TCR_Public/150310.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Tuesday, March 10, 2015, Vol. 19, No. 69

                            Headlines

1910 PARTNERS: Hawaii Judge Narrows Counterclaims in AOAO Suit
ALCO STORES: Has Until April 10 to File Plan
ALLY FINANCIAL: Moody's Affirms 'Ba3' Corporate Family Rating
AQUATIC POOLS: Voluntary Chapter 11 Case Summary
ASHER INVESTMENT: Case Dismissed After $6.5-Mil. Loan Approved

ASHER INVESTMENT: Chapter 11 Case Dismissed as of March 2
ASSI IRVINE: Hanmi Bank to Auction Off Assets on March 16
AUTOMATED BUSINESS: Can Access Cash Collateral Until March 31
AZIZ CONVENIENCE: Keen-Summit Substitutes as Investment Banker
AZIZ CONVENIENCE: Premium Finance Agreement with IPFS Approved

BIOSCRIP INC: Moody's Lowers CFR to 'Caa1', Outlook Stable
BPZ RESOURCES: Case Summary & 20 Largest Unsecured Creditors
BPZ RESOURCES: Files Voluntary Chapter 11 Bankruptcy Petition
BROWN PUBLISHING: May 14 Trial in Trust Suit v. D&Os et al.
BRUSH CREEK: Wants Lending Agreement with Richard Landy Approved

CACHE INC: GA Begins "Going-Out-of-Business" Sales at 153 Stores
CALFRAC WELL: Moody's Alters Outlook to Negative & Affirms Ba3 CFR
CANAL ROAD HOMES: Case Summary & 3 Largest Unsecured Creditors
CHASSIX INC: Missed Loan Payment, In Talks with Noteholders
CIT GROUP: Moody's Lowers Senior Unsecured Rating to 'B1'

CJ HOLDING: Moody's Rates New $1.06BB Term Loans 'Ba3'
CLOUDEEVA INC: Trustee Taps CohnReznick as Financial Advisor
CLOUDEEVA INC: Trustee Wants to Hire Hellring as Attorney
COMSTOCK MINING: Has Agreement to Borrow $5MM From Auramet
CONGREGATION BIRCHOS: Lists $31.6M in Assets, $10.3M in Debt

CONGREGATION BIRCHOS: Section 341(a) Meeting Set for April 9
CONNACHER OIL: Moody's Lowers PDR to 'C-PD/LD' & CFR to 'C'
CREEKSIDE ASSOCIATES: Cash Access Hearing Continued Until April 29
CROCKETT, TX: Moody's Affirms 'Ba1' Rating on 2004 Tax Bonds
CUI GLOBAL: Completes $5.2-Mil. Purchase Agreement with Tectrol

DAST BARRANCA: Foreclosure Sale Set for March 25
DIOCESE OF HELENA: Judge OKs $21MM Plan for Sexual Abuse Victims
DISTRICT AT MCALLEN: Villeda to Replace Oliva as Counsel
DOLLAR TREE: Gains Top Spot in Retail After Merger, Says Moody's
DOMUM LOCIS: Wants Plan Filing Deadline Move to July 31

DPX HOLDINGS: Moody's Says IRIX Acquisition is Credit Negative
DUNE ENERGY: Case Summary & 20 Largest Unsecured Creditors
DUNE ENERGY: Files Voluntary Chapter 11 Bankruptcy Petition
DVORKIN HOLDINGS: Court to Take Up ASM's Plan at March 31 Hearing
DVORKIN HOLDINGS: Trustee Gets Approval to Sell Chicago Apartment

E.H. MITCHELL: Wins Nod to Tap Dane S. Ciolino as Expert
ENERGY FUTURE: Court Amends Employment of Greenhill & Co.
ENERGY XXI: S&P Lowers Rating on Sr. Secured 2nd Lien Notes to 'B'
ESCO MARINE: Case Summary & 20 Largest Unsecured Creditors
EWT HOLDINGS: Moody's Assigns 'B2' CFR, Outlook Stable

G & K ENTERPRISES: Case Summary & 15 Largest Unsecured Creditors
GARLOCK SEALING: Belluck & Fox Can't Move Asbestos Suit to NY
GENERAL MOTORS: Sets Buyback, Placating Activists
GROUP HEALTH: S&P Affirms Then Withdraws 'BB' Ratings
HAMPTON COUNTY SCHOOL: Moody's Affirms Ba3 Rating on $5.2MM GO Debt

HD SUPPLY: Presents at Raymond James Investors Conference
HELLAS TELECOM: TPG, Apax Fail in 2nd Attack on $1.1B Clawback Suit
HERCULES OFFSHORE: Moody's Cuts CFR to Caa2, Outlook Negative
HIPCRICKET INC: SITO to Sue if Co. Pursues Rival Ch. 11 Bid
HOLDER GROUP: Amends Schedules of Assets and Liabilities

HYDROCARB ENERGY: Files 2nd Changes to Jan. 31, 2014 Form 10-Q
IGATE CORP: S&P Raises CCR to 'BB' on Lower Leverage
IKARIA INC: Moody's Reviews 'B2' Corp Family Rating for Upgrade
IMPLANT SCIENCES: Amends Change of Control Payment Plan
ITHACA ENERGY: Moody's Lowers CFR to 'B3', Outlook Negative

ITR CONCESSION: Special Committee's Sale Incentive Plan Approved
ITRON INC: S&P Affirms Then Withdraws 'BB' CCR
KIOR INC: Auction Cancelled Due to Lack of Bids
KONIGSBERG INSTRUMENTS: Tiger Group to Auction Assets on March 17
LEHIGH VALLEY RACQUET: $75K in Refunds to Be Given to Gym Members

LIGHTSQUARED INC: Has $400 Million in New Cash
M&M FUEL OIL: Case Summary & 12 Largest Unsecured Creditors
MATAGORDA ISLAND: Court Denies SHAMROCK's Bid for Lift of Stay
MICHAEL TRUSSEL: Court Won't Compel Debtor to Surrender Property
MOBERLY, MO: S&P Revises Outlook to Positive & Affirms 'B' ICR

MONESSEN, PA: Moody's Cuts $7.3MM GO Debt Rating to 'Ba1'
MORGAN HILL PARTNERS: Case Summary & 2 Top Unsecured Creditors
MORGAN HILL PARTNERS: Section 341(a) Meeting Set for April 8
MUSCLEPHARM CORP: Promotes John Price to Chief Financial Officer
MVB HOLDING: Has Until April to File Chapter 11 Plan

NEWFIELD EXPLORATION: Moody's Rates New $500MM Notes 'Ba1'
NII HOLDINGS: Plan Outline Hearing Moved to March 16
NORBORD INC: Moody's Affirms 'Ba2' Corp. Family Rating
NW VALLEY: Amends Schedules of Assets and Liabilities
OPTIMA SPECIALTY: S&P Revises Outlook to Neg. & Affirms 'B' CCR

PANDA TEMPLE: S&P Retains 'B' Rating After Term Loan Upsize
PARK MERIDIAN: Has Until March 30 to File Schedules
PATERSON PARKING: Moody's Affirms 'Ba1' Rating, Outlook Stable
PERMIAN HOLDINGS: Moody's Cuts CFR to Caa1, Outlook to Negative
PETTERS GROUP: Trustee’s $92.7-Mil. Feeder Fund Settlement
Approved

PHOENIX PAYMENT: Wants to File Chapter 11 Plan Until May 1
POINT BLANK: Deadline to Remove Suits Extended to June 30
PORT AGGREGATES: Gets Final OK to Incur Debt and Access Cash
PORTER MILL ROAD: Case Summary & 2 Largest Unsecured Creditors
RADIOSHACK CORP: Court Directs Appointment of Ombudsman

RADIOSHACK CORP: To Auction 170 More Leases
RELIANCE INTERMEDIATE: Moody's Lowers Corp. Family Rating to Ba2
RELIANCE INTERMEDIATE: S&P Revises Outlook & Affirms 'BB+' CCR
RG STEEL: $97MM PBGC Suit vs. Rennert Heads for July Trial
RIENZI & SONS: Bankruptcy Stays Lawsuit Against N. Puglisi

ROSEVILLE SENIOR: Lender Wants Monthly Payments Hiked to $100K
SABINE OIL: Gets Default Notice From Wilmington Savings
SABINE OIL: Moody's Cuts CFR to Caa1, Alters Outlook to Negative
SABINE OIL: Noteholders Accelerate $578MM in Bonds
SEA SHELL: U.S. Trustee Wants Case Dismissed or Converted

SERVICEMASTER CO: New Refinancing Does Not Affect Moody's 'B2' CFR
SERVICEMASTER CO: S&P Retains 'B' CCR Over $175MM Issuance
SEVEN S CAPITAL: Involuntary Case Dismissed After Deal
SHILO INN: Sale Hearing Today on Rose Garden's Portland Asset
ST SIMONS: Inks Deal with Secured Lender; Case Dismissed

STANFORD GROUP: Former Workers Can't Force Arbitration, SEC Says
T-L CONYERS: Parties Extended Cash Collateral Use Until April 30
TARGET CANADA: $1.9-Bil. Debt Under Court Review
TENGION INC: Court Approves RegenMedTX's $22-Mil. Bid for Assets
TITAN INT'L: Moody's Lowers CFR to 'B3', Outlook Stable

TRACK GROUP: Sapinda Asia Says it Owns More Than 50% Stake
TRANSALTA CORP: Moody's Affirms (P)Ba2 Preferred Stock Shelf Rating
TRONOX LIMITED: Moody's Cuts Corp. Family Rating to B1
TRUMP ENTERTAINMENT: Robbins Russell Approved to Handle CBA Appeal
TRUMP ENTERTAINMENT: Taj Mahal Casino Will Retain "Trump" Name

TUSA-EXPO HOLDINGS: Loses Dist. Court Appeal in Clawback Suit
TYKHE CORPORATION: Case Summary & 13 Largest Unsecured Creditors
ULTIMATE NUTRITION: Can Hire Pullman & Comley as Counsel
ULTIMATE NUTRITION: Marcum Approved as Financial Advisor
ULTIMATE NUTRITION: Proposes April 14 as Claims Bar Date

US COAL: Approved to Incur $3.5MM Factoring Loan from Porter
US COAL: Wants Sale Closing Prior to Plan Filing
VERITEQ CORP: Union Capital Reports 9.9% Stake as of March 4
VIGGLE INC: Harriet Seitler Quits as Director
WAVE SYSTEMS: Trims 2014 Net Loss by $7 Million

WBH ENERGY: Castlelake Wants Case Converted to Chapter 7
WET SEAL: US Trustee Says Committee Member Hudson Bay Resigns
[] Cozen O'Connor Expands Bankruptcy Practice with Erik Schmidt
[^] Large Companies With Insolvent Balance Sheet

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1910 PARTNERS: Hawaii Judge Narrows Counterclaims in AOAO Suit
--------------------------------------------------------------
U.S. Bankruptcy Judge Lloyd King in Hawaii limited the
counterclaims raised by debtor 1910 Partners in the lawsuit filed
against it by the Association of Apartment Owners of Canterbury
Place.

ASSOCIATION OF APARTMENT OWNERS OF CANTERBURY PLACE, Plaintiff, v.
1910 PARTNERS, a Hawaii limited partnership, and; PACIFIC GUARDIAN
LIFE INSURANCE COMPANY, a Hawaii corporation, Defendants. 1910
PARTNERS, a Hawaii limited partnership, Counter-Claimant, v.
ASSOCIATION OF APARTMENT OWNERS OF CANTERBURY PLACE,
Counterclaim-Defendant, ADV. PRO. NO. 15-90006 (D. Hawaii), was
originally filed in the First Circuit Court, State of Hawaii, as
Civil Action No. 14-1-2067-09 JHC.  Plaintiff removed the
proceeding from state court to the bankruptcy court, pursuant to 28
U.S.C. § 1452 and Bankruptcy Rule 9027.

Canterbury Place is a mixed use condominium building, with
residential, commercial, and parking units.  Plaintiff seeks to
foreclose on units owned by 1910 Partners, because of unpaid
association fees.

1910 Partners owns commercial and parking units at the Place. By
counterclaims, it seeks damages and injunctive relief against AOAO,
for alleged violations of condominium documents and agreements
between the parties.

The Plaintiff seeks to strike the Defendant's answer and to dismiss
the Defendant's counterclaims.  Plaintiff argues in support of the
motions that Defendant must pay delinquent association fees in
full, before it can ask a court to rule on its claims against the
AOAO.

In a March 4, 2015 Memorandum available at http://is.gd/DcDsprfrom
Leagle.com, Judge King granted the Plaintiff's requested relief in
part, and denied it in part.

                        About 1910 Partners

1910 Partners, a Hawaii limited partnership but based in Las Vegas,
Nevada, filed for Chapter 11 bankruptcy (Bankr. D. Hawaii Case No.
15-00009) on January 5, 2015, in Honolulu.  Judge Lloyd King
presides over the case.  Chuck C. Choi, Esq., at Wagner Choi &
Verbrugge, serves as the Debtor's counsel.  1910 Partners estimated
$1 million to $10 million in both assets and liabilities.  The
petition was signed by Bruce Stark, authorized representative.

A list of 1910 Partners' 15 largest unsecured creditors is
available for free at http://bankrupt.com/misc/hib15-00009.pdf

This is the Debtor's second voluntary Chapter 11 bankruptcy case.
It first filed for Chapter 11 (Bankr. D. Hawaii Case No. 09-01682)
on July 24, 2009.  Bankruptcy Judge Robert J. Faris presided over
the 2009 case.  Chuck C. Choi, Esq., at Wagner Choi & Verbrugge,
also served as counsel in the 2009 case.  A copy of the 2009
petition, including a list of its 18 largest unsecured creditors,
is available for free at http://bankrupt.com/misc/hib09-01682.pdf
The 2009 petition was signed by Bruce Stark, authorized
representative of the Company.



ALCO STORES: Has Until April 10 to File Plan
--------------------------------------------
BankruptcyData reported that the U.S. Bankruptcy Court issued an
order extending ALCO Stores' exclusive period during which it can
file a Chapter 11 plan through and including April 10, 2015, and
the period during which it can solicit acceptances of the plan
through and including June 9, 2015.

The Debtors, in support of their extension request, told the Court
that they have made significant good faith progress towards
reorganization.  The Debtors added they have conducted several
complicated and successful asset sales and commenced, and largely
effectuated, a comprehensive store-closing process -- including the
disposition of the related real property leases.  These processes,
conducted for the benefit of their creditors, have resulted in an
enhanced pool of assets for distribution pursuant to a Chapter 11
plan.  Moreover, they have shared drafts of a Chapter 11 plan with
the Official Committee of Unsecured Creditors, and anticipate
filing one shortly, according to the Debtors.

                         About ALCO Stores

ALCO Stores, Inc., operates 198 stores in 23 states throughout the
central United States.  ALCO offers 35,000 items at its stores,
which are located at smaller markets usually not served by other
regional or national broad line retail chains.  The company was
founded in 1901 as a general merchandising operation in Abilene,
Kansas.

ALCO is a public company, and its common stock is quoted on the
NASDAQ National Market tier of the NASDAQ Stock Market under the
ticker symbol "ALCS."

ALCO Stores and ALCO Holdings LLC sought Chapter 11 bankruptcy
protection (Bankr. N.D. Tex. Lead Case No. 14-34941) in Dallas,
Texas, on Oct. 12, 2014, with plans to let liquidators conduct
store closing sales or sell the business to a going-concern buyer.

Judge Stacey G. Jernigan presides over the Chapter 11 cases.

The Debtors have DLA Piper LLP (US) as counsel, Houlihan Lokey
Capital, Inc., as financial advisor, and Prime Clerk LLC as claims
and noticing agent.  Michael Moore has been named consultant to
the Debtors.

As of July 2014, ALCO Stores had assets totaling $222 million and
liabilities totaling $162 million.  The bulk of the liabilities
was total debt outstanding under a credit facility with Wells
Fargo Bank, National Association, of which the aggregate
outstanding was $104.2 million as of the Petition Date.

The Debtor received court approval to sell some of its real estate
along with store leases.

The U.S. Trustee for Region 6 appointed seven creditors to serve
in the official committee of unsecured creditors of ALCO Stores,
Inc.  The Law Office of Judith W. Ross serve as local counsel to
the Committee.


ALLY FINANCIAL: Moody's Affirms 'Ba3' Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service affirmed Ally Financial Inc's Ba3
corporate family rating.  Following the affirmation, Moody's will
withdraw Ally Financial Inc's corporate family rating.  Ally
Financial Inc's other long-term and short-term ratings are
unchanged.  The outlook remains positive.

Moody's has transitioned its rating analysis of Ally Financial Inc.
to Moody's bank methodology (Global Banks, published in July 2014)
from Moody's finance company methodology (Finance Company Global
Rating Methodology, published in March 2012).  Moody's does not
assign corporate family ratings under the bank rating framework and
hence will withdraw Ally's Ba3 corporate family rating.

Ally Financial Inc. is a provider of automotive financial services
with $152 billion in total assets at Dec. 31, 2014.  Subsidiary
Ally Bank offers a variety of savings and checking account
products.  

Ally Financial Inc.:

  -- Corporate family rating, affirm Ba3 and withdraw at a later
     date

The principal methodology used in this rating was Global Banks
published in July 2014.


AQUATIC POOLS: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Aquatic Pools, Inc.
           aka Aquatic Master Pools
        111 Industrial Park Loop
        Rio Rancho, NM 87124

Case No.: 15-10539

Nature of Business: Pool Installation

Chapter 11 Petition Date: March 6, 2015

Court: United States Bankruptcy Court
       District of New Mexico (Albuquerque)

Judge: Hon. David T. Thuma

Debtor's Counsel: William F. Davis, Esq.
                  WILLIAM F. DAVIS & ASSOCIATES, P.C.
                  6709 Academy NE, Suite A
                  Albuquerque, NM 87109
                  Tel: 505-243-6129
                  Fax: 505-247-3185
                  Email: daviswf@nmbankruptcy.com

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Ronald Yates, president.

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


ASHER INVESTMENT: Case Dismissed After $6.5-Mil. Loan Approved
--------------------------------------------------------------
Asher Investments Properties, LLC, sought and obtained authority
to borrow up to $6,500,000 from FP Lender, LLC, secured by a first

trust deed on the Debtor’s real property located at 249-251 South

Beverly Drive, Beverly Hills, Calif., property.

U.S. Bankruptcy Judge Barry also orders that the Chapter 11 Case
is dismissed effective upon the funding of the FP Loan.  Upon the
funding of the FP Loan, the Debtor or its counsel shall file with
the Court and serve on all parties served with the Motion, a
Notice of Effective Date of Dismissal setting forth the date that
the FP Loan funded and that the Case was dismissed as of that
date.  There will be no stay of the effectiveness of this order
absent further order of this Court or an appellate court imposing
such a stay.

Judge Russell also authorized the Debtor to execute the Loan
Documents including, without limitation, a promissory note in the
amount of the FP Loan, a trust deed on the property located at
249-251 South Beverly Drive, Beverly Hills, Calif., security
interest on the Debtor’s furniture, fixtures and equipment in the

Property, the Debtor’s lease with BJI, all rents derived from the

Property, and a UCC financing statement.

The FP Trust Deed will be senior in priority to the Itkin Second
Trust Deed, pursuant to Itkin Trust’s specific authorization for

such priority set forth in section 6 of the Itkin Settlement
Agreement.  FP Lender may record the FP Trust Deed and file a
financing statement with the California Secretary of State
perfecting its security interest on the Debtor’s furniture,
fixtures and equipment in the Property, on the Debtor’s lease
with
BJI, and all rents derived from the Property.

The Court finds that (a) the Debtor is unable to obtain credit
without providing a lender with a lien on the Property that is
senior to all existing liens and (b) the Debtor’s making of the
IDB Payoff of approximately $6,000,000 and the First Itkin Payment

in excess of $1,725,000 (thereby reducing the unpaid principal
balance of the Itkin Loans from $2,025,000 to $300,000) and the
Itkin Trust’s maintaining of its second priority trust deed
position on the Property constitutes adequate protection of the
Itkin Trust’s interest in the Propertyand its interest in any
cash
collateral.

The Debtor is also authorized to use Itkin’s purported cash
collateral to make the IDB Payoff and any remaining funds towards
payment of the First Itkin Payment and expenses of administration.

                      About Asher Investment

Asher Investment Properties, LLC, owner of a $10 million property
in Beverly Hills, California, filed a Chapter 11 bankruptcy
petition (Bankr. C.D. Cal. Case No. 14-21172) in Los Angeles, on
June 6, 2014.  Yossi Dina signed the petition as managing member.
Asher, a Single Asset Real Estate as defined in 11 U.S.C. Sec.
101(51B), disclosed $11.5 million in assets and $10.7 million in
liabilities.  Gershuni & Kate, ALC, serves as the Debtor's
counsel.  Hon. Barry Russell presides over the case.



ASHER INVESTMENT: Chapter 11 Case Dismissed as of March 2
---------------------------------------------------------
Benjamin Katz, Esq., of Gershuni & Katz, counsel of Asher
Investment Properties LLC, notified the U.S. Bankruptcy Court for
the Central District of California that the Debtor's bankruptcy
case was dismissed effective March 2, 2015.  The Debtor's case was
dismissed upon funding of loan from FP Lender LLP.

                      About Asher Investment

Asher Investment Properties, LLC, owner of a $10 million property
in Beverly Hills, California, filed a Chapter 11 bankruptcy
petition (Bankr. C.D. Cal. Case No. 14-21172) in Los Angeles, on
June 6, 2014.  Yossi Dina signed the petition as managing member.
Asher, a Single Asset Real Estate as defined in 11 U.S.C. Sec.
101(51B), disclosed $11.5 million in assets and $10.7 million in
liabilities.  Gershuni & Kate, ALC, serves as the Debtor's counsel.
Hon. Barry Russell presided over the case.


ASSI IRVINE: Hanmi Bank to Auction Off Assets on March 16
---------------------------------------------------------
Hanmi Bank, as Secured Party, will sell at public auction to the
highest bidder for cash, payable at the time of sale, the personal
property assets of Assi Super, Inc. and Assi Irvine Market LLC, dba
Assi Market, on March 16, 2015 at 10:00 a.m. at 3525 West 8th
Street, Los Angeles, California 90005.

The public sale will include, without limitation, all personal
property assets of Assi Super, Inc.  

The Collateral will be available for inspection at the sale
location on March 11, 12 and 13, 2015 from 9:00 a.m. to 3:00 p.m.
All proceeds derived from the sale will be disbursed pursuant to
the California Commercial Code.

For questions, please contact:

     Gerald Evans
     Cornerstone Equipment Management, Inc.
     4651 E Airport Drive
     Ontario, CA 91761
     Tel: 909-230-6100

The collateral will be sold "as is", "where is", and with all
faults.

Assi Super and Assi Irvine may request an accounting by calling
Jinyoung Lee at Secured Party at (213) 382-2200.

The sale of the Collateral does not affect the rights of Hanmi Bank
to foreclose upon any other collateral securing the obligations of
Assi Super and Assi Irvine owing to Hanmi Bank, or to pursue any
other rights or remedies it may have against Assi Super, Assi
Irvine or any other parties.


AUTOMATED BUSINESS: Can Access Cash Collateral Until March 31
-------------------------------------------------------------
U.S. Bankruptcy Judge Wendelin I. Lipp granted, in part, Automated
Business Power and Automated Business Power Holdings, Inc.'s motion
for authorization to use cash collateral.

