings on the existing credit facility once
the proposed transaction closes and the debt is refinanced.

"The rating on IPC reflects the company's solid operating
performance for the fiscal year ended Sept. 30, 2014, and our
expectation that the company will continue to generate low- to
mid-single-digit percent revenue growth in fiscal 2015, leading to
leverage below 6x," said Standard & Poor's credit analyst Michael
Altberg.  S&P believes installation revenue within the company's
Trading Communication Solutions (TCS) segment should benefit from
its key clients entering into the beginning stages of a hardware
refresh cycle, in conjunction with increased traction of Unigy, the
company's unified trading communications platform.  Within the
company's Network Services (NS) segment, S&P expects growth in
enhanced voice services and data revenue to offset low-single-digit
percent declines in traditional voice revenue.

The stable outlook reflects S&P's expectation that IPC will benefit
from improved demand for its system installations over the next one
to two years, FOCF will remain stable, and liquidity will remain
"adequate."  IPC's customer concentration in the financial services
sector makes the company susceptible to the ongoing regulatory and
operating challenges its customer base will likely face for an
extended period.

Factors that could lead to a downgrade include meaningful declines
in new trading system bookings combined with a significant
deterioration in FOCF that leads to less-than-adequate liquidity.
Such a scenario would most likely result from a market disruption
that causes lower trading volumes and rationalization of trading
positions.  As a result, S&P do not believe this scenario is likely
over the next 12 months, especially because more than 70% of the
company's revenue base is contracted and recurring. Additionally,
S&P could lower the rating if the company's financial policy
becomes more aggressive through debt-financed dividends or other
shareholder-favoring activities, pushing leverage over 7x on a
sustained basis.

S&P views an upgrade as unlikely over the next 12 months, given the
high debt leverage and significant revenue and customer
concentration.  S&P could raise the rating if it become convinced
that IPC is making significant progress to diversify its business
while maintaining stable free cash flow generation and reducing
leverage below 5x on a sustained basis as a result of debt
repayment and EBITDA growth.  The company's financial policy and
sponsor ownership would be key factors in an upgrade scenario,
including S&P's expectation for future shareholder returns.



IRENE SCHWARTZ-TALLARD: Rehearing on Stay Violation Damages Ruling
------------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that the U.S. Court of Appeals for the Ninth Circuit
in San Francisco has agreed to allow en banc rehearing of its April
2014 ruling in the case called Schwartz-Tallard, which asked the
question of whether there are limits on the attorneys' fees an
individual can recover when a creditor violates the so-called
automatic stay by taking action that should have been halted.

According to the report, in April, the Ninth Circuit backed off
somewhat from Sternberg in the process of interpreting Section
362(k) of the Bankruptcy Code, which gives an individual bankrupt
the right to damages and attorneys' fees for a willful violation of
the automatic stay prohibiting interference with property.  The
Bloomberg report said the en banc rehearing is the only way the
appeals court can overrule Sternberg and allow recovery of fees in
pursuit of damages for a stay violation.

The case is America's Servicing Co. v. Schwartz-Tallard (In re
Schwartz-Tallard), 12-60052, U.S. Court of Appeals for the Ninth
Circuit (San Francisco).


ITUS CORPORATION: Settles Optronics Lawsuit for $9 Million
----------------------------------------------------------
ITUS Corporation has settled its lawsuit against AU Optronics
Corporation.  The settlement includes cash payments from AUO to
ITUS totaling $9 million, the termination of AUO's rights to ITUS's
patented Nano Field Emission Display technology, and the transfer
of ITUS's electrophoretic display patent portfolio to AUO.

Robert Berman, ITUS's president and CEO stated, "This settlement
accomplishes 2 very important goals for ITUS: it provides
consideration for our EPD patents; and gives us the right to
develop our nFED technology, which is now completely unencumbered.
The combination of our strong cash position, together with the
significant potential from the patented technologies that we own or
control, positions the company for continued growth in 2015 and
beyond."

The settlement includes a $2 million payment pursuant to a
Settlement Agreement, and $7 million payment pursuant to a Patent
Assignment Agreement, and resolves a contract dispute between the
parties emanating from two joint development and license agreements
entered into in May of 2011.  A lawsuit filed by ITUS in January of
2013, and the ensuing arbitration which commenced on Nov. 10, 2014,
will be dismissed, with prejudice.  Additional details of the
settlement is available for free at:

                        http://is.gd/ngKfjj

                       About ITUS Corporation

ITUS Corp. -- http://www.ITUScorp.com/-- develops and acquires
patented technologies for the purposes of patent monetization and
patent assertion.  The company currently has 10 patent portfolios
in the areas of Key Based Web Conferencing Encryption, Encrypted
Cellular Communications, E-Paper(R) Electrophoretic Display, Nano
Field Emission Display ("nFED"), Micro Electro Mechanical Systems
Display ("MEMS"), Loyalty Conversion Systems, J-Channel Window
Frame Construction, VPN Multicast Communications, Internet
Telephonic Gateway, and Enhanced Auction Technologies.

CopyTele incurred a net loss of $10.08 million for the year ended
Oct. 31, 2013, a net loss of $4.25 million for the year ended
Oct. 31, 2012, and a net loss of $7.37 million for the year ended
Oct. 31, 2011.

CopyTele changed its name to "ITUS Corporation" on Sept. 2, 2014,
to reflect the Company's change in its business operations.


J & B RESTAURANT: Files Voluntary Chapter 11 Bankruptcy Petition
----------------------------------------------------------------
J & B Restaurant Partners of Long Island II, LLC and certain
affiliates, owners of 37 Friendly's restaurants in New York, New
Jersey and Connecticut, filed voluntary petitions for relief under
Chapter 11 of the United States Bankruptcy Code on Jan. 6 as part
of its pre-negotiated and comprehensive restructuring plan. The
filing, done in cooperation with its franchisor and GE Capital
Franchise Finance, will allow the Long Island based Company to
close unprofitable restaurants, reduce outstanding debt, and
quickly emerge from bankruptcy as a much stronger company.

"The closing of restaurants is a very difficult but necessary step
in positioning J & B for financial health and a key component of
the restructuring plan.  Our partnership with Friendly's and GE
Capital will allow us to remodel existing restaurants and reduce
debt.  Throughout this process we will continue to provide great
food and ice cream, and friendly service to our customers," stated
Dawn Petite, Chief Operating Officer.

GE Capital will provide a debtor-in-possession financing facility
to enable normal operation of the Company's restaurants, including
the normal course payments to employees.  The Long Island based
Company, owned since 2001, expects to exit bankruptcy over the next
six months and to remodel at least 11 restaurants over three
years.

The bankruptcy filing does not affect Friendly's Ice Cream, LLC,
its affiliates and other Friendly's franchisees or other J & B
affiliates in non-related businesses.

Mastodon Ventures, Inc. -- http://www.mastodonventures.com-- is an
advisor to restaurant companies, has acted as the exclusive
strategic advisor and investment banker to the Company.

Huron Consulting Group -- http://www.huronconsultinggroup.com-- is
providing financial advisory services to guide the Company through
its reorganization.


J&B RESTAURANT: Files for Bankruptcy Protection
-----------------------------------------------
Reuters reported that Friendly's franchisee J&B Restaurant Partners
of Long Island II LLC and certain affiliates filed for Chapter 11
bankruptcy protection as part of a pre-negotiated restructuring
plan.

According to the report, J&B said the filing will allow it to close
unprofitable restaurants, reduce debt and quickly emerge from
bankruptcy.  The owner of 37 Friendly's restaurants in New York,
New Jersey and Connecticut expects to exit bankruptcy over the next
six months and to remodel at least 11 restaurants over three years,
the report related.


LAKELAND INDUSTRIES: To Sell New York Headquarter for $517,500
--------------------------------------------------------------
Lakeland Industries, Inc., entered into an agreement with Capitol
Restoration Dry Cleaners, Inc., as purchaser, for the sale of the
Company's corporate headquarter offices located at 701-7 Koehler
Avenue, Ronkonkoma, New York, for a purchase price of $517,500. The
sale transaction is expected to close on or about April 27, 2015.
The Company intends to seek smaller leased quarters in the area for
its corporate office, according to a regulatory filing with the
U.S. Securities and Exchange Commission.

                     About Lakeland Industries

Ronkonkoma, N.Y.-based Lakeland Industries, Inc., manufactures and
sells a comprehensive line of safety garments and accessories for
the industrial protective clothing market.

The Company reported a net loss of $26.3 million on $95.1 million
of net sales for the year ended Jan. 31, 2013, as compared with a
net loss of $377,000 on $96.3 million of sales for the year ended
Jan. 31, 2012.

In their report on the consolidated financial statements for the
year ended Jan. 31, 2013, Warren Averett, LLC, in Birmingham,
Alabama, expressed substantial doubt about Lakeland Industries'
ability to continue as a going concern.  The independent auditors
noted that Company is in default on certain covenants of its loan
agreements at Jan. 31, 2013.

As of Oct. 31, 2014, the Company had $86.8 million in total
assets, $31.8 million in total liabilities and $54.9 million in
total stockholders' equity.


LANTHEUS MEDICAL: Supply Agreements with Cardinal Health Expires
----------------------------------------------------------------
Lantheus Medical Imaging, Inc.'s written supply agreements with
Cardinal Health relating to TechneLite generators, Xenon,
Neurolite, Cardiolite and certain other products expired in
accordance with their terms on Dec. 31, 2014, according to a
regulatory filing with the U.S. Securities and Exchange
Commission.

Following extended discussions with Cardinal Health that have not
resulted in a new set of written supply agreements, the Company has
entered 2015 without written supply agreements.  In the absence of
written supply agreements, the Company will continue to offer all
products to Cardinal Health, at substantially higher prices.  The
Company cannot predict the volumes or product mix Cardinal Health
will continue to order and purchase, and such volumes and product
mix may vary over time.  In the absence of written supply
agreements with Cardinal Health, the Company believes it is likely
that future unit sales volumes will decrease from levels
experienced throughout 2014.  The Company also currently believes
that the operating profit contribution from sales to Cardinal
Health in 2015 will be generally consistent with 2014 levels due to
substantially higher pricing for all products. However, ultimate
future levels of net revenue and operating profit associated with
Cardinal Health cannot be predicted at this time because those
amounts depend on future unit sales volumes, product mix and
pricing to Cardinal Health, the Company noted.

To assure continued availability of all the Company's products for
patients and health care practitioners, the Company said it will
continue to make available to Cardinal Health all of the Company's
products without written supply agreements in effect, whether or
not the parties eventually reach agreement on mutually-acceptable
terms to new written supply agreements.  The Company can give no
assurance that those supply agreements will ultimately be finalized
and executed.

                      About Lantheus Medical

Lantheus Medical Imaging, Inc., a wholly-owned operating
subsidiary of parent company, Lantheus MI Intermediate, Inc., is a
global leader in developing, manufacturing, selling and
distributing innovative diagnostic imaging agents.  LMI provides a
broad portfolio of products, which are primarily used for the
diagnosis of cardiovascular diseases.  LMI's key products include
the echocardiography contrast agent DEFINITY(R) Vial for
(Perflutren Lipid Microsphere) Injectable Suspension;
TechneLite(R) (Technetium Tc99m Generator), a technetium-based
generator that provides the essential medical isotope used in
nuclear medicine procedures; and Xenon (Xenon Xe 133 Gas), an
inhaled radiopharmaceutical imaging agent used to evaluate
pulmonary function and for imaging the lungs.

The Company's balance sheet at Sept. 30, 2014, showed $258.05
million in total assets, $498.47 million in total liabilities and
a $240.41 million total stockholders' deficit.

                            *    *     *

As reported by the TCR on July 1, 2014, Moody's Investors Service
upgraded the ratings of Lantheus Medical Imaging, Inc. including
the Corporate Family Rating to Caa1 from Caa2, the Probability of
Default Rating to Caa1-PD from Caa2-PD and the senior unsecured
rating to Caa1 (LGD4) from Caa2 (LGD4).

"The upgrade reflects our outlook for continuing earnings
improvement driven by rising DEFINITY sales and the impact of
ongoing cost reductions, while the positive outlook considers the
potential for deleveraging pending a successful IPO and further
resolution of supply issues," stated Michael Levesque, Senior Vice
President.

In the Nov. 6, 2013, edition of the TCR, Standard & Poor's Ratings
Services said it lowered its corporate credit rating on Lantheus
Medical Imaging Inc. to 'B-' from 'B'.  The outlook is negative.


LIME ENERGY: Bison Reports 30.4% Stake as of Dec. 23
----------------------------------------------------
In a Schedule 13D filed with the U.S. Securities and Exchange
Commission, Bison Capital Partners IV, L.P., and Bison Capital
Partners IV GP, L.P., disclosed that as of Dec. 23, 2014, they
beneficially owned 4,166,666 shares of common stock of Lime Energy,
Corp., representing 30.4 percent of the shares outstanding.  

On Dec. 23, 2014, Bison acquired 10,000 shares of Series C
Convertible Preferred Stock of the Issuer, for an aggregate gross
purchase price of $10,000,000 less certain fees and expenses.  The
source of funds for this purchase was the general working capital
of Bison.  A copy of the regulatory filing is available for free at
http://is.gd/qIPJ5M

                         About Lime Energy

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

Lime Energy reported a net loss available to common stockholders
of $18.5 million in 2013, a net loss of $31.8 million
in 2012 and a net loss of $18.9 million in 2011.

The Company's balance sheet at Sept. 30, 2014, showed $31.1
million in total assets, $22.8 million in total liabilities and
$8.33 million in total stockholders' equity.


LONGVIEW POWER: Seeks Feb. 28 Extension of Plan Filing Date
-----------------------------------------------------------
Longview Power, LLC, et al., ask the U.S. Bankruptcy Court for the
District of Delaware to further extend their exclusive plan filing
period through and including Feb. 28, 2015, and their exclusive
solicitation period through and including April 30, 2015.

Zachary I. Shapiro, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware, tells the Court that the Debtors seek an
additional extension of the Exclusivity Periods to allow them to
complete their complex operational and financial restructuring
without burdening their estates with competing Chapter 11 plans.
Mr. Shapiro says the Debtors are focused on obtaining confirmation
of the Amended Plan, for which they are currently soliciting votes
and for which they hope to seek confirmation in the near term.  To
prosecute the Amended Plan, the Debtors are vigorously engaged in
crucial litigation with First American Title Insurance Company
regarding the Debtors' property interest in, and the availability
of coverage under, the Policy of Title Insurance, policy number
A40008468, issued on March 9, 2007.  Moreover, the Debtors continue
to pursue good-faith mediation with the Contractors, the
Backstoppers, and First American to resolve the contingencies that
remain in the Chapter 11 cases.

Against this backdrop, the Debtors submit that a further extension
of the Exclusivity Periods will facilitate their concurrent efforts
to drive the Chapter 11 cases to a successful conclusion and to
maintain stability with their employees, business partners, and
creditors.  And, importantly, the Backstoppers, holders of more
than 60% of the Debtors' prepetition funded debt, support the
extension request, Mr. Shapiro says.

A hearing on the extension request is scheduled for Feb. 18, 2015,
at 11:00 a.m. (ET).  Objections are due Jan. 14.

                       About Longview Power

Longview Power LLC is a special purpose entity created to
construct, own, and operate a 695 MW supercritical pulverized
coal-fired power plant located in Maidsville, West Virginia, just
south of the Pennsylvania border and approximately 70 miles south
of Pittsburgh.  The project is owned 92% by First Reserve
Corporation (First Reserve or sponsor), a private equity firm
specializing in energy industry investments, through its affiliate
GenPower Holdings (Delaware), L.P., and 8% by minority interests.

Longview Power, LLC, filed a Chapter 11 (Bank. D. Del. Lead Case
13-12211) on Aug. 30, 2013.  The petitions were signed by Jeffery
L. Keffer, the Company's chief executive officer, president,
treasurer and secretary.  The Debtor estimated assets and debts of
more than $1 billion.  Judge Brendan Linehan Shannon presides over
the case.  Kirkland & Ellis LLP and Richards, Layton & Finger,
P.A., serve as the Debtors' counsel.  Lazard Freres & Company LLC
acts as the Debtors' investment bankers.  Alvarez & Marsal North
America, LLC, is the Debtors' restructuring advisors.  Ernst &
Young serves as the Debtors' accountants.  The Debtors' claims
agent is Donlin, Recano & Co. Inc.

The Debtor disclosed assets of $1.72 billion plus undisclosed
amounts and liabilities of $1.08 billion plus undisclosed
amounts.

A committee of unsecured creditors has not been appointed in the
case due to insufficient response to the U.S. Trustee's
communication/contact for service on the committee.


LONGVIEW POWER: Settles Disputes With Contractors, Insurer
----------------------------------------------------------
Matt Jarzemsky, writing for The Wall Street Journal, reported that
Longview Power has settled disputes with an insurer and a pair of
contractors, clearing an obstacle in the West Virginia power
plant’s efforts to exit Chapter 11 bankruptcy protection.

According to the report, the settlement, which is the result of
arbitration with Norwegian construction firm Kvaerner ASA and
Siemens AG , which built portions of the 700-megawatt coal-fired
power plant, proposes that Kvaerner is slated to receive $48
million in cash, with Longview paying $2 million of that amount,
Siemens contributing $5 million and First American providing $41
million.  The settlement will end litigation between Longview and
insurer First American Title Insurance Co. over the payout of a
policy covering the builders’ senior claims, the report related.

                       About Longview Power

Longview Power LLC is a special purpose entity created to
construct, own, and operate a 695 MW supercritical pulverized
coal-fired power plant located in Maidsville, West Virginia, just
south of the Pennsylvania border and approximately 70 miles south
of Pittsburgh.  The project is owned 92% by First Reserve
Corporation (First Reserve or sponsor), a private equity firm
specializing in energy industry investments, through its affiliate
GenPower Holdings (Delaware), L.P., and 8% by minority interests.

Longview Power, LLC, filed a Chapter 11 (Bank. D. Del. Lead Case
13-12211) on Aug. 30, 2013.  The petitions were signed by Jeffery
L. Keffer, the Company's chief executive officer, president,
treasurer and secretary.  The Debtor estimated assets and debts of
more than $1 billion.  Judge Brendan Linehan Shannon presides over
the case.  Kirkland & Ellis LLP and Richards, Layton & Finger,
P.A., serve as the Debtors' counsel.  Lazard Freres & Company LLC
acts as the Debtors' investment bankers.  Alvarez & Marsal North
America, LLC, is the Debtors' restructuring advisors.  Ernst &
Young serves as the Debtors' accountants.  The Debtors' claims
agent is Donlin, Recano & Co. Inc.

The Debtor disclosed assets of $1,717,906,595 plus undisclosed
amounts and liabilities of $1,075,748,155 plus undisclosed
amounts.

Roberta A. DeAngelis, U.S. Trustee for Region 3, disclosed that as
of Sept. 11, 2013, a committee of unsecured creditors has not
been appointed in the case due to insufficient response to the
U.S. Trustee's communication/contact for service on the committee.


LOUISVILLE ARENA: S&P Affirms 'BB' ICR on Three Bond Issues
-----------------------------------------------------------
Standard & Poor's Ratings Services said it withdrew its '3'
recovery ratings from Louisville Arena Authority Inc.'s (LAA)
$292.28 million project revenue bonds secured IRB series 2008A-1
due 2042, $26.939 million capital appreciation bonds secured IRB
series 2008A-2 due 2024, and $20.1 million taxable fixed rate
project revenue bonds series 2008B due 2021.

At the same time, S&P affirmed its 'BB' issue credit ratings on the
three bond issues.  The outlook is stable on all three ratings.

The withdrawal of the recovery rating on Louisville Arena
Authority's issue credit ratings reflects the revision in S&P's
project finance criteria.

The arena's operations profile remains unchanged.  S&P's 'BB'
senior secured issue credit ratings reflect its view that
performance at the arena has improved due to:

   -- Strong government support such as payments from a highly
      rated counterparty (Louisville-Jefferson County Metro
      Government [Metro]);

   -- An experienced operator, AEG Management Louisville LLC, who
      was brought in to manage the facility in July 2012;

   -- A long-term lease with the University of Louisville Athletic

      Association (ULAA);  

   -- Its modestly improving cash flow; and

   -- Its fully funded debt service reserves.

These factors are offset by weak debt service coverage ratios
(DSCR) and S&P's expectation that there will still be volatility in
sales tax-based tax incremental financing (TIF) payments in the
revised two-mile TIF district during an economic cycle and the
possibility of concentration in the tax base given that many of the
business establishments are in the hospitality sector, which is
highly susceptible to economic downturns.

S&P estimates LAA's DSCR will remain weak for at least the next
five years in the 1.05x to 1.1x range.

LAA is a 22,000 seat multi-use facility for basketball games,
concerts, and other events.  Debt at LAA is serviced by arena
revenues, Kentucky state sales and property tax (TIF) revenues and
Metro payments.

The stable outlook reflects S&P's view that stable to modest growth
in arena revenues along with the Metro payments provide some
downside protection to LAA, and should insure that the DSCR will
likely remain in the 1.05x to 1.1x range for the next five years.



MA SALAZAR: Court Refuses to Award Sanctions Against The Village
----------------------------------------------------------------
Judge Robert E. Grossman of the U.S. Bankruptcy Court for the
Eastern District of New York declines to award sanctions against
the Incorporated Village of Atlantic Beach, having concluded that
the Village did not act in bad faith and was not motivated to so
act by an improper purpose.

The matter is before the Bankruptcy Court on remand from the U.S.
District Court for the Eastern District of New York pursuant to a
memorandum decision and order entered on September 17, 2013,
discussing the scope and application of the inherent authority
granted to the Bankruptcy Court to hold parties in contempt of its
orders.  Debtor MA Salazar Inc. appealed the Bankruptcy Court's
decision denying its request to hold the Village in contempt for
violating an order of the Bankruptcy Court, and for failing to
obtain an order from the Bankruptcy Court regarding the
applicability of the automatic stay prior to taking action against
the Debtor's property.  The order in question prohibited any party
from entering the Debtor's premises.

Prepetition, the Village after extensive litigation had been
authorized to demolish the Debtor's property, as the State Court
ruled that demolition was necessary to protect the public from the
unsafe structure on the Debtor's property.  After the order
prohibiting any party from entering the Debtor's premises was
entered, the Bankruptcy Court found that the automatic stay did not
apply to the proposed acts of the Village.  The Village failed to
submit an order memorializing the Court's decision, and immediately
proceeded to demolish the building.

In denying the request for sanctions, the Bankruptcy Court held
that the automatic stay did not apply, therefore, the Village could
not be sanctioned based on a violation of Section 362(a) of the
Bankruptcy Code.  The Bankruptcy Court further held that it did not
have the authority to impose sanctions based on a prior order that
did not clearly set forth that the Village could be held in
contempt for its failure to abide by the prior order.  The District
Court reversed in part, holding that the Bankruptcy Court had
inherent authority to sanction the Village for a violation of the
automatic stay, and that the Bankruptcy Court had the inherent
power to impose submission to its lawful mandates.

The District Court clarifies that the automatic stay did not apply
to the Village as its actions were taken in the exercise of its
police and regulatory powers under Section 362(b)(4).  The District
Court also noted that the Village's violation of the order
prohibiting any party from entering the Debtor's property is not
sanctionable.  The Village believed in good faith that its conduct
did not run afoul of this order.  Its belief stemmed from the fact
that the District Court ruled that the stay did not apply to the
Village, and parties were prohibited from entering the Debtor's
property for their own protection.

If anything, the Village's actions served to further the protection
of the public, Judge Grossman explains.  He adds that the record in
the case demonstrates there was honest confusion over whether the
order was meant to keep the Village from demolishing the Debtor's
property once the Court ruled that the automatic stay did not
apply.

The Village's failure to submit an order regarding the
applicability of the automatic stay prior to demolishing the
Debtor's property did not demonstrate bad faith, Judge Grossman
said.  Hence, he ruled that without a finding of bad faith, the
Village's conduct does not warrant the imposition of sanctions.

A full-text copy of the Memorandum Decision dated December 8, 2014,
is available at http://bit.ly/1s43Kljfrom Leagle.com.

                        About MA Salazar

MA Salazar Inc. filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.Y. Case No. 11-77310) on October 14, 2011.  The Debtor is the
owner of a parcel of real property located in Atlantic Beach, New
York.  The parcel of land contained a mixed use commercial and
residential building.

Prepetition, on July 6, 2011, following a trial, the Building was
deemed unsafe, in violation of the New York State Property
Maintenance Code.  On September 26, 2011, the Debtor sought a
temporary restraining order in State Court prohibiting the
demolition of the Building.  The request for a TRO was denied based
on a finding that the Building had fallen into such a state of
disrepair that it was unsafe to the public.

On October 14, 2011, the Debtor filed a petition for relief under
Chapter 11 of the Bankruptcy Code.  According to the Debtor, the
petition was filed in order to stop the pending demolition of the
Building by the Incorporated Village of Atlantic Beach.



MF GLOBAL: Financial Institutions Settle Suit
---------------------------------------------
Joseph Checkler, writing for The Wall Street Journal, reported that
a group of well-known financial institutions settled a lawsuit
brought by former MF Global Holdings Ltd. investors for $74
million.

The Journal said the investors, now led by Virginia Retirement
System, sued the financial institutions as part of a larger 2011
suit against former MF Global Chief Executive Jon S. Corzine and
other company executives, accusing the parties of not disclosing
the risks associated with MF Global's European sovereign debt
trades using repurchase-to-maturity transactions.

According to the report, in a filing with U.S. District Court in
Manhattan, lawyers for the plaintiffs said the settlement with
financial institutions that served as underwriters for the sale of
MF Global's stock and bonds before its collapse -- among them units
of Goldman Sachs Group Inc., J.P. Morgan & Co. and Citigroup Inc.
-- "dismisses and releases" all claims against them in the suit.

                         About MF Global

New York-based MF Global -- http://www.mfglobal.com/-- was one of

the world's leading brokers of commodities and listed derivatives.
MF Global provides access to more than 70 exchanges around the
world.  The firm also was one of 22 primary dealers authorized to
trade U.S. government securities with the Federal Reserve Bank of
New York.  MF Global's roots go back nearly 230 years to a sugar
brokerage on the banks of the Thames River in London.

On Oct. 31, 2011, MF Global Holdings Ltd. and MF Global Finance
USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y.
Case Nos. 11-15059 and 11-5058), after a planned sale to
Interactive Brokers Group collapsed.  As of Sept. 30, 2011, MF
Global had $41,046,594,000 in total assets and $39,683,915,000 in
total liabilities.

On Nov. 7, 2011, the United States Trustee appointed the statutory
creditors' committee in the Debtors' cases.  At the behest of the
Statutory Creditor's Committee, the Court directed the U.S.
Trustee to appoint a chapter 11 trustee.  On Nov. 28, 2011, the
Bankruptcy Court entered an order approving the appointment of
Louis J. Freeh, Esq., of Freeh Group International Solutions, LLC,
as Chapter 11 trustee.

On Dec. 19, 2011, MF Global Capital LLC, MF Global Market Services
LLC and MF Global FX Clear LLC filed voluntary Chapter 11
petitions (Bankr. S.D.N.Y. Case Nos. 11-15808, 11-15809 and
11-15810).  On Dec. 27, the Court entered an order installing Mr.
Freeh as Chapter 11 Trustee of the New Debtors.

On March 2, 2012, MF Global Holdings USA Inc. filed a voluntary
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-10863), and Mr.
Freeh also was installed as its Chapter 11 Trustee.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

The Chapter 11 Trustee has tapped (i) Freeh Sporkin & Sullivan
LLP, as investigative counsel; (ii) FTI Consulting Inc., as
restructuring advisors; (iii) Morrison & Foerster LLP, as
bankruptcy counsel; and (iv) Pepper Hamilton as special counsel.

The Official Committee of Unsecured Creditors has retained
Capstone Advisory Group LLC as financial advisor, while lawyers at
Proskauer Rose LLP serve as counsel.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.

In April 2013, the Bankruptcy Court approved MF Global Holdings'
plan to liquidate its assets.  Bloomberg News reported that the
court-approved disclosure statement initially told
creditors with $1.134 billion in unsecured claims against the
parent holding company why they could expect a recovery of 13.4%
to 39.1% from the plan.  As a consequence of a settlement with
JPMorgan, supplemental materials informed unsecured creditors
their recovery was reduced to the range of 11.4% to 34.4%.  Bank
lenders will have the same recovery on their $1.174 billion claim
against the holding company.  As a consequence of the settlement,
the predicted recovery became 18% to 41.5% for holders of $1.19
billion in unsecured claims against the finance subsidiary,
one of the companies under the umbrella of the holding company
trustee.  Previously, the predicted recovery was 14.7% to 34% on
bank lenders' claims against the finance subsidiary.


MILLER AUTO PARTS: Gets Approval to Sell Stihl Brand Inventory
--------------------------------------------------------------
Miller Auto Parts & Supply Company, Inc., received a green light in
federal court to sell some of its assets to Stihl Incorporated.

Judge Mary Grace Diehl of U.S. Bankruptcy Court for the Northern
District of Georgia authorized the hardware company to sell certain
inventory, including Stihl brand items, stored at its headquarters
in Huntingdon, Pennsylvania.

The inventory will be sold "free and clear of any and all liens,
claims, encumbrances, and other interests," according to the
bankruptcy judge's order.  

Stihl offered to purchase the inventory for $78,310, according to
its agreement with the Huntingdon-based hardware company.  A copy
of the agreement is available for free at http://is.gd/yKB3aD

Following its bankruptcy filing in September last year, Miller Auto
Parts put up for sale its assets, including the Stihl brand
inventory.  In November, the hardware company received court
approval to sell certain assets to Fisher Auto Parts Inc., Parts
Authority Inc., and TPH Acquisition LLLP.

                    About Miller Auto Parts

Miller Auto Parts & Supply Company, Inc., and its affiliates are
distributors of automotive parts and service equipment.  The
companies operate from the Johnson Industries Inc.'s headquarters
in Atlanta, Georgia and have distribution operations in the
southeast, northeast and on-line.  The Southeastern distribution
center is located in Norcross, Georgia and supports nine satellite
centers across the state and supplies parts to key fleet customers
across the country.

Miller Auto Parts and its three subsidiaries sought Chapter 11
bankruptcy protection (Bankr. N.D. Ga.) on Sept. 15, 2014.  The
Debtors have sought joint administration under Lead Case No.
14-68113.  The cases are assigned to Judge Mary Grace Diehl.

The Debtors have tapped Scroggins & Williamson as counsel and Logan
& Co. as claims and noticing agent.

The U.S. Trustee for Region 21 appointed three creditors of Miller
Auto Parts & Supply Company Inc. to serve on the official committee
of unsecured creditors.  The Committee selected Kane Russell
Coleman & Logan as its counsel.



MURRAY ENERGY: S&P Raises Corp Credit Rating to 'B+'
----------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on St. Clairsville, Ohio-based coal producer Murray Energy
Corp. to 'B+' from 'B'.  The outlook is stable.

At the same time, S&P raised its issue-level rating on the
company's first-lien debt and other senior secured debt to 'BB' and
'B' from 'BB-' and 'B-', respectively.  The recovery rating on the
first-lien debt remains '1', indicating S&P's expectation of a very
high (90% to 100%) recovery in the event of a payment default.  The
recovery rating on other senior secured debt remains '5',
indicating S&P's expectation of a modest (10% to 30%) recovery in
the event of a payment default.

"Murray's acquisition of Consol assets has doubled coal production
and almost tripled the company's reserve base," said Standard &
Poor's credit analyst Chiza Vitta.  One year later, S&P anticipates
elevated levels of EBITDA will bring leverage levels back below 5x
going into 2015.

S&P considers Murray's business risk profile to be "weak" based on
the company's participation in the competitive and highly cyclical
coal industry.  The assessment reflects current difficult industry
conditions and the inherent challenges of coal mining, which
include price volatility, weather-related and transportation
disruptions, and increasingly stringent environmental and safety
regulations.  S&P weighs these risks against Murray's long-term
contracted profile, with more than 65% of cumulative sales volume
contracted through 2017; widespread use of the low-cost underground
longwall mining method; and a diversified geographic profile with
mines in three basins, none accounting for more than 18% of total
production.

The higher corporate credit rating is primarily the result of S&P's
expectation of improved credit measures going forward, which fall
in line with the revised "aggressive" financial risk profile
assessment.  Through the first three quarters of the year
(concurrent with the transformative acquisition in December 2013),
the adjusted EBITDA margin has risen to 28%, compared with 21% for
full-year 2013.  This has fueled a boost in EBITDA that S&P
anticipates will lead to leverage leveling out just below 5x for
the end of the year.  For 2015, S&P is assuming that Murray will
sell about 65 million tons of coal with a nominal decrease in
average prices and recent EBITDA margin gains falling partially,
back to about 23%.  S&P is also assuming $325 million in capital
spending.

The stable outlook reflects S&P's expectation that Murray's
production will increase marginally in 2015 (the vast majority of
production is already under contracted commitments).  S&P also
anticipates sustained profitability near current levels, enabling
the company to maintain its rating over the next year.

S&P would consider an upgrade if EBITDA margins are sustained
consistently above 25%, particularly if there is some reduction in
debt.  This would require steady operations, continued cost
containment, and the absence of material production outages.

S&P would consider a lower rating if leverage remains above 5x or
liquidity deteriorates such that S&P no longer considered it to be
strong.  Increasing leverage is more likely in the short term and
could occur as a result of a drop in EBITDA due to unanticipated
mining conditions that could affect costs or production levels.



NEIGHBORHOOD HEALTH: Case Summary & 20 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: Neighborhood Health Services Corporation
           fdba Plainfield Health Center
        1700-58 Myrtle Avenue
        Plainfield, NJ 07063

Case No.: 15-10277

Nature of Business: Health Care

Chapter 11 Petition Date: January 7, 2015

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

Judge: Hon. Kathryn C. Ferguson

Debtor's Counsel: Donald F. Campbell, Jr., Esq.
                  GIORDANO HALLERAN & CIESLA, P.C.
                  125 Half Mile Road, Suite 300
                  Red Bank, NJ 07701
                  Tel: 732-741-3900
                  Fax: 732-224-6599
                  Email: dcampbell@ghclaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Siddeeq El Amin, chairman, board of
directors.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/njb15-10277.pdf


NEOGENIX ONCOLOGY: Nixon Peabody, Mintz Levin Blitz Legal Mal Suit
------------------------------------------------------------------
Law360 reported that Nixon Peabody LLP, Mintz Levin Cohn Ferris
Glovsky and Popeo PC, and ex-Neogenix Oncology Inc. executives
filed motions urging a New York federal judge to dismiss a lawsuit
alleging breaches of fiduciary duty and legal malpractice and
implicating them in the now-bankrupt biotech company's downfall.

According to the report, Nixon Peabody and Mintz Levin argued that
Neogenix's suit -- which accuses former Chief Financial Officer
Peter Gordon of paying commissions to individuals and firms for
their sales of Neogenix stock, even though some of them weren't
licensed to sell securities -- fails to state a claim.

The complaint alleges that Sam Feigin and Mark Kass, Mintz Levin
attorneys who represented Neogenix, knew that Gordon's finder
payments were illegal but hid the information from the company, the
report related.  In November 2008, Feigin and Kass left Mintz and
joined Nixon Peabody, where they continued to represent Neogenix
and maintained the “cover-up,” the report further related.

The case is Neogenix Oncology Inc. v. Gordon et al., case number
2:14-cv-04427, in the U.S. District Court for the Eastern District
of New York.

                     About Neogenix Oncology

Neogenix Oncology Inc. in Rockville, Maryland, filed a Chapter 11
petition (Bankr. D. Md. Case No. 12-23557) on July 23, 2012, in
Greenbelt with a deal to sell the assets to Precision Biologics
Inc., absent higher and better offers.

Founded in December 2003, Neogenix is a clinical stage, pre-
revenue generating, biotechnology company focused on developing
therapeutic and diagnostic products for the early detection and
treatment of cancer.  Neogenix, which has 10 employees, says it
its approach and portfolio of three unique monoclonal antibody
therapeutics -- mAb -- hold the potential for novel and targeted
therapeutics and diagnostics for the treatment of a broad range of
tumor malignancies.

Thomas J. McKee, Jr., Esq., at Greenberg Traurig, LLP, in McLean,
Virginia, serves as counsel.  Kurtzman Carson Consultants LLC is
the claims and notice agent.

The Debtor estimated assets of $10 million to $50 million and
debts of $1 million to $10 million.

The U.S. Trustee for Region 4 has appointed seven members to the
committee of equity security holders.  Sands Anderson PC represents
the Official Committee of Equity Security Holders.  The Committee
tapped FTI Consulting, Inc., as its financial advisor.


NEW CENTURY: Morgan Stanley Had Heavy Influence Into Practices
--------------------------------------------------------------
Morgan Stanley's position as one of New Century Financial
Corporation's biggest clients helped give the bank heavy influence
into the lender's practices, the New York Times reports.  
Citing an internal Morgan Stanley report, the Times states that the
bank was "involved in almost every strategic decision that New
Century makes in securitized products."