The Court ordered that the cash collateral order is modified, among
other things:

   1. the Debtor is authorized to use cash collateral until
March 31;

   2. Paragraph 2.1 is modified by replacing "$20,000" with
"30,000;" and

   3. Paragraph 2.2 is modified to authorize payment of monthly
rental payments in the amount of $21,523 each to First Power Group,
LLC, as set forth in the budget.

A copy of the modified cash collateral order is available for free
at http://bankrupt.com/misc/AUTOMATEDBUSINESS_311_cashcollord.pdf

As reported in the Troubled Company Reporter on Jan. 21, 2015, the
Debtors have sought an extension of the use of PNC Bank's cash
collateral until June 30, 2015.  During the 12-month period that
the original cash collateral order has been in effect, the Debtors
have complied with all of its requirements.  There have been no
adverse changes that might cause the Court to determine that PNC
Bank is no longer adequately protected.  Indeed, there has been a
significant reduction in the amount owed to PNC Bank; the Debtor
has reduced its indebtedness to PNC Bank by more than $6.3 million,
plus interest.  Thus, the adequate protection afforded to PNC Bank
has, in reality, increased substantially since the Petition Date.

The terms of the proposed modified cash collateral order are:

a. The monthly payments due from the Debtors to PNC Bank will be
   reduced from $500,000/month to $250,000/month.  This reduction
   is necessary because the Debtors' cash flow will no longer
   allow them to reduce the indebtedness to PNC Bank by $6 million
   per year.  While the Debtors have maintained sales at a $12M
   annual level, they have not been able to increase sales on
   certain government contracts as a result of being in a Chapter
   11 proceeding.

b. The Debtors will pay the rent payable to First Power Group LLC
   for the leased premises at Rickenbacker Drive and Premiere
   Court in accordance with the terms of the Lease Agreements
   approved by the Court in its October 1, 2014 Order Approving
   Debtor's Amended Motion to Assume Building Leases.  In
   addition, in accordance with the Assumption Order, the Debtors
   will pay to First Power Group, LLC the following: (1) all
   prepetition rent arrears in a one-time payment of $73,425.00;
   and (2) all post-petition rent arrears in 48 equal monthly
   installments of $6,122.45.

c. The Debtor will pay Chapter 11 professional fees of $30,000 per
   month.  Under the original Cash Collateral Order, this amount
   was $20,000 per month.  In order to attempt to reduce unpaid
   administrative expenses, the Debtors seek to increase this
   amount.

d. The Debtors will pay consulting fees of $87,500 per quarter to
   UQU Consulting, LLC.

e. If after payment of all expenses authorized by the Debtors'
   budget, the Debtors' cash exceeds $2 Million, the amount will
   be paid to PNC Bank to reduce principal.

f. The budget also provides for a payment of $21,964.57 to the
   ESOP in order for the ESOP to make a required retirement
   contribution to the surviving spouse of Oleg Belansky a former
   employee of the Debtor.  This payment is required under the
   terms of the ESOP.  The Debtor will also make its annual
   contribution to the ESOP which is immediately returned to the
   Debtor to reduce the ESOP's promissory note to the Debtor.
   While this latter transaction has no cash impact on the Debtor,
   PNC has previously refused to allow the Debtor to make the
   contribution.  Failure to make the contribution could result in
   the ESOP losing its tax exempt status.

The Debtors have legitimate reasons to request that the terms of
the original Cash Collateral Order be modified.  The original cash
collateral order requires the Debtors to pay principal payments of
$500,000 per month, for an annual total of $6 Million.  The
Debtors' annual sales for 2014 were approximately $12 Million.
Going forward, the Debtors cannot pay one-half of the anticipated
2015 annual sales to PNC Bank.  The Debtors need to use a larger
portion of the receipts to make improvements, increase marketing
efforts and generally attempt to increase sales.  While the
Debtors anticipate that sales will increase once there is a
confirmed plan of reorganization in place, they cannot afford to
continue to make payments at the level ordered in the original
cash collateral order.

It is imperative that the Debtors is permitted to assume the
consulting agreement, commence making rent payments and consulting
fee payments that become due after Jan. 1, 2015.  As a result
of concessions made to the Debtors by Halevy entities, First Power
Group LLC and UQU General LLC, the Debtors have not made rent
payments nor have they paid consulting fees since August 2013 and
January 2013 respectively.  Onerous monthly payments to PNC Bank
must not preclude the Debtors from paying its reasonable and
necessary business expenses and properly conducting and expanding
its business.  As to Professional Fees, the Debtors anticipated
that they would see a substantial reduction in Professional Fees
once the Plan of Reorganization was confirmed.  Now, the plan
process must begin anew with an attendant increase in professional
fees.  PNC reneging on the mutually agreed upon Limited Guaranty
Agreement by attempting to change its material terms should not
delay the emergence of ABP from Chapter 11.  Finally, the proposed
cash collateral order provides that additional payments can be
made to PNC Bank, if circumstances permit.

                   PNC Bank Limited Objection

PNC Bank filed a limited objection to the Debtor's motion to extend
use of cash collateral.  The Administrative Agent does not object
to the use of cash  collateral by the Debtor through March 31,
2015, on the same terms provided in the final cash collateral
order, including the 500,000 monthly principal payments.  Certain
items should be omitted from the budget currently proposed by the
Debtors, which will make the $500,000 monthly payments readily
achievable.  In addition, in light of the increased importance of
cash to the collateral base of the Administrative Agent, the
Administrative Agent requires modest additional reporting, in the
form of 13-week projections.

                 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.



AZIZ CONVENIENCE: Keen-Summit Substitutes as Investment Banker
--------------------------------------------------------------
The Bankruptcy Court approved the assignment of the retention
agreement between Aziz Convenience Stores, L.L.C. and GA Keen
Realty Advisors, L.L.C.

The Court ordered that Keen-Summit Capital Partners LLC will be
substituted for GA Keen throughout all terms of the retention
agreement and the retention order; and

GA Keen is released from all obligations to the estate and the
estate is released from any and all obligations to GA Keen.

As reported in the Troubled Company Reporter on Jan. 27, 2015,
GA Keen and Keen Summit notified the Bankruptcy Court and
interested parties that GA Keen has assigned to Keen Summit its
rights and obligations under the retention agreement.

The retention agreement was approved on Dec. 18, 2014, pursuant to
the Court's agreed order authorizing the employment of GA Keen
Realty Advisors, L.L.C., as investment banker for the Debtor. The
order provided that the term of the agreement may be extended by
mutual consent of the parties only if lender PlainsCapital Bank
consents or by further order of the Court.

                      Objection to Assignment

Greenwich Investors XLV Trust 2013-1 objected to the motion,
stating that retention agreement fail to state whether Keen is
licensed to sell Texas real estate.  The undersigned believes that
Keen is not licensed as a broker or salesperson under Texas' Real
Estate Licensing Act.

                      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.


The Bankruptcy Court authorized Aziz Convenience Stores, L.L.C.,
to:

   i) enter into a premium finance agreement with IPFS Corporation
as to the Debtor's liquor liability policy, No. CL1634818A, issued
by United States Liability Insurance Company for the period
beginning Dec. 23, 2014; and

  ii) assume existing finance agreements with IPFS pursuant to Sec.
365 of the Bankruptcy Code.

The Debtor is authorized to grant to IPFS a first priority security
interest in the policies including (i) all money that is or may
become due under the additional agreement because of a loss under
the policies that reduces unearned premiums; (ii) any return of
premiums or unearned premiums under the policies; and (iii) and
dividends that may become due the Debtor in connection with the
policies.

In the event the Debtor defaults under the terms of the assumed
agreements or the additional agreement, IPFS may without further
order of the Court cancel the policies listed in the Assumed and
additional agreements or any amendments thereto and receive and
apply the unearned or return premiums to the account of the
Debtor.

                      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.



AZIZ CONVENIENCE: Premium Finance Agreement with IPFS Approved
--------------------------------------------------------------
The Bankruptcy Court authorized Aziz Convenience Stores, L.L.C.,
to:

   i) enter into a premium finance agreement with IPFS Corporation
as to the Debtor's liquor liability policy, No. CL1634818A, issued
by United States Liability Insurance Company for the period
beginning Dec. 23, 2014; and

  ii) assume existing finance agreements with IPFS pursuant to Sec.
365 of the Bankruptcy Code.

The Debtor is authorized to grant to IPFS a first priority security
interest in the policies including (i) all money that is or may
become due under the additional agreement because of a loss under
the policies that reduces unearned premiums; (ii) any return of
premiums or unearned premiums under the policies; and (iii) and
dividends that may become due the Debtor in connection with the
policies.

In the event the Debtor defaults under the terms of the assumed
agreements or the additional agreement, IPFS may without further
order of the Court cancel the policies listed in the Assumed and
additional agreements or any amendments thereto and receive and
apply the unearned or return premiums to the account of the
Debtor.

                      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.



BIOSCRIP INC: Moody's Lowers CFR to 'Caa1', Outlook Stable
----------------------------------------------------------
Moody's Investors Service downgraded BioScrip, Inc.'s Corporate
Family Rating to Caa1 from B3 and Probability of Default Rating to
Caa1-PD from B3-PD.  Moody's also downgraded the ratings on the
company's senior secured credit facilities to B2 from B1 and
affirmed the Caa2 rating on the company's senior unsecured notes.
The rating outlook is stable.  Concurrently, the company's
Speculative Grade Liquidity Rating was lowered to SGL-4 from
SGL-3.

The downgrade of the Corporate Family Rating reflects the further
weakening of BioScrip's operating performance, deterioration of the
company's financial metrics and Moody's view that earnings, cash
flow, and credit metrics will not meet the rating agency's previous
expectations over the next 12 to 18 months.  "BioScrip has faced
recent operating challenges and higher costs due to challenges in
collecting accounts receivable following certain acquisitions,"
stated Daniel Gonçalves, Assistant Vice President at Moody's.
"This has delayed the company's improvement in key credit metrics
by about four quarters from where we previously expected," added
Gonçalves.  The downgrade of the Speculative Grade Liquidity
Rating reflects Moody's expectation that the company will have a
weak liquidity profile, characterized by Moody's expectation that
the company will face challenges in generating positive free cash
flow and place continued reliance on the revolver.

BioScrip, Inc.:

Ratings downgraded/LGD assessments revised:

  -- Corporate Family Rating, to Caa1 from B3

  -- Probability of Default Rating, to Caa1-PD from B3-PD

  -- Senior secured revolving credit facility, to B2 (LGD 2) from
     B1 (LGD 3)

  -- Senior secured first lien term loans, to B2 (LGD 2) from B1
     (LGD 3)

  -- Speculative Grade Liquidity Rating to SGL-4 from SGL-3

The following rating was affirmed:

  -- Senior unsecured notes at Caa2 (LGD 5)

  -- The rating outlook is stable.
  
BioScrip's Caa1 Corporate Family Rating reflects the company's high
financial leverage, modest operating cash flow generation and very
weak interest coverage.  The rating also reflects risks associated
with integrating on BioScrip's historically aggressive acquisition
growth strategy and operating challenges and higher costs due to
challenges in collecting accounts receivable following certain
acquisitions.  The ratings also reflect longer-term risks
associated with the substantial portion of BioScrip's revenue
derived from Medicare, Medicaid and other government-sponsored
healthcare programs, representing roughly one-quarter of BioScrip's
revenue base.  The ratings are supported by BioScrip's considerable
scale and market position within the highly fragmented market for
home infusion services, with favorable industry dynamics including
the aging population, rising prevalence of chronic disease, and the
expansion of coverage post-ACA ("Affordable Care Act").  In
addition, while margin improvement has been slow to materialize,
Moody's expects EBITDA margins to improve due to a number of
cost-cutting initiatives and a mix shift in the direction of more
profitable core therapies (i.e. therapies requiring more immediate
medical attention).

The rating outlook is stable, and incorporates Moody's expectation
that the company will achieve margin expansion and reduce leverage
as a result of cost savings and focus on growing higher margin
therapies.

A downgrade could occur if Moody's expects free cash flow to remain
negative on a sustained basis, or if the company's liquidity
profile materially weakens.

Moody's would consider an upgrade if the company successfully
improves margins and grows EBITDA such that adjusted debt to EBITDA
is significantly reduced and positive free cash flow is expected to
be sustained.

The principal methodology used in these ratings was Global
Healthcare Service Providers 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 Elmsford, New York, BioScrip, Inc. is a national
provider of home infusion and pharmacy benefit management ("PBM")
services.  The company's clinical management programs and services
provide access to prescription medications for patients with
chronic and acute healthcare conditions, including gastrointestinal
abnormalities, infectious diseases, cancer, pain management,
multiple sclerosis, organ transplants, bleeding disorders,
rheumatoid arthritis, immune deficiencies and heart failure.  As of
November 2014, BioScrip had a total of 76 service locations across
29 states.  For the year ended Dec. 31, 2014, BioScrip generated
revenues from continuing operations of approximately $984 million.


BPZ RESOURCES: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: BPZ Resources, Inc.
        Two Westlake Bldg.
        580 Westlake Park Blvd., Ste. 525
        Houston, TX 77079

Case No.: 15-60016

Type of Business: Through its subsidiaries, BPZ is primarily
                  engaged in the exploration, development and
                  production of oil and natural gas in Peru.

                  The Debtor itself is a holding company and
                  engages in limited business operations

                  in the United States.  The business operations
                  of BPZ are primarily technical, administrative
                  and compliance related.

Chapter 11 Petition Date: March 9, 2015

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

Judge: Hon. David R Jones

Debtor's          Kristopher M. Hansen, Esq.
General           Frank A Merola, Esq.
Bankruptcy        Matthew G Garofalo, Esq.
Counsel:          Elizabeth Taveras, Esq.
                  STROOCK & STROOCK & LAVAN LLP
                  180 Maiden Lane
                  New York, NY 10038
                  Tel: (212) 806-5400
                  Fax: (212) 806-6006
                  Emails: khansen@stroock.com
                          fmerola@stroock.com
                          mgarofalo@stroock.com
                          etaveras@stroock.com

Debtor's          Walter J Cicack, Esq.
Local             HAWASH MEADE GASTON NEESE & CICACK LLP
Texas             2118 Smith Street
Counsel:          Houston, TX 77002
                  Tel: (713) 658-9001
                  Fax: (713) 658-9011
                  Email: wcicack@hmgnc.com

Debtor's          HOULIHAN LOKEY CAPITAL, INC.
Investment
Banker and
Financial
Advisor:

Debtor's          KURTZMAN CARSON CONSULTANTS
Claims and
Noticing Agent:

Audit             BAKER HOSTETLER
Committee
Special
Counsel:

Total Assets: $364.3 million

Total Debts: $275.2 million

The petition was signed by Durkin J. Ledgard, chief legal,
commercial and administrative officer.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Wells Fargo Bank N.A.,             Unsecured Note    $59,900,000
as Trustee for the 6.5%
Convertible Senior Notes
due 2015

Wells Fargo Bank N.A.,             Unsecured Note   $168,700,000
as Trustee for the 8.5%
Convertible Senior Notes
due 2017

Computershare                         Trade                 $467

Perupetro S.A.                      Guarantee       Unliquidated
                                      Holder

Bay Tract Corporation                 Trade              Unknown

CGG Services (U.S.) Inc.              Trade              Unknown

Standard & Poor's Financial           Trade              Unknown
Services (CUSIP)

Equity Methods, LLC                   Trade              Unknown

FOLIOfn Investments, Inc.             Trade              Unknown

NASDAQ OMX Corporate Solutions        Trade              Unknown

Standard & Poor's Rating Services     Trade              Unknown

T-Mobile                              Trade              Unknown

Wunderlich Securities, Inc.           Trade              Unknown

John Hancock                         Benefit             Unknown
                                    Provider

Mutual of Omaha                     Personnel            Unknown
                                    Insurance

Pay Systems of America              Benefit              Unknown
                                    Provider

Sheakley Pension Administration     Benefit              Unknown
                                    Provider

Texas Mutal Insurance Co.           Personnel            Unknown
                                    Insurance

United Healthcare                   Benefit              Unknown
                                    Provider

Texas Comptroller of Public          Taxing              Unknown
Accounts                            Authority


BPZ RESOURCES: Files Voluntary Chapter 11 Bankruptcy Petition
-------------------------------------------------------------
BPZ Resources, Inc. on March 9 disclosed that it has filed a
voluntary petition in the United States Bankruptcy Court for the
Southern District of Texas seeking relief under the provisions of
Chapter 11 of Title 11 of the United States Bankruptcy Code.   None
of the Company's direct or indirect subsidiaries has filed for
reorganization under Chapter 11.

The Company will continue to operate its business as
debtors-in-possession under the jurisdiction of the Bankruptcy
Court.  Its subsidiaries will continue to operate in the ordinary
course.  The Company is seeking approval from the Bankruptcy Court
for a variety of "first day" motions, including authority to
maintain bank accounts and other customary relief.

President and Chief Executive Officer, Manolo Zuniga, stated,
"Given the industry downturn and our inability to find a suitable
financing resolution to our current debt maturity and interest
payments, it has become necessary to pursue the Chapter 11 process.
Our efforts to negotiate additional financing to fund business
activities and pursue identified strategic alternatives were
further impeded when oil prices plummeted and production growth
faltered, creating additional obstacles to our restructuring
efforts.  We will provide updates on this process as they become
available."

Additional information can be found on the BPZ Web site at
http://www.bpzenergy.com/and http://www.kccllc.net/bpz

                          *     *     *

Patrick Fitzgerald, writing for The Wall Street Journal, reported
that BPZ Resources filed for bankruptcy protection on March 9,
after skipping a $60 million payment owed to bondholders earlier
this month.  According to the Journal, Manolo Zuniga, BPZ's chief
executive, said that the drop in oil prices and the general
"industry downturn" made if it difficult for the company to
refinance its debt.

                        About BPZ Energy

BPZ Energy -- http://www.bpzenergy.com/-- which trades as BPZ
Resources, Inc., under ticker symbol BPZ on the New York Stock
Exchange and the Bolsa de Valores in Lima, is an independent oil
and gas exploration and production company which has license
contracts covering approximately 1.9 million net acres in offshore
and onshore Peru.  The Company holds a 51% working interest in
offshore Block Z-1, which it is developing in partnership with
Pacific Rubiales Energy Corp.  The Company also holds 100% working
interests in three onshore blocks.


BROWN PUBLISHING: May 14 Trial in Trust Suit v. D&Os et al.
-----------------------------------------------------------
Bankruptcy Judge Robert E. Grossman in Central Islip, New York,
declined to dismiss in its entirety the lawsuit, THE BROWN
PUBLISHING COMPANY LIQUIDATING TRUST, Plaintiff, v. ROY E. BROWN,
CLARENCE J. BROWN III, CLARENCE BROWN, JR., JOYCE E. BROWN, DOROTHY
HAINES, RICHARD HAINES, CATHERINE BROWN BRINNON, CRJ INVESTMENTS
LLC, AEG EQUITY HOLDINGS, LTD., SODALIS, LLC AND B'S NEST
PARTNERSHIP, Defendants, ADV. PROC. NO. 12-08193-REG (Bankr.
E.D.N.Y.).  

Defendants Roy E. Brown; Clarence J. Brown III; CRJ Investments
LLC; Sodalis LLC; AEG Equity Holdings Inc.; and B's Nest
Partnership -- the "Brown Defendants" -- and Richard Haines and
Dorothy Haines -- the "Haines Defendants" -- filed separate motions
to dismiss the complaint filed by the Brown Publishing Company
Liquidating Trust, the successor to the debtors Brown Publishing
Company; Brown Media Holdings; and their subsidiaries.

The complaint seeks relief against the Defendants for violations of
Bankruptcy Code sections 502, 503, 544, 547, and 550 as well as
Ohio Rev. Code Sections 1701.59, 1701.60, 1336.04, 1336.05, and
Ohio common law.  The claim for preferential transfer is brought
under the Bankruptcy Code while the remaining claims for breach of
fiduciary duty, insider transfers, and fraudulent transfers are
brought solely pursuant to Ohio statute and Ohio common law.  In
deciding those counts the Court applies Ohio law.

In a March 4, 2015 Memorandum Decision and Order available at
http://is.gd/JhDoUQfrom Leagle.com, Judge Grossman granted the
Brown Defendants' and Haines Defendants' motions for summary
judgment with respect to certain counts raised against each of
them.  The remainder of the motions for summary judgment are
denied, and a trial is scheduled for May 14, 2015 at 10:00 a.m. on
the remaining claims.

                      About Brown Publishing

The Brown Publishing Company, Brown Media Holdings Company and
their subsidiaries filed for Chapter 11 bankruptcy (Bankr.
E.D.N.Y. Lead Case No. 10-73295) on April 30, 2010 and May 1,
2010.  BPC estimated $10 million to $50 million in assets and
debts in its Chapter 11 petition.  Edward M. Fox, Esq., and Eric
T. Moser, Esq., at K&L Gates LLP, served as counsel for the
Debtors.

BPC is a privately held community news and information
corporation, organized under the laws of the State of Ohio that,
prior to the sale of its assets, had been one of the largest
newspaper publishers in Ohio, and also operated publications in
Illinois, South Carolina, Texas and Utah.

Roy E. Brown, former CEO, shareholder, and director of each of the
debtors, and other insiders of the Debtors formed Brown Media
Corporation to acquire the assets and serve as stalking horse
bidder.  BMC offered a stalking horse bid of $15.3 million cash
plus additional consideration.  The auction commenced July 19,
2010 and lasted into the early morning hours of July 20.  With the
exception of certain assets of the Debtors located in Van Wert,
Ada and Putnam, Ohio that were sold to Delphos Herald, Inc., BMC
was the successful bidder with respect to substantially all of the
Debtors's remaining assets after making the highest and best offer
for $22.4 million cash plus additional consideration.  PNC Bank,
N.A., a secured creditor of the Debtors, was the next successful
bidder after BMC.

BMC, however, lost financing and failed to close on the sale.  The
insiders had obtained a commitment from Guggenheim Corporate
Funding, LLC and/or one of its affiliates for financing.

Subsequently, the Court approved the asset purchase agreements for
the sale of the Debtors' assets to PNC's assignee, Ohio Community
Media LLC, and to ISIS Ventures Partners LLC pursuant to orders
dated Sept. 3, 2010.  ISIS formed Dan's Papers Holdings LLC to
purchase the assets of one of the Debtors, Dan's Papers, for
$1,750,000.  PNC agreed to pay $21,750,000 for substantially all
of the Debtors remaining assets.  The total purchase price
tendered for the Debtors' assets, including cash and debt
forgiveness, was about $27.09 million.

On June 16, 2011, the Court entered an order confirming the
Debtors' chapter 11 plan which provided that any remaining assets
of the Debtors' bankruptcy estate that were not sold pursuant to
the Auction Sale, including all claims and causes of action, would
vest in a trust.


BRUSH CREEK: Wants Lending Agreement with Richard Landy Approved
----------------------------------------------------------------
Brush Creek Airport, LLC, seeks retroactive approval from the U.S.
Bankruptcy Court of its debtor-in-possession lending agreement with
Richard A. Landy.

Mr. Landy (lender) is president and 100% owner of Landy
Enterprises, Inc. Landy Enterprises, Inc. is the 6.7248% owner and
general partner of Rolling Meadows Ranch Associates, LP. Rolling
Meadows Ranch Associates, LP is the managing member and 50% owner
of the Debtor.

Mr. Landy paid the dues and assessments for the Debtor in the
amount of $11,640 on Dec. 27, 2014, to assuage the concerns of the
homeowners' association for the Subdivision is Buckhorn Ranch
Association, Inc. (HOA) regarding a potential breach of the
settlement agreement by the Debtor and to encourage the HOA to
quickly conduct the necessary vote for ratification of the
settlement agreement by the HOA's members.