Danielle Kurtzleben at Vox.com relates that Morgan Stanley was
regularly the biggest buyer of the Company's subprime mortgages.
Vox.com recalls that the Company made the loans, which Morgan
Stanley then bought and repackaged into mortgage-backed securities,
which it in turn sold to investors.

                        About New Century

Founded in 1995, Irvine, Calif.-based New Century Financial
Corporation (NYSE: NEW) -- http://www.ncen.com/-- was a real  
estate investment trust, providing mortgage products to borrowers
nationwide through its operating subsidiaries, New Century
Mortgage Corporation and Home123 Corporation.   The Company was
among firms hit by the collapse of the subprime mortgage business
industry in 2006.

The Company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2007 (Bankr. D. Del. Lead Case No.
07-10416).  Suzzanne Uhland, Esq., Austin K. Barron, Esq., and Ana
Acevedo, Esq., at O'Melveny & Myers LLP, and Mark D. Collins,
Esq., Michael J. Merchant, Esq., and Jason M. Madron, Esq., at
Richards, Layton & Finger, P.A., represent the Debtors.  The
Official Committee of Unsecured Creditors selected Hahn & Hessen
as its bankruptcy counsel and Blank Rome LLP as its co-counsel.

When the Debtors filed for bankruptcy, they disclosed total assets
of $36,276,815 and total debts of $102,503,950.

The Company sold its assets in transactions approved by the
Bankruptcy Court.

The Bankruptcy Court confirmed the Second Amended Joint Chapter 11
Plan of Liquidation of the Debtors and the Official Committee of
Unsecured Creditors on July 15, 2008, which became effective on
Aug. 1, 2008.  An appeal was taken and, on July 16, 2009, District
Judge Sue Robinson issued a Memorandum Opinion reversing the
Confirmation Order.  On July 27, 2009, the Bankruptcy Court
entered an Order Granting Motion of the Trustee for an Order
Preserving the Status Quo Including Maintenance of Alan M. Jacobs
as Liquidating Trustee, Plan Administrator and Sole Officer and
Director of the Debtors, Pending Entry of a Final Order Consistent
with the District Court's Memorandum Opinion.

On Nov. 20, 2009, the Court entered an Order confirming the
Modified Second Amended Joint Chapter 11 Plan of Liquidation.  The
Modified Plan adopted, ratified and confirmed the New Century
Liquidating Trust Agreement, dated as of Aug. 1, 2008, which
created the New Century Liquidating Trust and appointed Alan M.
Jacobs as Liquidating Trustee of New Century Liquidating Trust and
Plan Administrator of New Century Warehouse Corporation.

According to Vox.com, New Century is now defunct.


NITRO PETROLEUM: Reports $293K Net Loss in Quarter Ending Oct. 31
-----------------------------------------------------------------
Nitro Petroleum Incorporated filed its quarterly report on Form
10-Q, disclosing a net loss of $294,000 on $124,000 of revenue for

the three months ended Oct. 31, 2014, compared with net income
of $190,000 on $613,000 of revenue for the same period last year.

The balance sheet at Sept. 30, 2014, showed $2.86 million in total
assets, $1.19 million in total liabilities, and stockholders'
equity of $1.67 million.

At Oct. 31, 2014, the Company had losses for the three months ended
in the amount of $294,000 and loss for nine months ended $32,000
and has accumulated losses of $6.95 million since its inception,
had a working capital deficiency of $263,000 and expects to incur
further losses in the development of its business, all of which
casts 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/f7PyEy

Shawnee, Oklahoma-based Nitro Petroleum Incorporated is engaged
primarily in the acquisition, development, production, exploration
for, and the sale of oil, gas and natural gas liquids and
properties.  All business activities are conducted in Texas and
Oklahoma and the Company sells its oil and gas to a limited number
of domestic purchasers.


ORANGE COUNTY HOUSING: S&P Alters Outlook to Stable
----------------------------------------------------
Standard & Poor's Ratings Services revised the outlook to stable
from negative and affirmed its 'B+' rating on Orange County Housing
Finance Authority, Fla.'s (Green Gables Apartments project) series
1998C multifamily housing revenue bonds.

"The rating action reflects the application of our revised
affordable multifamily housing criteria, and, more specifically,
our view of the project's poor financial and operating
performance," said Standard & Poor's credit analyst Jose Cruz.

Offsetting the credit weaknesses are the project's strong economic
fundamentals and market dependencies, as well as loss coverage
levels that view as strong.



OVERLAND PARK: Fitch Affirms 'BB' Rating on $62.68MM Revenue Bonds
------------------------------------------------------------------
Fitch Ratings has affirmed the bonds for Overland Park Development
Corporation, Kansas (the corporation):

   -- $62.685 million outstanding second tier refunding revenue
      bonds, series 2007B (Overland Park convention center hotel
      project) at 'BB'.

The Rating Outlook is Stable.

SECURITY

The bonds are special limited obligations payable from a
subordinate lien on the net operating revenues of the convention
hotel, a senior lien on a 4.5% citywide transient guest tax (TGT),
subject to annual appropriation, and a cash funded debt service
reserve funded to the IRS standard.  The bonds also have a
leasehold interest on the convention hotel and a subordinate lien
on the 1.5% TGT supporting the superior lien bonds.

KEY RATING DRIVERS

INSUFFICIENT COVERAGE FROM TAX REVENUE: The speculative grade 'BB'
rating reflects the inability of the dedicated 4.5% portion of the
TGT to sustain 1x coverage for debt service.

NOMINAL CREDIT FOR NON-TAX REVENUE: Fitch gives little weight in
its rating to the subordinate pledge of net operating revenue from
the single site convention center hotel given its erratic history
and the difficulty in quantifying future revenues.

ASCENDING DEBT SERVICE: Continued revenue growth from the citywide
hotel tax and/or operations of the convention center hotel is
necessary to sufficiently service the ascending debt service load.

STRONG LOCAL ECONOMY: Fitch believes the city's deep and diverse
economy supports sustainable long-term hotel demand despite recent
weaknesses.

RATING SENSITIVITIES

CHANGES IN COVERAGE: Sustained deterioration in TGT collections
would present a credit concern and could lead to a rating
downgrade.  Conversely, improvement leading to maximum annual debt
service (MADS) coverage consistently in excess of 1x by historical
pledged TGT revenues could lead to an upgrade.

CREDIT PROFILE

The corporation is a component unit of the city of Overland Park
(GO bonds rated 'AAA' by Fitch), which benefits from its proximity
to the Kansas City metro area.  The not-for-profit corporation was
created for the sole purpose of constructing and owning a 412-room
convention hotel located adjacent to the city's convention center.
The corporation board is comprised of six members of the city's
governing body, appointed by the mayor and approved by the city
council.

The convention hotel opened in December 2002 and is operated as a
Sheraton hotel under a hotel operating agreement with Starwood
Hotels & Resort (IDR rated 'BBB' with a Stable Outlook) that
expires in November 2022.  The city's convention center opened in
2002 and primarily hosts regional business and community needs in
60,000 square feet of exhibit space and a 25,000 square foot
ballroom.

LEGAL STRUCTURE

Primary support for the rating is derived from the coverage
generated from the first lien on the 4.5% and second lien on the
1.5% citywide TGT imposed upon the roughly 5,200 available hotel
rooms located within the city.  A citywide hotel tax has been
levied since 1982 and is collected by the state and remitted to the
city quarterly minus a 2% collection fee.

Overland Park has covenanted to budget sufficient citywide hotel
tax revenues to pay the next year's debt service on the bonds
pursuant to a debt service support agreement between the city and
the corporation.  However, the allocation of TGT revenues is
subject to annual appropriation and is capped at amounts received
solely from the 4.5% and 1.5% TGT.  Once the city appropriates
funds, the obligation is absolute and unconditional without
abatement, deduction or set-off and counterclaim.

The bonds also have a subordinate pledge of net revenues from the
convention hotel.  Fitch gives this pledge little weight.  In
recent years, net hotel revenues have provided support for the
superior lien bonds, thus freeing up much of the additional 1.5%
TGT revenues upon which the bonds have a subordinate lien. However,
the ascending debt service schedule and variability of net hotel
revenues make it uncertain that this will continue to the same
extent.  Debt service on both series of bonds grows at a compound
annual growth rate of about 2.8% through maturity in 2032.  Debt
service on the Fitch-rated bonds comprises 60% of total debt
service.

The commitment of citywide TGT revenues can be released if debt
service coverage from net revenues of the convention hotel exceeds
2.25x for three consecutive calendar years.  However, these
revenues would be reinstated if coverage subsequently fell below
1.75x at any time through maturity.  Other legal provisions, which
would only provide meaningful credit support in the unlikely event
that the hotel tax commitment is released, include the crediting of
all convention hotel revenues under a lockbox agreement with the
trustee, and a 1.05x rate covenant.

HISTORICAL REVENUES AND COVERAGE

The citywide hotel tax experienced a compounded annual growth rate
of 6.1% between 1994 and 2006, and the city in 2007 reasonably
forecasted 3.7% annual increases between 2007 and 2018.  Based on
the 2007 forecast, available hotel tax revenues would fully cover
annual debt service at least 1.4x throughout the life of the bonds.
However, due to the severity of the economic recession, actual TGT
revenues declined year-over-year by 17% in 2009 and 0.7% in 2010
before rebounding in 2011 with a 10.6% increase.  This was followed
by a 4.3% rise in 2012 and 8.6% growth in 2013; TGT revenues appear
poised for a similar increase for 2014 through three quarters.
Actual TGT revenues in 2013 were at 78% of initial projections for
that year.

GROWTH REQUIREMENTS FOR COVERAGE

The ascending debt service schedule makes future coverage by 4.5%
TGT revenues alone a challenge.  The bonds are also supported by a
cash funded $6.6 million debt service reserve.  If estimated 2014
hotel tax revenues were held flat and no revenues were received
from the net operating revenue pledge, the debt service reserve
would be exhausted by 2025.  Based on Fitch's calculations, 1.8%
annual growth in citywide hotel tax revenues plus amounts in the
debt service reserve would be necessary to sufficiently satisfy
debt service in all years, relying only upon the 4.5% portion of
the TGT.  Annual growth of 2.6% would allow coverage without use of
the debt service reserve.

COMBINED PLEDGED REVENUES COVERAGE

The rating does not take into consideration any future benefit of
net operating revenues from the convention hotel.  However, actual
net operating revenues and other balances have enhanced debt
service coverage in recent years.  Total pledged revenues including
surplus funds after payment of senior lien series 2007A bonds
covered series 2007B debt service by 1.38x in 2011, 1.26x in 2012
and improved to 1.4x in 2013.  2013 combined pledged revenues cover
maximum annual debt service in 2032 by 0.8x.

ECONOMY DRIVES FUTURE HOTEL TAX PERFORMANCE

Citywide hotel occupancy historically has been driven by individual
and group business travelers.  Local demand for hotels wavered
somewhat in recent years due to both the protracted economic
recession and Sprint Corporation's reduced presence within the
city.  As a positive development, several other major corporations
have sublet space on the Sprint campus, which has led to increased
hotel demand.  Several small hotels are opening in the area.

The city encourages demand by tying economic incentives to hotel
usage and a recently constructed soccer/sports complex contributes
to hotel demand.  An agreement between a local museum and the
American Museum of Natural History is also expected to spur growth
in occupancy.  Additionally, there are several major economic
development projects in the city and surrounding areas.  Citywide
hotel occupancy increased 8% year-to-date through November 2014,
and the average daily room rate is up 4.7%.

STRONG LOCAL ECONOMY

Overland Park is the second largest city in the state of Kansas and
located within the Kansas City metropolitan area.  The region
benefits from a deep and diverse local economy, an extensive
transportation network, available land, and a well-educated
workforce.  Several Fortune 500 companies are located within the
city.  The financial services and professional and business service
sectors account for a greater percentage of total countywide
employment compared to the national average.



PALM BEACH: Gets Approval to Sell Undeveloped Land to PNC Bank
--------------------------------------------------------------
Palm Beach Community Church, Inc., received court approval to sell
a property to PNC Bank, National Association.

The property consists of approximately 9.03 acres of undeveloped
land located in Palm Beach County, Florida.  PNC Bank, which
offered to buy the property for $6.31 million, holds a lien against
the property.

The property was supposed to be sold in an auction on Dec. 4, with
PNC Bank serving as the stalking horse bidder.  Palm Beach
Community, however, did not receive qualified bids for the
property.

The court order signed by U.S. Bankruptcy Judge Erik Kimball
requires Palm Beach Community and the bank to close the deal no
later than Jan. 31, 2015.

                     About Palm Beach Community

Palm Beach Community Church, Inc., filed a Chapter 11 petition
(Bankr. S.D. Fla. Case No. 13-35141) on Oct. 20, 2013.  The
petition was signed by Raymond Underwood as president.  The Debtor
scheduled total assets of $14.6 million and total liabilities of
$11.43 million.

Palm Beach Community Church won permission to employ Robert C. Furr
and the law firm of Furr and Cohen, P.A., as attorney; and Roy
Wiley and Covenant Financial, Inc. dba SmartPlan Financial Services
as accountants.

In December 2013, the U.S. Trustee informed the Bankruptcy Court
that it was unable to appoint a committee of creditors in the
case.

On Dec. 4, 2014, the Bankruptcy Court confirmed Palm Beach
Community Church, Inc.'s Third Amended Plan of Reorganization;
named Robert C. Furr, Esq., as disbursing agent; and scheduled a
status conference on Feb. 19, 2015 at 2:00 p.m.

The Third Amended Plan proposes to pay creditors from the Debtor's
funds on hand, revenue from its preschool, Lease Agreements,
revenues from the Borland Center, tithing and other donations from
the Church members.  The Plan also provides for the payment of
administrative claims to be paid in full on the Effective Date of
the Plan with respect to any such claim.



PASSAIC HEALTHCARE: Has Interim Authority to Use Cash Collateral
----------------------------------------------------------------
Judge Christine M. Gravelle of the U.S. Bankruptcy Court for the
District of New Jersey gave Passaic Healthcare Services, LLC, d/b/a
Allcare Medical interim authority to use cash collateral securing
its prepetition indebtedness.

With regard to each of the Debtor's secured creditors:

     Lender                                 Amount Outstanding
     ------                                 ------------------
     Midcap Funding IV, LLC                      $6,320,388
     Sequoia Healthcare Services, LLC           $11,880,690
     McKesson Medical-Surgical
        Minnesota Supply, Inc.                   $8,762,078
     Essex Capital Corporation                   $2,640,376
     LCA Bank Corporation                           $21,323
     NMHG Financial Services, Inc.                     $830
     Marlin Business Bank                           $32,341
     Madela, Inc.                                   $20,564
     Philips Medical Capital, LLC                  $676,502

The amount of cash collateral to be used pending a final hearing or
entry of a final order is not to exceed the amounts reflected in
the Debtor's budget, a copy of which is available at
http://bankrupt.com/misc/PASSAICcashcol0107.pdf,for the time
period from Jan. 1, 2015, through Jan. 23, 2015.

Objections to the Interim Order must be filed on or before
Jan. 21 so that they can be considered at a final hearing to be
held on Jan. 23, 2015, at 9:30 a.m. (EST).

McKesson Medical-Surgical Minnessota Supply Inc. objected to the
Debtor's cash collateral use request, complaining that the
declaration of Winthrop Hayes, which was filed in support of the
cash collateral motion, was woefully insufficient, bordering on the
point of being intentionally deceptive.  McKesson alleges that Mr.
Hayes and the Debtor are acting to benefit the Debtor's majority
stakeholder, insider, and putative junior secured creditor --
Sequoia Healthcare Services, Inc. -- to the detriment of two senior
secured creditors -- McKesson and MidCap Financial, LLC.  McKesson
asks the Court not to approve the request until the Debtor makes a
prima facie showing as to how it will provide adequate protection
to McKesson or allow use of non-McKesson collateral.

Essex Capital objected to the cash collateral motion because the
Debtor has failed to demonstrate adequate protection to Essex
including that the Debtor has failed to make provisions for any
adequate payments to Essex.

McKesson is represented by:

         Stacey L. Meisel, Esq.
         BECKER MEISEL LLC
         Eisenhower Plaza II
         354 Eisenhower Parkway, Suite 1500
         Livingston, NJ 07039
         Tel: (973) 422-1100
         Email: slmeisel@beckermeisel.com

            -- and --

         Jeffrey K. Garfinkle, Esq.
         BUCHALTER NEMER
         A Professional Corporation
         18400 Von Karman Avenue, Suite 800
         Irvine, CA 92612
         Tel: (949) 760-1121
         Email: jgarfinkle@buchalter.com

Essex is represented by:

         Curtis M. Plaza, Esq.
         Kevin J. Larner, Esq.
         Tara J. Schellhorn, Esq.
         RIKER, DANZIG, SCHERER, HYLAND & PERRETTI LLP
         Headquarters Plaza, One Speedwell Avenue
         Morristown, NJ 07962-1981
         Tel: (973) 538-0800
         Email: cplaza@riker.com
                klarner@riker.com
                tschellhorn@riker.com

                     About Passaic Healthcare

Based in Plainview, New York, Passaic Healthcare Services, LLC,
doing business as Allcare Medical, is a full service durable
medical equipment company specializing in clinical respiratory,
wound care and support services.  Passaic, which employs 200
individuals, has seven locations in New Jersey, New York and
Pennsylvania.

Passaic began operations in December 2010 after it acquired
substantially all of the assets of C&C Homecare, Inc., and
Extended
Care Concepts through a bankruptcy sale under 11 U.S.C. Sec. 363.
After acquiring 100% of the equity interests in Galloping Hill
Surgical, LLC and Allcare Medical SNJ, LLC, Passaic began using
"Allcare Medical" as trade name for its entire business, and
discontinued marketing under the name C&C Homecare.

Passaic Healthcare filed a Chapter 11 bankruptcy petition (Bankr.
D.N.J. Case No. 14-36129) in Trenton, New Jersey, on Dec. 31,
2014.
The case is assigned to Judge Christine M. Gravelle.

The Debtor has tapped Joseph J. DiPasquale, Esq., and Thomas
Michael Walsh, Esq., at Trenk, DiPasquale, Della Fera & Sodono,
P.C., in West Orange, New Jersey, as counsel.

The Debtor estimated $10 million to $50 million in assets.

The Debtor's schedules of assets and liabilities and other
incomplete filings are due Jan. 14, 2015.  The Debtor's exclusive
period to propose a plan expires on April 30, 2015.


PASSAIC HEALTHCARE: Section 341(a) Meeting Scheduled for Feb. 19
----------------------------------------------------------------
A meeting of creditors in the bankruptcy case of Passaic Healthcare
Services, LLC, will be held on Feb. 19, 2015, at 11:00 a.m. at Room
129, Clarkson S. Fisher Courthouse.  Deadline for creditors to
submit their proofs of claim will be on May 20, 2015.

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

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

                     About Passaic Healthcare

Based in Plainview, New York, Passaic Healthcare Services, LLC,
doing business as Allcare Medical, is a full service durable
medical equipment company specializing in clinical respiratory,
wound care and support services.  Passaic, which employs 200
individuals, has seven locations in New Jersey, New York and
Pennsylvania.

Passaic began operations in December 2010 after it acquired
substantially all of the assets of C&C Homecare, Inc., and Extended
Care Concepts through a bankruptcy sale under 11 U.S.C. Sec. 363.
After acquiring 100% of the equity interests in Galloping Hill
Surgical, LLC and Allcare Medical SNJ, LLC, Passaic began using
"Allcare Medical" as trade name for its entire business, and
discontinued marketing under the name C&C Homecare.

Passaic Healthcare filed a Chapter 11 bankruptcy petition (Bankr.
D.N.J. Case No. 14-36129) in Trenton, New Jersey, on Dec. 31, 2014.
The case is assigned to Judge Christine M. Gravelle.

The Debtor has tapped Joseph J. DiPasquale, Esq., and Thomas
Michael Walsh, Esq., at Trenk, DiPasquale, Della Fera & Sodono,
P.C., in West Orange, New Jersey, as counsel.

The Debtor estimated $10 million to $50 million in assets and
liabilities.

The Debtor's schedules of assets and liabilities and other
incomplete filings are due Jan. 14, 2015.  The Debtor's exclusive
period to propose a plan expires on April 30, 2015.


PENNSYLVANIA ECONOMIC: Moody's Hikes Revenue Bonds Rating to B3
---------------------------------------------------------------
Moody's Investors Service upgraded two industrial revenue bonds
issued by Pennsylvania Economic Development Financing Authority to
B3 from Caa2. The outlook on these two instruments was changed to
Stable from Rating Under Review.

Ratings Rationale

These upgrades level the rating on these instruments with the other
rated unsecured obligations of US Airways Group, Inc., also rated
B3. US Airways Group, Inc. guarantees the issuer's obligations
under the issued bonds.

Upgrades:

Issuer: Pennsylvania Economic Dev. Fin. Auth.

   Senior Unsecured Revenue Bonds, Series 2010A and Series 2010B,
Upgraded to B3, LGD5 from Caa2, LGD5

The principal methodology used in these ratings was Global
Passenger Airlines published in May 2012. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.

American Airlines Group Inc. is the holding company for American
Airlines, Inc. and US Airways, Inc. Together with wholly owned and
third-party regional carriers operating as American Eagle and US
Airways Express, the airlines operate an average of nearly 6,700
flights per day to 339 destinations in 54 countries from its hubs
in Charlotte, Chicago, Dallas/Fort Worth, Los Angeles, Miami, New
York, Philadelphia, Phoenix and Washington, D.C. US Airways Group,
Inc. is a direct subsidiary of American Airlines Group, Inc. and
the parent of US Airways, Inc.



PEOPLE'S COMMUNITY: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: The People's Community Health Centers, Inc.
           fdba Medhealth of Maryland, Inc.
        1734 Maryland Avenue
        Baltimore, MD 21201

Case No.: 15-10228

Nature of Business: Health Care

Chapter 11 Petition Date: January 7, 2015

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

Debtor's Counsel: Michael Stephen Myers, Esq.
                  SCARLETT, CROLL & MYERS, P.A.
                  201 North Charles Street, Suite 600
                  Baltimore, MD 21201
                  Tel: 410-468-3100
                  Email: mmyers@scarlettcroll.com

Total Assets: $3.04 million

Total Liabilities: $6.73 million

The petition was signed by William A. Green, managing agent.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/mdb15-10228.pdf


PORT AGGREGATES: Can't File Schedules Until January 30
------------------------------------------------------
Port Aggregates Inc. asks the U.S. Bankruptcy Court for the Western
District of Louisiana to extend the deadline to file its schedules
of assets and liabilities, and statement of financial affairs until
Jan. 30, 2015.

The formal schedules of assets and liabilities, as well as the
statement of financial affairs, were originally due Jan. 2, 2015.

According to court documents, the Debtor and its subsidiaries --
including PAI Material Handling, LLC, PAI Precast, LLC, and PAI
Ready Mix, LLC -- have a fully integrated cash management system
that relies on cash collateral generated by these companies and a
line of credit with Whitney Bank, as is necessary.  The
subsidiaries are not in bankruptcy and their business operations
are independent of the Debtor; however, the entities generate
consolidated financial statements, are co-lenders, and
co-guarantors of the Whitney Bank debt.  The Debtor and its
subsidiaries estimate revenues of between $70-80 million in 2014.
Given the size and complexity of their business operations, the
debt shared by the companies, the fact that certain pre-petition
invoices have not yet been received, the timing of the decision to
file this bankruptcy case, and the extensive efforts that the
Debtor's management and other professionals devoted to negotiating
with key creditors leading up to filing this chapter 11 cases, the
Debtor was unable to compile all of the information required to
complete the schedules and statements prior to the petition date.

According to the Debtor, given the urgency with which it sought
chapter 11 relief and the numerous critical operational matters
that the Debtor's accounting staff must address in the early days
of this case -- including dealing with both Christmas and New
Year's holidays -- the Debtor will not be in a position to complete
the Schedules and Statements within the time specified in
Bankruptcy Rule 1007(c).  Completing the Debtor's schedules and
statements will require the Debtor and its advisors to collect,
review, and assemble large amounts of information.  Nevertheless,
recognizing the importance of the schedules and statements in this
chapter 11 case, the Debtor intends to complete the schedules and
statements as quickly as possible under the circumstances.

                      About Port Aggregates

Port Aggregates, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. W.D. La. Case No. 14-51580) in Lafayette, Louisiana, on
Dec. 19, 2014, without stating a reason.  The Debtor estimated $10
million to $50 million in assets and debt.  

The Debtor is required to submit a Chapter 11 plan and disclosure
statement by April 20, 2015.

The case is assigned to Judge Robert Summerhays.  The Debtor has
tapped Louis M. Phillips, Esq., at Gordon, Arata, McCollam,
Duplantis & Eagan LLC, as counsel.

The petition was signed by Andrew L. Guinn, Sr., president.


PORT AGGREGATES: Shareholders Want Chapter 11 Case Dismissed
------------------------------------------------------------
Several shareholders of Port Aggregates Inc. ask the U.S.
Bankruptcy Court for the Western District of Louisiana to dismiss
the Debtor's Chapter 11 bankruptcy case.  They contend that the
case was not filed in good faith.

A hearing is set for Jan. 27, 2015, at 10:00 a.m. at Courtroom,
Lafayette, to consider the shareholders' request.

According to the disgruntled shareholders, the Chapter 11 is an
effort by the majority shareholders, officers, and directors to
circumvent state law and state court proceedings to gain an unfair
advantage.  This case is designed to protect the officers and
directors of the Debtor from being held accountable for their
actions, the shareholders assert.

The shareholders note that a motion for the appointment of an
examiner is an attempt to thwart the clearly needed derivative
action.  The hope is that an examiner will find some basis upon
which the officers and directors of the Debtor can rely in arguing
against the continuation of a state court action.  They state that
the Debtor will be the beneficiary of the successful prosecution of
the State Court Action, not anyone else except such benefit that
might inure by virtue of being a shareholder of the Debtor.  The
Debtor stands to lose nothing through the successful prosecution of
the State Court Action, they add.

The shareholders are James P. Guinn and Timothy J. Guinn and
William R. Guinn, Ellen Guinn Martel, Philip L. Guinn, and
Nathaniel Stuart Guinn, Individually, and as Trustee for the
Caroline T. Guinn Trust, the James Paul Guinn, Jr. Trust, the Joel
M. Guinn Trust, the Laura Katherine Guinn Trust, the Christian J.
Guinn Trust and the Anna C. Guinn Trust.  

The disgruntled shareholders retained as counsel:

   H. Kent Aguillard, Esq.
   H. KENT AGUILLARD,
   141 S. 6th Street
   P.O. Drawer 391
   Eunice, LA 70535
   Tel: (337) 457-9331
   Fax: (337) 457-2917
   Email: kaguillard@yhalaw.com

                      About Port Aggregates

Port Aggregates, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. W.D. La. Case No. 14-51580) in Lafayette, Louisiana, on
Dec. 19, 2014, without stating a reason.  The Debtor estimated $10
million to $50 million in assets and debt.

The Debtor is required to submit a Chapter 11 plan and disclosure
statement by April 20, 2015.

The case is assigned to Judge Robert Summerhays. The Debtor has
tapped Louis M. Phillips, Esq., at Gordon, Arata, McCollam,
Duplantis & Eagan LLC, as counsel.

The petition was signed by Andrew L. Guinn, Sr., president.


PRESIDIO INC: S&P Cuts Corp Credit Rating to 'B' on Apollo Buy-out
------------------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its
corporate credit rating on Greenbelt, Md.-based Presidio Inc. to
'B' from 'B+' and removed it from CreditWatch, where S&P had placed
it with negative implications on Dec. 2, 2014, following the
announcement of the acquisition.  The outlook is stable.

At the same time, S&P assigned its 'B' issue-level rating and '3'
recovery rating to the company's proposed $600 million senior
secured term loan due 2022 and $50 million revolving credit
facility due 2020.  The '3' recovery rating indicates S&P's
expectation for meaningful recovery (50%-70%; lower half of the
range) in the event of payment default.

S&P also assigned its 'CCC+' issue-level rating and '6' recovery
rating to the company's proposed $400 million senior unsecured
notes due 2023.  The '6' recovery rating indicates S&P's
expectation for negligible recovery (0%-10%) in the event of
payment default.  The borrower will be Presidio Holdings Inc.

The company also plans to issue a $200 million accounts receivable
securitization facility due 2018, which S&P won't rate, and the
borrower will be Presidio Capital Funding LLC.  S&P will withdraw
its ratings on Presidio's existing debt, which will be redeemed as
part of the acquisition, after the transaction closes.

"The downgrade reflects leverage in the low-6x area as of
Sept. 30, 2014, pro forma for the transaction, up from actual
leverage of 3.6x," said Standard & Poor's credit analyst Christian
Frank.  The rating also reflects the company's financial sponsor
ownership, which has aggressive financial policies, in S&P's view,
as well as its fragmented and competitive industry, supplier
concentration, and moderate scale.

The stable outlook reflects S&P's view that the company's ability
to expand its relationship with existing customers, along with
improving economic conditions, is likely to result in revenue
growth and EBITDA expansion over the next 12 months.

S&P could lower its rating if the company maintains leverage above
the low-7x area on a sustained basis or if FOCF turns negative
because of declines in profitability resulting from pricing
pressure from competitors or suppliers, debt-financed acquisitions,
or shareholder returns.

S&P views an upgrade as unlikely, given its expectation that the
company's financial sponsor ownership structure is likely to
preclude a sustained leverage reduction.



QUANTUM FOODS: Gets Approval to Settle Avoidance Claims
-------------------------------------------------------
Quantum Foods, LLC and its official committee of unsecured
creditors received approval from the U.S. Bankruptcy Court in
Delaware to settle the company's so-called avoidance claims.

The settlement agreements require the Village of Romeoville and
four companies to pay back the money and assets they received from
Quantum Foods within 90 days prior to its bankruptcy filing.

The four companies are Doug Jeffords Co. Inc., Graphic Pallet and
Transport, Marten Transport Services Ltd., and United Parcel
Service.  

Quantum Foods will receive a total of $62,001 under the settlement
agreements, according to court filings.

                      About Quantum Foods

Founded in 1990 and headquartered in Bolingbrook, Illinois, Quantum
Foods, LLC -- http://www.quantumfoods.com/-- provides protein
products made from beef, poultry and pork.

Quantum Foods LLC and its affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 14-10318) on Feb. 18, 2014, to
facilitate the sale of substantially all their business to CTI
Foods Holding Co., LLC.

The Debtors' primary secured indebtedness totals $50.2 million,
owing to lenders led by Crystal Financial, LLC, as administrative
and collateral agent.

Quantum Foods is being advised in its restructuring by Daniel J.
McGuire, Esq., Gregory M. Gartland, Esq., and Caitlin S. Barr,
Esq., at Winston & Strawn as counsel; M. Blake Cleary, Esq.,
Kenneth J. Enos, Esq., and Andrew Magaziner, Esq., at Young,
Conaway, Stargatt & Taylor, LLP, serve as local counsel.  City
Capital Advisors is the investment banker.  FTI Consulting, Inc.
also serves as advisor. BMC Group is the claims and notice agent.

The U.S. Trustee for Region 3 appointed five members to the
official committee of unsecured creditors in the case.  The
Committee has retained Triton Capital Partners, Ltd. as financial
advisor; and Mark D. Collins, Esq., Russell C. Silberglied, Esq.,
Michael J. Merchant, Esq., Christopher M. Samis, Esq., and Robert
C. Maddox, Esq., at Richards, Layton & Finger, P.A. as counsel.

Raging Bull is represented in the case by Van C. Durrer II, Esq.,
at Skadden Arps Slate Meagher & Flom LLP.  Crystal Finance LLC is
represented by David S. Berman, Esq., at Riemer & Braunstein LLP.



REICHHOLD HOLDINGS: Has Until June 29 to Remove Lawsuits
--------------------------------------------------------
U.S. Bankruptcy Judge Mary Walrath has given Reichhold Holdings
U.S. Inc. until June 29, 2015, to file notices of removal of
lawsuits involving the company that have not been automatically
halted by its bankruptcy filing.   

                         About Reichhold

Founded in 1927, Reichhold, with its world headquarters and
technology center in Durham, North Carolina, USA, is one of the
world's largest manufacturer of unsaturated polyester resins and a
leading supplier of coating resins for the industrial,
transportation, building and construction, marine, consumer and
graphic arts markets.  Reichhold -- http://www.Reichhold.com/--
has manufacturing operations throughout North America, Latin
America, the Middle East, Europe and Asia.

As of June 30, 2014, the Reichhold companies had consolidated
assets of $538 million and liabilities of $631 million.  In 2013,
the companies generated $1.08 billion in net revenue, and as of the
year-to-date August 2014, $750 million in net revenues.

Reichhold Holdings US, Inc., Reichhold, Inc., and two U.S.
affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case
No. 14-12237) on Sept. 30, 2014.

The Reichhold Companies are pursuing a sale transaction that has
two elements:

   (i) a consensual foreclosure by the holders of senior secured
notes on their security interests in the common and preferred stock
in Reichhold Holdings Luxembourg, S.a.r.l. ("RHL"), the ultimate
holding company of all of the non-debtor affiliates that operate
outside the U.S., and

  (ii) a purchase of certain assets of the Debtors by Reichhold
Holdings International B.V. through a credit bid pursuant to
Section 363 of the Bankruptcy Code.

Cole, Schotz, Meisel, Forman & Leonard, P.A. (legal advisor) and
CDG Group LLC (financial advisor) are representing Reichhold, Inc.
Latham & Watkins LLP (legal advisor) and Moelis & Company
(investment banker) are serving Reichhold Industries, Inc.

Logan & Company is the company's claims and noticing agent.

The cases are assigned to Judge Mary F. Walrath.

The U.S. Trustee for Region 3 appointed seven creditors of
Reichhold Holdings US, Inc. to serve on the official committee of
unsecured creditors.  The Creditors' Committee retains Hahn &
Hessen LLP as lead counsel, Blank Rome LLP as co-counsel, and
Capstone Advisory Group, LLC and Capstone Valuation Services, LLC,
as financial advisor.

An Ad Hoc Committee of Asbestos Claimants also appears in the case.
The Ad Hoc Committee consists of three plaintiff law firms, Cooney
& Conway, Gori Julian & Associates, P.C., and Simmons Hanly Conroy
LLC, each in their capacity as tort counsel for clients of their
firms who have asbestos-related personal injury or wrongful death
claims against the Debtors.  The Committee is represented by Mark
T. Hurford, Esq., at Campbell & Levine, LLC; and Caplin &
Drysdale, Chartered's James P. Wehner, Esq. and Jeffrey A.
Liesemer, Esq.



REVEL AC: ACR Energy Objects to Bid to Cut Power Deal
-----------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that ACR Energy Partners LLC told the bankruptcy
judge in New Jersey that Revel AC Inc. shouldn't be permitted to
terminate their energy-supply agreement while simultaneously
retaining the benefits.

According to the report, ACR Energy responded to Revel's request to
terminate its energy-supply agreement and lease by asking the court
for permission to terminate all energy services to Revel, saying
that continuing to bear the financial burden of Revel's Chapter 11
case is causing defaults on its own debt and increasing likelihood
of its own bankruptcy.

                          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.


RITE AID: Files Form 10-Q; Posts $104.8-Mil. Net Income in Q3
-------------------------------------------------------------
Rite Aid Corporation filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $104.8 million on $6.69 billion of revenues for the 13 weeks
ended Nov. 29, 2014, compared with net income of $71.5 million on
$6.35 billion of revenues for the 13 weeks ended Nov. 30, 2013.

For the 39 weeks ended Nov. 29, 2014, the Company reported net
income of $274 million on $19.7 billion of revenues compared with
net income of $194 million on $18.9 billion of revenues for the 39
weeks ended Nov. 30, 2013.

As of Nov. 29, 2014, the Company had $7.18 billion in assets, $8.97
billion in liabilities, and a $1.79 billion stockholders' deficit.

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

                        http://is.gd/8hdpnc

                        About Rite Aid Corp.

Drugstore chain Rite Aid Corporation (NYSE: RAD) --
http://www.riteaid.com/-- is a drugstore chain based in Camp
Hill, Pennsylvania.

Rite Aid disclosed net income of $118 million on $25.4 billion
of revenue for the year ended March 2, 2013, as compared with a
net loss of $369 million on $26.1 billion of revenue for the
year ended March 2, 2012.

                           *     *     *

As reported by the TCR on March 1, 2013, Moody's Investors Service
upgraded Rite Aid Corporation's Corporate Family Rating to B3 from
Caa1 and Probability of Default Rating to B3-PD from Caa1-PD.  At
the same time, the Speculative Grade Liquidity rating was revised
to SGL-2 from SGL-3.  This rating action concludes the review for
upgrade initiated on Feb. 4, 2013.