The HOA and the Debtor entered into a settlement agreement on Sept.
25, 2014, to resolve several disputes between the Debtor and the
HOA.  The Court approve settlement agreement on Dec. 23, 2014.

Under the settlement agreement, the Debtor is to pay certain 2015
dues and assessments by Jan. 20, 2015, and the HOA is to obtain HOA
member approval of the settlement agreement within 60 days after
Bankruptcy Court approval of the settlement agreement.

Approval of the proposed lending agreement will enable the Debtor
to repay Mr. Landy for making the settlement payment on its behalf
and to fund any additional operating and administrative expenses
through plan confirmation.

The material provisions of the lending agreement includes, among
other things:

   DIP Financing Amount:              $40,000 maximum principal

   Liens:                             None


   Super-priority Claim:              The DIP loan will constitute

                                      an allowed claim against the

                                      Debtor with priority over
                                      any and all administrative
                                      expenses and other claims
                                      against the Debtor of any
                                      kind whatsoever.

   Interest:                          The DIP Loan will accrue
                                      interest at the annual rate
                                      of 5%.  In the event of
                                      default, the rate increases
                                      to 10%.

   Term/Maturity:                     The earlier of the
                                      occurrence of confirmation
                                      of a plan, conversion or
                                      dismissal of the Debtor's
                                      bankruptcy case, any event
                                      of default that causes
                                      acceleration, or one year
                                      after the date of the loan.

The Debtor's attorneys can be reached at:

         David J. Warner, Esq.
         Harvey Sender, Esq.
         SENDER WASSERMAN WADSWORTH, P.C.
         1660 Lincoln Street, Suite 2200
         Denver, CO 80264
         Tel: (303) 296-1999
         Fax: (303) 296-7600
         E-mail: dwarner@sww-legal.com

                    About Brush Creek Airport

Brush Creek Airport, LLC, is the real estate developer of the
Buckhorn Ranch Subdivision in unincorporated Gunnison County, near
Crested Butte, Colorado. The Buckhorn Ranch Subdivision consists
of 249 lots and features a private airstrip and fishing and
recreational licenses for a portion of the Upper East River.  It
owns 97 improved lots in the Buckhorn Ranch Subdivision that are
available for construction, but upon which no homes have been
built.  It also owns the Upper East River Water Company, LLC which
provides water taps for lots and water services for homes in the
subdivision.

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

The Debtor has employed Sender Wasserman Wadsworth, P.C. as
counsel and 5280 Accounting Services, LLC as accountants and
bookkeepers.


CACHE INC: GA Begins "Going-Out-of-Business" Sales at 153 Stores
----------------------------------------------------------------
Great American Group (GA), a provider of advisory and valuation
services, asset disposition and auction solutions, commercial
lending services and a subsidiary of B. Riley Financial, Inc., on
March 9 disclosed that it has begun "going-out-of-business" sales
for all CACHE's retail locations in the U.S., the Virgin Islands,
and Puerto Rico.

The Company filed for Chapter 11 protection on February 4, 2015. On
March 3, 2015, GA was appointed the successful bidder at auction by
the bankruptcy court and will manage the going out of business
sales for all 153 CACHE retail locations.  The sale will offer
significant discounts on the retailer's inventory of women's
apparel and accessories, including evening wear, event and day
dresses, casual sportswear and accessories.  Select furniture,
fixtures and equipment at stores, warehouses and corporate offices
will also be for sale.

"For over thirty years, we've built a reputation of providing a
premier boutique shopping experience that caters to
fashion-conscious women.  For that, we'd like to thank our
customers for their incredible loyalty over the years and our
associates for their commitment in maintaining the high level of
customer service we are known for throughout this transition," said
Jay Margolis, Chief Executive Officer, CACHE.

As part of the auction, GA also acquired CACHE's intellectual
property and lease designation rights for all retail locations.  GA
is actively engaged with numerous parties regarding a strategy to
monetize these assets.

"Great American has extensive experience working with very large
specialty retailers and creditors in managing complicated and
sensitive situations like CACHE," said Scott Carpenter, president
of GA's Retail Solutions division.  "This transaction marks our
fifth major liquidation in the last six months and underscores
Great American's superior expertise in the retail liquidation
segment.

Bryant Riley, chairman of B. Riley Financial, added: "This
transaction is an example of the tremendous synergies of the
expanded B. Riley Financial platform, which leverages the firm's
longstanding relationships and deep consumer retail expertise
across all divisions."

Store locations will remain open until all merchandise has been
sold.  CACHE gift cards will be honored through April 5, 2015.  For
a complete listing of closing store locations and the latest sale
information, please visit http://www.cache.com

                 About Great American Group, LLC

Great American Group, LLC -- http://www.greatamerican.com-- is a
provider of advisory and valuation services, asset disposition and
auction solutions, and commercial lending services.  Great American
Group efficiently deploys resources with sector expertise to assist
companies, lenders, capital providers, private equity investors and
professional service firms in maximizing the value of their assets.
For more information about Great American Group, visit
www.greatamerican.com or call 818-884-3737.   

Great American Group is a part of B. Riley Financial, Inc.
(otcqb:RILY) which provides collaborative financial services and
solutions through several subsidiaries, including: B. Riley & Co.,
LLC -- http://www.brileyfin.com-- a full service investment bank
providing corporate finance, research, and sales & trading to
corporate, institutional and high net worth individual clients; B.
Riley Asset Management, a provider of investment products to
institutional and high net worth investors; and MK Capital
Advisors, LLC, a multi-family office practice and wealth management
firm focused on the needs of ultra-high net worth individuals and
families.  B. Riley Financial, Inc. is headquartered in Los Angeles
with offices in major financial markets throughout the United
States and Europe.  

                     About CACHE, Inc.

Cache, Inc., operates 236 women's apparel specialty stores under
the trade name "Cache."  On Dec. 4, 2014, New York-based Cache
announced that it has received an inquiry from a third party
regarding a potential sale of the Company.

Cache, Inc., and its two affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Del. Case No. 15-10172) on
Feb. 4, 2015.  The case is assigned to Judge Mary F. Walrath.

The Debtors are represented by Laura Davis Jones, Esq., Peter J.
Keane, Esq., and Colin R. Robinson, Esq., at Pachulski Stang Ziehl
& Jones LLP, in Wilmington, Delaware.  The Debtors' restructuring
advisors is FTI Consulting Inc., while their investment banker and
financial advisor is Janney Montgomery Scott LLC.  Thompson Hine
represents the Debtors in corporate and securities matter, while
Jackson Lewis P.C. represents the Debtors in employment matters.

The Debtors' communications services provider is Epiq Systems,
Inc., while their noticing and claims management services provider
is Kurtzman Carson Consultants.  A&G Realty Partners, LLC, serves
as the Debtors' real estate consultants.

The Debtors had total assets of $53.7 million and total liabilities
of $51.1 million as of Sept. 27, 2014.

The U.S. Trustee for Region 3 has appointed seven members to the
Official Committee of Unsecured Creditors in the Debtors' case.


CALFRAC WELL: Moody's Alters Outlook to Negative & Affirms Ba3 CFR
------------------------------------------------------------------
Moody's Investors Service changed Calfrac Well Services Ltd's
outlook to negative from stable.  Moody's affirmed Calfrac's Ba3
Corporate Family Rating and Ba3-PD Probability of Default Rating.
The SGL-2 Speculative Grade Liquidity Rating remained unchanged.
Moody's also affirmed Calfrac Holdings, LP's B1 senior unsecured
notes rating and changed its outlook to negative from stable.

"The negative outlook reflects the anticipated decline in Calfrac's
earnings and cash flows in 2015, which could result in Calfrac's
debt to EBITDA metric approaching 5x," said Paresh Chari, Moody's
Analyst."The company's revenue is highly concentrated in its North
American hydraulic fracturing services segment, which makes Calfrac
very vulnerable to the sharp decline in oil prices."

Outlook Actions:

Issuer: Calfrac Holdings, LP

  -- Outlook, Changed To Negative From Stable

Issuer: Calfrac Well Services Ltd.

  -- Outlook, Changed To Negative From Stable

Affirmations:

Issuer: Calfrac Holdings, LP

  -- Senior Unsecured Regular Bond/Debenture , Affirmed B1(LGD4)

Issuer: Calfrac Well Services Ltd.

  -- Probability of Default Rating, Affirmed Ba3-PD

  -- Corporate Family Rating (Local Currency), Affirmed Ba3

Calfrac's Ba3 Corporate Family Rating considers the company's
relatively small size and niche focus on fracturing services, and
resultant exposure to the highly cyclical oil and natural gas land
drilling activities.  Calfrac also has limited fleets under
contract increasing exposure to drilling activity and its growth
capex is directed towards new equipment that is not under contract.
The rating favorably considers the company's high quality and
mobile equipment fleet, technical expertise, geographic diversity,
and strong customer relationships.

The Speculative Grade Liquidity Rating of SGL-2 reflects good
liquidity.  At Dec. 31, 2014, Calfrac had C$99 million in cash and
about C$315 million available, after C$34 million of letters of
credit, under its C$400 million revolving credit facilities
(upsized by C$100 million in February 2015), due September 2018.
Moody's expect Calfrac to fund 2015 negative free cash flow of
about C$120 million with cash and drawings under the revolver.  The
company will have ample room under its three financial covenants
(Funded Debt to EBITDA not to exceed 2.25x, Total Debt to
Capitalization not to exceed 0.65x, and Current Ratio not to fall
below 1.15x) through 2015.  The company has no significant debt
maturities until 2020.  Alternative liquidity is limited given that
all North American assets are pledged to the revolver lenders.

The negative outlook reflects its expectation that leverage will
increase to around 5x in 2015.  The outlook could be changed to
stable if leverage trended below 3.5x and if the company is able to
maintain its good liquidity.

The rating could be downgraded if Calfrac's debt to EBITDA is
likely to remain above 3.5x.

The rating could be upgraded if Calfrac can reduce the volatility
in its earnings by improving the scale and scope, increasing
product diversification, and/or strengthen its market position,
while maintaining debt to EBITDA below 3x.

Calfrac Well Services Ltd. is a Calgary, Alberta-based provider of
hydraulic fracturing services to exploration and production (E&P)
companies.

The principal methodology used in these ratings was Global Oilfield
Services Industry Rating Methodology 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.


CANAL ROAD HOMES: Case Summary & 3 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Canal Road Homes, LLC
        P.O. Box 460323
        Fort Lauderdale, FL 33346-0323

Case No.: 15-00712

Chapter 11 Petition Date: March 6, 2015

Court: United States Bankruptcy Court
       Southern District of Alabama (Mobile)

Judge: Hon. Margaret A. Mahoney

Debtor's Counsel: C. Michael Smith, Esq.  
                  PAUL AND SMITH, P.C.
                  150 South Dearborn St.
                  Mobile, AL 36602-1606
                  Tel: (251) 433-0588
                  Email: paulandsmithpc@earthlink.net

Total Assets: $2.75 million

Total Liabilities: $4.34 million

The petition was signed by Paul Uter, managing member.

A list of the Debtor's three largest unsecured creditors is
available for free at http://bankrupt.com/misc/alsb15-00712.pdf


CHASSIX INC: Missed Loan Payment, In Talks with Noteholders
-----------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that Chassix Inc., a maker of iron and aluminum
chassis components, didn't make a payment on $350 million in 9.25
percent first-lien notes within the grace period ended March 1 and
that the company it signed a forbearance agreement with an ad hoc
noteholder group effective until April 4.

As previously reported by The Troubled Company Reporter, Chassix is
working to finalize a restructuring plan with creditors and seek
bankruptcy protection.  The company, owned by private-equity firm
Platinum Equity LLC, is negotiating a prearranged bankruptcy plan
that would hand ownership stakes to creditors in exchange for
forgiving debt and rework contracts with big auto makers including
General Motors Co. and Ford Motor Co.

                     *     *     *

The Troubled Company Reporter, on Nov. 24, 2014, reported that
Moody's Investors Service downgraded the Corporate Family and
Probability of Default Ratings of Chassix, Inc. to Caa2 and
Caa2-PD, from Caa1 and Caa1-PD, respectively.  The company's $375
million 9.25% notes were downgraded to Caa2 from Caa1.  The rating
of the $150 million notes of Chassix Holdings, Inc., an
intermediate holding company of Chassix, Inc., were downgraded to
Ca from Caa3.

Moody's said the downgrade of the Corporate Family Rating to Caa2
reflects the uncertainty surrounding the company's current
operating performance and the increased likelihood that additional
restructuring actions may need to be taken given the company's
high
debt level and weak operations.


CIT GROUP: Moody's Lowers Senior Unsecured Rating to 'B1'
---------------------------------------------------------
Moody's Investors Service downgraded the senior unsecured rating of
CIT Group Inc. to B1 from Ba3 and assigned a stable rating outlook.
This concludes Moody's review of the rating.  Moody's also
affirmed CIT's Ba3 corporate family rating.

Moody's downgraded CIT's senior unsecured rating to reflect the
increased structural subordination of CIT parent-level senior
creditors resulting from deposit growth at the company's
subsidiary, CIT Bank.  Moody's affirmed CIT's Ba3 corporate family
rating based on the firm's improved operating performance,
effective liquidity management, and adequate capital position.

CIT's long transition toward a bank funding and operating model has
increased the proportion of deposits in the company's capital
structure, diversifying funding. Deposits will further increase in
importance once CIT closes its pending acquisition of IMB Holdco
LLC, parent of OneWest Bank.  At Dec. 31, 2104, CIT's $15.9 billion
of deposits represented 46% of the company's total funding and will
increase to over 60% after incorporating OneWest's $14.2 billion of
deposits on a pro forma basis. However, the structural
subordination of CIT's holding company creditors will increase as
more of the firm's funding, assets and overall credit strength
shift into CIT bank, both as a result of the OneWest acquisition
and also due to the continued migration of assets into the bank.
Additionally, the holding company's earnings and assets could be
used by the parent to support the bank should it become necessary
in the future.  CIT expects to close the OneWest transaction in
mid-2105, though the timing is subject to receiving regulatory
approvals.

CIT's ratings are supported by its diverse and historically
well-positioned commercial finance businesses and improved
operating performance trend over recent years. CIT also has an
improved liquidity position, the result of well-executed liability
management actions and ongoing efforts to diversify funding,
including by growing deposits.  CIT has strong cash and capital
levels which serve as buffers for performance and funding risks.

Rating constraints include CIT's still high reliance on
confidence-sensitive market funds compared to other financial
institutions of similar scale and CIT Bank's still-evolving deposit
quality and breadth of banking products and services.  Like
competitors, CIT is also contending with heightened competition
from banks and finance companies that is pressuring asset yields in
the industry and could test the sustainability of its profitability
improvements.

As a result of CIT Bank's growth, Moody's has transitioned its
rating analysis of CIT Group to Moody's bank methodology (Global
Banks, published in July 2014) from Moody's finance company
methodology (Finance Company Global Rating Methodology, published
in March 2012).  Moody's does not assign corporate family ratings
under the bank rating framework and hence will withdraw CIT's Ba3
corporate family rating.

CIT's ratings could be upgraded if the company 1) successfully
integrates OneWest Bank, leading to stronger prospects for net
finance margin and profitability; 2) demonstrates solid asset
quality performance, considering that its earning assets include a
high proportion of higher-risk, non-traditional banking assets, 3)
improves the proportion of core funding in its capital structure;
and 4) maintains an adequate capital position.

CIT's ratings could be downgraded if the company's asset quality,
business volumes or operating results weaken, undermining long-term
competitiveness and credit strength, or if the OneWest transaction
increases CIT's operating and financial risks, including through
exposure to high growth, asset concentrations, or deposit
instability, in contrast to anticipated transaction benefits.

CIT Group Inc.:

  -- Outlook: To stable from rating under review (senior
     unsecured)

  -- Corporate Family: Affirmed at Ba3 (to be subsequently
     withdrawn)

  -- Senior Unsecured: Downgraded to B1 from Ba3

  -- Senior Unsecured Shelf: Downgraded to (P)B1 from (P)Ba3

  -- Subordinated Shelf: (P)B2 assigned

  -- Preferred -- Cum Shelf: (P)B3 assigned

  -- Preferred -- Non-cum Shelf: (P)Caa1 assigned

CIT Group Inc. is a $48 billion financial holding company primarily
focused on serving the small business and middle market sectors
with headquarters in New York City and Livingston, New Jersey.

The principal methodology used in these ratings was Global Banks
published in July 2014.


CJ HOLDING: Moody's Rates New $1.06BB Term Loans 'Ba3'
------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to CJ Holding Co.'s
(CJHC) proposed offering of $1.06 billion secured term loans ($510
million due 2020 and $550 million due 2022).  Moody's also assigned
CJHC a Ba3 Corporate Family Rating and a Ba3-PD Probability of
Default Rating.  The Speculative Grade Liquidity Rating was changed
to SGL-3 from SGL-2.  The rating outlook is stable.

Moody's had previously assigned CJHC provisional ratings on Nov.
12, 2014 based on different capital structure assumptions.  Moody's
ratings reflect the company's significantly lower cash flow
prospects and higher leverage through 2016 than its prior
estimates, a fundamental change in industry conditions, and an all
bank debt capital structure.  Moody's provisional ratings were
withdrawn simultaneously with these new rating assignments.

The term loan proceeds will be used to fund a portion of the
acquisition price for the completion and production services assets
of Nabors Industries Inc. (Nabors, Baa2 stable).  These ratings are
conditioned on C&J Energy Services, Inc. (C&J), a publicly-traded
oilfield services company, successfully closing the transaction
with Nabors.  Moody's final ratings will be subject to review of
the final documentation and terms of the proposed term loan and
revolver agreements, including facility size and covenants.

CJHC is a wholly-owned subsidiary of C&J Energy Services Ltd. (New
C&J), which will be the surviving entity following the merger of
C&J Energy Services, Inc. with and into a newly created Bermuda
incorporated entity that will hold all the completion and
production services assets of Nabors.  At closing, operating
subsidiaries under CJHC will own substantially all of New C&J's
assets, including the acquired US assets of Nabors.  CJHC's debts
will also be guaranteed by New C&J and any other intermediate
holding company created between New C&J and CJHC.

Ratings Assigned:

Issuer: CJ Holding Co.

  -- Corporate Family Rating, Assigned Ba3 from (P)Ba2

  -- Probability of Default Rating, Assigned Ba3-PD

  -- $510 Million Senior Secured Term Loan due 2020, Assigned
     Ba3, LGD3

  -- $550 Million Senior Secured Term Loan due 2022, Assigned
     Ba3, LGD3

  -- $600 Million Senior Secured Revolver due 2020, Assigned Ba3,
     LGD3

Ratings Withdrawn:

Issuer: CJ Holding Co.

  -- $300 Million Senior Secured Term Loan due 2019, Withdrawn
     (P)Ba1, LGD3

  -- $375 Million Senior Secured Revolver due 2021, Withdrawn
     (P)Ba1, LGD3

  -- $600 Million Senior Secured Revolver due 2019, Withdraw
     (P)Ba1, LGD3

Ratings Changed:

  -- Speculative Grade Liquidity Rating, Changed to SGL-3 from
     SGL-2

Outlook Actions:

Issuer: CJ Holding Co.

  -- Outlook Remains Stable

CJHC's Ba3 CFR reflects its scale in North America as one of the
top completion and production service providers; diversified
service offerings, geographic footprint and customer base; modest
starting leverage; and significant growth and synergy opportunities
following the acquisition of Nabors' completion and production
services operations.  The rating also incorporates the highly
cyclical nature of the North American oilfield services industry,
which is expected to remain under heavy pressure through 2016, the
company's high reliance on volatile well completion activities, its
history of acquisition-driven growth and potential integration
risks following a transformational acquisition.

The company's term loans and the revolver are rated at the Ba3 CFR
level, given that there is a single class of debt in the capital
structure.  The revolver and the term loans will have a first-lien
secured claim to substantially all of New C&J's assets and these
credit facilities will rank pari passu.

Moody's expects the company to have adequate liquidity through
early-2016 which is captured in the SGL-3 Speculative Grade
Liquidity Rating.  CJHC should be able to manage its working
capital and capital expenditures within cash flow in 2015.  The
company will put a new five-year $600 million revolving credit
facility in place (with ~$510 million available) prior to closing
of the Nabors transaction.  Moody's expect sufficient headroom
through early 2016 under the two financial covenants governing the
credit facility (a maximum debt/EBITDA ratio of 4.5x and a minimum
interest coverage ratio of 3.0x).  The company has limited ability
to raise alternative liquidity given an all-asset pledge to its
bank lenders.

The stable outlook assumes that CJHC will generate positive free
cash flow in 2015 and that the company will prudently manage its
capital spending and debt levels in a weak oilfield services demand
environment.  Given the highly cyclical nature of completion
services demand, CJHC will need to maintain low leverage to support
a higher credit rating.  Moody's would consider an upgrade if the
company can attain its planned integration synergies, successfully
operate with a larger scale including a run rate annual EBITDA of
$600 million, and sustain leverage below 2.5x.  A significant
decline in earnings without a corresponding reduction in debt level
would trigger a negative action.  If leverage remains above 4x the
CFR could be downgraded.

The principal methodology used in these ratings was Global Oilfield
Services Industry Rating Methodology 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.

CJHC is a wholly-owned subsidiary of C&J Energy Services, Ltd. (New
C&J), which will be a Bermuda incorporated and Houston, Texas-based
diversified oilfield service company providing completion and
production services to upstream oil and gas companies in North
America.


CLOUDEEVA INC: Trustee Taps CohnReznick as Financial Advisor
------------------------------------------------------------
Richard B. Honig, the Chapter 11 successor trustee for Cloudeeva
Inc. and its debtor-affiliates, asks the U.S. Bankruptcy Court for
the District of New Jersey for permission to employ CohnReznick LLP
as his exclusive financial advisor, nunc pro tunc to Feb. 10,
2015.

The firm will perform accounting, financial, and forensic services
that will be necessary during these Chapter 11 cases.  Among
others, the firm will:

  a) gain an understanding of the Debtors' corporate structure,
     operations, employee organization, and related party entities

     (direct and indirect);

  b) identify and analyze cash transfers and related party
     transactions in order to determine if related party trans
     action s were exchanged for fair value and whether the
     Debtors were solvent at the time of the transaction(s);

  c) gain control over bank accounts and information systems and
     implement procedures to ensure Debtors' compliance with
     policies and procedures implemented by the successor trustee;

  d) assist the successor trustee in financial analysis to support

     application of business judgment;

  e) prepare and review cash forecasts and projections through the
     contemplated conclusion of the Debtors' cases to ascertain
     the financial where with all of the Debtors;

  f) assist and manage the process for the going concern sale of
     the Debtors' assets or stock, including but not limited to
     solicitation activities, analysis of offers, and
     participation in the negotiations;

  g) assist counsel and the successor trustee in the preparation
     of any proposed plan of reorganization;

  h) gain an understanding and quantify creditor claims, including

     but not limited to assistance in the claims reconciliation
     process;

  i) prepare, review and supervise the preparation of income tax
     returns for the Debtors, if required;

  j) provide litigation support and forensic accounting services
     in connection with recovery actions that may be asserted by
     the successor trustee; and

  k) render such assistance on other financial issues, as the
     successor trustee and his counsel may deem necessary.

The firm's professionals and their compensation rates:

     Designations                                 Hourly Rates
     ------------                                 ------------
     Partners/Senior Partner/Retired Partner/     $600-$810
      Managing Director
     Managers/Senior Managers/Directors           $440-$630
     Other Professional Staff                     $295-$430
     Paraprofessionals                            $195

The firm will seek reimbursement for out-of-pocket expenses
incurred in connection with its services in these cases.