As reported by the TCR on Oct. 2, 2013, Standard & Poor's Ratings
Services said it raised its ratings on Rite Aid Corp., including
the corporate credit rating, which S&P raised to 'B' from 'B-'.

In the April 21, 2014, edition of the TCR, Fitch Ratings has
upgraded its ratings on Rite Aid Corporation (Rite Aid), including
its Issuer Default Rating (IDR) to 'B' from 'B-'.  The upgrades
reflect the material improvement in the company's operating
performance, credit metrics and liquidity profile over the past 24
months.


RUFFIN ROAD: Case Summary & 6 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Ruffin Road Venture Lot 6
        5850 Canoga Ave, Suite 400
        Woodland Hills, CA 91367

Case No.: 14-15609

Chapter 11 Petition Date: December 23, 2014

Court: United States Bankruptcy Court
       Central District of California (San Fernando Valley)

Judge: Hon. Maureen Tighe

Debtor's Counsel: Dayna C Chillas, Esq.
                  ARROW LEGAL SERVICES
                  3655 Ruffin Rd Ste 210
                  San Diego, CA 92123
                  Tel: 619-696-7196
                  Fax: 619-243-7266
                  Email: arrowlegalecf@gmail.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Kevin Tucker, president.

A list of the Debtor's six largest unsecured creditors is available
for free at http://bankrupt.com/misc/cacb14-15609.pdf


RUSSELL HOSPITAL: S&P Lowers Series 2006A Bonds Rating to 'BB-'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term rating to
'BB-' from 'BB+' on the Alexander City Special Care Facilities
Financing Authority, Ala.'s series 2006A hospital revenue bonds
issued for Russell Hospital Corporation (doing business as Russell
Medical Center or RMC).  The outlook is stable.

"The lowered rating reflects the application of our U.S.
Not-For-Profit Acute-Care Stand-Alone Hospital criteria published
on Dec. 15, 2014," said Standard & Poor's credit analyst Santo
Barretta.  "The rating further supports our assessment of RMC's
enterprise profile as vulnerable, highlighted by a high reliance on
governmental payors, and its financial profile as adequate, given
its thin revenue base and materially weak operations, specifically
in the nine months ended Sept. 30, 2014," Mr. Barretta added.

RMC is a 69-staffed-bed acute care hospital in Alexander City,
Ala.



SAN BERNARDINO, CA: Luxembourg Bank Sues for Payment on Bonds
-------------------------------------------------------------
Katy Stech, writing for Dow Jones' Daily Bankruptcy Review,
reported that the bankrupt city of San Bernardino, Calif., was sued
by a Luxembourg bank that bought more than $50 million of its
bonds, arguing that city leaders have been unfairly paying a
workers' pension fund but not to bondholders.  According to the
report, with the lawsuit, the bank is trying to force the city to
repay the bonds in full if the city also makes full payments to its
state-run employee pension fund.

Dale Kasler, writing for the Sacramento Bee, reported that Ambac
Assurance Corp., a New York bond insurer, and EEPK, the Luxembourg
bank, sued San Bernardino on Wednesday in U.S. Bankruptcy Court in
Riverside, Calif., arguing that San Bernardino shouldn't be paying
its debt owed to the California Public Employees' Retirement
System, also known as Calpers, when San Bernardino hasn't paid them
a dime on debts totaling more than $59 million.

                   About San Bernardino, Calif.

San Bernardino, California, filed an emergency petition for
municipal bankruptcy under Chapter 9 of the U.S. Bankruptcy Code
(Bankr. C.D. Cal. Case No. 12-28006) on Aug. 1, 2012.  San
Bernardino, a city of about 210,000 residents roughly 65 miles
(104 km) east of Los Angeles, estimated assets and debts of more
than $1 billion in the bare-bones bankruptcy petition.

The city council voted on July 10, 2012, to file for bankruptcy.
The move lets San Bernardino bypass state-required mediation with
creditors and proceed directly to U.S. Bankruptcy Court.

The city is represented that Paul R. Glassman, Esq., at Stradling
Yocca Carlson & Rauth.

San Bernardino joined two other California cities in bankruptcy:
Stockton, an agricultural center of 292,000 east of San Francisco,
and Mammoth Lakes, a mountain resort town of 8,200 south of
Yosemite National Park.

The City was granted Chapter 9 protection on Aug. 28, 2013.


SHADOW STONE: Case Summary & Unsecured Creditor
-----------------------------------------------
Debtor: Shadow Stone, L.L.C.
        495 Seagull Beach Road
        Prince Frederick, MD 20678

Case No.: 15-10210

Chapter 11 Petition Date: January 7, 2015

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

Judge: Hon. Paul Mannes

Debtor's Counsel: Richard M. McGill, Esq.
                  MCGILL & WOOLERY
                  PO Box 358, 5303 West Court Dr.
                  Upper Marlboro, MD 20773
                  Tel: (301) 627-5222
                  Email: mcgillrm@aol.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by James P. Poole, managing member.

The Debtor listed Calvert County Treasurer as its largest unsecured
creditor holding an unknown amount of claim.

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

         http://bankrupt.com/misc/mdb15-10210.pdf


SIGA TECHNOLOGIES: Could Face $190MM Hit in Smallpox Drug Dispute
-----------------------------------------------------------------
Sara Randazzo, writing for Daily Bankruptcy Review, reported that
the Delaware Court of Chancery ordered smallpox vaccine maker Siga
Technologies Inc. must pay drug maker PharmAthene Inc. $190 million
as part of a long-running licensing dispute that sent Siga into
bankruptcy last year.

According to the report, the Delaware Court's ruling sets damages
owed to PharmAthene at $113.1 million plus interest.  Siga and
PharmAthene both said that they expect the total to reach above
$190 million, the report related.

                    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: Del. Court Issues Opinion in PharmAthene Suit
----------------------------------------------------------------
SIGA Technologies, Inc., disclosed that on Jan. 7, 2015, the
Delaware Court of Chancery, acting on remand from the Delaware
Supreme Court, issued a letter opinion in the litigation begun by
PharmAthene, Inc. in 2006.

The Court has directed PharmAthene to submit a revised form of
judgment awarding PharmAthene a lump sum of $113 million plus
prejudgment interest, costs and fees.  SIGA estimates that,
including pre-judgment interest through the date of SIGA's chapter
11 filing, the final judgment will be approximately $190 million.

This opinion implements the Court's Aug. 8, 2014 decision on remand
to reverse its own earlier findings that expectation damages are
speculative, conditional and conjectural and, instead, to allow
lump sum expectation damages based on hypothetical U. S. Government
purchases of SIGA's smallpox drug in 2010 to 2015 that were
supposedly anticipated in 2006.

"We continue to believe the decision to enter the new judgment is
not supported by the record or the law and we intend to appeal to
the Supreme Court of Delaware," William J. Haynes II, SIGA's
General Counsel, commented.

Either party may appeal the portions of the trial court rulings
that were unfavorable to that party within 30 days of entry of
judgment by the court.  SIGA currently intends to appeal the
judgment, but no assurance can be given that any such appeal will
be successful.

                  About SIGA Technologies, Inc.

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 disclosed total assets of $132 million and $7.95 million
in liabilities as of the Chapter 11 filing.


SOLAR POWER: Issues $20 Million Common Shares to Home Value
-----------------------------------------------------------
Solar Power, Inc., announced the exercise of an option to purchase
shares of its common stock by Home Value Holding Co., the lead
investor in the Company's $48.25 million private placement, which
was announced on Sept. 23, 2014.  As a result, SPI authorized and
issued 17,200,000 shares of its common stock for an aggregate
purchase price of U.S. $20,125,000.  The shares are being offered
and sold upon reliance of Regulation S promulgated under the
Securities Act of 1933, as amended, and are exempt from
registration.

                          About Solar Power

Roseville, Cal.-based Solar Power, Inc., is a global solar
energy facility ("SEF") developer offering its own brand of high-
quality, low-cost distributed generation and utility-scale SEF
development services.  Primarily, the Company works directly with
and for developers around the world who hold large portfolios of
SEF projects for whom it serves as an engineering, procurement and
construction contractor.  The Company also performs as an
independent, turnkey SEF developer for one-off distributed
generation and utility-scale SEFs.

Solar Power reported a net loss of $32.2 million in 2013
following a net loss of $25.4 million in 2012.

The Company's balance sheet at Sept. 30, 2014, showed $113 million
in total assets, $61.2 million in total liabilities and $51.7
million in total stockholders' equity.

Crowe Horwath LLP, in San Francisco, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company has incurred a current year net loss of $32.2
million, has an accumulated deficit of $56.1 million, has
experienced a significant reduction in working capital, has past
due related party accounts payable and a debt facility under which
a bank has declared amounts immediately due and payable.
Additionally, the Company's parent company LDK Solar Co., Ltd has
experienced significant financial difficulties including the
filing of a winding up petition on Feb. 24, 2014.  These matters
raise substantial doubt about the Company's ability to continue as
a going concern, the auditors noted.


SPECIALTY PRODUCTS: RPM Earns $69.8 Mil. in Fiscal Second Qtr.
---------------------------------------------------------------
RPM International Inc. on Jan. 7 reported a 10% increase in net
income and an 8% increase in earnings per diluted share on flat
sales for its fiscal 2015 second quarter ended November 30, 2014.


Second-Quarter Results

Net sales of $1.07 billion were flat compared to last year.
Consolidated EBIT (earnings before interest and taxes) increased
3.2%, to $120 million from $116 million in the fiscal 2014 second
quarter.  Fiscal 2015 second-quarter net income was up 9.8% to
$69.8 million from $63.6 million in the fiscal 2014 second quarter.
Earnings per diluted share increased 8.3% to $0.52 from $0.48 a
year ago.

"Second-quarter operating performance was mixed, with stronger
sales in our businesses serving the U.S. commercial construction
market offset by weaker results in Europe, a continued unfavorable
year-over-year trend from our Kirker nail enamels business and the
negative impact of foreign currency," stated Frank C. Sullivan,
chairman and chief executive officer.

Second-Quarter Segment Sales and Earnings

During the fiscal 2015 second quarter, industrial segment sales
grew 1.4% to $718.3 million from $708.7 million in the fiscal 2014
second quarter.  Organic sales improved 0.7%, including 3.3% in
foreign exchange translation losses, while acquisition growth added
0.7%.  Industrial segment EBIT declined 5.9% to $79.0 million from
$83.9 million in the same period a year ago.

"Most of our European businesses are experiencing a challenging
economic climate, negatively impacting our results.  Additionally,
the strong dollar has negatively impacted all of our international
results upon translation.  However, we had strong positive
performance by our concrete admixture and commercial sealants
companies, which serve the U.S. commercial construction market, and
our line of remediation equipment for water and smoke damage.
Additionally, our South American businesses are generating good
results in their local currencies," Mr. Sullivan stated.

RPM's fiscal 2015 second-quarter consumer segment sales declined
2.8% to $352.8 million from $362.8 million a year ago.  Organic
sales declined 4.2%, including foreign exchange losses of 1.3%,
while acquisition growth added 1.4%.  Consumer segment EBIT
improved 19.1%, to $61.6 million from $51.7 million a year ago.
The improvement in EBIT for RPM's consumer segment is primarily due
to the reversal of a $17 million "earn-out" accrual relating to the
Kirker acquisition.  

"As stated in the first quarter, Kirker continues to be challenged
by a comparison to extremely strong prior-year performance.  In
anticipation of potential volatility in Kirker's earnings, our
acquisition deal structure allows for performance-related payments
to offset any shortfall in earnings.  As a result, we reversed the
$17 million earn-out accrual into income when it became clear that
Kirker would not be able to meet its performance objectives this
year," stated Mr. Sullivan.  "Additionally, our large retail
customers made aggressive inventory adjustments due to the harsh
weather faced in early November.  This was in reaction to last
year's severe winter when they were caught off-guard and held
excess inventory.  We expect to benefit from a return to more
normal inventory levels by our retail customers in the second half
of the fiscal year."

Unusual non-operating costs in this year's second quarter totaled
$2.8 million pre-tax, and were related primarily to legal expenses
incurred in conjunction with a Securities and Exchange Commission
investigation of timing of expense accruals in the 2013 fiscal
year, which did not affect full-year earnings, along with the
Specialty Products Holding Corp. (SPHC) settlement, and a voluntary
self-disclosure agreement with the state of Delaware for unclaimed
property.

Cash Flow and Financial Position

For the first half of fiscal 2015, cash from operations was $55.3
million compared to $21.8 million a year ago.  During last year's
first quarter, the company made a contingent payment to the General
Services Administration of approximately $45 million after-tax.
Capital expenditures of $26.5 million compare to $34.6 million
during the first half of last year.  Total debt at November 30,
2014 was $1.43 billion, compared to $1.37 billion at November 30,
2013 and $1.35 billion at May 31, 2014.  RPM's net (of cash)
debt-to-total capitalization ratio was 44.8%, compared to 46.4% at
November 30, 2013.  At November 30, 2014, liquidity stood at $1.01
billion, including cash of $297 million and $718 million in
long-term committed available credit.

First-Half Sales and Earnings

Fiscal 2015 first-half net sales improved 1.7% to $2.28 billion
from $2.24 billion during the first six months of fiscal 2014.
Consolidated EBIT increased 1.2% to $283.7 million from $280.4
million during the first six months of fiscal 2014.  Net income was
up 1.3% to $168.8 million from $166.7 million in the fiscal 2014
first half.  Diluted earnings per share were $1.24, compared to
$1.25 a year ago.

First-Half Segment Sales and Earnings

RPM's industrial segment fiscal 2015 first-half sales improved
3.6%, to $1.49 billion from $1.44 billion in the fiscal 2014 first
half.  Organic sales increased 2.6%, including net foreign exchange
translation losses of 1.6%, while acquisition growth added 1.0%.
Industrial segment EBIT was flat to last year at $184.1 million.

First-half sales for the consumer segment declined 1.7% to $782.8
million from $796.2 million a year ago.  Organic sales decreased
3.0%, including net foreign exchange losses of 0.5%, and
acquisition growth added 1.3%. Consumer segment EBIT increased 2.9%
to $138.2 million from $134.4 million in the first half of fiscal
2014.

SPHC Reconsolidation

The financial results of the company's SPHC subsidiary and its
business units will be reconsolidated with RPM's results starting
in the third quarter of fiscal 2015.  The reconsolidation occurred
as a result of the consummation of a plan of reorganization, which
resulted in the formation of a trust under Section 524(g) of the
United States Bankruptcy Code for the benefit of current and future
asbestos personal injury claimants, as previously disclosed.  The
trust assumes all liability and responsibility for current and
future asbestos claims against the entities emerging from
bankruptcy.

SPHC originally filed for bankruptcy protection on May 31, 2010 to
permanently resolve asbestos claims against its Bondex
International Inc. subsidiary.  While RPM has continued to own SPHC
and its subsidiaries during the bankruptcy process, their financial
results were not consolidated with RPM's during that time.

The trust was funded with an initial contribution of $450.0 million
in cash from the Company's revolving line of credit. Payments to
the trust, including this initial $450.0 million, will total $797.5
million in pre-tax contributions over the next four years and have
a present value, after tax, of $485.0 million.

The reconsolidated SPHC operating subsidiaries include:

Chemical Specialties Manufacturing Corp., a producer of commercial
cleaning products;

Day-Glo Color Corp., a leading manufacturer of fluorescent
colorants and pigments;

Dryvit Systems, Inc., a leading manufacturer of exterior
insulation finish systems;

Kop-Coat, Inc., a leading producer of wood treatments for lumber
and coatings for the marine market;

RPM Wood Finishes Group (Mohawk Finishing Products, CCI and
Guardian Protection Products, Inc.), a primary supplier of wood
coatings to the furniture industry;

TCI, Inc., a leading producer of powdered metal coatings; and

ValvTect Petroleum Products, a producer of fuel additives.
Business Outlook

"For the second half of our fiscal year, we expect our consumer
segment to benefit from a return to more normal inventory levels at
our retail customers with continued growth in consumer DIY
spending, and anticipate that the decline in nail polish enamel
sales will be much less severe.  In our industrial segment, we do
not see a near-term turnaround in the European economies and expect
continued strengthening of the U.S. dollar to continue negatively
impacting results on translation," stated Mr. Sullivan.

"Based on these factors, for the second half of fiscal 2015, we
expect to generate 6% sales growth in our consumer segment, driving
an EBIT increase of 10% to 12%, and 2% to 3% sales growth in our
industrial segment, driving an EBIT increase of 4% to 5%.
Additionally, we will benefit from the reconsolidation of our SPHC
businesses, which should add approximately $170 million in sales
and $0.05 per diluted share to our fiscal 2015 second-half
results."

"Taking all of these elements into consideration, we have reduced
our diluted EPS guidance for the year to $2.25 to $2.30.  From a
longer-term perspective, we are optimistic given the return of our
SPHC businesses and the elimination of their asbestos liability. We
can now accelerate growth investments in our businesses and more
aggressively return capital to shareholders when appropriate,"
stated Mr. Sullivan.  "Looking forward to fiscal 2016, our
consolidated EPS guidance is a range of $2.70 to $2.80 per share."

                      About Specialty Products

Cleveland, Ohio-based Specialty Products Holdings Corp., aka RPM,
Inc., is a wholly owned subsidiary of RPM International Inc.  The
Company is the holding company parent of Bondex International,
Inc., and the direct or indirect parent of certain additional
domestic and foreign subsidiaries.  The Company claims to be a
leading manufacturer, distributor and seller of various specialty
chemical product lines, including exterior insulating finishing
systems, powder coatings, fluorescent colorants and pigments,
cleaning and protection products, fuel additives, wood treatments
and coatings and sealants, in both the industrial and consumer
markets.

The Company filed for Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 10-11780) on May 31, 2010.  Gregory M. Gordon, Esq.,
Dan B. Prieto, Esq., and Robert J. Jud, Esq., at Jones Day, serve
as bankruptcy counsel.  Daniel J. DeFranceschi, Esq., Zachary I.
Shapiro, Esq., Paul N. Heath, Esq., and Tyler D. Semmelman, Esq.,
at Richards Layton & Finger, serve as co-counsel.  Logan and
Company is the Company's claims and notice agent.  The Company
estimated its assets and debts at $100 million to $500 million.

The Company's affiliate, Bondex International, Inc., filed a
separate Chapter 11 petition on May 31, 2010 (Case No. 10-11779),
estimating its assets and debts at $100 million to $500 million.

Specialty Products Holding Corp, together with Bondex
International, Inc., are referred to as the Initial Debtors.