Bernard A. Katz, retired senior partner of the firm, assures the
Court that the firm is a "disinterested person" within the meaning
of Section 101(14) of the Bankruptcy Code.

Mr. Katz can be reached at:

     Bernard A. Katz, CPA
     Partner, Co-Office Managing Partner- MetroPark
     CohnReznick LLP
     333 Thornall Street
     Edison, NJ 08837
     Tel: (732) 635-3101
     Fax: (732) 590-3940
     Email: bernie.katz@cohnreznick.com

                      About Cloudeeva, Inc.

Cloudeeva, Inc., a public company previously known as Systems
America, Inc., is a global cloud services and technology solutions
company specializing in cloud, big data and mobility solutions and
services. The company provides information technology staffing
services to major clients and third party vendors in the United
States and India. The company headquarters are in East Windsor, New
Jersey, with regional offices in California, Illinois and
international offices in India.

Cloudeeva, Inc., and its affiliates sought Chapter 11 bankruptcy 32
protection (Bankr. D.N.J. Lead Case No. 14-24874) in Trenton, New
Jersey, on July 21, 2014. The cases are assigned to Judge Kathryn
C. Ferguson.

Cloudeeva disclosed $4,989,375 in assets and $6,528,910 in
liabilities as of the Chapter 11 filing. The company said only
$209,000 is owing to its lender Prestige Capital Corp. and more
than $5.2 million is owed for trade vendor payables.

The Debtors originally tapped Lowenstein Sandler LLP as counsel.
However, they are now seeking the retention of Trenk, DiPasquale,
Della Fera & Sodono, P.C., to replace Lowenstein Sandler, who
retention was not formally approved by order of the Court. The
Debtors have also tapped Cole, Schotz, Meisel, Forman & Leonard,
P.A. as appellate counsel. Kurtzman Carson Consultants LLC serves
as claims and noticing agent.

                           *     *     *

On Aug. 22, 2014, Judge Ferguson entered an order dismissing the
Debtors' Chapter 11 cases at the behest of Bartronics Asia PTE Ltd.
BAPL asserted that the cases were not filed in good faith. The
Debtors subsequently filed an appeal challenging the dismissal of
their cases.

Since then, District Judge Joel A. Pisano for the District of New
Jersey entered an order staying the Case Dismissal Order pending
further proceedings. Simultaneously, Judge Pisano reinstated the
Debtors' bankruptcy cases and authorized the Debtors to be in
possession of their assets and the management of their business as
debtors-in-possession, subject to the continuing jurisdiction of
the Bankruptcy Court and any further orders of the Bankruptcy Court
or the District Court.

The Debtor filed a Plan of Reorganization and Disclosure Statement
on Oct. 7, 2014.  The Plan will be funded by cash on-hand on the
Effective Date, cash revenues derived from the Debtors' continued
operations, and investment of $1.15 million from Cloudeeva India
Private Limited or their designee, along with their guarantee of
all payments to be made under Plan, in exchange for the equity of
the Reorganized Debtors, as agreed in the parties' Plan Support
Agreement.

The Court approved the appointment of Stephen Gray as Chapter 11
trustee for the Debtors' estate.  The trustee is represented by
Saul Ewing LLP.  Richard B. Honig was later appointed as the
Chapter 11 successor trustee for Cloudeeva Inc.


CLOUDEEVA INC: Trustee Wants to Hire Hellring as Attorney
---------------------------------------------------------
Richard B. Honig, the Chapter 11 successor trustee for Cloudeeva
Inc. and its debtor-affiliates, asks the U.S. Bankruptcy Court for
the District of New Jersey for permission to employ Hellring
Lindeman Goldstein & Siegal LLP as his attorney.

The professional services to be rendered will include, but not be
limited to:

   a) investigate and prosecute claims on behalf of the Trustee
      and the Debtors' estates;

   b) prepare notices, applications, motions, certifications, and
      complaints, and the prosecution or settlement thereof, on
      behalf of and for the benefit of the Trustee and the
      Debtors' estates;

   c) assist the Trustee in connection with the administration of
      the assets of the estate and for the reorganization of the
      Debtors' business operations.

   d) prepare correspondence to and attendance at conferences with

      the Debtors and creditors of the estates, the Court, the
      Office of the United States Trustee and parties in interest;

      and

   e) provide legal representation of the Trustee in all matters
      relating to his proper administration of the Debtors'
      estates.

The firm's attorneys will bill between $225 and $600 per hour for
services rendered to the Debtors.

John A. Adler, Esq., partner of the firm, assures the Court that
the firm is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code.

Ms. Adler can be reached at:

   Jody A. Adler, Esq.
   Hellring Lindeman Goldstein & Siegal LLP
   One Gateway Center
   Newark, NJ 07102–5323
   Tel: +1.973.621.9020
   Fax: +1.973.621.7406
   Email: jaadler@hlgslaw.com
      
                      About Cloudeeva, Inc.

Cloudeeva, Inc., a public company previously known as Systems
America, Inc., is a global cloud services and technology solutions
company specializing in cloud, big data and mobility solutions and
services. The company provides information technology staffing
services to major clients and third party vendors in the United
States and India. The company headquarters are in East Windsor, New
Jersey, with regional offices in California, Illinois and
international offices in India.

Cloudeeva, Inc., and its affiliates sought Chapter 11 bankruptcy 32
protection (Bankr. D.N.J. Lead Case No. 14-24874) in Trenton, New
Jersey, on July 21, 2014. The cases are assigned to Judge Kathryn
C. Ferguson.

Cloudeeva disclosed $4,989,375 in assets and $6,528,910 in
liabilities as of the Chapter 11 filing. The company said only
$209,000 is owing to its lender Prestige Capital Corp. and more
than $5.2 million is owed for trade vendor payables.

The Debtors originally tapped Lowenstein Sandler LLP as counsel.
However, they are now seeking the retention of Trenk, DiPasquale,
Della Fera & Sodono, P.C., to replace Lowenstein Sandler, who
retention was not formally approved by order of the Court. The
Debtors have also tapped Cole, Schotz, Meisel, Forman & Leonard,
P.A. as appellate counsel. Kurtzman Carson Consultants LLC serves
as claims and noticing agent.

                           *     *     *

On Aug. 22, 2014, Judge Ferguson entered an order dismissing the
Debtors' Chapter 11 cases at the behest of Bartronics Asia PTE Ltd.
BAPL asserted that the cases were not filed in good faith. The
Debtors subsequently filed an appeal challenging the dismissal of
their cases.

Since then, District Judge Joel A. Pisano for the District of New
Jersey entered an order staying the Case Dismissal Order pending
further proceedings. Simultaneously, Judge Pisano reinstated the
Debtors' bankruptcy cases and authorized the Debtors to be in
possession of their assets and the management of their business as
debtors-in-possession, subject to the continuing jurisdiction of
the Bankruptcy Court and any further orders of the Bankruptcy Court
or the District Court.

The Debtor filed a Plan of Reorganization and Disclosure Statement
on Oct. 7, 2014.  The Plan will be funded by cash on-hand on the
Effective Date, cash revenues derived from the Debtors' continued
operations, and investment of $1.15 million from Cloudeeva India
Private Limited or their designee, along with their guarantee of
all payments to be made under Plan, in exchange for the equity of
the Reorganized Debtors, as agreed in the parties' Plan Support
Agreement.

The Court approved the appointment of Stephen Gray as Chapter 11
trustee for the Debtors' estate.  The trustee is represented by
Saul Ewing LLP.  Richard B. Honig later replaced Mr. Gray as
Chapter 11 trustee.


COMSTOCK MINING: Has Agreement to Borrow $5MM From Auramet
----------------------------------------------------------
Comstock Mining Inc. and its wholly-owned subsidiary, Comstock
Mining LLC, on March 5, 2015, reached an agreement to draw on a
restated $5 million credit facility with Auramet International,
LLC, pursuant to which the Company may borrow up to $5 million.

According to a document filed with the Securities and Exchange
Commission, the economic terms and collateral for the Credit
Facility are substantially the same as the Company's credit
facility entered into with Auramet on Feb. 11, 2014.  The proceeds
from the Credit Facility will primarily be used for an accelerated
construction schedule for rerouting State Route 342, located in the
Company's Lucerne Resource Area, the first phase of which is
scheduled for completion in early June 2015, and the second phase
before 2015 year end.

The Credit Facility will be repaid through 25 semimonthly cash
payments of $200,000 beginning April 30, 2015, and ending
April 30, 2016, with total principal and interest obligations not
exceeding $5 million.  Borrowings under the Credit Facility bear
interest at 9.5% per annum payable in advance upon funding.

          Permanent Bypass Solution for SR-342 Confirmed

The Storey County Board of Commissioners, at a regularly scheduled
meeting, reviewed a comprehensive update pertaining to the
temporary closure of State Route 342 (SR-342) that has been closed
since Feb. 8, 2015.  During the meeting, senior representatives of
the Nevada Department of Transportation, and Comstock Mining Inc.,
reviewed plans with the Storey County Commissioners, staff and the
public that were compiled after extensive, collaborative
discussions between the County, NDOT, and Comstock Mining and other
agencies.  Based on those discussions, the participants concluded
that a safe bypass of SR 342 would open by June 6, 2015.

NDOT Deputy Director Bill Hoffman commented, NDOT Deputy Director
Bill Hoffman commented, "We've had situations come up like this
before where there was a sense of urgency to open a road, and I
don't think I have experienced the unprecedented camaraderie and
collaboration that we are experiencing between Comstock Mining,
NDOT and Storey County.  I'm extremely excited and supportive of a
solution that will help the history of this section of roadway that
has seen settlement issues for many years."

In early February, NDOT closed the approximate two-mile section of
SR-342 south of Gold Hill as a safety precaution following roadway
cracking and area specific sinking during a weekend of heavy rains.
The area of sinking is above a historic mine shaft dating back to
the early 1900 that has a history of collapses.  Comstock Mining
owns the land, with NDOT granted prescriptive rights to operate the
state roadbed over that private land.

Not long after the February 8th closure, Storey County, NDOT,
Comstock Mining, and other applicable regulatory agencies met
multiple times to discuss possible alternatives.  Several temporary
and permanent remedies were evaluated by all parties for reopening
and realignment of SR-342 in Gold Hill.  The route will be
realigned to the east of the historic shaft.

The realignment will occur over two phases, with Phase 1 taking
approximately 10-12 weeks to complete and Phase 2 taking an
additional six months to complete.  Phase 1 begins with Comstock
Mining removing the unconsolidated fill that now exists above the
base bedrock level and beneath the existing road followed by
construction of a bypass road upon the base bedrock.  Additionally,
the historic Silver Hill Shaft will be capped permanently.  Phase 1
will commence after AT&T relocates several phone line poles in the
area of the realignment.

Corrado De Gasperis, Comstock Mining's president & CEO stated,
"Storey County has taken a leadership role and has been
exceptionally diligent in ensuring that this project will be done
properly.  This plan and its speed is the result of true Nevada
"can do" attitude and a multi-public - private partnership lead by
the County, NDOT and ourselves, with many other contributing
agencies.  We are confident of the solution and appreciate the
level of everyone's involvement."

During the construction of Phase 1, SR-342 will remain closed.
Through traffic will continue detouring through nearby State Route
341, commonly known as the truck route.  The detour route provides
direct access between Virginia City and U.S. 50 in the Dayton area,
with about an additional one-mile and a half of travel.

Once Phase 1 is complete in early June, the road will be reopened
during construction of the second phase.  Phase 2 includes removal
of additional material on the east side of the canyon and will
conclude with a tie in of the south end of the newly constructed
alignment.  A short closure will be necessary toward the end of
Phase 2 for the tie in and completion of the realignment.  The
project is estimated to last through December of 2015.  The
estimated cost for the project is $3 million.  The project will be
managed and funded by Comstock Mining, with NDOT and Storey County
oversight, resulting ultimately in completing all phases of the
realignment, plus additional reclamation objectives.

Although the County has many priorities, the reopening of SR-342
remains at the top and we will remain fully engaged, planning,
monitoring and collaborating with all parties for the best, safest,
most expedient reopening," said Pat Whitten, Storey County
Manager.

Upon completion of the bypass, NDOT's prescriptive rights to
operate the road would be transferred from the existing closed
section of State Route 342 to the new roadway alignment.  "Driver
safety and mobility are our top priorities," NDOT District Engineer
Thor Dyson explained.  "We have been working closely with Comstock
Mining to review and ensure that design specifications are met for
the road; for example, lane widths and speed limits that are safe
and suitable for state roads.  In fact, design plans show that
Comstock will be building a road with wider lanes and shoulders
than the previous road, which enhances driver safety." Dyson also
added that NDOT would assign an NDOT construction crew to monitor
the Comstock Mining project to ensure that all road materials and
construction methods are to state standards.

                       About Comstock Mining

Virginia City, Nev.-based Comstock Mining Inc. is a Nevada-based,
gold and silver mining company with extensive, contiguous property
in the historic Comstock district.  The Company began acquiring
properties in the Comstock in 2003.  Since then, the Company has
consolidated a substantial portion of the Comstock district,
secured permits, built an infrastructure and brought the
exploration project into test mining production.  The Company
continues acquiring additional properties in the Comstock
district, expanding its footprint and creating opportunities for
exploration and mining.  The goal of the Company's strategic plan
is to deliver stockholder value by validating qualified resources
(measured and indicated) and reserves (probable and proven) of
3,250,000 gold equivalent ounces by 2013, and commencing
commercial mining and processing operations by 2011, with annual
production rates of 20,000 gold equivalent ounces.

Comstock Mining reported a net loss available to common
shareholders of $13.3 million on $25.6 million of total revenues
for the year ended Dec. 31, 2014, compared to a net loss available
to common shareholders of $25.4 million on $24.8 million of total
revenues for the year ended Dec. 31, 2013.  The Company reported a
net loss available to common shareholders of $35.1 million in
2011.

As of Dec. 31, 2014, the Company had $46.4 million in total assets,
$24.2 million in liabilities and $22.2 million in total
stockholders' equity.


CONGREGATION BIRCHOS: Lists $31.6M in Assets, $10.3M in Debt
------------------------------------------------------------
Congregation Birchos Yosef filed with the U.S. Bankruptcy Court for
the Southern District of New York a list of creditors holding 20
largest unsecured claims and its schedules of assets and
liabilities disclosing that it has $31,617,600 in assets and
$10,353,615 in debts.  The Debtor listed Amir Dotan as its largest
unsecured creditor holding a $100,000 claim.

Full-text copies of the Schedules and Creditors' List are available
at http://bankrupt.com/misc/CONGREGATIONsal0303.pdf

                 About Congregation Birchos Yosef

Congregation Birchos Yosef is a religious corporation which was
formed on Jan. 16, 1985 for the purposes of creating and
maintaining a "House of Worship" in accordance with the traditions
of the Hebrew faith and to serve and advance the affairs of the
surrounding community under the leadership of the Grand Rebbe of
Nikolsburg.  Its principal office is located at 201 Route 306,
Monsey, New York.  It has real properties located in Spring Valley
and Monsey, New York.

Congregation Birchos Yosef sought bankruptcy protection (Bankr.
S.D.N.Y. Case No. 15-22254) in White Plains, New York, on Feb. 26,
2015.

The Debtor tapped Douglas J. Pick, Esq., at Pick & Zabicki LLP, in
New York, as counsel.

The Debtor estimated assets and debt of $10 million to $50
million.
The official schedules of assets and liabilities are due March 12,
2015.

The Chapter 11 plan and disclosure statement are due by June 26,
2015.


CONGREGATION BIRCHOS: Section 341(a) Meeting Set for April 9
------------------------------------------------------------
There will be a meeting of creditors in the bankruptcy case of
Congregation Birchos Yosef on April 9, 2015, at 1:00 p.m. at Room
243A, White Plains Courthouse.

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 Congregation Birchos Yosef

Congregation Birchos Yosef is a religious corporation which was
formed on Jan. 16, 1985 for the purposes of creating and
maintaining a "House of Worship" in accordance with the traditions
of the Hebrew faith and to serve and advance the affairs of the
surrounding community under the leadership of the Grand Rebbe of
Nikolsburg.  Its principal office is located at 201 Route 306,
Monsey, New York.  It has real properties located in Spring Valley
and Monsey, New York.

Congregation Birchos Yosef sought bankruptcy protection (Bankr.
S.D.N.Y. Case No. 15-22254) in White Plains, New York, on Feb. 26,
2015.  Breindy Lebovits signed the petition as vice-president.
The Debtor estimated assets and debt of $10 million to $50 million.
Douglas J. Pick, Esq., at Pick & Zabicki LLP, in New York,
represents the Debtor as counsel.

The schedules of assets and liabilities are due March 12, 2015. The
Debtor has until June 26, 2015, to exclusively file a Chapter 11
plan and disclosure statement.


CONNACHER OIL: Moody's Lowers PDR to 'C-PD/LD' & CFR to 'C'
-----------------------------------------------------------
Moody's Investors Service downgraded Connacher Oil & Gas Limited's
Probability of Default Rating to C-PD/LD from Ca-PD and its
Corporate Family Rating to C from Ca.  Moody's appended the limited
default or "LD" designation to Connacher's PDR to reflect the
company's failure to make the interest payments with respect to its
second lien notes within the 30 day grace period under the
indentures, from Feb. 2, 2015, when the interest became payable.
Moody's also affirmed the second lien notes rating of Ca.  The
Speculative Grade Liquidity Rating of SGL-4 remains unchanged.  The
outlook remains negative.

Downgrades:

Issuer: Connacher Oil and Gas Limited

  -- Probability of Default Rating, Downgraded to C-PD /LD from
     Ca-PD

  -- Corporate Family Rating, Downgraded to C from Ca

Outlook Actions:

  -- Outlook, Remains Negative

Affirmations:

  -- Senior Secured Regular Bond/Debenture, Affirmed Ca(LGD4)

Connacher's C Corporate Family Rating reflects the missed interest
payment and expected significant debt impairment for the second
lien note holders under the proposed recapitalization transaction.

Connacher announced a proposed recapitalization transaction with
its second lien note holders where the second lien notes will
convert into equity and the note holders will become majority
shareholders of the reorganized company.  Approximately 70% of the
second lien note holders have committed their support to the
proposal, and have signed backstop agreements for a new C$30
million first lien term loan, and a new US$35 million convertible
note.  Under the proposed terms of restructuring, the company will
reduce debt by approximately C$1 billion, or 85%. The agent under
the first lien term loan claims that an event of default has
occurred and is continuing due to Connacher's failure in paying the
second lien interest when due.  Connacher disputes the claim, as
the non-payment of interest was contemplated as part of the
proposed recapitalization transaction, and has received an interim
court order allowing the company to proceed with its proposed
recapitalization transaction.  As a result, the first lien debt
currently remains unaffected by the proposal.  Shareholders and
note holders votes are scheduled to occur March 30, 2015 to approve
the transactions, and the transaction is expected to close in
April.

Moody's expects to withdraw all of the ratings of the company when
the proposed recapitalization transaction is complete.

Connacher is a small exploration & production company that operates
two steam assisted gravity drainage oil sands projects in Alberta,
currently producing about 13,400 barrels per day net of royalties.

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


CREEKSIDE ASSOCIATES: Cash Access Hearing Continued Until April 29
------------------------------------------------------------------
The U.S. Bankruptcy Court continued until April 29, 2015, at 1:30
p.m., the hearing to consider Creekside Associates, Ltd.'s
continued access to the cash collateral.  Objections, if any, are
due April 22, at 5:00 p.m.

On Feb. 4, the Court authorized the interim use of cash collateral
in which Creekside JV Owner, LP asserts an interest.

As adequate protection from any diminution in value of the lender's
collateral, the Debtor will grant the lender, among others,
replacement liens on the Debtor's real and personal property.

Previously, the Court entered a bridge order authorizing use of
cash collateral until early February.

As previously reported by The Troubled Company Reporter, on or
about July 12, 2005, the Debtor executed a promissory note
in the principal amount of $68 million in favor of Eurohypo AG,
New York Branch.  Creekside JV Owner, LP, an entity formed by
Davidson Kempner Capital Management LLC and Morgan Properties to
acquire the Loan.

The Debtor is proposing to make monthly interest payments to the
Lender at the contract rate of interest.  These payments will be
$300,000 per month and will be made mid-month.

                      About Creekside Associates

Creekside Associates, Ltd., owns and operates the Creekside
Apartments, a 1000+ unit apartment complex located at 2500 Knights
Road, Bensalem, Pennsylvania.

Creekside Associates filed a Chapter 11 bankruptcy petition (Bankr.
E.D. Pa. Case No. 14-19952) in Philadelphia on Dec. 19, 2014.  The
case is assigned to Judge Stephen Raslavich.  The Debtor disclosed
$93,352,652 in assets and $88,100,436 in liabilities as of the
Chapter 11 filing.

The Debtor has tapped Dilworth Paxson LLP as bankruptcy attorneys
and Kaufman, Coren & Ress, P.C., as special counsel.


CROCKETT, TX: Moody's Affirms 'Ba1' Rating on 2004 Tax Bonds
------------------------------------------------------------
Moody's Investors Service affirmed the Ba1 rating on the City of
Crockett, TX's Tax and Waterworks and Sewer System Surplus Revenue
Certificates of Obligation Series 2004, affecting $375,000 of
outstanding debt.

The Ba1 rating reflects the city's very narrow financial position
and reliance on interfund borrowing to support operations.  The
rating also reflects the city's limited tax base, weak
socioeconomic profile, and manageable debt burden.

Outlooks are generally not assigned to local government credits
with this amount of debt outstanding.

What could make the rating go up:

- Trend of balanced operations and improved General Fund
   reserves

- Substantial tax base growth

What could make the rating go down:

- Failure to maintain satisfactory General Fund liquidity

- Deterioration of the tax base

Crockett is a political subdivision and municipal corporation of
the State of Texas that covers 8.9 square miles located in Houston
County.

The certificates are secured by a continuing and direct annual ad
valorem tax, levied against all taxable property in the city, and
are additionally secured by a junior and subordinate pledge of the
net revenues of the city's combined waterworks and sewer system.

The principal methodology used in this rating was US Local
Government General Obligation Debt published in January 2014.


CUI GLOBAL: Completes $5.2-Mil. Purchase Agreement with Tectrol
---------------------------------------------------------------
CUI Global, Inc., on March 5, 2015, closed on the asset purchase
agreement to acquire the assets of Tectrol, Inc., a Toronto, Canada
corporation.  The purchase price for the acquisition of the assets
was $5,200,000, subject to good faith adjustments by the Parties
according to the final value of the non-obsolete inventory conveyed
and other closing adjustments.  Of the purchase price, the sum of
$1,200,000 will be placed into an interest bearing escrow account
to be paid by the Escrow Agent to the Seller in 12 monthly
installments commencing on March 31, 2015.  

In addition, the agreement calls for an earn-out/royalty payment of
two percent of the gross sales (for specific, identified customers)
over a period of three years from the closing date, up to a maximum
of $300,000, that may or may not be paid to the Seller within 90
days of each calendar year end, depending on performance by the
identified customers.

As a part of this acquisition strategy, CUI Global, Inc. formed a
wholly owned Canadian corporate subsidiary, CUI-Canada, Inc., to
receive these acquired assets.  That entity entered into a
five-year lease of the Toronto facility where Tectrol, Inc. was
operating its business.