Counsel to the Official Committee of Asbestos PI Claimants are
Natalie D. Ramsey, Esq., and Mark A. Fink, Esq. of Montgomery,
Mccracken, Walker & Rhoads, LLP, in Wilmington Delaware, and Mark
B. Sheppard, Esq. of the firm's Philadelphia, Pennsylvania
division.

Counsel to the Future Claimants' Representative are James L.
Patton, Jr., Esq., Edwin J. Harron, Esq., Edmon Morton, Esq.,
Sharon Zieg, Esq., and Erin Edwards, Esq. of Young Conaway Stargatt
& Taylor LLP, in Wilmington, Delaware.

Competing bankruptcy exit plans have been filed by the Initial
Debtors, on one hand, and the Official Committee of Unsecured
Creditors and the Future Claimants' Representative on the other.

The Debtors' First Amended Joint Plan of Reorganization and the
explanatory Disclosure Statement, dated Nov. 18, 2013, provides for
an asbestos trust to be established and funded with cash to
pay present and future asbestos-related claims.  The trust will be
funded by secured notes, issued by the Debtors and their ultimate
parent, RPM International Inc. ("International"), and the amounts
and terms of the notes will, with one exception, be determined by
the final outcome or settlement of the litigation that will
determine the asbestos claimants' rights in the chapter 11 cases.
The one exception is that the notes will provide for an aggregate
initial nonrefundable payment of $125 million to the asbestos trust
irrespective of the outcome of any litigation.  In short, the
Debtors and International have committed to pay to asbestos
claimants the maximum amount to which they are entitled based on
the applicable judgments or rulings in the litigation that will
determine the extent of the claimants' rights in the chapter 11
cases, and to make comparable payments to other similarly situated
creditors.

The PI Committee and the FCR's Third Amended Plan, filed Oct. 15,
2013, provides that: (i) SPHC will be separated from non-Debtor
direct or indirect parent Bondex International; (ii) Reorganized
SPHC will be managed and/or sold for the benefit of holders of all
Claims that are not paid in Cash, subordinated, cancelled or
otherwise treated pursuant to the Plan; (iii) all of SPHC's causes
of action will survive; (iv) Asbestos PI Trust Claims against SPHC
will be channeled to an Asbestos PI Trust; and (v) current SPHC
equity interests will be canceled, annulled, and extinguished.

On May 20, 2013, the Bankruptcy Court entered an order estimating
the amount of the Debtors' asbestos liabilities, and a related
memorandum opinion in support of the estimation order.  The
Bankruptcy Court estimated the current and future asbestos claims
associated with Bondex International, Inc. and Specialty Products
Holding at approximately $1.17 billion.  The estimation hearing
represents one step in the legal process in helping to determine
the amount of potential funding for a 524(g) asbestos trust.

On Aug. 31, 2014, Republic Powdered Metals, Inc., and affiliate
NMBFiL, Inc. -- the New Debtors -- sought Chapter 11 protection
(Bankr. D. Del. Case No. 14-12028).  The New Debtors are
indirect subsidiaries of Bondex International and affiliates of the
Initial Debtors.

Republic Powdered Metal is a leader in the roof coating and
restoration industry which provides exclusive products for roof and
wall restoration, including an extensive line of roof
coatings.

NMBFiL is formerly known as Bondo Corporation. It is a manufacturer
of auto body repair products for the automotive aftermarket and
various other professional and consumer applications.  In November
2007, NMBFiL sold substantially all of its assets and no longer has
business operation.

Republic estimated assets of $10 million to $50 million and debt of
less than $10 million as of the bankruptcy filing.

The New Debtors were granted, on Sept. 3, 2014, joint
administration of their Chapter 11 cases for procedural purposes
only, with the chapter 11 cases of Specialty Products Holding Corp.
and Bondex International, Inc.


STEREOTAXIS INC: Obtains FDA Clearance to Sell Vdrive
-----------------------------------------------------
Stereotaxis, Inc., was granted 510(k) clearance by the Food and
Drug Administration on Dec. 18, 2014, to market its Vdrive(R) with
V-CAS Catheter Advancement System in the U.S, according to a
regulatory filing with the U.S. Securities and Exchange Commission.


The Company also has received regulatory approval of its Odyssey(R)
system by the Japan Pharmaceuticals and Medical Devices Agency.

                         About Stereotaxis

Based in St. Louis, Missouri, Stereotaxis, Inc., is a manufacturer
and developer of a suite of navigation systems in interventional
surgical procedures.  The Company's Epoch Solution is used in the
treatment of arrhythmias and coronary artery disease.

Stereotaxis reported a net loss of $68.7 million in 2013,
following a net loss of $9.23 million in 2012.

The Company's balance sheet at Sept. 30, 2014, the Company had
$26.2 million in total assets, $40.0 million in total
liabilities and a $13.8 million total stockholders' deficit.

Ernst & Young LLP, in St. Louis, Missouri, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company has incurred recurring operating losses and has a
net capital deficiency.  These conditions raise substantial doubt
about the Company's ability to continue as a going concern.


STOCKTON, CA: Issuers Risk Higher Costs with City
-------------------------------------------------
Romy Varghese, writing for Bloomberg News, reported that Stockton,
California, won permission to exit bankruptcy by paying certain
investors less than they're owed.  Other localities in the state
may see borrowing costs rise as a result, the report said.

According to the report, in the proposal approved by a judge in
October, Stockton's certificates of participation, which are
securities backed by leases, stand to deliver varying recovery
rates as the city shields pensioners.  By deterring investors in
this type of debt, the outcome may raise interest rates for some
California governments using the financial tool, the Bloomberg
report said, citing Matt Fabian at Municipal Market Advisors and
James Iselin at Neuberger Berman.

                     About Stockton, Calif.

The City of Stockton, California, filed a Chapter 9 petition
(Bankr. E.D. Cal. Case No. 12-32118) in Sacramento on June 28,
2012, becoming the largest city to seek creditor protection in
U.S. history.  The city was forced to file for bankruptcy after
talks with bondholders and labor unions failed.  Stockton
estimated more than $1 billion in assets and in excess of
$500 million in liabilities.

The city, with a population of about 300,000, identified the
California Public Employees Retirement System as the largest
unsecured creditor with a claim of $147.5 million for unfunded
pension costs.  In second place is Wells Fargo Bank NA as trustee
for $124.3 million in pension obligation bonds.  The list of
largest creditors includes $119.2 million owing on four other
series of bonds.

The city is being represented by Marc A. Levinson, Esq., and John
W. Killeen, Esq., at Orrick, Herrington & Sutcliffe LLP.  The
petition was signed by Robert Deis, city manager.

Mr. Levinson also represented the city of Vallejo, Cal. in its
2008 bankruptcy.  Vallejo filed for protection under Chapter 9
(Bankr. E.D. Cal. Case No. 08-26813) on May 23, 2008, estimating
$500 million to $1 billion in assets and $100 million to $500
million in debts in its petition.  In August 2011, Vallejo was
given green light to exit the municipal reorganization.   The
Vallejo Chapter 9 plan restructures $50 million of publicly held
debt secured by leases on public buildings.  Although the Plan
doesn't affect pensions, it adjusts the claims and benefits of
current and former city employees.  Bankruptcy Judge Michael
McManus released Vallejo from bankruptcy on Nov. 1, 2011.

The bankruptcy judge on April 1, 2013, ruled that the city of
Stockton is eligible for municipal bankruptcy in Chapter 9.

The Troubled Company Reporter, on Oct. 31, 2014, reported that
Judge Christopher Klein confirmed the debt-adjustment plan by the
city of Stockton, California, rejecting arguments that it unfairly
discriminated among creditors by chopping a mutual fund's recovery
to near zero while shielding city retirees from any impairment at
all.

                           *     *     *

The Troubled Company Reporter, on Sep. 26, 2014, reported that
Moody's Investors Service has affirmed the long-term ratings of
the city of Stockton's (CA) water and sewer enterprises' debts at
Ba1. Moody's have also changed the outlook on the city's water
bond rating to developing from stable, while the developing
outlook on the sewer system's rating remains the same.

The TCR, on Nov. 10, 2014, reported that Moody's Investors Service
has upgraded to Ba3 from Caa3 the City of Stockton's (CA) series
2006 lease revenue bonds and affirmed the city's 2007 pension
obligation at Ca. Moody's have removed the developing outlook from
the Series 2006 bonds and Moody's have removed the negative
outlook from the Series 2007 bonds.

The TCR, on Nov. 14, 2014, reported that Standard & Poor's Ratings
Services raised its long-term rating and underlying rating (SPUR)
to 'B-' from 'CCC' on the Stockton Public Financing Authority,
Calif.'s series 2003A and 2003B certificates of participation
(COPs) and its SPUR to 'B-' from 'CCC' on the authority's series
2006A lease revenue refunding bonds.  Standard & Poor's also
affirmed its 'CC' SPUR on Stockton Redevelopment Agency's series
2004 (arena project) revenue bonds.  All series are appropriation
obligations of Stockton.  The outlook on the series 2003A and
2003B COP long-term rating and SPUR and on the 2006A lease revenue
refunding bond SPUR is stable, and the outlook on the series 2004
revenue bond rating (arena project) is negative.


STONEWALL GAS: S&P Assigns 'B-' CCR & Rates $350MM Sr. Loan 'B'
---------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B-'
corporate credit rating to Stonewall Gas Gathering LLC.  The
outlook is stable.

At the same time, S&P assigned its 'B' issue-level rating and '2'
recovery rating to the company's $350 million senior secured term
loan B due 2022.  The '2' recovery rating indicates that lenders
can expect substantial (70% to 90%) recovery if a payment default
occurs.

The 'B-' corporate credit rating reflects S&P's assessment of
Stonewall's "vulnerable" business risk profile and "highly
leveraged" financial risk profile.  S&P's ratings also reflect the
company's limited scale, lack of geographic diversity, and elevated
construction risk over the next 12 months.  Only partially
offsetting these factors is the fee-based nature of the company's
contracts once the system becomes operational.  Stonewall also has
high financial leverage, with expected 2016 debt to EBITDA above
5x.

Stonewall is majority owned by M3 Midstream LLC, an investment
vehicle for the Momentum Energy Group (which is majority owned by
Yorktown Energy Partners).  Stonewall is a single-asset gathering
pipeline system located in the southwestern part of the Marcellus
shale play.  As such, it lacks geographic and basin diversity.

"The stable outlook reflects our expectation that the company will
complete the project on time and within budget and the interest
reserve will cover debt service until construction is complete,"
said Standard & Poor's credit analyst Mike Llanos.

S&P could lower the rating if liquidity becomes constrained as a
result of cost overruns and the project falling materially behind
schedule, warranting a downgrade into the 'CCC' category.

S&P could consider higher ratings if the company completes the
project on time and within budget while maintaining leverage below
5x.  S&P could also consider higher ratings if the previously
mentioned companies exercise their option for an ownership stake in
the system and proceeds are used to pay down debt.



SUN BANCORP: Amends 1.1 Million Common Shares Resale Prospectus
---------------------------------------------------------------
Sun Bancorp, Inc., filed an amended Form S-3 registration statement
with the U.S. Securities and Exchange Commission relating to the
offering by Bridge Equities III, LLC, Endeavour Regional Bank
Opportunities Fund II LP, PRB Investors, L.P., et al., of up to
1,133,144 shares of common stock of the Company.

The Company will not receive any of the proceeds from the sale of
any shares of common stock by the Selling Stockholders, but the
Company will incur expenses in connection with the registration of
these shares.

The Company's common stock is listed and traded on the NASDAQ
Global Select Market under the symbol "SNBC."  The last reported
sale price on Nov. 24, 2014, was $18.83 per share.

A full-text copy of the Form S-3/A is available for free at:

                        http://is.gd/UR2pdr

                         About Sun Bancorp

Sun Bancorp, Inc. (NASDAQ: SNBC) is a bank holding company
headquartered in Vineland, New Jersey, with its executive offices
located in Mt. Laurel, New Jersey.  Its primary subsidiary is Sun
National Bank, a full service commercial bank serving customers
through more than 60 locations in New Jersey.

On April 15, 2010, Sun National Bank entered into a written
agreement with the OCC which contained requirements to develop and
implement a profitability and capital plan which provides for the
maintenance of adequate capital to support the Bank's risk profile
in the current economic environment.

Sun Bancorp reported a net loss available to common shareholders
of $9.94 million in 2013, a net loss available to common
shareholders of $50.5 million in 2012, and a net loss available
to common shareholders of $67.5 million in 2011.

As of Sept. 30, 2014, the Company had $2.82 billion in total
assets, $2.57 billion in total liabilities and $247 million in
total shareholders' equity.


SWEISS PETROL: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Sweiss Petrol, Inc.
           dba Reseda Mobil
        18056 Saticoy St.
        Reseda, CA 91335

Case No.: 14-15679

Chapter 11 Petition Date: December 31, 2014

Court: United States Bankruptcy Court
       Central District of California (San Fernando Valley)

Judge: Hon. Maureen Tighe

Debtor's Counsel: Steven R Fox, Esq.
                  LAW OFFICES OF STEVEN R. FOX
                  17835 Ventura Blvd Ste 306
                  Encino, CA 91316
                  Tel: 818-774-3545
                  Fax: 818-774-3707
                  Email: emails@foxlaw.com

Total Assets: $1.74 million

Total Liabilities: $2.81 million

The petition was signed by Samia Sweiss, CEO.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/cacb14-15679.pdf


SYLVA CORP: Court Writes Checklist for Disputed Equipment Leases
----------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that the U.S. Bankruptcy Appellant Panel for the
Eighth Circuit, in a case involving a lease of personal property
that expired before bankruptcy, wrote an opinion that reads like a
checklist telling bankruptcy judges the sequence of rulings to make
when a lessor of equipment files a disputed claim for rent accruing
after bankruptcy.

According to the report, the appellate panel reversed a bankruptcy
judge's prior decision, saying that if the lower court concludes
the arrangement was a true lease, the bankruptcy judge must follow
Section 365(d)(5) of the Bankruptcy Code, which makes payment of
rent mandatory 60 days after bankruptcy.  Under Section 365, the
burden is on the bankrupt to show that the equities of the case
give grounds for denying an administrative claim, the report
related.

The case is GE Capital Commercial Inc. v. Sylva Corp. (In re Sylva
Corp.), 14-6016, 2014 BL 334252, U.S. Eighth Circuit Bankruptcy
Appellate Panel (St. Louis).


T-L CHEROKEE: Judge Approves Valley View Loan Agreement
-------------------------------------------------------
T-L Cherokee South LLC received approval from U.S. Bankruptcy Judge
J. Philip Klingeberger to enter into a loan modification agreement
with Valley View State Bank.

Under the agreement, the maturity date for the $1.75 million loan
provided by the bank will be extended to Dec. 1, 2017 from Dec. 1,
2014.  Further, the interest rate for the loan will be reduced to
6% from 7.75%.

T-L Cherokee availed the loan to pay the costs of the redevelopment
of the Cherokee South Shopping Center in Overland Park, Kansas.
The company bought the shopping center in 2004.

A copy of the agreement is available without charge at
http://is.gd/TVmcVB
  
                        About T-L Cherokee

T-L Conyers LLC, T-L Cherokee South, LLC, and two affiliates
sought Chapter 11 protection in Hammond, Indiana, on Feb. 1, 2013.

The Debtors are represented by David K. Welch, Esq., at Crane,
Heyman, Simon, Welch & Clar, in Chicago.

The Debtors own various shopping centers in Georgia and Kansas.

T-L Cherokee South (Bankr. N.D. Ind. Case No. 13-20283) estimated
assets and debts of $10 million to $50 million.  T-L Cherokee owns
and operates a commercial shopping center in Overland Park, Kansas
known as "Cherokee South Shopping Center".

The Debtors are entities managed by Westchester, Illinois-based
Tri-Land Properties, Inc., which sought Chapter 11 protection (Case
No. 12-22623) on July 11, 2012.



TARGETED MEDICAL: President Dave Silver Quits as No Deal Reached
----------------------------------------------------------------
The Employment Agreement dated Nov. 28, 2011, between Dr. David
Silver, president and chief operating officer, and Targeted Medical
Pharma, Inc., expired on Dec. 31, 2014.

On Dec. 11, 2014, Dr. Silver notified the Company that if an
agreement was not reached for continuation of his employment, then
he intended to resign his position.  Despite efforts by the Company
and Dr. Silver to reach an agreement over the terms of his
employment agreement, the parties were unable to reach an
agreement.  Dr. Silver completed his duties until Dec. 31, 2014.

Dr. Silver's departure was not as a result of any disagreement with
the Company on any matter relating to the Company's operations,
policies or practices, according to a regulatory filing with the
u.s. Securities and Exchange Commission.

                      About Targeted Medical

Los Angeles, Calif.-based Targeted Medical Pharma, Inc., is a
specialty pharmaceutical company that develops and commercializes
nutrient- and pharmaceutical-based therapeutic systems.

Targeted Medical reported a net loss of $9.33 million on $9.55
million of total revenue for the year ended Dec. 31, 2013, as
compared with a net loss of $9.58 million on $7.29 million of
total revenue in 2012.

Marcum LLP, in Irvine, CA, issued a "going concern" qualification
on the consolidated financial statements for the year ended
Dec. 31, 2013.  The independent auditors noted that the Company
has incurred significant net losses since its inception, and has
an accumulated deficit of $23,022,407 as of Dec. 31, 2013, and
incurred a net loss of $9,337,618 and negative cash flows from
operations of $2,046,586 for the year ended Dec. 31, 2013.

The Company's balance sheet at Sept. 30, 2014, showed $3.22
million in total assets, $11.92 million in total liabilities and a
$8.70 million total stockholders' deficit.


TIFFANI HILL: NWC Violated Automatic Stay, Montana Judge Says
-------------------------------------------------------------
Judge Ralph B. Kirscher of the U.S. Bankruptcy Court for the
District of Montana granted Tiffani Ann Hill's motion for sanctions
against LPH, Inc., doing business as Northwest Collectors, for
willful violation of the automatic stay.

The Court also (1) disallowed as void NWC's claim for postpetition
collection charges in the amount of $127; (2) awarding the Debtor
$300 in emotional distress damages against NWC; (3) awarding the
Debtor $300 in punitive damages against NWC; and (4) awarding the
Debtor $312 in attorney's fees against NWC.

The motion for sanctions arose from NWC's sending of a collection
report, which included a scheduled debt of the Debtor to a credit
reporting agency after the date of the filing of the Debtor's
bankruptcy petition.  NWC filed an objection.

The Debtor had a charge account agreement with Beaches Beauty
Supply of Missoula.   The Debtor owed Beaches $381.  Because the
Debtor is delinquent on her account, Beaches turned it over to NWC
for collection.