                          About CUI Global

Tualatin, Ore.-based CUI Global, Inc., formerly known as Waytronx,
Inc., is a platform company dedicated to maximizing shareholder
value through the acquisition, development and commercialization
of new, innovative technologies.

CUI Global reported a net loss allocable to common stockholders of
$1.75 million in 2013, a net loss allocable to common stockholders
of $2.52 million in 2012 and a net loss allocable to common
stockholders of $48,800 in 2011.

The Company's balance sheet at Sept. 30, 2014, showed $98.2 million
in total assets, $26.6 million in total liabilities and $71.7
million in total stockholders' equity.


DAST BARRANCA: Foreclosure Sale Set for March 25
------------------------------------------------
T.D. Service Company, as Trustee, will will sell at public auction
to the highest bidder for cash, the property of Dast Barranca, LLC,
located at 4595 Barranca Parkway, Irvine, CA 92604.

The sale will be held on March 25, 2015, at 3:00 p.m. on the front
steps to the entrance of The Orange Civic Center, 300 E. Chapman,
Orange, CA 92866.

The sale proceeds will be used to pay Dast Barranca's obligation to
Uniti Bank, the beneficiary under a deed of trust, in the amount of
$1,524,934.93.

For additional information, call (888) 988-6736 or visit
http://salestrack.tdsf.com(the file number assigned to this case
L545616 L).

The Trustee may be reached at:

     T.D. Service Company
     as Trustee and as authorized agent for the beneficiary
     Uniti Bank
     Attn: Crystal Espinoza
           Assistant Secretary
           T.D. Service Company
     4000 W. Metropolitan Drive, Suite 400
     Orange, CA 92868-0000


DIOCESE OF HELENA: Judge OKs $21MM Plan for Sexual Abuse Victims
----------------------------------------------------------------
U.S. Bankruptcy Judge Terry Myers in Montana has approved a $21
million plan to compensate about 380 people who allege they were
sexually abused by the clergy of Montana's Roman Catholic Diocese
of Helena, various news sources reported.

Tom Corrigan, writing for The Wall Street Journal, Judge Myers had
been widely expected to sign off on the plan, which drew no
objections and was approved by more than 98% of the alleged victims
when put to a vote earlier this year.  The plan, according to the
Journal, will settle about 380 sexual-abuse claims brought against
the Helena diocese, 235 of which were filed jointly against both
the diocese and the Ursuline Sisters of the Western Province, a
religious order of nuns.

Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that the judge also approved the settlement with
Great American Insurance Co. to bring in $3.5 million toward
payment of the sexual-abuse claims.  In return for the payment,
Great American will be protected from claims under the policies and
have no further liability, the Bloomberg report said, citing the
court order approving the accord.

                    About the Diocese of Helena

The Roman Catholic Bishop of Helena, Montana, a Montana Religious
Corporation Sole (a/k/a Diocese of Helena) sought protection
under Chapter 11 of the Bankruptcy Code on Jan. 31, 2014, to
resolve more than 350 sexual-abuse claims.  The Chapter 11 case
(Bankr. D. Mont. Case No. 14-60074) was filed in Butte, Montana.

Attorneys at Elsaesser Jarzabek Anderson Elliott & MacDonald,
Chtd., serve as counsel to the Debtor.  Gough, Shanahan, Johnson &
Waterman PLLP has been tapped as special counsel to provide legal
advice relating to sexual abuse claims.

Several Roman Catholic dioceses in the U.S. have filed for
bankruptcy to settle claims from current and former parishioners
who say they were sexually molested by priests.

The Roman Catholic Bishop of Helena filed its schedules of assets
and liabilities, which show assets with a value of more than
$16.037 million against debt totaling $33.6 million.  The filings
also showed that the diocese has $4.7 million in secured debt.
Creditors of the diocese assert $28.89 million in unsecured
non-priority claims.

The U.S. Trustee for Region 18 appointed seven creditors to serve
on the Official Committee of Unsecured Creditors.  The Committee
has retained Pachulski Stang Ziehl & Jones LLP as counsel.

The Court installed Michael R. Hogan as the legal representative
for these sex abuse victims: (a) are under 18 years of age before
the Claims Bar Date; (b) neither discovered nor reasonably should
have discovered before the Claims Bar Date that his or her injury
was caused by an act of childhood abuse; or (c) have a claim that
was barred by the applicable statute of limitations as of the
Claims Bar Date but is no longer barred by the applicable statute
of limitations for any reason, including for example the passage
of legislation that revives such claims.

                           *     *     *

Under the Diocese's plan, which was negotiated between the church
and its official committee representing clergy-abuse victims, the
church will contribute $2 million to a victims' fund, while seven
insurance companies will contribute $14.4 million to the fund in
return for ending their liability under policies they issued years
ago.  The report said the church's portion will come from a $3.5
million loan to be secured by the diocese's real estate.  General
unsecured creditors, whose claims are estimated to total less than
$1 million, will be paid in full.


DISTRICT AT MCALLEN: Villeda to Replace Oliva as Counsel
--------------------------------------------------------
Alleged Debtor The District At McAllen, L.P., asks the U.S.
Bankruptcy Court for authorization to:

   -- terminate the services of Marcos D. Oliva; and

   -- employ Antonio Villeda for the sole purpose of contesting the
involuntary bankruptcy petition filed by Dr. Ernesto Ramirez.

The Debtor related that Mr. Oliva has withdrawn as the attorney of
record for the Alleged Debtor.  In his notice of withdrawal as
counsel, Mr. Oliva explained that: (i) the Debtor and counsel are
unable to agree on matters essential to the prosecution of the
case; and (ii) counsel for Debtor has lost contact with the
Debtor.

On Dec. 2, 2014, Dr. Ernesto Ramirez filed an involuntary Chapter
11 bankruptcy petition against McAllen, Texas-based The District at
McAllen LP (Bankr. S.D. Tex. Case No: 14-70661).  The petitioner's
counsel is Nathaniel Peter Holzer, Esq., at Jordan Hyden Womble
Culbreth & Holzer PC.



DOLLAR TREE: Gains Top Spot in Retail After Merger, Says Moody's
----------------------------------------------------------------
Dollar Tree, Inc. (Ba2 stable) is poised to top its main rival
Dollar General Corp. (Baa3 stable) in the discount retail sector
following shareholders' approval of its $8.8 billion merger with
Family Dollar Stores, Inc. (Baa3 on review for downgrade), says
Moody's Investors Service in a new report.  Dollar Tree will become
the number one dollar store chain in North America, with over
13,000 stores and about $19.0 billion in revenue, in a sector that
Moody's believes will continue to grow.

"The merger will diversify Dollar Tree's revenue streams and allow
it to increase sales of higher-margin variety and seasonal products
in Family Dollar stores," says Vice President - Senior Analyst,
Mickey Chadha.  "The combined company will have the opportunity to
execute a broader pricing strategy and offer affordable products
for a diverse consumer base."

While Dollar Tree does face the integration risks that come with
such a large acquisition, Moody's believes that the company will
realize its strategic benefits and begin to reduce debt and improve
credit metrics in the 18-24 months after the deal closes.

The report, "Dollar General Is No Longer at the Top of the Dollar
Store Food Chain," provides a comparative analysis of the Dollar
Tree and Dollar General using seven key factors.

Dollar General will have the edge on credit metrics, margin and
same-store sales growth, while post-merger Dollar Tree will lead in
scale, geographic diversity and revenue diversification, with both
entities showing very good liquidity.  While the two companies have
an equal number of strengths, Moody's believe on balance that
Dollar Tree post-merger has the overall strategic advantage.


DOMUM LOCIS: Wants Plan Filing Deadline Move to July 31
-------------------------------------------------------
Domum Locis LLC is asking the Bankruptcy Court to extend its
exclusive right to file a plan of reorganization until July 31,
2015, and solicit acceptances for that plan until Sept. 29.

According to the Debtor, it is not in a position to file a plan
because the Court has ruled that the properties are not property of
the estate.  After the Ninth Circuit Bankruptcy Appellate Panel
(BAP) renders a ruling, however, the Debtor will be in a better
position to move forward with its reorganization efforts.  If the
BAP reverses the Court, the Debtor will be able to proceed quickly
and efficiently to plan confirmation.

The Debtor anticipates it will file a plan that proposes to play
general unsecured creditors in full.  However, without a ruling
from the BAP, the Debtor cannot adequately formulate a plan and
determine the feasibility of any plan.

In a separate filing, the Debtor submitted an amended notice of
motion because the original notice and motion inadvertently stated
that the hearing was on March 4, 2014, instead of March 4, 2015.

The Debtor is represented by:

         Howard S. Levine, Esq.
         Tania Moyron, Esq.
         Anastasija Snicarenko, Esq.
         CYPRESS, LLP
         11111 Santa Monica Blvd., Suite 500
         Los Angeles, CA 90025
         Tel: (424) 901-0123
         Fax: (424) 750-5100
         E-mail: howard@cypressllp.com
                 tania@cypressllp.com
                 anastasija@cypressllp.com

                       About Domum Locis

Domum Locis LLC filed a Chapter 11 bankruptcy petition (Bankr.
C.D. Cal. Case No. 14-23301) on July 11, 2014.  Michael J. Kilroy
signed the petition as managing member.  The Debtor estimated
assets and liabilities of at least $10 million.  Cypress LLP serves
as the Debtor's counsel.  Judge Robert N. Kwan presides
over the case.

The Debtor selected Cypress LLP as general bankruptcy counsel.

The Debtor reported $14.6 million in assets and $11.04 million in
liabilities.


DPX HOLDINGS: Moody's Says IRIX Acquisition is Credit Negative
--------------------------------------------------------------
Moody's Investors Service commented that the acquisition by DPx
Holdings B.V. ("DPx", formerly known as JLL/Delta NewCo B.V. or
Patheon) of IRIX Pharmaceuticals, Inc. ("IRIX"), a contract
manufacturing company that specializes in Active Pharmaceutical
Ingredient (API), is modestly credit negative.  However, DPx's
ratings including its B3 Corporate Family Rating and stable outlook
are not affected by the acquisition.

The principal methodology used in this rating 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.

DPx Holdings B.V. is a leading provider of commercial manufacturing
and pharmaceutical development services for branded and generic
prescription drugs to the pharmaceutical industry globally as well
as a provider of active pharmaceutical ingredients to large
biopharmas and crop protection and other chemical industries.



DUNE ENERGY: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

      Debtor                                  Case No.
      ------                                  --------
      Dune Energy, Inc.                       15-10336
      811 Louisiana Street, Suite 2300
      Houston, TX 77002

      Dune Operating Company                  15-10337
      811 Louisiana Street, Suite 2300
      Houston, TX 77002

      Dune Properties, Inc.                   15-10338

Type of Business: Dune Energy is an independent energy company
                  that was formed in 1998 and operates through two
                  wholly owned subsidiaries, Dune Operating and
                  Dune Properties.  Since May 2004, the Debtors
                  have been engaged in the exploration,
                  development, acquisition and exploitation of
                  crude oil and natural gas properties in Texas
                  and Louisiana.

Chapter 11 Petition Date: March 8, 2015

Court: United States Bankruptcy Court
       Western District of Texas (Austin)

Judge: Hon. Christopher H. Mott

Debtors' Counsel: Charles A. Beckham, Jr., Esq.
                  Kenric D. Kattner, Esq.
                  HAYNES AND BOONE, LLP
                  1 Houston Center 1221 Mckinney #2100
                  Houston, TX 77010
                  Tel: (713) 547-2243
                  Fax: (713) 236 5629
                  Email: charles.beckham@haynesboone.com
                         kenric.kattner@haynesboone.com

                    - and -

                  Kourtney P. Lyda, Esq.
                  HAYNES AND BOONE, LLP
                  1221 McKinney, Suite 2100
                  Houston, TX 77010
                  Tel: 713 547 2590
                  Fax: 713 236 5687
                  Email: kourtney.lyda@haynesboone.com

                    - and -

                  Kelli M. Stephenson, Esq.
                  HAYNES AND BOONE, LLP
                  1221 McKinney, Suite 2100
                  Houston, TX 77010
                  Tel: 713-547-2000
                  Fax: 713-236-5621
                  Email: kelli.stephenson@haynesboone.com

Debtors'          DELOITTE TRANSACTIONS AND BUSINESS
Restructuring     ANALYTICS LLP
Advisors:

Debtors'          PARKMAN WHALING LLC
Sale
Professionals:

Total Assets: $229.4 million as of Sept. 30, 2014

Total Debts: $144.2 million as of Sept. 30, 2014

The petitions were signed by James A. Watt, president and chief
executive officer.

Consolidated List of Debtors' 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Shoreline Southeast LLC              Trade Debt      $1,359,766
400 E. Kaliste Saloom Road
Suite 2600
Lafayette, LC 70508

Crescent Energy Services, LLC        Trade Debt        $736,584
1304 Engineers Road
Belle Chasse, LA 70037

Island Operating Company, Inc.       Trade Debt        $707,616    

PO Box 27783
Houston, TX 77227-7783

Exterran Energy Solutions, LP        Trade Debt        $490,354
PO Box 201160
Dallas, TX 75320-1160

Terrebonne Wireline Services, Inc.   Trade Debt        $296,105
PO Box 176
Bourg, LA 70343

Nalco Company                        Trade Debt        $246,660

T. Baker Smith                       Trade Debt        $195,015

CDM Resource Mgmt Ltd.               Trade Debt        $192,149

Oil Mop LLC                          Trade Debt        $191,187

Premier Industries, LLC              Trade Debt        $190,048

Basic Energy Services, LP            Trade Debt        $173,192

Performance Wellhead & Frac          Trade Debt        $166,546

T.F. Services, LLC                   Trade Debt        $154,461

C F & S Tank & Equipment Co.         Trade Debt        $139,623

F A S Environmental Svcs LLC         Trade Debt        $136,203

Coastal Crewboats, Inc.              Trade Debt        $107,267

Travelers                            Trade Debt        $100,000

Stokes & Spiehler Onshore, Inc.      Trade Debt         $86,906

Dnow, L.P.                           Trade Debt         $85,935

Zedi US Inc.                         Trade Debt         $81,716


DUNE ENERGY: Files Voluntary Chapter 11 Bankruptcy Petition
-----------------------------------------------------------
Dune Energy, Inc. on March 9 disclosed that it has filed a
voluntary petition for relief under Chapter 11 of the U.S.
Bankruptcy Code in the United States Bankruptcy Court for the
Western District of Texas.   The Company disclosed that it will
request approval of $10 million in debtor-in-possession financing
from its pre-bankruptcy lenders.  The Company will continue to
operate its oil and gas production facilities as a
debtor-in-possession.

Parkman Whaling LLC has been retained to run the sales process
pursuant to a sales procedure order.  The Company has filed a
motion for sale under Section 363 of the bankruptcy code and
anticipates that the restructuring process will be completed in
less than 130 days.   

As previously disclosed in a Form 8-K filed with the Securities and
Exchange Commission, on March 4, 2015, the Company terminated the
Agreement and Plan of Merger dated September 17, 2014 with Eos
Petro, Inc. and Eos Merger Sub, Inc. because Eos failed to complete
the tender offer and pay for the shares of the Company's common
stock validly tendered after the expiration date of the offer.  As
a result, the Company believes that Eos is in breach of the Merger
Agreement and has demanded the $5.5 million termination fee
pursuant to the terms of the Merger Agreement.

Patrick Fitzgerald, writing for The Wall Street Journal, reported
that the Houston-based energy company listed assets of $229.5
million and debts of $144.2 million.  Senior lenders are owed $39
million, while second-lien lenders are owed nearly $68 million, the
Journal said.

                        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 million in 2013, a net loss
of $7.85 million in 2012 and a net loss of $60.4 million in 2011.
The Company's balance sheet at Sept. 30, 2014, showed $229 million
in total assets, $144 million in total liabilities and $85.2
million in total stockholders' equity.

"Our primary sources of liquidity are cash provided by operating
activities, debt financing, sales of non-core properties and access
to capital markets.  As previously discussed, the Company is now
subject to a Forbearance Agreement and Fourth Amendment to the
Credit Agreement.  Under the terms of this agreement, we have a
borrowing base set at $40 million.  Pursuant to the terms of the
agreement, so long as we remain in compliance with the terms of the
agreement, Dune has $1 million of borrowing capacity available.
Nevertheless, this will not provide sufficient liquidity to
continue normal operations absent a longer-term solution prior to
the end of the forbearance period.  "These and
other factors raise substantial doubt about our ability to continue
as a going concern beyond Dec. 31, 2014, should the Merger with Eos
not occur," the Company stated in its quarterly report for the
period ended Sept. 30, 2014.


DVORKIN HOLDINGS: Court to Take Up ASM's Plan at March 31 Hearing
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
will hold a status hearing March 31, 2015, on the Chapter 11 plan
proposed by a creditor of Dvorkin Holdings LLC.

ASM Capital, one of Dvorkin's largest creditors, filed a
liquidation plan on Jan. 23, which proposes to sell the remaining
assets of the company and pay its creditors.

Under the plan, a trustee will be appointed to sell the assets and
make distributions to creditors and holders of interests in the
company.  A three-member oversight committee will also be formed.

Two members of the oversight committee will be designated by ASM
Capital.  They will resign once unsecured claims are paid in full.
Meanwhile, the third member will be designated by Francine Dvorkin,
an interest holder, according to the plan.

Creditors asserting administrative claims and priority claims will
receive full payment once the plan takes effect while general
unsecured creditors will be paid in full over time.

Meanwhile, secured creditors can either elect to maintain their
lien on properties owned by Dvorkin or have their claims treated as
general unsecured claims.  

After payment of claims of creditors and expenses of the
liquidating trustee, the remaining assets will be paid to the
interest holders on a pro rata basis.

A copy of the outline of ASM Capital's proposed liquidation plan is
available for free at http://is.gd/JozBFw

                      About Dvorkin Holdings

Dvorkin Holdings, LLC, is a real estate holding company that
possesses or possessed ownership interests in 70 real properties,
either directly or indirectly through limited liability companies
or land trusts.  Dvorkin Holdings has interests in 40 non-debtor
entities.

Dvorkin Holdings filed a Chapter 11 petition (Bankr. N.D. Ill. Case
No. 12-31336) in Chicago on Aug. 7, 2012.  The Debtor disclosed
$69.9 million in assets and $9.30 million in liabilities as of the
Chapter 11 filing.  U.S. Bankruptcy Judge Jack B. Schmetterer
oversees the case.  Michael J. Davis, Esq., at Archer Bay, P.A., in
Lisle, Ill., serves as counsel to the Debtor.  The petition was
signed by Loran Eatman, vice president of DH-EK
Management Corp.

The Bankruptcy Court in October 2012 granted the request of
Patrick S. Layng, the U.S. Trustee for the Northern District of
Illinois, to appoint Gus Paloian as the Chapter 11 Trustee.

Seyfarth Shaw, LLP, represents the Chapter 11 Trustee as counsel.
Carpenter Lipps & Leland LLP represents the Chapter 11 Trustee as
conflicts counsel.


DVORKIN HOLDINGS: Trustee Gets Approval to Sell Chicago Apartment
-----------------------------------------------------------------
The bankruptcy trustee of Dvorkin Holdings LLC received court
approval to sell a condominium apartment in Chicago, Illinois.

Beverly Dvorkin, daughter of developer Daniel Dvorkin, will
purchase the property located at 700 W. Grand Avenue, in Chicago.

The property will be sold for $627,318 or "such other amount as may
be necessary" to fully pay BMO Harris Bank.  The bank holds a lien
on the property, according to court filings.

The sale was approved by Judge Pamela Hollis who was assigned
recently to oversee Dvorkin's bankruptcy case after Judge Jack
Schetterer recused himself from the case.

                      About Dvorkin Holdings

Dvorkin Holdings, LLC, is a real estate holding company that
possesses or possessed ownership interests in 70 real properties,
either directly or indirectly through limited liability companies
or land trusts.  Dvorkin Holdings has interests in 40 non-debtor
entities.

Dvorkin Holdings filed a Chapter 11 petition (Bankr. N.D. Ill. Case
No. 12-31336) in Chicago on Aug. 7, 2012.  The Debtor disclosed
$69.9 million in assets and $9.30 million in liabilities as of the
Chapter 11 filing.  U.S. Bankruptcy Judge Jack B. Schmetterer
oversees the case.  Michael J. Davis, Esq., at Archer Bay, P.A., in
Lisle, Ill., serves as counsel to the Debtor.  The petition was
signed by Loran Eatman, vice president of DH-EK
Management Corp.

The Bankruptcy Court in October 2012 granted the request of
Patrick S. Layng, the U.S. Trustee for the Northern District of
Illinois, to appoint Gus Paloian as the Chapter 11 Trustee.

Seyfarth Shaw, LLP, represents the Chapter 11 Trustee as counsel.
Carpenter Lipps & Leland LLP represents the Chapter 11 Trustee as
conflicts counsel.


E.H. MITCHELL: Wins Nod to Tap Dane S. Ciolino as Expert
--------------------------------------------------------
The Bankruptcy Court authorized E.H. Mitchell & Company, L.L.C., to
employ Dane S. Ciolino as an expert.

Mr. Ciolino is expected to assist in the preparation of the hearing
regarding the claim filed by Reginald Laurent; and participate as
necessary in depositions, review of contracts, statements provided
and other discovery produced, well as testifying in the matters.

As compensation, Mr. Ciolino's retainer is $3,000, and his hourly
rate is $300 per hour.  The hourly rate of paraprofessionals to
assist in the engagement is $75.

                  About E. H. Mitchell & Company

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

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

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

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



ENERGY FUTURE: Court Amends Employment of Greenhill & Co.
---------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware amended and
restated the order authorizing Energy Future Competitive Holdings
Company LLC and Texas Competitive Electric Holdings Company LLC to
employ Greenhill & Co. as independent financial advisor effective
as of Nov. 17, 2015.

                        About Energy Future

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

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

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

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

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

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

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

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

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


ENERGY XXI: S&P Lowers Rating on Sr. Secured 2nd Lien Notes to 'B'
------------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered the issue-level
rating on Energy XXI Gulf Coast Inc.'s proposed senior secured
second-lien notes to 'B' from 'B+' and revised the recovery rating
to '2' from '1', indicating S&P's expectation of substantial (70%
to 90%; upper half of the range) recovery in the event of a
default.  The parent company Energy XX1 Ltd. is guaranteeing the
notes.  S&P revised the ratings based on the company's decision to
increase the issue to $1.45 billion from $1.25 billion.  As a
result, S&P revised its original estimated recovery on the notes.

The corporate credit rating and outlook on parent company Energy
XX1 Ltd. remains 'B-' and negative, respectively.

The ratings on Energy XX1 Ltd. reflect S&P's assessment of the
company's "weak" business risk, "highly leveraged" financial risk,
and "adequate" liquidity.  These assessments reflect the company's
moderate-size reserve based, limited geographic diversification
focused exclusively in the high-risk Gulf of Mexico shelf, elevated
cost structure, and the sizeable plugging and abandonment
liabilities.  The ratings also reflect S&P's view of the company's
credit measures, which have deteriorated along with crude oil
prices, and capital spending that outpaces the company's cash
flows.

RATINGS LIST

Energy XX1 Ltd.
Corp credit rating                         B-/Negative/--

Ratings Lowered; Recovery Rating Revised
                                           To          From
Energy XXI Gulf Coast Inc.
$1.45 bil proposed sr secd 2nd-lien nts*  B           B+
  Recovery rating                          2H          1

*The notes are guaranteed by Energy XX1 Ltd.