A full-text copy of the Memorandum dated December 4, 2014, is
available at http://bit.ly/1HDcXVmfrom Leagle.com.

Tiffani Ann Hill filed a Chapter 7 bankruptcy petition (Bankr. D.
Mont. Case No. 14-60302-7) on March 25, 2014.  The Debtor is a
mother with two young children, who was divorced at the time she
filed her bankruptcy petition.  She is self-employed at a nail
salon she owns in Great Falls called "Tips by Tif" from which she
earns most of her income, in addition to alimony/child support.


TIGER AXLES: Court Confirms Reorganization Plan
-----------------------------------------------
Judge Jeffrey P. Norman of the U.S. Bankruptcy Court for the
Western District of Louisiana confirmed Tiger Axles, Inc.'s Plan of
Reorganization dated October 17, 2014.

The Court also approved the Debtor's Disclosure Statement pursuant
to Section 1125(f) of the Bankruptcy Code.

The Debtor is discharged from each debt or claim that arose against
it prior the date of the Confirmation Order, provided that nothing
in this Order or in the Plan will operate as a discharge of the
Debtor from claims, obligations, or liabilities to be paid or
performed under the Plan or any agreement executed in conjunction
with the Plan.

The Plan proposes to pay creditors of the Debtor from cash flow
from its operations and, if necessary, capital contributions from
its equity security holder.  The Plan provides for three classes of
secured claims, two classes of unsecured claims, and one class of
equity security holders.  Unsecured creditors holding allowed
claims will receive distributions, which the proponent of this Plan
has valued at approximately one-hundred cents on the dollar.

A full-text copy of the December 5, 2014 Confirmation Order is
available at http://bit.ly/1BEkLCyfrom Leagle.com.   

Tiger Axles, Inc. filed a Chapter 11 bankruptcy petition (Bankr.
W.D. La. Case No. 14-10896) on April 22, 2014.  The Debtor was
engaged in operating an axle and light custom trailer manufacturing
facility and retail sales and services business located in
Shreveport, Louisiana.


TITAN ENERGY: Cancels Common Stock Registration
-----------------------------------------------
Titan Energy Worldwide, Inc., filed a Form 15 with the U.S.
Securities and Exchange Commission to terminate the registration of
its common stock under Section 12(g) of the Securities Exchange Act
of 1934.

Effective as of 10:20 a.m., Pacific Standard Time on Dec. 31, 2014,
Titan Energy merged with and into PTES Acquisition II Corp., with
PTES II surviving the merger.  As a result of the merger, all of
the Titan Energy's shares of common stock outstanding immediately
prior to the merger were converted into the right to receive
$0.0007 per share of outstanding common stock.  Accordingly, as of
Dec. 31, 2014, Titan Energy ceased to exist and there are no
holders of record of common stock of the Company.  PTES II has one
holder of record of its common stock.

Prior to the Merger, PTES Acquisition had completed the acquisition
of 100% of the Series D Convertible Preferred Stock from 24
individual stockholders and owned 96% of the outstanding shares of
Titan Energy's capital stock entitled to vote on a merger.

                         About Titan Energy

New Hudson, Mich.-based Titan Energy Worldwide, Inc., is a
provider of onsite power generation, energy management and energy
efficiency products and services.

Titan Energy reported net profit of $108,200 on $21.9 million of
net sales for the year ended Dec. 31, 2013, as compared with a net
loss of $1.65 million on $19.2 million of net sales during the
prior year.

The Company's balance sheet at March 31, 2014, showed $6.15
million in total assets, $10.3 million in total liabilities and a
$4.15 million total stockholders' deficit.

"The Company believes it can be profitable for the year 2014 as
some of the factors that created the loss were due to extreme
weather conditions and Management believes it has put into place
new processes and procedures that should mitigate the impact of
these types of conditions in the future.  In addition, the Company
is in the process of restructuring its balance sheet.  If
successful, this should allow the Company to gain access to
capital at a reduced rate.  However, the accumulated deficit and
the notes that are in default raise substantial doubt as to the
Company's ability to continue as a going concern," the Company
stated in the Form 10-Q for the period ended March 31, 2014.


TRUMP ENTERTAINMENT: Levine Gets $1.25MM Lien Past Icahn Entities
-----------------------------------------------------------------
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware granted in part the motion of Levine, Staller, Sklar, Chan
& Brown, P.A., to fix the value and priority of, and allowing its
claim as secured in full.

Debtors Trump Plaza Associates, LLC, Trump Taj Mahal Associates,
LLC, Trump Marina Associates, LLC, and their lenders -- Icahn
Agency Services, LLC, Icahn Partners LP, Icahn Partners Master
Fund, LP, and IEH Investments I LLC -- opposed the Motion.  The
Icahn Entities claim they hold a secured first lien against all of
the Debtors' assets.

But Judge Gross ruled that the Charging Lien attaches to the
Debtors' cash, and that the Firm's Charging Lien, although secured,
is behind the lien of the Icahn Entities.

Prior to the Debtors' bankruptcy filing, in early 2008, the Debtors
engaged the Firm to file tax appeals on their behalf in the Tax
Court of New Jersey for casino hotel properties, which they owned.
The Firm achieved a settlement in June 2012, which resulted in a
reduction of the tax assessments on the Debtors' properties and a
cash refund of $35.5 million in cash and $15 million in credits
against future taxes due and owing for Trump Taj Mahal in calendar
year 2013.

The Firm had undertaken the representation pursuant to a written
agreement, dated June 17, 2008, and the Firm agreed to be paid a
reduced hourly rate, which would be credited against a contingency
fee of 17.5% based on any tax savings from the appeals.

As agreed, the Firm filed a Notice of Motion Establishing and
Perfecting Attorney's Charging Lien with the Tax Court and served a
copy on Stroock & Stroock & Lavan, the Debtors' present bankruptcy
counsel.  On December 24, 2012, the Tax Court entered an Order
Establishing and Perfecting Levine Staller's Attorney's Charging
Lien in the amount of the contingent fee.

On July 31, 2014, the Debtors informed the Firm that they would not
pay the last installment of $1.25 million of the Charging Lien.  In
response, on August 5, 2014, the Firm filed a Notice of Motion to
Enforce its Perfected Charging Lien in the Tax Court.  Although
they opposed the motion, the Debtors unequivocally acknowledged
they owed the $1.25 million to the Firm.

A full-text copy of the Memorandum Opinion dated December 5, 2014,
is available at http://bit.ly/1xsQYxafrom Leagle.com.

                About Trump Entertainment Resorts

Trump Entertainment Resorts Inc., owner of the Atlantic City
Boardwalk casinos that bear the name of Donald Trump, returned to
Chapter 11 bankruptcy (Bankr. D. Del. Case No. 14-12103) on
September 9, 2014, with plans to shutter its casinos.

TER and its affiliated debtors own and operate two casino hotels
located in Atlantic City, New Jersey.  TER said it will close the
Trump Taj Mahal Casino Resort by Sept. 16, 2014, and, absent union
concessions, the Trump Plaza Hotel and Casino by Nov. 13, 2104.

The Debtors have sought an order authorizing the joint
administration of their Chapter 11 cases and the consolidation
thereof for procedural purposes only.  Judge Kevin Gross presides
over the Chapter 11 cases.

The Debtors have tapped Young, Conaway, Stargatt & Taylor, LLP, as
counsel; Stroock & Stroock & Lavan LLP, as co-counsel; Houlihan
Lokey Capital, Inc., as financial advisor; and Prime Clerk LLC, as
noticing and claims agent.

TER estimated $100 million to $500 million in assets as of the
bankruptcy filing.

The Debtors as of Sept. 9, 2014, owe $285.6 million in principal
plus accrued but unpaid interest of $6.6 million under a first lien
debt issued under their 2010 bankruptcy-exit plan.  The Debtors
also have trade debt in the amount of $13.5 million.

The U.S. Trustee for Region 3 on Sept. 23 appointed seven creditors
of Trump Entertainment Resorts, Inc., to serve on the official
committee of unsecured creditors.  The Committee tapped Gibbons
P.C. as its co-counsel, the Law Office of Nathan A. Schultz, P.C.,
as co-counsel, and PricewaterhouseCoopers LLP as its financial
advisor.


U.S. ESTATES: Case Summary & 2 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: U.S. Estates, L.L.C.
        6163 Main Street
        Voorhees, NJ 08043

Case No.: 15-10231

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: January 7, 2015

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

Judge: Hon. Gloria M. Burns

Debtor's Counsel: Robert H. Johnson, Esq.
                  ROBERT H. JOHNSON, LLC
                  1818 Old Cuthbert Road, Suite 107
                  Cherry Hill, NJ 08034
                  Tel: 856-298-9328
                  Email: ecfmail@rhjlaw.com

Total Assets: $250,000

Total Liabilities: $1.14 million

The petition was signed by Raymond Persia, managing member.

A list of the Debtor's two largest unsecured creditors is available
for free at http://bankrupt.com/misc/njb15-10231.pdf


UNITED CONTINENTAL: 13 Senior FAs File Whistleblower Suit
---------------------------------------------------------
Susan Carey, writing for The Wall Street Journal, reported that 13
senior flight attendants at United Continental Holdings Inc., who
were fired last year for refusing to staff a plane bound for Hong
Kong on security fears, filed a whistleblower complaint, seeking to
be reinstated with back pay and compensatory damages.

According to the Journal, citing the complaint with the U.S. Labor
Department’s Occupational Safety and Health Administration, the
attendants became aware, after a co-pilot conducted an external,
"walk-around" inspection of the plane, that unknown persons had
"written threatening words and drawn menacing images in an oil
slick" in the plane’s tail cone, including the words "BYE BYE"
and one smiling face and one with a "devilish" expression.  Such
markings could only be made by persons with security access to the
plane and the airfield—and those with a special lift, because the
location of the tail cone is 30 feet above the ground, the report
related.

                           *     *     *

The Troubled Company Reporter, on Dec. 29, 2014, reported that
Moody's Investors Service upgraded certain debt ratings of United
Continental Holdings, Inc. ("UCH"), including the Corporate Family
Rating to B1 from B2, and most of the ratings on the Enhanced
Equipment Trust Certificates ("EETCs"). Moody's affirmed the
senior secured corporate debt rating at Ba2, and downgraded the
senior unsecured corporate debt rating to B3 from B2. The
Speculative Grade Liquidity Rating is affirmed at SGL-1. The
rating outlook is positive.


UNIVERSAL CORP: Fitch Assigns 'BB' Preferred Stock Rating
---------------------------------------------------------
Fitch Ratings has assigned a 'BBB-' rating to Universal
Corporation's new senior unsecured credit agreement comprising a
$430 million revolving credit facility, a $150 million five-year
term loan A-1 facility, and a $220 million seven-year term loan A-2
facility.

The credit facility may be expanded at the company's option in an
amount up to $100 million, subject to certain conditions.  Proceeds
from the loans will be used to refinance certain existing debt, to
provide general working capital, or for other general corporate
purposes.  Financial covenants are a maximum leverage ratio of 3.0
times (x) and a minimum net worth of $1 billion.

KEY RATING DRIVERS

Leading Global Position in Tobacco Leaf Industry

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

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

Variable Tobacco Leaf Pricing Influences Profitability

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

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

Working Capital Needs Fluctuate

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

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

Commitment to Investment Grade Demonstrated with Debt Reduction

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

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

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

Solid External Liquidity Backstops Internal Cash Flow Volatility

Universal's external sources of liquidity serve as strength while
internal cash flow generation fluctuates due to inherent
unpredictability of tobacco leaf pricing.  The company had
availability under its new $430 million revolving bank agreement
maturing as of Dec. 31, 2014 and unused, uncommitted lines of
credit that totaled $230 million at the end of the second fiscal
quarter.

Fitch recognizes the additional liquidity support from uncommitted
lines of credit fully backstopped by available capacity under the
revolving credit facility; however, Fitch does consider the
uncommitted lines to be a weaker form of support.  Modest liquidity
support also comes from the company's committed inventory levels
that typically represent 80% of total inventory. Access to
sufficient liquidity in order to address variable working capital
needs is a key credit consideration.

Fitch anticipates no meaningful changes to dividend policy or share
repurchase activity over the ratings horizon.  Universal has
modestly increased dividends for decades and repurchased minimal
amounts of common shares over the past years.  The company paid
dividends of $46.7 million (not including the $15 million
convertible perpetual preferred stock dividend) and $23.7 million
in 2014 and the first half of 2015, respectively, and had net share
repurchases of $13.7 million and $7 million, respectively, in the
same periods.  Future dividend increases and share buy backs that
are not supported by sustained operating income increases or are
outside of historical norms, would be concerning.

RATING SENSITIVITIES

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

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

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

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

Fitch currently rates Universal as:

   -- Issuer Default Rating 'BBB-';
   -- Senior unsecured credit facility 'BBB-';
   -- Senior unsecured notes 'BBB-';
   -- Convertible perpetual preferred stock 'BB'.

The Rating Outlook is Stable.



US COAL: Can File Chapter 11 Plan Until March 4
-----------------------------------------------
The Hon. Tracey N Wise of the U.S. Bankruptcy Court for the Eastern
District of Kentucky extended the exclusive periods of Licking
River Mining LLC and its debtor-affiliates to:

  a) file a Chapter 11 plan and disclosure statement until
     March 4, 2015; and

  b) solicit acceptances of that plan until May 4, 2015.

                 About U.S. Coal and Licking River

On May 22, 2014, an involuntary Chapter 11 petition was filed
against Licking River Mining, LLC, before the United States
Bankruptcy Court for the Eastern District of Kentucky.  On May 23,
2014, an involuntary Chapter 11 petition was filed against Licking
River Resources, Inc. and Fox Knob Coal., Inc.  On June 3, 2014, an
involuntary Chapter 11 petition was filed against S.M. & J., Inc.
On June 4, 2014, an involuntary Chapter 11 petition was filed
against J.A.D. Coal Company, Inc.  On June 12, 2014, the Court
entered an order for relief in each of the bankruptcy cases.

On June 10, 2014, an involuntary Chapter 11 petition was filed
against U.S. Coal Corporation.  On June 27, 2014, the Court entered
an order for relief in U.S. Coal's bankruptcy case.

On Nov. 4, 2014, Harlan County Mining, LLC, Oak Hill Coal, Inc.,
Sandlick Coal Company, LLC, and U.S. Coal Marketing, LLC, filed
petitions in the United States Bankruptcy Court for the Eastern
District of Kentucky seeking relief under chapter 11 of the United
States Bankruptcy Code.  The Debtors' cases have been assigned to
Chief Judge Tracey N. Wise.  The Debtors are seeking to have their
cases jointly administered for procedural purposes, meaning that
upon entry of such an order all pleadings will be maintained on the
case docket for Licking River Mining, LLC, Case No. 14-10201.

U.S. Coal produces and sells thermal coal purchased primarily by
utilities and trading companies and specialty coal purchased by
various industrial customers and trading companies (known as
"stoker" coal).   U.S. Coal operates through two divisions: (1) the
Licking River Division that was formed through the acquisition of
LR Mining, LRR, and S.M. & J., and Oak Hill Coal, Inc. in January
2007 for $33 million., and (2) the J.A.D. Division that was formed
through the acquisition of JAD and Fox Knob, and Sandlick Coal
Company, LLC and Harlan County Mining, LLC in April 2008 for $41
million.  Both the LRR Division and the JAD Division are located in
the Central Appalachia region of eastern Kentucky.
The LRR Division has approximately 26.3 million tons of surface
reserves under lease.  The JAD Division has 24.4 million tons of
surface reserves, both leased and owned real property.  At present,
U.S. Coal has three surface mines in operation between the LRR
Division and JAD Division.

The Official Committee of Unsecured Creditors has tapped Barber Law
PLLC and Foley & Lardner as attorneys.

The Debtors are represented by Amelia Martin Adams, Esq., and Laura
Day DelCotto, Esq. of Delcotto Law Group PLLC; and Dennis J.
Drebsky, Esq., and Christopher M. Desiderio, Esq., of Nixon Peabody
LLP.


VERSO PAPER: Completes $1.4-Bil. Acquisition of NewPage
-------------------------------------------------------
Stephanie Gleason, writing for Dow Jones' Daily Bankruptcy Review,
reported that Verso Paper Corp. closed its $1.4 billion acquisition
of competing paper giant NewPage Holdings Inc., nearly a year to
the day after it first announced the deal.

According to the DBR report, citing a press release, the newly
combined company will be called Verso Corp., representing its
"intention to broaden its business platform and seek alternative
revenue streams."  The company will continue to be run by Verso's
current executive team, with David J. Paterson as president and
chief executive, the DBR said.

The New York Times' DealBook previously reported that Verso said
that it would sell two paper mills to settle a government antitrust
lawsuit over the $1.4 billion acquisition.

According to the DealBook report, in a lawsuit filed in the United
States District Court for the District of Columbia, the Justice
Department said that a combination of Verso and NewPage, which had
emerged from bankruptcy in 2012, would eliminate competition in the
supply of high-quality coated publication papers used for
magazines, catalogs, brochures and the like in North America.  In
addition, the merged company would control some 70 percent of the
North American label-paper market, the lawsuit alleges, the report
related.

To settle the antitrust lawsuit, NewPage is selling its paper mills
in Biron, Wis., and Rumford, Me., to  a subsidiary of the Catalyst
Paper Corporation, the DealBook said.

                   About NewPage Corp

Headquartered in Miamisburg, Ohio, NewPage Corporation was the
leading producer of printing and specialty papers in North
America, based on production capacity, with $3.6 billion in net
sales for the year ended Dec. 31, 2010.  NewPage owns paper mills
in Kentucky, Maine, Maryland, Michigan, Minnesota, Wisconsin and
Nova Scotia, Canada.

NewPage Group, NewPage Holding, NewPage, and certain of their U.S.
subsidiaries commenced Chapter 11 voluntary cases (Bankr. D. Del.
Case Nos. 11-12804 through 11-12817) on Sept. 7, 2011.  Its
subsidiary, Consolidated Water Power Company, is not a part of the
Chapter 11 proceedings.

Separately, on Sept. 6, 2011, its Canadian subsidiary, NewPage
Port Hawkesbury Corp., brought a motion before the Supreme Court
of Nova Scotia to commence proceedings to seek creditor protection
under the Companies' Creditors Arrangement Act of Canada.  NPPH is
under the jurisdiction of the Canadian court and the court-
appointed Monitor, Ernst & Young in the CCAA Proceedings.