ESCO MARINE: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

     Debtor                                       Case No.
     ------                                       --------
     ESCO Marine, Inc.                            15-20107
     16200 Joe Garza, Sr. Road
     Brownsville, TX 78521

     ESCO Metals, LLC                             15-20108
     16200 Joe Garza Sr. Rd.
     Brownsville, TX 78521
    
     ESCO Shredding, LLC                          15-20109
     16200 Joe Garza Sr. Rd.
     Brownsville, TX 78521

     Texas Best Recycling, LLC                    15-20110
     16200 Joe Garza Sr. Rd.
     Brownsville, TX 78521

     Texas Best Equipment, LLC                    15-20111
     16200 Joe Garza Sr. Rd.
     Brownsville, TX 78521

Type of Business: Esco Marine is an 88-acre full service marine
                  yard and recycling operation located in
                  Brownsville, Texas.

Chapter 11 Petition Date: March 7, 2015

Court: United States Bankruptcy Court
       Southern District of Texas (Corpus Christi)

Judge: Hon. Richard S. Schmidt

Debtors' Counsel: Roderick Glen Ayers, Jr., Esq.
                  LANGLEY BANACK INC.
                  745 E Mulberry, Ste 900
                  San Antonio, TX 78212-3166
                  Tel: 210-736-6600
                  Fax: 210-735-6889
                  Email: gayers@langleybanack.com

                                     Total     Total
                                    Assets     Debts
                                  ---------  -----------
ESCO Marine, Inc.                 $28.75MM     $35.47MM
ESCO Metals, LLC                   $4.12MM     $432,000
ESCO Shredding, LLC                 $7.2MM     $138,000
Texas Best Recycling, LLC          $1.03MM      $12,000
Texas Best Equipment, LLC         $900,000      $1.97MM

The petitions were signed by Andrew Levy, president/CEO.

A. List of Esco Marine, Inc.'s 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
CC Distributors, Inc.                Services         $377,839
210 McBride Lane
Corpus Christi, TX 78408

American Longshore Mutual            Services         $177,305

Frenkel & Co., Inc.                  Services         $161,388

McAllister Towing and                Services          $84,950
Transportation Co.

Vulcan Materials                     Services          $81,528

Texas Department of State            Services          $79,043
Health Service

South Coast Maritime Corp.           Services          $77,661

Keppel Amfels.                       Services          $70,032

Time Insurance Agency, Inc.          Services          $68,750

Flat Iron Capital                    Services          $61,374

Westar Marine Services               Services          $59,776

Greensfelder, Hemker & Gale PC       Services          $59,499

Burton McCumber & Cortez, LLP        Services          $54,271

Anchor Marine & Industrial Supply    Services          $53,336
Inc.

S&G Contractors                      Services          $45,111

Air Liquide America Corporation      Services          $44,615

Oil Patch Fuel & Supply, Inc.        Services          $43,169

Valley IT Solutions                  Services          $37,260

Kennedy Wire & Rope                  Services          $36,700

Sullivan Land Services               Services          $34,100


B. List of ESCO Metals, LLC's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Esco Metals-Scrapdragon               Services         $292,330
6955 N FM 511
Brownsville, TX 78521

Esco Metals-Scrapdragon               Services          $51,176

Tony Yzaguirre Tax                    Services          $15,143
Assessor-Collector

Sun Belt Transportation               Services          $13,350

Smith Hamilton                        Services           $4,722

Vazquez Surveying, Inc.               Services           $4,395

Municipal Services Bureau             Services           $4,316

Donna Irrigation District             Services           $3,750

TranAct                               Services           $3,274

TranAct                               Services           $2,918

Cintas                                Services           $2,649

Valley Radio Center                   Services           $1,995

Brownsville Bargain Book              Services           $1,890

Daco Pack LLC                         Services           $1,793

TERMINIX                              Services           $1,688

UniFirst Holdings, Inc.               Services           $1,445

AT&T                                  Services           $1,396

Verizon Wireless                      Services           $1,344

Fletes Y Acarreos de Reynosa          Services           $1,125

Reed Roof                             Services           $1,105

C. List of ESCO Shredding, LLC's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
K2 Castings                           Services          $42,328

Sun Belth, Inc.                       Services          $32,732

Riverside Products, Inc.              Services          $32,732

Hammermills International, LLC        Services          $24,005

Brownsville PUB                       Services           $7,212

Burton Service Parts Warehouse        Services           $6,353

AOC                                   Services           $4,271

JDR Enterprises                       Services           $3,275

The Shredder Company, LLC             Services           $3,220

Waukesha-Pearce Industries, Inc.      Services           $2,915

Clifton Steel Co.                     Services           $1,585

Fel Glo, Inc.                         Services           $1,035

Matheson Tri-Gas Inc.                 Services             $798

Goode Electric Company                Services             $757

Mervis Texas, LP                      Services             $700

GCR Tire Centers                      Services             $528

J&G Truck & Trailer Repair            Services             $524

Fed Ex Freight                        Services             $496

Pinnacle Engineering                  Services             $470

Armstrong Forensic Laboratory, Inc.   Services             $465


EWT HOLDINGS: Moody's Assigns 'B2' CFR, Outlook Stable
------------------------------------------------------
Moody's Investors Service assigned a B2 Corporate Family Rating to
EWT Holdings III Corp., the parent company of Evoqua Water
Technologies LLC.  At the same time, Moody's assigned a B2-PD
Probability of Default Rating, a B2 rating to the senior secured
$580 million first-lien credit facility - term loan and revolving
facility - and a Caa1 rating to the $75 million second-lien term
loan.  The proceeds of the loans, along with equity from AEA
Investors LP (AEA), financed the acquisition of EWT by AEA from
Siemens AG (Siemens) in January 2014.  These are first-time ratings
for EWT.  The rating outlook is stable.

Ratings assigned:

  -- Corporate Family Rating of B2

  -- Probability of Default Rating of B2-PD

  -- Senior Secured First-Lien Revolver of B2 (LGD3)

  -- Senior Secured First-Lien Term Loan of B2 (LGD3)

  -- Senior Secured Second-Lien Term Loan of Caa1 (LGD6)

Rating outlook assigned:

  -- Stable

The B2 rating reflects EWT's high financial leverage following the
leveraged buyout.  Adjusted debt-to-EBITDA (including Moody's
standard accounting adjustments) stood at approximately 5.4x at
fiscal year-end Sep. 30, 2014 and Moody's expects leverage to
remain in the 5.0x range over the next 12-18 months.  Furthermore,
the rating reflects EWT's relatively modest size and margins, low
return on assets, the highly fragmented nature of the water and
wastewater treatment industry and the cyclicality associated with
capital equipment sales.  The rating also considers EWT's limited
track record operating as a standalone entity and the challenge in
determining a normal run-rate EBITDA due to the re-organization and
rationalization of the Siemens' cost base that has resulted in
various add-backs, re-classifications and adjustments.

The B2 rating is supported by EWT's leading position and
established industry brands in the large but fragmented water and
wastewater treatment industry, its stable business profile driven
by favorable industry dynamics and a substantial services component
to its revenue stream.  The rating also reflects good revenue
visibility stemming from a sizable percentage of revenues
contracted or in backlog and solid free cash flow generation aided
by moderate capital investment.

EWT should continue to benefit from several barriers to entry -
largest installed base and the broadest service network - and
strong industry fundamentals.  Namely, increasingly stringent
regulations, water scarcity for an expanding global population and
the growing need for water technologies due to a rise in
industrialization. The company derives approximately two-thirds of
its revenues from industrial customers via a fairly diverse mix of
end markets including pharmaceuticals, microelectronics, power,
food & beverage and oil & gas.  Municipalities, with their need to
provide drinking water and to treat waste water, generate the
remaining one-third.

The rating outlook is stable, reflecting Moody's expectation that
debt-to-EBITDA will remain in the 5x range through fiscal 2015 and
that currently modest margins, though not in the near-term, will
improve over time as the company continues its transition into an
independent operation.  Moody's also anticipates that EWT's
revenues and earnings will demonstrate modest volatility and free
cash flow generation will remain solid.

The ratings could be upgraded if EWT reduces leverage so that
debt-to-EBITDA falls near 4.5x on a sustained basis or if free cash
flow-to-debt exceeds 5% for an extended period of time.  Improving
pricing power that translates into higher margins would also
support positive rating pressure.

The ratings could be downgraded if debt-to-EBITDA trends toward 6x,
free cash flow falls sharply or if margins erode in the event the
company is unable to realize anticipated cost savings from the
carve-out from Siemens.

The principal methodology used in these ratings was Global
Manufacturing Companies published in July 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.

Headquartered in Warrendale, Pennsylvania, EWT Holdings III Corp.
(EWT) is the parent company of Evoqua Water Technologies LLC
(Evoqua) which designs, builds and supports water treatment
solutions for the process, drinking and waste water needs of
industrial and municipal customers.  For its most recent fiscal
year ending Sep. 30, 2014, EWT generated $1.1 billion in revenues.


G & K ENTERPRISES: Case Summary & 15 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: G & K Enterprises, Co., LLC
        PO Box 3278
        Rock Hill, SC 29732

Case No.: 15-30311

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: March 6, 2015

Court: United States Bankruptcy Court
       Western District of North Carolina (Charlotte)

Judge: Hon. Laura T. Beyer

Debtor's Counsel: James H. Henderson, Esq.
                  JAMES H. HENDERSON, P.C.
                  1201 Harding Place
                  Charlotte, NC 28204-2248
                  Tel: 704.333.3444  
                  Fax: 704.333.5003
                  Email: henderson@title11.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by David R. Kaveh, member/manager.

A list of the Debtor's 15 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ncwb15-30311.pdf


GARLOCK SEALING: Belluck & Fox Can't Move Asbestos Suit to NY
-------------------------------------------------------------
Law360 reported that U.S. District Judge Graham C. Mullen in North
Carolina rejected a motion by asbestos injury firm Belluck & Fox
LLP to move to New York an adversary suit against it by defunct
gasket company Garlock Sealing Technologies LLC, finding that his
is a more efficient venue for that and other similar suits by
Garlock.

According to the report, Judge Mullen said that Garlock's adversary
suit against Belluck & Fox -- which accuses the plaintiffs' firm of
"double dipping" in trying to maximize recoveries for clients
suffering from asbestos-related diseases.

The case is Garlock Sealing Technologies LLC et al v. Belluck &
Fox, LLP et al., Case No. 3:14-cv-00118 (W.D.N.C.).

                     About Garlock Sealing

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

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

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

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

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

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

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


GENERAL MOTORS: Sets Buyback, Placating Activists
-------------------------------------------------
Vipal Monga and David Benoit, writing for The Wall Street Journal,
reported that General Motors Co. disclosed a $5 billion stock
repurchase after top officials determined the auto maker's $25
billion of cash was more than enough to fulfill spending plans and
handle uncertainties like the federal investigation into a botched
ignition-switch recall.

According to the Journal, GM's decision highlights a dilemma facing
many companies as activists cement their toehold in boardrooms: who
is better at determining the appropriate use of cash as corporate
balances grow?

                      About General Motors

General Motors Corporation and three of its affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on
June 1, 2009.  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  Harvey R. Miller, Esq., Stephen Karotkin, Esq.,
and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP,
assist the Debtors in their restructuring efforts.  Al Koch at AP
Services, LLC, an affiliate of AlixPartners, LLP, serves as the
Chief Executive Officer for Motors Liquidation Company.  GM is also
represented by Jenner & Block LLP and Honigman Miller Schwartz and
Cohn LLP as counsel.  Cravath, Swaine, & Moore LLP is providing
legal advice to the GM Board of Directors.  GM's financial advisors
are Morgan Stanley, Evercore Partners and the Blackstone Group LLP.
Garden City Group is the claims and notice agent of the Debtors.

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

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

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

                        *     *     *

The Troubled Company Reporter, on Sep. 29, 2014, reported that
Standard & Poor's Ratings Services raised its corporate credit
rating on U.S. automaker General Motors Co. (GM) to 'BBB-' from
'BB+', and revised the outlook to stable from positive.  At the
same time, S&P raised its issue-level rating on GM's unsecured
debt to 'BBB-' from 'BB+' and simultaneously withdrew its '4'
recovery rating on that debt, because S&P do not assign recovery
ratings to the issues of investment-grade companies.

On Oct. 21, 2014, the TCR reported that Fitch Ratings has assigned
a rating of 'BB+' to GM's amended unsecured credit facilities.
Fitch currently rates GM's Issuer Default Rating (IDR) 'BB+'.  The
Rating Outlook is Positive.  Fitch has also affirmed and withdrawn
the 'BB+' IDR of GM's General Motors Holdings LLC (GM Holdings)
subsidiary, as there is no longer any rated debt at the
subsidiary, and Fitch does not expect the subsidiary to be an
active issuer going forward.  Fitch has also withdrawn GM
Holdings'
unsecured credit facility rating of 'BB+' as the subsidiary is no
longer a borrower on the facilities.

The TCR, on Nov. 6, 2014, reported that Fitch Ratings has assigned
a rating of 'BB+' to GM's proposed issuance of senior unsecured
notes.  The existing Issuer Default Rating (IDR) for GM is 'BB+'
and the Rating Outlook is Positive.



GROUP HEALTH: S&P Affirms Then Withdraws 'BB' Ratings
-----------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its 'BB'
long-term counterparty credit and financial strength ratings on
U.S.-based health insurer Group Health Inc. (GHI).  The outlook is
stable.  S&P subsequently withdrew its ratings at the company's
request.

"The ratings reflect our view of GHI's fair business risk profile
and extremely weak financial risk profile, leading to a stand-alone
credit profile of 'b'," said Standard & Poor's credit analyst Deep
Banerjee.  S&P then provide three notches of group support to the
stand-alone credit profile based on its view that GHI is
strategically important to HIP, resulting in a financial strength
rating of 'BB'.

The stable outlook reflects S&P's view that the company's weak
stand-alone financial profile will continue to constrain its credit
profile that is somewhat offset by group support.



HAMPTON COUNTY SCHOOL: Moody's Affirms Ba3 Rating on $5.2MM GO Debt
-------------------------------------------------------------------
Moody's Investors Service affirmed Hampton County School District
No. 2, SC's Ba3 rating, affecting $5.2 million general obligation
debt.  The outlook remains negative.

The Ba3 underlying rating reflects the district's very weak fund
balance and liquidity position in fiscal 2014, attributable to
several consecutive years of operational imbalance and failure to
enact timely expenditure cuts to offset declining revenues.  The
rating also factors in a reliance on the recent utilization of
deficit financing and an emergency loan from Hampton County (A3) to
cover delinquent cash-flow notes.  Additionally, the rating
incorporates sharply declining enrollment for what is already a
small school district that has a limited tax base, below average
socioeconomic characteristics, and above average direct debt burden
with slow payout.  The district also benefits from the state school
enhancement program, which is rated Aa1.

The negative outlook reflects the absence of a long-term plan for
achieving and maintaining structural balance and rebuilding
reserves.  The outlook also incorporates the possibility that
Hampton County could cease fiscal control and emergency funding if
the stipulations of the emergency loan agreement are not met, which
would likely result in additional operational imbalance and further
weakening of credit quality.

What could make the rating go up (Removal of the negative outlook)

- Positive operations in fiscal 2015 and articulation of long-
   term plans for achieving and maintaining structural balance

- Reduced reliance on cash-flow borrowing

- Timely repayment of the district's emergency loan

What could make the rating go down

- Failure to maintain positive fund balance and liquidity
   positions in a timely manner and/or continued financial
   deterioration

- Stipulations of emergency loan agreement are not met,
   resulting in elimination of fiscal support from the County

- Failure to provide full disclosure of audited financial and
   other budgetary, economic and enrollment information

The K to 12 district is located in the Hampton County in southern
South Carolina, approximately 60 miles north of Savannah, GA,
Approximately 70% of county land is forested and a significant
portion is dedicated to agriculture.

The outstanding bonds are secured by the district's general
obligation unlimited tax pledge.

The principal methodology used in this rating was US Local
Government General Obligation Debt published in January 2014.


HD SUPPLY: Presents at Raymond James Investors Conference
---------------------------------------------------------
HD Supply presented at the 2015 Raymond James Institutional
Investors Conference on March 4, 2015.  A copy of the slides used
at the conference is available for free at http://is.gd/CXHABS

                           About HD Supply

HD Supply, Inc., headquartered in Atlanta, Georgia, is one of the
largest North American wholesale distributors supporting
residential and non-residential construction and to a lesser
extent electrical consumption and repair and remodeling.  HDS also
provides maintenance, repair and operations services.  Its
businesses are organized around three segments: Infrastructure and
Energy; Maintenance, Repair & Improvement; and, Specialty
Construction.  HDS operates through approximately 800 locations
throughout the U.S. and Canada serving contractors, government
entities, maintenance professionals, home builders and
professional businesses.

HD Supply reported a net loss of $218 million for the fiscal year
ended Feb. 2, 2014, a net loss of $1.17 billion for the fiscal
year ended Feb. 3, 2013, and a net loss of $543 million for the
year ended Jan. 29, 2012.

As of Nov. 2, 2014, the Company had $6.52 billion in total assets,
$7.18 billion in total liabilities, and a $657 million
stockholders' deficit.

                           *     *     *

As reported by the TCR on Jan. 11, 2013, Moody's Investors Service
upgraded HD Supply's corporate family rating to 'B3' from 'Caa1'.
"This rating action results from our expectations that HDS will
refinance a significant portion of its senior subordinated notes
due 2015, effectively extending the remainder of its maturities by
at least two years to 2017," Moody's said.

HD Supply carries a 'B' corporate credit rating, with negative
outlook, from Standard & Poor's Ratings Services.


HELLAS TELECOM: TPG, Apax Fail in 2nd Attack on $1.1B Clawback Suit
-------------------------------------------------------------------
Law360 reported that a New York bankruptcy judge once again ruled
that TPG Capital LP and Apax Partners LLP must face allegations
they plundered $1.1 billion from Hellas Telecommunications
(Luxembourg) II SCA, rejecting the private equity giants' claims
that new appellate authority protected them from clawback
liability.

According to the report, U.S. Bankruptcy Judge Martin Glenn denied
the companies' motion to dismiss an unjust enrichment claim against
them from Hellas' liquidators, finding that the recent expansion of
the U.S. Bankruptcy Code's safe-harbor protections for securities
transactions still had certain exceptions.

As previously reported by The Troubled Company Reporter, the New
York bankruptcy judge trimmed the lawsuit, limiting potential
clawback liability to the firms' U.S.-based investment funds.  In a
lengthy opinion, Judge Glenn barred the foreign liquidators charged
with digging up funds for Hellas creditors from suing the private
equity giants under New York state law for taking EUR973.7 million
($1.1 billion) out of the Greek telecom in an allegedly fraudulent
transaction.

TPG and Apax have said that the lawsuit cannot stand in light of
new appellate authority protecting a wider universe of
prebankruptcy payments from clawback liability, Law360 related.
The private equity giants said in a reply brief that a recent
expansion of the U.S. Bankruptcy Code's safe-harbor protections for
securities transactions was fatal to a lawsuit demanding they
disgorge payments received from Hellas before its 2009 collapse.

The case is In re: Hellas Telecommunications (Luxembourg) II SCA,
case number 1:12-bk-10631, in the U.S. Bankruptcy Court for the
Southern District of New York.

                  About Hellas Telecommunications

In February 2007, Hellas Telecommunications was purchased from
TPG Capital LP and Apax Partners by the Italian telecommunications
giant Weather Group.  The Company later suffered liquidity
problems and commenced administration proceedings in the U.K. in
November 2009.  The administrators sold 100% of the shares of Wind
Hellas to the existing owners, the Weather Group.  An order
placing the Company into liquidation was entered on Dec. 1, 2011.

Andrew Lawrence Hosking and Carl Jackson, as Joint Liquidators
petitioned for the Chapter 15 protection for the Company (Bankr.
S.D.N.Y. Case No. 12-10631) on Feb. 16, 2012.  Mr. Jackson was
later succeeded by Simon James Bonney, and then recently by Bruce
Mackay.

Bankruptcy Judge Martin Glenn presides over the Chapter 15 case.

The Debtor estimated assets and debts of more than $100,000,000.
The Debtor did not file a list of creditors together with its
petition.

The Foreign Representatives commenced the lawsuit against various
entities, captioned as, Hosking v. TPG Capital Management, L.P.,
et al., No. 14-01848 (MG) (Bankr. S.D.N.Y. March 13, 2014).  TPG
is represented by Paul M. O'Connor, III, Esq., and Andrew K.
Glenn, Esq., at Kasowitz, Benson, Torres, & Friedman, LLP of New
York, NY.  APAX is represented by Robert S. Fischler, Esq., and
Stephen Moeller-Sally, Esq., at Ropes & Gray LLP of New York, NY.
TCW is presented by Wayne S. Flick, Esq., and Amy C. Quartarolo,
Esq., at Latham & Watkins LLP of Los Angeles, CA.  Nikesh Aurora
is represented by William F. Gray, Jr., Esq., and Alison D. Bauer,
Esq., at Torys LLP of New York, NY and Michael A. Sherman, Esq.,
at Stubbs Alderton & Markiles, LLP of Sherman Oaks, CA.

U.S. counsel to the Foreign Representatives as against all
Defendants except Deutsch Bank AG and Nikesh Arora are Howard
Seife, Esq., Thomas J. McCormack, Esq., Andrew Rosenblatt, Esq.,
and Marc D. Ashley, Esq., at CHADBOURNE & PARKE LLP.

U.S. counsel to the Foreign Representatives as against Deutsch
Bank AG and Nikesh Arora are Alexander H. Schmidt, Esq., Alan
McDowell, Esq., and Jeremy Cohen, Esq., at WOLF HALDENSTEIN ADLER
FREEMAN & HERZ LLP.


HERCULES OFFSHORE: Moody's Cuts CFR to Caa2, Outlook Negative
-------------------------------------------------------------
Moody's Investors Service downgraded Hercules Offshore, Inc.'s
Corporate Family Rating to Caa2 from B2, the Probability of Default
Rating to Caa2-PD from B2-PD, and the senior note rating to Caa2
from B3.  Moody's also changed the Speculative Grade Liquidity
Rating to SGL--4.  The outlook is negative.

"Hercules 4th quarter 2014 results show a clear decline in the
earnings power for the company's fleet of rigs, and the recent
cancellation of one of its rigs working in the Middle East raises
concern that the company's financial position will become
precarious as 2015 unfolds," said Stuart Miller, Moody's Vice
President -- Senior Credit Officer. "The company's substantial cash
balance may not be sufficient to prevent financial distress in the
next 12 to 18 months given the rapidly deteriorating jack-up rig
market and Hercules leveraged balance sheet and aging fleet.  The
downgrade to Caa2 reflects Moody's view that Hercules may consider
a distressed exchange, which Moody's views as a default."

Downgrades:

  -- Corporate Family Rating (Local Currency), Downgraded to Caa2
     from B2

  -- Probability of Default Rating, Downgraded to Caa2-PD from
     B2-PD

  -- Senior Unsecured, Downgraded to Caa2 LGD4 from B3 LGD4

  -- Speculative Grade Liquidity, Downgraded to SGL -- 4 from
     SGL-2

Outlook Actions:

  -- Outlook, Remains Negative

The Caa2 Corporate Family Rating (CFR) reflects the company's
contract roll-off and sparse contract coverage through the June
2016, its aging fleet, and the projection for a deterioration of
its liquidity position.  As of February 2015, the company had only
one rig contract extending beyond year end 2015 after taking into
account Saudi Aramco's (unrated) cancellation of its contract for
the Hercules 261 and ignoring the contract on the company's rig
under construction.  Hercules' large fleet of standard
specification jackup rigs is older than most of its peers, making
Hercules more vulnerable to decreasing demand for its rigs.
Moody's assumes that any 2015 contracts for the company's rigs will
be at lower dayrates than its existing contracts.  As a result,
Hercules' EBITDA could drop below $25 million per quarter, a level
that is necessary to service interest on the company's $1.2 billion
of outstanding debt.  After maintenance capital expenditures, it
appears that the company's cash burn rate could approach $10 to $15
million per month, an amount that will exhaust the company's $208
million of cash on hand before the middle of 2016.  Moody's expects
the ratio of debt to EBITDA to balloon from about 4.3x at the end
of 2014 to over 10x by the end of 2015.