Initial orders were issued by the Supreme Court of Nova Scotia on
Sept. 9, 2011 commencing the CCAA Proceedings and approving a
settlement and transition agreement transferring certain current
assets to NewPage against a settlement payment of $25 million and
in exchange for being relieved of all liability associated with
NPPH.  On Sept. 16, 2011, production ceased at NPPH.

NewPage originally engaged Dewey & LeBoeuf LLP as general
bankruptcy counsel.  In May 2012, Dewey dissolved and commenced
its own Chapter 11 case.  Dewey's restructuring group led by
Martin J. Bienenstock, Esq., Judy G.Z. Liu, Esq., and Philip M.
Abelson, Esq., moved to Proskauer Rose LLP.  In June, NewPage
sought to hire Proskauer as replacement counsel.

NewPage is also represented by Laura Davis Jones, Esq., at
Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, as
co-counsel.  Lazard Freres & Co. LLC is the investment banker, and
FTI Consulting Inc. is the financial advisor.  Kurtzman Carson
Consultants LLC is the claims and notice agent.

In its balance sheet, NewPage disclosed $3.4 billion in assets and
$4.2 billion in total liabilities as of June 30, 2011.

The Official Committee of Unsecured Creditors selected Paul
Hastings LLP as its bankruptcy counsel and Young Conaway Stargatt
& Taylor, LLP to act as its Delaware and conflicts counsel.

An affiliate, Newpage Wisconsin System Inc., disclosed
$509,180,203 in liabilities in its schedules.

NewPage successfully completed its financial restructuring and has
officially emerged from Chapter 11 bankruptcy protection pursuant
to its Modified Fourth Amended Chapter 11 Plan, confirmed on
Dec. 14, 2012, by the U.S. Bankruptcy Court for the District of
Delaware in Wilmington.

                         *     *     *

The Troubled Company Reporter, on July 10, 2014, reported that
Standard & Poor's Ratings Services lowered its corporate credit
rating on Memphis, Tenn.-based Verso Paper Holdings LLC to 'CC'
from 'CCC'.  The outlook is negative.

Moody's Investors Service, in June 2014, downgraded Verso Paper's
corporate family rating (CFR) to Caa3 from B3 and probability of
default rating (PDR) to Caa3-PD from Caa2-PD. Verso's liquidity
rating was also lowered to SGL-4 from SGL-3. At the same time,
Moody's lowered the ratings on Verso's $150 million asset based
revolving loan (ABL) to B2 (LGD1 4%) from Ba3 (LGD1 4%), the $50
million revolving credit facility and the $418 million senior
secured notes due 2019 rating to Caa1 (LGD2 25%) from Ba3 (LGD2
24%), the $272 million secured notes due 2019 to Caa3 (LGD4 55%)
from B3 (LGD4 54%), the $396 million fixed rate second-lien notes
to Ca (LGD5 78%) from Caa3 (LGD5 79%), the $13 million floating
rate second-lien notes due 2014 to Ca (LGD6 91%) from Caa2 (LGD5
79%) and the $143 million subordinated notes to Ca (LGD6 94%) from
Caa3 (LGD6 94%). All of the company's ratings remain under review
with direction uncertain. The rating action reflects Moody's view
that the announced agreement to acquire NewPage Corporation
(NewPage, B1, under review for downgrade) is becoming less likely
to occur as the Department of Justice continues its review, and as
Verso has been unsuccessful in its distressed exchange offer
that's a prerequisite of the acquisition. Therefore, the potential
for a higher CFR of the merged company is waning. "We believe it
very likely that Verso will default on its debt within the next
year, either via a distressed exchange as part of its attempt to
acquire NewPage, or via a filing if it fails to acquire NewPage",
said Ed Sustar, Moody's lead analyst for Verso.

                            About Verso

Verso is a North American producer of coated papers, including
coated groundwood and coated freesheet, and specialty products.
Verso is headquartered in Memphis, Tennessee, and owns three paper
mills located in Maine and Michigan.  Verso's paper products are
used primarily in media and marketing applications, including
magazines, catalogs and commercial printing applications such as
high-end advertising brochures, annual reports and direct-mail
advertising.  Additional information about Verso is available on
its Web site at http://www.versopaper.com/


VISCOUNT SYSTEMS: Issues 21.489 Series A Convertible Pref. Stock
----------------------------------------------------------------
Viscount Systems, Inc., on Dec. 31, 2014, issued a total of 21.489
Series A Convertible Redeemable Preferred Stock, par value $0.001
per share, to the outstanding holders of A Shares as dividend
payments on the A Shares for the period ended Dec. 31, 2014,
according to a regulatory filing with the U.S. Securities and
Exchange Commission.  

The A Shares issued are subject to the conversion and dividend
rights as set forth in the Certificate of Designation, Preferences
and Rights of the Series A Convertible Redeemable Preferred Stock
dated June 5, 2012, as amended Oct. 17, 2012, and March 21, 2014.

                      About Viscount Systems

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

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

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

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

The Company's balance sheet at Sept. 30, 2014, showed $2.14
million in total assets, $5.74 million in total liabilities and a
$3.59 million total stockholders' deficit.


VYCOR MEDICAL: Fountainhead Reports 50% Stake as of Dec. 31
-----------------------------------------------------------
In an amended Schedule 13D filed with the U.S. Securities and
Exchange Commission, Fountainhead Capital Management Limited
disclosed that as of Dec. 31, 2014, it beneficially owned 6,414,665
shares of common stock of Vycor Medical, Inc., representing 50
percent of the shares outstanding.  A copy of the regulatory filing
is available for free at http://is.gd/S5vglQ

                        About Vycor Medical

Boca Raton, Fla.-based Vycor Medical, Inc. (OTC BB: VYCO)
-- http://www.VycorMedical.com/-- is a medical device company
committed to making neurological brain, spinal and other surgical
procedures safer and more effective.  The Company's flagship,
Patent Pending ViewSite(TM) Surgical Access Systems represent an
exciting new minimally invasive access and retraction system that
holds the potential for speedier, safer and more economical brain,
spinal and other surgeries and a quicker patient discharge.
Vycor's innovative medical instruments are designed to optimize
neurosurgical site access, reduce patient risk, accelerate
recovery, and add tangible value to the professional medical
community.

Vycor Medical reported a net loss of $2.47 million on $1.08
million of revenue for the year ended Dec. 31, 2013, as compared
with a net loss of $2.93 million on $1.20 million of revenue for
the year ended Dec. 31, 2012.

The Company's balance sheet at Sept. 30, 2014, showed $4.45
million in total assets, $1.02 million in total liabilities and
$3.43 million in total stockholders' equity.


WASHINGTON MUTUAL: WMI Raises Close to $600MM to Pursue Buys
------------------------------------------------------------
WMI Holdings, the shell company left over from the failure of
Washington Mutual Inc., said it had sold new convertible preferred
stock to Citigroup Global Markets and KKR Capital Markets, Rami
Grunbaum, writing for The Seattle Times, reports.     

Seattle Times relates that total proceeds were $598 million, but
after expenses and fees the company will have about $568 million to
spend.  WMI Holdings Chairman Michael Willingham said in a U.S.
Securities and Exchange Commission filing, "With this capital we
intend to continue to pursue opportunities for acquisitions of
companies with operations that are complemented by the experience
and expertise of our board and management team."

                   About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- was the holding company for Washington  
Mutual Bank as well as numerous non-bank subsidiaries.

Washington Mutual Bank was taken over on September 25, 2008, by
U.S. government regulators.  The next day, WaMu and its affiliate,
WMI Investment Corp., filed separate petitions for Chapter 11
relief (Bankr. D. Del. 08-12229 and 08-12228, respectively).  WaMu
owns 100% of the equity in WMI Investment.


WEST CORP: Names Jan Madsen as New Chief Financial Officer
----------------------------------------------------------
West Corporation has appointed Jan Madsen as its new chief
financial officer and treasurer to replace Paul Mendlik, who had
previously announced his plans to retire.  Mr. Mendlik will remain
the Company's CFO through the filing of the Company's 2014 Form
10-K and has agreed to a two-year consulting agreement post
retirement to help ensure a smooth transition.

As West's CFO, Ms. Madsen will be responsible for leading the
Company's global accounting, finance and treasury functions.  
Ms. Madsen has nearly 30 years of professional experience in
accounting and finance.  She comes to West from Creighton
University, where she had overall financial responsibility for the
University.  Ms. Madsen previously served as the chief financial
officer for the $2 billion Financial Services Division of First
Data Corporation.  In her 14-year career at First Data, Ms. Madsen
also managed many other operational and finance departments,
including treasury and settlement operations, corporate financial
planning and analysis and six sigma.  Ms. Madsen graduated from the
University of Nebraska-Lincoln with a major in Accounting and is a
Certified Public Accountant.  She is actively involved in the Omaha
community, currently serving on the Board of Big Brothers Big
Sisters of the Midlands.

"I would like to thank Paul for his contribution to West over the
past 12 years.  Paul helped oversee the Company during a period of
significant growth and change and leaves behind a highly profitable
company with a strong financial foundation," said Tom Barker,
chairman and chief executive officer of West Corporation. "I am
excited to welcome Jan to West following an extensive search
effort.  Jan is a highly talented financial executive with deep
experience both for a publicly traded company and in the
not-for-profit sector.  We look forward to Jan's leadership as we
manage the Company through the next phase of its growth."

In anticipation of Ms. Madsen's appointment, the Company entered
into its standard form of indemnification agreement as well as an
employment agreement with Ms. Madsen.  Ms. Madsen also received an
award of 37,500 shares of restricted stock granted under the terms
of the West Corporation 2013 Long-term Incentive Plan and the
Company's previously approved form of restricted stock award
agreement, which award vests over a four-year period.

Ms. Madsen's initial base salary under the Employment Agreement is
$400,000 annually.

A full-text copy of the Employment Agreement is available for free
at http://is.gd/PI9cTK

                       About West Corporation

Omaha, Neb.-based West Corporation is a global provider of
communication and network infrastructure solutions.  West helps
manage or support essential enterprise communications with services
that include conferencing and collaboration, public safety
services, IP communications, interactive services such as automated
notifications, large-scale agent services and telecom services.

West Corp posted net income of $143.2 million in 2013 as compared
with net income of $126 million in 2012.

As of Sept. 30, 2014, the Company had $3.92 billion in total
assets, $4.61 billion in total liabilities, and a $685 million
stockholders' deficit.

                          *     *     *

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

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



WET SEAL: Hires Klee Tuchin as Restructuring Lawyers
----------------------------------------------------
Stephanie Gleason and Lillian Rizzo, writing for Dow Jones' Daily
Bankruptcy Review, reported that Wet Seal Inc. has hired Klee,
Tuchin, Bogdanoff & Stern LLP, as restructuring counsel to help the
struggling teen retailer with a potential bankruptcy filing.

As previously reported by The Troubled Company Reporter, Wet Seal
said it would close 66% of its stores and lay off 3,695 employees
in a last-ditch effort for the struggling teen retailer to stave
off bankruptcy.

Wet Seal has warned it may file for bankruptcy protection if the
teen apparel retailer is unsuccessful in the very near term in
addressing its immediate liquidity needs.  The retailer had
previously engaged Houlihan Lokey and FTI Consulting to help it
explore financing alternatives.

The retailer's store closings announcement follows a Jan. 2
revelation by the Foothill Ranch, Calif.-based mall-based chain
that it had received a notice of default from Hudson Bay Master
Fund Ltd., the holder of its senior convertible note.  It has a
forbearance agreement with the debt holder until Jan. 12.

The Wet Seal, Inc. -- http://www.wetsealinc.com/-- is a specialty

retailer of fashionable and contemporary apparel and accessory
items.  The Company was incorporated in Delaware and is
headquartered in Foothill Ranch, California.


WET SEAL: To Close 66% of Stores to Avert Bankruptcy
----------------------------------------------------
Chelsey Dulaney, writing for The Wall Street Journal, reported that
Wet Seal Inc. said it would close 66% of its stores and lay off
3,695 employees in a last-ditch effort for the struggling teen
retailer to stave off bankruptcy.  According to the Journal, Wet
Seal said the decision to close the 338 stores came after an
assessment of its financial condition left it no alternatives.

As previously reported by The Troubled Company Reporter, citing The
Wall Street Journal, Wet Seal warned it may file for bankruptcy
protection if the teen apparel retailer is unsuccessful in the very
near term in addressing its immediate liquidity needs.  The
retailer had previously engaged Houlihan Lokey and FTI Consulting
to help it explore financing alternatives.

Richard Collings, writing for The Deal, said Wet Seal's stock
soared on the news nearly 111% in the Jan. 7 mid-morning trading to
12 cents per share, although still a small fraction of its 52-week
high of $2.75 per share.  The announcement, according to The Deal,
follows a Jan. 2 revelation by the Foothill Ranch, Calif.-based
mall-based chain that it had received a notice of default from
Hudson Bay Master Fund Ltd., the holder of its senior convertible
note.  It has a forbearance agreement with the debt holder until
Jan. 12, The Deal noted.

                          About Wet Seal

The Wet Seal, Inc. -- http://www.wetsealinc.com/-- is a specialty

retailer of fashionable and contemporary apparel and accessory
items.  The Company was incorporated in Delaware and is
headquartered in Foothill Ranch, California.


WOODLAKE RESORT: Dam Unsafe, Must Lower Level of Lake by 3 Feet
---------------------------------------------------------------
Steve DeVane at Fayobserver.com reports that state officials have
ordered Woodlake Resort and Country Club to lower the level of its
1,200-acre lake by three feet because a 23-foot dam is unsafe.

Fayobserver.com relates that the Company is also required to submit
a plan by March 16, 2015, to fix or breach the dam, which has
several cracks and a "void of unknown size at the bottom of the
principal spillway."  According to the report, Brad Cole, a
regional supervisor for the department's land quality section said
that state officials want the dam lowered because of problems with
the spillway.  "This is to relieve some of the stress off the dam,"
the report quoted Mr. Cole as saying.

According to Fayobserver.com, failure to comply with the order
could result in a fine of up to $500 a day.

Fayobserver.com, citing Mr. Cole, states that the Company's
officials have been cooperative.  Mr. Cole said state officials
realize the Company's bankruptcy could be complicating the
Company's efforts to deal with the dam, Fayobserver.com reports.

Woodlake Resort and Country Club is located off N.C. 690 between
Vass and Spring Lake in North Carolina.  It has two golf courses
and the spring-fed lake with boating, swimming, fishing and water
skiing.  Woodlake also is home to the historical Oates House, which
was built in 1792 in Fayetteville.  The house was moved to the
resort and renovated to serve as its clubhouse.

Fayobserver.com recalls that the Company filed for Chapter 11
bankruptcy in September 2014, with court records showing it had
$5.31 million in assets and $8.85 million in liabilities.


[*] BOOK REVIEW: Competitive Strategy for Health Care Organizations
-------------------------------------------------------------------
Authors: Alan Sheldon and Susan Windham
Publisher: Beard Books
Softcover: 190 pages
List Price:  $34.95
Review by Francoise C. Arsenault

Order your personal copy today at http://bit.ly/1nqvQ7V

Competitive Strategy for Health Care Organizations: Techniques for
Strategic Action is an informative book that provides practical
guidance for senior health care managers and other health care
professionals on the organizational and competitive strategic
action needed to survive and to be successful in today's
increasingly competitive health care marketplace. An important
premise of the book is that the development and implementation of
good competitive strategy involves a profound understanding of
change. As the authors state at the outset: "What may need to be
done in today's environment may involve great departure from the
past, including major changes in the skills and attitudes of
staff, and great tact and patience in bringing about the necessary
strategic training."

Although understanding change is certainly important in most
fields, the authors demonstrate the particular importance of
change to the health care field in the first and second chapters.
In Chapter 1, the authors review the three eras of medical care
(individual medicine, organizational medicine, and network
medicine) and lay the groundwork for their model for competitive
strategy development. Chapter 2 describes the factors that must be
taken into account for successful strategic decision-making. These
factors include the analysis of the environmental trends and
competitive forces affecting the health care field, past, current,
and future; the analysis of the competitive position of the
organization; the setting of goals, objectives, and a strategy;
the analysis of competitive performance; and the readaptation of
the business, if necessary, through positioning activities,
redirection of strategy, and organizational change.

Chapters 3 through 7 discuss in detail the five positioning
activities that are part of the model and therefore critical to
the development and implementation of a successful strategy:
scanning; product market analysis; collaboration; restructuring;
and managing the physician. The chapter on managing the physician
(Chapter 7) is the only section in the book that appears dated
(the book was first published in 1984). In this day of physician-
owned hospitals and physician-backed joint ventures, it is
difficult to envision the physician in the passive role of "being
managed." However, even the changing role of physicians since the
book's first publication correlates with the authors' premise that
their model for competitive strategic planning is based exactly on
understanding and anticipating change, which is no better
illustrated than in health care where change is measured not in
years but in months. These middle chapters and the other chapters
use a mixture of didactic presentation, graphs and charts,
quotations from famous individuals, and anecdotes to render what
can frequently be dry information in an entertaining and readable
format.

The final chapter of the book presents a case example (using the
"South Clinic") as a summary of many of the issues and strategic
alternatives discussed in the previous chapters. The final chapter
also discusses the competitive issues specific to various types of
health care delivery organizations, including teaching hospitals,
community hospitals, group practices, independent practice
associations, hospital groups, super groups and alliances, nursing
homes, home health agencies, and for-profits. An interesting quote
on for-profits indicates how time and change are indeed important
factors in strategic planning in the health care field: "Behind
many of the competitive concerns.lies the specter of the for-
profits. Their competitive edge has lain until now in the
excellence of their management. But developments in the past half-
decade have shown that the voluntary sector can match the for-
profits in management excellence. Despite reservations that may
not always be untrue, the for-profit sector has demonstrated that
good management can pay off in health care. But will the voluntary
institutions end up making the same mistakes and having the same
accusations leveled at them as the for-profits have? It is
disturbing to talk to the head of a voluntary hospital group and
hear him describe physicians as his potential competitors."


[*] UBS Whistle-Blower Birkenfeld Seeks Permit to Move to Europe
----------------------------------------------------------------
David Voreacos, writing for Bloomberg News, reported that Bradley
Birkenfeld, the former UBS AG banker who won a $104 million
whistle-blower award after serving time in U.S. prison for tax
conspiracy, now wants to move back to Europe before his term of
probation is set to end.  According to the report, Birkenfeld asked
a judge to end his probation with less than a year left or modify
its terms so he can leave the U.S.

The case is U.S. v. Birkenfeld, 08-cr-60099, U.S. District Court,
Southern District of Florida (Fort Lauderdale.).


                            *********

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.

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 nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

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 2015.  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.

                   *** End of Transmission ***