Although the company has a five-year contract with Maersk Oil (a
division of A.P. Møller - Mærsk A/S, Baa1 stable) that is
supporting the construction of a new, high-specification jack-up,
it is uncertain how the company will finance the remaining
construction cost of over $200 million.  If a non-recourse project
loan is used, the cash flow from the rig would be used to service
the project finance debt providing little to no immediate benefit
to the Hercules creditors.  If the company uses a portion of its
cash balance to pay for this new build, it could cause a more
immediate liquidity concern.

Hercules' SGL-4 Speculative Grade Liquidity Rating reflects its
negative free cash flow in 2015, and its limited access to external
sources of liquidity.  Although the company has no borrowings under
its $150 million dollars secured revolving credit facility at Dec.
31, 2014, availability of the unused amount is restricted by the
leverage covenant which requires the ratio of secured debt to
EBITDA to be less than 3.5x. Moody's believes this covenant will
restrict access to no more than $20 to $25 million by the end of
2015.  The credit facility expires in April 2018. Although the
company had about $208 million of cash on hand at Dec. 31, 2014,
Moody's expects the company to use this cash at a rate of $10 to
$15 million per month to fund its maintenance capital expenditures
and interest expense.

The outlook is negative reflecting the deteriorating market and
Moody's expectation that Hercules will work down cash balance to
fund its operations.  A downgrade is likely if the company's cash
position deteriorates materially or if the company begins to pursue
a distressed exchange of its debt.  An upgrade will be considered
when Hercules has sufficient contract coverage to support positive
free cashflow generation.

The principal methodology used in these ratings was Global Oilfield
Services Industry Rating Methodology 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.

Hercules Offshore, Inc. is headquartered in Houston, TX and is a
provider of offshore contract drilling and liftboat services with
operations principally in the shallow water Gulf of Mexico and in a
number of international locations.


HIPCRICKET INC: SITO to Sue if Co. Pursues Rival Ch. 11 Bid
-----------------------------------------------------------
Law360 reported that SITO Mobile Ltd. told a Delaware bankruptcy
judge that it will sue mobile ad company Hipcricket Inc. if it goes
ahead with a reorganization offer from ESW Capital LLC, arguing the
debtor would be breaching the stalking horse asset purchase
agreement it came into Chapter 11 with.

According to the report, during a marathon hearing in Wilmington,
SITO contended that its side had the sale "process pulled out from
under them" when Hipcricket decided to deem ESW's offer -- which
the debtor says represents a $2.7 million overbid of SITO's $4.5
million cash stalking-horse bid.

                     About Hipcricket Inc.

Headquartered in Bellevue, Washington, Hipcricket, Inc., formerly
known as Augme Technologies, is a publicly held Delaware
corporation.  Hipcricket is in the business of providing
end-to-end, data-driven mobile advertising and marketing solutions
through its proprietary AD LIFE software-as-a service platform a
proprietary, mobile engagement platform for businesses to
communicate with customers through cellphones, tablets and other
mobile devices.  The Company had 77 full-time employees as of the
bankruptcy filing.

Hipcricket sought Chapter 11 protection (Bankr. D. Del. Case No.
15-10104) on Jan. 20, 2015, with a deal to sell its assets.

The Debtor has tapped Pachulski Stang Ziehl & Jones LLP as
counsel,
Canaccord Genuity Inc. as investment banker, Perkins Coie LLP as
special corporate counsel, and Omni Management Group, LLC,
as claims and noticing agent.

As of Jan. 20, 2015, the Company had total assets of $16.8 million
and liabilities of $12.06 million.

The U.S. Trustee for Region 3 appointed five creditors of
Hipcricket Inc. to serve on the official committee of unsecured
creditors.


HOLDER GROUP: Amends Schedules of Assets and Liabilities
--------------------------------------------------------
The Holder Group Sundance filed with the U.S. Bankruptcy Court for
the District of Nevada amended schedules of assets and liabilities,
disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                $8,639,995
  B. Personal Property            $1,773,695
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                $5,040,805
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-Priority
     Claims                                         $804,496
                                 -----------      -----------
        Total                    $10,413,690      $5,845,301

The Debtor disclosed total assets of $10.4 million, and total
liabilities of $5.08 million in a prior iteration of the
schedules.

A copy of the amended schedules is available for free at:

  http://bankrupt.com/misc/HolderGroupSundance_28_amendedSAL.pdf

Reno, Nevada-based The Holder Group Sundance, LLC, filed a Chapter
11 bankruptcy petition (Bankr. D. Nev. Case No. 15-50157) on
Feb. 9, 2015.  The petition was signed by Harold D. Holder Sr., the
manager.  Stephen R Harris, Esq., at Harris Law Practice LLC serves
as the Debtor's counsel.  


HYDROCARB ENERGY: Files 2nd Changes to Jan. 31, 2014 Form 10-Q
--------------------------------------------------------------
Hydrocarb Energy Corp. filed with the Securities and Exchange
Commission a second amendment to its quarterly report on Form 10-Q
for the period ended Jan. 31, 2014, originally filed on March 21,
2014.

Subsequent to the filing of the Quarterly Report, the Company
became aware of various disclosure issues.  The purpose of the
amendment was to update and correct those issues to include
additional disclosures concerning the Company's Legal Proceedings
in Part II, Item 1.

As of March 4, 2014, the Company was a party to the following legal
proceedings:

(a). Cause No. 2011-37552; Strategic American Oil Corporation v.
ERG Resources, LLC, et al.; In the 55th District Court, Harris
County, Texas.  The Company is a plaintiff in this suit, seeking
$250,000 in relief.  In this case, Company brought claims for
injunctive relief, breach of contract and fraudulent inducement
against the defendant regarding the purchase of Galveston Bay
Energy, LLC from ERG.  The Company intends to prosecute its claims
and defenses vigorously.  As of the date of filing of this report,
the Company is no longer seeking injunctive relief.  Additionally,
the below listed case has been consolidated into this case since
the subject matter of the below case is subsumed within the subject
matter of this case. From this point forward, there will be only
this one piece of litigation.  The trial was held in October 2013.
The judge ruled in favor of ERG and that Galveston Bay Energy, LLC
is liable to pay the charges in the below-mentioned case and a
portion of ERG's attorney fees. The judgment was entered on
November 18, 2013.  HEC and GBE have filed an appeal with the Texas
Court of Appeals.  As of January 31, 2014, the Company had accrued
$232,974 for this cause.

(b) Cause No. 2011-54428; ERG Resources, LLC v. Galveston Bay
Energy, LLC, in the 125th Judicial District Court, Harris County,
Texas.  This case deals with the operating agreements for the
processing of product by the entities owned by ERG. It is an action
seeking payments of charges and expenses by ERG that are refuted by
GBE.  The Company intends to prosecute its claims and defenses
vigorously.  As indicated above, this case has been consolidated
into the case listed above.  As such, the claims in this case will
be decided in cause No. 2011-37552 (see (a) above).

                      About Hydrocarb Energy

Hydrocarb Energy, formerly known as Duma Energy Corp, is a
publicly-traded Domestic and International energy exploration and
production company targeting major under-explored oil and gas
projects in emerging, highly prospective regions of the world.
With exploration concessions in Africa, production in Galveston
Bay and Oil Field Services in the United Arab Emirates, the
Company maintain offices in Houston, Texas, Abu Dhabi, UAE and
Windhoek, Namibia.

Hydrocarb Energy reported a net loss of $6.55 million on $5.06
million of revenues for the year ended July 31, 2014, compared to
a net loss of $37.5 million on $7.07 million of revenues for the
year ended July 31, 2013.

"A decline in the price of our common stock could result in a
reduction in the liquidity of our common stock and a reduction in
our ability to raise additional capital for our operations.
Because our operations to date have been largely financed through
the sale of equity securities, a decline in the price of our
common stock could have an adverse effect upon our liquidity and
our continued operations.  A reduction in our ability to raise
equity capital in the future could have a material adverse effect
upon our business plan and operations, including our ability to
continue our current operations," the Company stated in its
Annual Report for the year ended July 31, 2014.


IGATE CORP: S&P Raises CCR to 'BB' on Lower Leverage
----------------------------------------------------
Standard & Poor's Ratings Services said it raised its corporate
credit rating on Bridgewater, N.J.-based iGATE Corp. to 'BB' from
'BB-'.  The outlook is stable.

At the same time, S&P raised the issue-level rating on the
company's $325 million senior unsecured notes to 'BB' from 'BB-'.
The recovery rating remains '3', indicating S&P's expectation for
average (50%-70%, at the higher end of the range) recovery in the
event of a payment default.

"The upgrade of IGATE reflects our view of the company's improved
financial risk profile after it significantly reduced leverage in
2014 to 2.1x from 5.9x in 2013," said Standard & Poor's credit
analyst Peter Bourdon.

Voluntary debt repayments totaling about $126 million in 2014, and
the redemption of its $441 million series B preferred stock (as of
Nov. 4, 2014) for equity and $80 million of cash, propelled the
debt reduction.  In addition, S&P's 2014 leverage calculation
includes a surplus cash adjustment of $140 million, which was not
included in S&P's 2013 calculation due to its view of the company's
business risk profile at that time.

IGATE's business risk profile is "fair," which S&P revised from
"weak" in March 2014 following the successful integration of Patni
Computer Systems.  A significant base of recurring revenues, strong
customer relationships, and solid organic revenue growth support
S&P's business risk profile assessment.  Revenues increased to $1.3
billion in 2014, or 10.2%, after increasing about 7% in 2013.
However, high customer concentration, modest market share, and a
relatively small operating scale compared to those of its larger
business process outsourcing (BPO) peers offset these strengths.
IGATE's top 10 customers amounted to 51% of revenue in 2014.

The stable outlook reflects S&P's expectation that the company will
generate mid- to high-single-digit percent revenue growth in 2015
and that leverage will decline to roughly 1.5x over the next 12
months as a result of organic EBITDA growth and an increase in cash
and short-term investments (which S&P uses as an adjustment to
debt).

S&P could lower the rating if the company loses key customers
resulting in a significant revenue and EBITDA decline, or if there
is a change to the existing financial policy such that the company
undertakes shareholder reward initiatives or a large, debt-financed
acquisition such that leverage sustains above 3x.

Although unlikely over the next 12 months, S&P could raise the
rating if the company significantly increases its scale, further
diversifies its revenue base, and commits to a conservative
financial policy with leverage sustaining at or below 1.5x.



IKARIA INC: Moody's Reviews 'B2' Corp Family Rating for Upgrade
---------------------------------------------------------------
Moody's Investors Services placed the ratings of Ikaria, Inc. under
review for upgrade, including the company's B2 Corporate Family
Rating and B2-PD Probability of Default Rating.  This action
follows the announcement that Ikaria has entered into a definitive
agreement to be acquired by Mallinckrodt International Finance SA
("Mallinckrodt", Ba3 under review for downgrade) in a transaction
valued at $2.3 billion.

The following ratings were placed under review for upgrade:

Ikaria, Inc.

  -- Corporate Family Rating at B2

  -- Probability of Default Rating at B2-PD

  -- 1st lien senior secured credit facilities at B1 (LGD 3)

  -- 2nd lien senior secured term loan at Caa1 (LGD 5)

The review for upgrade is based upon Moody's view that, should the
acquisition by Mallinckrodt be consummated, Ikaria will become part
of an enterprise with a stronger overall credit profile than on a
standalone basis.

Excluding the acquisition's impact, Ikaria's B2 CFR (under review
for upgrade) incorporates its small size and single product
concentration risk, with almost all of its revenues derived from
the INOMAX therapy.  The B2 CFR also reflects Ikaria's considerable
financial leverage as well as its history of aggressive dividends,
albeit under previous ownership.  Its ratings are also constrained
by the high level of off-label use of its products (the company
cannot legally market for off-label indications).  The standalone
rating also reflects Ikaria's strong competitive position within
its niche market, offering a product that treats critically ill
patients who have few treatment alternatives. Although certain key
patents for INOMAX expired in 2013 and 2014 and other longer-dated
patents expiring in 2029 and 2031 are being challenged, Moody's
believes there are relatively high barriers to entry that prevent
immediate entry by competitors from having a meaningful impact on
the business.  As such, Ikaria will be subject to modest pricing
declines and/or market share loss if competition were to increase
over the next 2-3 years.

The principal methodology used in this rating was the Global
Pharmaceutical Industry published in December 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.

Ikaria, headquartered in Hampton, New Jersey, develops and
manufactures products aimed at the critical care market.  The
company's INOMAX therapy product delivers nitric oxide , a
pharmaceutical drug delivered in gas form, for inhalation through a
proprietary delivery system.  For the twelve months ended Sep. 30,
2013, Ikaria generated revenues of approximately $371 million.
Madison Dearborn Partners, LLC (MDP), indirectly owns roughly 52%
of Ikaria and other investors and management own the remaining 48%.


IMPLANT SCIENCES: Amends Change of Control Payment Plan
-------------------------------------------------------
The Board of Directors of Implant Sciences Corporation amended and
restated the Company's Change of Control Payment Plan which was
originally adopted by the Board of Directors on Sept. 7, 2012.  The
Amended Plan modifies certain provisions of the Original Plan
relating to the calculation and amounts of payment to which certain
key employees and directors of the Company are entitled following a
Change in Control as well as certain terms and conditions of
payment.  

According to a document filed with the Securities and Exchange
Commission, the purposes of the Plan are:

  (a) to keep certain key employees and directors focused on the
      interests of the Company's shareholders and to secure their
      continued services in addition to their undivided dedication
      and objectivity in the event of any threat or occurrence of,
      or negotiation or other action that could lead to the
      possibility of, a Change of Control; and

  (b) to ensure that Participants who are employed by the Company
      and or its Affiliates do not (i) solicit or assist in the
      solicitation of employees of the Company or any affiliate
      for a specified period, or (ii) disclose any confidential or
      proprietary information of the Company or any affiliate
      prior to or after a Change of Control.

The Original Plan stated that any termination or amendment of the
Original Plan that imposes additional obligations on, or impairs
the rights of, a Participant will not be effective without the
written consent of the Participant.  The Company is in the process
of seeking those consents.

The Original Plan provided that Participants would receive certain
fixed amounts upon a Change of Control.  The Amended Plan does not
provide those fixed amounts.  Instead, the Amended Plan provides
for Change of Control Payments based on a percentage of Net
Proceeds of a Change of Control after subtracting amounts that the
Participant would receive in the Change of Control transaction as a
result of the Participant's ownership of certain stock options of
the Company.  Change of Control Payments are calculated as (a) the
product of (i) Net Proceeds of a Change of Control, multiplied by
(ii) the applicable percentage granted to the Participant, reduced,
but not below zero, by (b) any portion of the Net Proceeds or any
other consideration which are payable to such Participant with
respect to the At-Risk Options or with respect to shares of capital
stock of the Company acquired upon the exercise of the At-Risk
Options.  The options deemed to be "At- Risk" are identified in
Appendix A of the Amended Plan.

In the Amended Plan, Net Proceeds is defined as the aggregate
consideration paid in connection with a Change of Control, after
payment of (i) all secured indebtedness of the Company and any
controlled subsidiary, together with all accrued but unpaid
interest thereon and all other obligations related thereto,
including without limitation all indebtedness owed to DMRJ Group,
LLC, and to the holders of promissory notes issued pursuant to that
certain Note Purchase Agreement dated as of March 19, 2014, between
the Company and certain other parties thereto, and (ii) all other
obligations and liabilities of the Company and any Controlled
Subsidiary, including all expenses related to such Change of
Control.  Net Proceeds will be deemed to include (i) any
consideration to be paid to the Company, any Controlled Subsidiary,
or the Company's stockholders (as the case may be) that is to be
held in escrow and (ii) any consideration to be paid to the
Company, any Controlled Subsidiary, or the Company's stockholders
(as the case may be) that is based on the future outcome or
performance of the Company or any Controlled Subsidiary in the form
of an earn-out according to the terms of the Change of Control.
Upon any release from escrow and/or any payment of an earn-out, the
Company shall make the Change of Control Payments attributable to
such amounts upon the same payment schedule and under the same
terms and conditions as apply to the corresponding payments to the
Company, any Controlled Subsidiary, or the Company's stockholders
(as the case may be) and in compliance with Section 409A of the
Code.

A full-text copy of the Amended and Restated Change of Control
Payment Plan is available at http://is.gd/jQ3GmW

                      About Implant Sciences

Implant Sciences Corporation (OBB: IMSC.OB) --
http://www.implantsciences.com/-- develops, manufactures and
sells sensors and systems for the security, safety and defense
(SS&D) industries.

The Company's balance sheet at Dec. 31, 2014, showed $5.51 million
in total assets, $75.9 million in total liabilities and total
stockholders' deficit of $70.4 million.

Marcum LLP, in Boston, Massachusetts, issued a "going concern"
qualification on the consolidated financial statements for the
year ended June 30, 2014.  The independent auditors noted that
the Company has had recurring net losses and continues to
experience negative cash flows from operations.  As of Sept. 23,
2014, the Company's principal obligation to its primary lenders
was approximately $53.4 million and accrued interest of
approximately $10.2 million.  The Company is required to repay all
borrowings and accrued interest to these lenders on March 31,
2015.  These conditions raise substantial doubt about its ability
to continue as a going concern.

                         Bankruptcy Warning

"Despite our current sales, expense and cash flow projections and
the cash available from our line of credit with DMRJ, we will
require additional capital no later than the third quarter of
fiscal 2015 to fund operations and continue the development,
commercialization and marketing of our products.  Our failure to
achieve our projections and/or obtain sufficient additional capital
on acceptable terms would have a material adverse effect on our
liquidity and operations and could require us to file for
protection under bankruptcy laws.  These conditions raise
substantial doubt as to our ability to continue as a going
concern," the Company stated in its quarterly report for the period
ended Dec. 31, 2014.


ITHACA ENERGY: Moody's Lowers CFR to 'B3', Outlook Negative
-----------------------------------------------------------
Moody's Investors Service downgraded Ithaca Energy Inc.'s corporate
family rating to B3 from B2, the probability of default rating
rating to B3-PD from B2-PD, and the rating for its senior unsecured
notes due 2019 to Caa2 from Caa1, with a loss given default
assessment of LGD5 (88%).  The notes are guaranteed on a senior
subordinated basis by certain Ithaca subsidiaries.  The negative
rating outlook is also maintained.

"We downgraded Ithaca's ratings based on the announced delay in the
start up of its key Greater Stella Area field development and lower
base level production until at least mid-2016, and to reflect its
tightening liquidity profile", said Tom Coleman, Senior Vice
President. "While the Greater Stella development is considerably
advanced, shipyard delays in delivering the floating production
facility will push back initial production by almost a year,
resulting in lower cash flow and the continuation of higher than
expected leverage."

Downgrades:

Issuer: Ithaca Energy Inc.

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

  -- Corporate Family Rating, Downgraded to B3 from B2

  -- Senior Unsecured Regular Bond/Debenture (Foreign Currency),
     Downgraded to Caa2, LGD5 from Caa1, LGD5

Actions:

Issuer: Ithaca Energy Inc.

  -- Outlook, Remains Negative

Ithaca Energy's B3 CFR reflects the execution risk and reduced
production resulting from the Greater Stella delay, as well as the
company's small scale, production concentration, short reserve
life, and elevated financial leverage.  Completion and
commissioning of the FPF-1 floating production facility is now
expected to occur in first quarter of 2016 followed by expected
production start-up late in the second quarter.  Delivery of the
Greater Stella production will be critical to Ithaca's production
ramp up from a current level of about 12,000 bpd, and to a rising
cash flow profile and reduced unit costs.

The Caa2 rating on the senior notes is two notches below the B3
Corporate Family Rating, reflecting the substantial amount of
liabilities in the capital structure that rank senior to the notes.
Guarantees on the notes provided by Ithaca's various subsidiary
guarantors are senior subordinated obligations of those
subsidiaries.

Ithaca's liquidity is tighter but it should be able to meet peak
funding requirements on the Stella development under its $610
million reserve based loan facility (RBL).  Moody's believe the
company is likely to negotiate an extension of the facility at the
next re-determination in April 2015, which will be key to aligning
its availability with the development delay and pushing out the
initial $110 million amortization due in the fourth quarter of
2015.

Ithaca also is likely to lose access to its $100 million Corporate
Facility Agreement, based on a breach of the leverage covenant,
unless it can re-negotiate facility terms.  However, the facility
remains undrawn and is not expected to be needed to meet Ithaca's
funding requirements. Despite tightening liquidity, Ithaca has
other sources such as liquidation of a portion of its in-the-money
hedges to provide cash flow support as it completes Phase 1 of the
Greater Stella development.

Moody's notes that Ithaca's large capital commitments for the
Stella development are declining, and that once the field comes
onstream and ramps up later in 2016 the company should benefit from
good cash margins of $35-$40/BOE, reduced unit operating costs, and
declining financial leverage.  In the meantime, production should
be level in the area of 12,000 BOE/day with cash flow from
operations lower and a higher unit cost profile.

Ithaca's liquidity position has tightened, but assuming it is able
to push out the first amortization on the RBL, it should be
adequate to fund capital spending and bring the Stella field on
line. Its main source of liquidity is the US$610 million RBL, which
matures in June 2017, with $134 million undrawn as of Sep. 30,
2014.  The borrowing base (Maximum Available Amount) was reaffirmed
in October 2014 and will be reviewed again in April 2015.  As
noted, absent an amendment Ithaca is likely to lose access to its
undrawn USD100 million Corporate Facility Agreement (CFA), based on
a breach of the maximum Debt/EBITDAX covenant of 3.5x. The facility
matures in 2018.

Successful re-determination and extension of the RBL and required
amortization, which is expected in April 2015 based on year-end
2014 results (to be disclosed at end of March 2015), will be key to
Ithaca's liquidity.  The B3 CFR will be downgraded if it is unable
to amend the facility. It could also be downgraded if Stella
production is further delayed and the company fails to reduce debt
levels and leverage metrics, with Adjusted Debt/Average Daily
Production as of year-end 2014 at an estimated peak of about
$76,000/BOE.

Given the Great Stella delays and Ithaca's small scale proved
reserve base and elevated leverage, Moody's does not see upward
ratings momentum in the near-term. However, successful delivery on
the development program with demonstrated production growth and
debt reduction, as well as achievement of an improving cost
structure, could stabilize the outlook.

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

Ithaca Energy Inc. is a Canadian-based independent exploration and
production company with almost all of its assets and production in
the United Kingdom Continental Shelf (UKCS) region of the North
Sea.  The company has pursued growth via acquisitions of producing
field interests with a focus on appraising and developing assets
that have potential for with step outs in contiguous areas.  As of
year-end 2013 Ithaca held 2P reserves of 58 million BOE with
production averaging 11,600 BOE/day in third quarter 2014.


ITR CONCESSION: Special Committee's Sale Incentive Plan Approved
----------------------------------------------------------------
The U.S. Bankruptcy Court entered an order approving ITR Concession
Company LLC, et al.'s sale incentive plan, and authorizing the
Debtors' special committee to implement the sale incentive plan.

Cezar Froelich, a member of the special committee of the board of
directors of Debtor Statewide Mobility Partners, LLC, related that
in accordance with the Plan, the Debtors are running a dual-track
restructuring process pursuant to which the special committee has
the exclusive authority to exercise the Debtors' powers to assess
and approve a potential sale transaction and, in the absence of
consummating a sale transaction, the Debtors will consummate the
reorganization transaction.

The Debtors confirmed their prepackaged Plan -- which secured the
support of the Debtors' existing equity sponsors and nearly 99
percent of the Debtors' senior secured creditors and provides
payment in full in cash to all general unsecured creditors -- on
Oct. 28, 2014.

The special committee will rely on the Debtors' executives to,
among other things, engage in discussions and interact with the
special committee, UBS Securities, customers, vendors, and
potential buyers.  The special committee will also rely upon the
Debtors' senior executives to work with the Indiana Finance
Authority to transition the Toll Road to the winning bidder's
control.

To incentivize and reward the Debtors' senior executive team, the
special committee implement incentive-based awards for their chief
executive officer, chief financial officer, general counsel, chief
operating officer, and chief information officer.

The sale incentive plan contemplates that if a sale transaction is
consummated, the participants will receive their pro rata share of
the sum of $1,000,000 plus an amount equal to twenty basis points
of the net cash sale proceeds in excess of $5.0 billion; provided,
that in no event will the award upon the consummation of a sale
transaction be less than $300,000.

                       About ITR Concession

ITR Concession Co. operates a 157-mile, four- to six-lane toll
road in Northern Indiana commonly referred to as the Indiana Toll
Road.  The toll road is a vital artery for interstate commerce,
linking the City of Chicago and Lake Michigan to the interstate
highway system, as well as markets, ports, and commercial and
financial centers across the United States.  The toll road opened
in 1956 and is used by nearly 130,000 vehicles per day.

ITR Concession and its affiliates filed for bankruptcy protection
(Bankr N.D. Ill. Lead Case No. 14-34284) on Sept. 21 with a plan
to restructure some $6 billion in debt by selling its assets or
reorganizing its business.

The Debtors have tapped Marc Kieselstein, Esq., Chad J. Husnick,
Esq., Jeffrey D. Pawlitz, Esq., and Gregory F. Pesce, Esq., at
Kirkland & Ellis LLP as counsel; Moelis & Company LLC as
investment banker; and Kurtzman Carson Consultants LLC, as claims
and notice agent.

As of the Petition Date, the Debtors have outstanding funded debt
of $6.0 billion that is comprised of approximately $3.855 billion
in principal amount of first-priority syndicated bank-debt
obligations and approximately $2.15 billion in principal amount of
pari passu first-lien interest rate hedging obligations.


ITRON INC: S&P Affirms Then Withdraws 'BB' CCR
----------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB' corporate
credit rating on Itron Inc.  S&P subsequently withdrew the rating
at the company's request.

"The affirmation and subsequent withdrawal follows the company's
request to withdraw the corporate credit rating," said Standard &
Poor's credit analyst John Sico.  S&P does not rate any of its
debt.



KIOR INC: Auction Cancelled Due to Lack of Bids
-----------------------------------------------
KiOR Inc., notified the U.S. Bankruptcy Court of the cancellation
of auction and withdrawal of relief requested with respect to Plan
Support Agreement.

The Debtor related that on Dec. 8, 2014, the Bankruptcy Court
approved the bid procedures to govern the sale of substantially all
its assets to Pasadena Investments, LLC, and assume a Plan Support
Agreement.

In this relation, the Debtor has canceled the auction because it
did not receive any qualified bids other than the qualified bid
from the stalking horse bidder prior to the bid deadline.

On Dec. 30, the Mississippi Development Authority, the largest
unsecured creditor of the Debtor, objected to the Debtor's motion
to approve the bid procedures.

According to MDA, the Court must not authorize the Debtor

   1. to assume the PSA because:

      a) the PSA is unnecessary and confers no benefit upon the
         Debtor;

      b) there is insufficient business justification for the PSA
         under the heightened judicial scrutiny applicable to
         insider transactions;

      c) even under the less stringent business judgment standard,

         there is no justification for assuming the PSA.

   2. to sell the assets via credit bid to the Khosla Parties
because the Khosla Parties are not entitled to protections under
Section 363(m).

The Khosla Parties are all ultimately owned and controlled by Vinod
Khosla.  The Khosla Parties:

   -- hold the 88.3% majority of the voting shares in the Debtor;

   -- hold the prepetition secured claims against the Debtor;

   -- control the postpetition lender (Pasadena Investments, LLC),

      which was formed just three days prior to the filing of the
      Bankruptcy Case and is wholly owned by KFT Trust, and
      control the stalking horse bidder under the bid procedures
      approved in this Bankruptcy Case.

MDA is represented by:

         Dennis A. Meloro, ESq.
         GREENBERG TRAURIG, LLP
         The Nemours Building
         1007 North Orange Street, Suite 1200
         Wilmington, DE 19801
         Tel: (302) 661-7000
         Fax: (302) 661-7360
         E-mail: MeloroD@gtlaw.com

         David B. Kurzweil, Esq.
         R. Kyle Woods, Esq.
         Terminus 200
         3333 Piedmont Road, NE, Suite 2500
         Atlanta, GA 30305
         Tel: (678) 553-2680
         Fax: (678) 553-2681
         E-mails: KurzweilD@gtlaw.com
                  WoodsK@gtlaw.com

         Shari L. Heyen, Esq.
         1000 Louisiana, Suite 1700
         Houston, TX 77002
         Tel: (713) 374-3564
         Fax: (713) 818-3795
         E-mail: HeyenS@gtlaw.com

         Douglas C. Noble, Esq.
         William M. Quin II, Esq.
         MCCRANEY MONTAGNET QUIN & NOBLE, PLLC
         602 Steed Road, Suite 200
         Ridgeland, MS 39157
         Tel: (601) 707-5725
         Fax: (601) 510-2939
         E-mails: Dnoble@mmqnlaw.com
                  Wquin@mmqnlaw.com

                          About Kior Inc.

KiOR, Inc., and wholly owned subsidiary KiOR Columbus, LLC, are
development stage, renewable fuels companies based in Pasadena,
Texas and Columbus, Mississippi, respectively.  KiOR, Inc., was
founded in 2007 as a joint venture between Khosla Ventures, LLC,
and BIOeCon B.V.  KiOR Inc.'s primary business is the development
and commercialization of a ground-breaking proprietary technology
designed to generate a renewable crude oil from non-food cellulosic
biomass.

KiOR, Inc. filed a Chapter 11 petition (Bankr. D. Del. Case No.
14-12514) on Nov. 9, 2014, in Delaware.   Through the chapter 11
case, the Debtor intends to reorganize its business or sell
substantially all of its assets so that it can continue its core
research and development activities.  KiOR Columbus did not seek
bankruptcy protection.

The Debtor disclosed $58.3 million in assets and $261 million in
liabilities as of June 30, 2014.

The Debtor is represented by Mark W. Wege, Esq., Edward L. Ripley,
Esq., and Eric M. English, Esq., at King & Spalding, LLP, in
Houston, Texas; and John Henry Knight, Esq., Michael Joseph
Merchant, Esq., and Amanda R. Steele, Esq., at Richards, Layton &
Finger, P.A., in Wilmington, Delaware.  The Debtor's financial
advisor is Alvarez & Marsal.  Guggenheim Securities, LLC, is the
Debtor's investment banker.  Epiq Bankruptcy Solutions, LLC, is the
Debtor's claims and noticing agent.

Pasadena Investments, LLC, as administrative agent for a consortium
of lenders, committed to provide up to $15 million in postpetition
financing.  The DIP Agent is represented by Thomas E. Patterson,
Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, in Los Angeles,
California, and Michael R. Nestor, Esq., at Young Conaway Stargatt
& Taylor, LLP, in Wilmington, Delaware.


KONIGSBERG INSTRUMENTS: Tiger Group to Auction Assets on March 17
-----------------------------------------------------------------
By order of the U.S. Bankruptcy Court, Tiger Group's Remarketing
Services Division will conduct an online sale of medical
manufacturing equipment and laboratory equipment, as well as parts
inventory, office furniture and support equipment of Konigsberg
Instruments Inc., a medical device manufacturer.

Online bidding will commence March 10 at http://www.SoldTiger.com/
and will close in rapid succession, live auction style, on March
17, beginning at 10:30 a.m. (PT).  Previews of the various assets
being offered will be held on March 16, from 10 a.m. to 4 p.m. (PT)
at Konigsberg Instruments, located at 1017 S. Mountain Ave. in
Monrovia.

"This auction provides a great opportunity for technology
manufacturers, laboratories, test facilities, and many other
industries to acquire manufacturing, test and measurement
equipment, as well as generic assembly parts in excellent condition
and at reasonable prices," said Jeff Tanenbaum, president of Tiger
Remarketing Services.

Key manufacturing equipment featured in the online auction includes
two Miyachi/Unitek laser welders, a lathe, a miniature parts heat
treat/annealing machine, as well as laboratory equipment like
ovens, water baths, test fixtures, signal generators, spectrum
analyzers, counters, oscilloscopes, microscopes, lab and work
benches.

Medical device parts inventory up for bid includes PVC tubing, plug
insulators, probes, contact sockets, bifurcated fittings, PCB
computer boards, and cases.  The assets also include such office
and showroom items as desks, credenzas, conference tables, chairs,
bookcases, file cabinets, printers, laptops, computers, and office
supplies.

For a full catalog of the items offered and details on how to
schedule a site visit and bid, go to http://www.SoldTiger.com/

The privately-held Konigsberg Instruments manufactured custom
medical device devices for scientists, clinicians and other
medical-device manufacturers.  The company filed for Chapter 7
bankruptcy in California Central Bankruptcy Court on January 7,
2015 (case number 2:15-bk-10182).

                       About Tiger Group

Tiger Group -- http://www.TigerGroup.com/-- provides asset
valuation, advisory and disposition services to a broad range of
retail, wholesale, and industrial clients.   Tiger operates main
offices in Boston, Los Angeles and New York.


LEHIGH VALLEY RACQUET: $75K in Refunds to Be Given to Gym Members
-----------------------------------------------------------------
The Pennsylvania state has reached a Lehigh County Court agreement
with the Bank of Camden and a court-ordered receiver to give more
than $75,000 in refunds to clients who prepaid for memberships at
one of Lehigh Valley Racquet and Fitness' three clubs, Anthony
Salamone at The Morning Call reports, citing Attorney General
Kathleen Kane.

Bank of Camden, which gained control of the Company though an
auction in 2012 before the Company's gyms suddenly shut down in
April 2014, agrees to pay back $75,440.35 to clients, with a
provision for more refunds if more customers come forth, The
Morning Call relates.

According to The Morning Call, the money has been set aside for
club members who have already been identified.  Citing Ms. Kane,
the report states that there are likely more consumers eligible for
refunds, and they must file claims with the Bureau of Consumer
Protection before April 9, 2015, through the attorney general's
website, attorneygeneral.gov, or by calling 1(800)441-2555.

Bank officials denied in the court settlement breaching state
consumer protection law or its health club act, which specifically
governs how health clubs must operate, The Morning Call relates.

Lehigh Valley Racquet and Fitness was founded by John F. Brinson
in 1979.  It comprised three locations: a West End club on
Crackersport Road in South Whitehall Township, a Trexlertown club
at Trexler Mall and a Bethlehem club on Schoenersville Road.  The
chain -- then called 24-7 Fitness -- filed for Chapter 11
bankruptcy protection in 2012.


LIGHTSQUARED INC: Has $400 Million in New Cash
----------------------------------------------
Law360 reported that LightSquared Inc. flashed $400 million in new
cash on March 9 to buy peace on a contested Chapter 11 exit
strategy, but lawyers for Dish Network Corp. Chairman Charlie Ergen
and other opponents showed no signs of backing off as a trial began
on the high-stakes restructuring.

According to the report, the surprise sweetened offer to creditors
came as lawyers representing the wireless venture began pushing a
reorganization plan that, if adopted by U.S. Bankruptcy Judge
Shelley Chapman, would bring an end to one of the most contentious
and expensive bankruptcies.

As previously reported by The Troubled Company Reporter, Judge
Chapman began hearing evidence in support of Lightsquared's
reorganization plan, refusing to delay the plan confirmation
proceedings despite requests from creditors.

                     About LightSquared Inc.

LightSquared Inc. and 19 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on
May 14, 2012, to resolve regulatory issues that have prevented it
from building its coast-to-coast integrated satellite 4G wireless
network.

LightSquared had invested more than $4 billion to deploy an
integrated satellite-terrestrial network.  In February 2012,
however, the U.S. Federal Communications Commission told
LightSquared the agency would revoke a license to build out the
network as it would interfere with global positioning systems used
by the military and various industries.  In March 2012, the
Company's partner, Sprint, canceled a master services agreement.
LightSquared's lenders deemed the termination of the Sprint
agreement would trigger cross-defaults under LightSquared's
prepetition credit agreements.

LightSquared and its prepetition lenders attempted to negotiate a
global restructuring that would provide LightSquared with
liquidity
and runway necessary to resolve its issues with the FCC.

Despite working diligently and in good faith, however,
LightSquared
and the lenders were not able to consummate a global restructuring
on terms acceptable to all interested parties.

Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors.  Alvarez & Marsal North America, LLC, is the
financial
advisor.  Kurtzman Carson Consultants LLC serves as claims and
notice agent.

                          *     *     *

Judge Shelley C. Chapman of the U.S. Bankruptcy Court for the
Southern District of New York on Jan. 20, 2015, approved the
Second
amended specific disclosure statement explaining Lightsquared
Inc.,
et al.'s second amended joint plan, after determining that the
disclosures contain adequate information within the meaning of
Section 1125(a) of the Bankruptcy Code.

As previously reported by The Troubled Company Reporter, the
Debtors, in December, filed a joint plan and disclosure statement,
which contemplate, among other things, (A) new money investments
by
the New Investors in exchange for a combination of preferred and
common equity, (B) the conversion of the Prepetition LP Facility
Claims into new second lien debt obligations, (C) the repayment in
full, in cash, of the Inc. Facility Prepetition Inc. Facility
NonSubordinated Claims immediately following confirmation of the
Plan, (D) the payment in full, in cash, of LightSquared's general
unsecured claims, (E) the provision of $1.25 billion in new money
working capital for the Reorganized Debtors, (F) the assumption of
certain liabilities, (G) the resolution of all inter-Estate
disputes, and (H) the contribution by Harbinger of the Harbinger
Litigations.

Judge Chapman will hold hearing on March 29, 2015, at 10:00 a.m.
(prevailing Eastern time) to consider confirmation of the second
amended joint plan filed by Lightsquared Inc. and its
debtor-affiliates together with Fortress Credit Opportunities
Advisor LLC, Harbinger Capital Partners LLC, and Centerbridge
Partners LP.


M&M FUEL OIL: Case Summary & 12 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: M&M Fuel Oil Trucking, Inc.
        30 Timberline Drive
        Budd Lake, NJ 07828

Case No.: 15-13965

Chapter 11 Petition Date: March 6, 2015

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

Judge: Hon. Rosemary Gambardella

Debtor's Counsel: Christopher Roy Higgins, Esq.
                  LAW OFFICE OF CHRISTOPHER R. HIGGINS
                  308 Route 206
                  Hillsborough, NJ 08844
                  Tel: 908-872-6590
                  Fax: 908-450-1125
                  Email: christopher.r.higgins.law@gmail.com

Total Assets: $180,475

Total Debts: $1.13 million

The petition was signed by Mario Reis, director.

A list of the Debtor's 12 largest unsecured creditors is available
for free at http://bankrupt.com/misc/njb15-13965.pdf


MATAGORDA ISLAND: Court Denies SHAMROCK's Bid for Lift of Stay
--------------------------------------------------------------
The U.S. Bankruptcy Court, in a minute entry for the hearing held
Jan. 27, 2015, denied SHAMROCK Energy Solutions, LLC's motion for
relief from stay in the Chapter 11 case of Matagorda Island Gas
Operations, LLC.

SHAMROCK requested for a leave from stay only as to allow it to
file suit in order to maintain its lien.  SHAMROCK said that there
will be no collection efforts made to collect.

SHAMROCK is the largest unsecured creditor, with a claim of almost
$4,000,000.

                     About Matagorda Island

Matagorda Island Gas Operations, LLC, filed a Chapter 11
bankruptcy petition (Bankr. W.D. La. Case No. 14-51099) in
Lafayette, Louisiana, on Sept. 3, 2014. The case is
assigned to Judge Robert Summerhays.  The Debtor has tapped
Lugenbuhl, Wheaton, Peck, Rankin & Hubbard as counsel.
The Debtor disclosed $891 million in assets and $26.1 million in
liabilities as of the Chapter 11 filing.


MICHAEL TRUSSEL: Court Won't Compel Debtor to Surrender Property
----------------------------------------------------------------
Chief Bankruptcy Judge Karen S. Jennemann in Florida denied the
request of 21 Asset Management Holding, LLC to compel debtor
Michael Trussel to "surrender" real property securing its loan,
alleging he has not complied with the obligations imposed by Sec.
521(a)(2)(A) of the Bankruptcy Code.

21 Asset holds a note secured by a first mortgage on the Debtor's
real property in the approximate amount of $320,000.  21 Asset
initiated a foreclosure action against the Property on Dec. 30,
2009.  Trussel filed for bankruptcy relief (Bankr. N.D. Fla. Case
No. 12-10001) on Jan. 2, 2012, initially under Chapter 11.  The
Court converted his case to a Chapter 7 case on Jan. 17, 2013.

A copy of the Court's March 5, 2015 Memorandum Opinion is available
at http://is.gd/b0HZEqfrom Leagle.com



MOBERLY, MO: S&P Revises Outlook to Positive & Affirms 'B' ICR
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its outlook
on its issuer credit rating (ICR) on Moberly, Mo., and on the
city's series 2008 certificates of participation (COPs) to positive
from stable.  S&P also affirmed its 'B' ICR and our 'B-' long-term
rating on the COPS.

"The outlook revision reflects our positive view of steps the city
is taking to establish a better framework for avoiding future
events of nonappropriation," said Standard & Poor's credit analyst
John Sauter.  It is our opinion that the rating could improve as
the city continues to demonstrate commitment to its existing
appropriation debt and as new policies and practices become more
ingrained and consistently followed by all city parties.

"The 'B' ICR reflects our assessment of very weak management,
stemming from the lack of willingness to support appropriation
debt," said Mr. Sauter.  Moberly failed to make an appropriation in
its fiscal 2012 budget for debt service on the Moberly Industrial
Development Authority series 2010A and B annual appropriation
capital projects bonds and series 2010C annual appropriation
recovery zone facility bonds (combined, the series 2010 bonds).
The city's failure to appropriate resulted in a termination of the
financing agreement securing the bonds. Pursuant to the financing
agreement, Moberly had pledged to annually appropriate revenues
from legally available funds to make debt service payments.  The
city also passed an ordinance stating it will not appropriate any
of its own revenues for debt service on the series 2010 bonds.

The bond trustee used the debt service reserve fund to make the
September 2011 debt service payment and there was a subsequent debt
service payment default in March 2012.

The city has continued to appropriate revenues for the series 2008
COPs, but uncertainty with regard to a long-term commitment to all
appropriation obligations remains.  Moberly's executive management
team remains largely intact since the issuance of the series 2010
bonds, and until recently, there was limited action in regard to
policy changes or creation in response to the nonappropriation.
However, the city adopted a new debt policy in September 2014,
which states its intention to fully support all debt service on any
appropriation debt, to perform analysis on the financial effects of
the size of debt issuances, and to identify resources to fund debt
service, among other items.  In S&P's view, the policy is a step in
the right direction, but it lacks more serious restrictions in
terms of debt to be issued and how it could affect the budget.
Also, in December 2014, Moberly created a new economic development
commission, to work closely with the city. The parameters of the
agreement include a requirement for an independent third party to
perform certain due diligence checks on any company proposing to do
business in the city in return for a financial incentive or other
public assistance.  S&P views these recent actions as a move in the
right direction, specifically in terms of establishing a better
framework for avoiding future debt issuances that rely on
questionable revenues while carrying with it the potential to have
significant unplanned budgetary effects and a lack of full city
support.  However, S&P also feels like there was a long delay in
getting to this point and that the policies and procedures are
still in their infant stage, without having been tested yet.  S&P
continues to assess financial management as standard (based on
monthly budget and investment reporting to the board, an annually
updated long-term capital improvement plan, and a formal reserve
policy), indicating that the finance department maintains adequate
policies in some, but not all, key areas.

"As Moberly's recent measures become more engrained in its regular
operations, the level of uncertainty we have with regard to its
willingness to support appropriation debt may lessen, which could
bring with it an improvement in the rating," added Mr. Sauter.  In
S&P's view, it could potentially raise the rating by multiple
notches within the one-year outlook horizon if our view on the
city's willingness improves.  Rating improvement also depends on
full adherence to these new policies and practices, and continued
timely and full appropriations for existing and any future COP
debt.  S&P could revise the outlook back to stable, or even lower
the rating if these new policies are not consistently met, or if
there are late or delayed appropriations for the existing or future
COP debt.



MONESSEN, PA: Moody's Cuts $7.3MM GO Debt Rating to 'Ba1'
---------------------------------------------------------
Moody's Investors Service has downgraded to Ba1 from Baa2 the City
of Monessen, PA's outstanding general obligation debt.  The outlook
is negative.  The Ba1 rating applies to approximately $7.3 million
of rated debt.

The Ba1 rating reflects the city's continued structural imbalance
from rising fixed costs and stagnant revenues, which has resulted
in negative fund balance and a depletion of liquidity.  Recent
performance has left the city with no near-term financial
flexibility, and significant challenges to meeting its operational
and contractual obligations.  The rating also incorporates the
city's small tax base, below-average socioeconomic indicators, and
a modest debt burden.

The negative outlook reflects the city's lack of a plan to restore
near-term financial stability.  The outlook also reflects the
challenges the city faces in raising future revenues from a limited
tax base with a weak demographic profile.

What could make the rating go up (Removal of negative outlook):

- Return to structural balance leading to increased reserves and
   liquidity

- Material improvement in the city's tax base and socioeconomic
   indicators

What could make the rating go down:

- Continued structural imbalance resulting in further negative
   reserve position

- Failure to make contractually required payments such as debt
   service, pension or payroll

- Further deterioration in the tax base and decline in
   socioeconomic indicators

The City of Monessen is located in southwestern Pennsylvania in the
Monongahela River Valley. It has a population of 7,600.

Debt service on the rated debt is secured by the city's general
obligation unlimited ad valorem tax pledge.

The principal methodology used in this rating was US Local
Government General Obligation Debt published in January 2014.


MORGAN HILL PARTNERS: Case Summary & 2 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: Morgan Hill Partners, LLC
        4030 East Dunne Avenue
        Morgan Hill, CA 95037

Case No.: 15-50775

Chapter 11 Petition Date: March 6, 2015

Court: United States Bankruptcy Court
       Northern District of California (San Jose)

Judge: Hon. Arthur S. Weissbrodt

Debtor's Counsel: Michael W. Malter, Esq.
                  BINDER & MALTER, LLP
                  2775 Park Ave.
                  Santa Clara, CA 95050
                  Tel: (408) 295-1700
                  Email: michael@bindermalter.com

Total Assets: $15 million

Total Liabilities: $3.89 million

The petition was signed by Manouchehr Mobedshahi, owner.

List of Debtor's two Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
James A. Hennefer, Esq.            Attorneys' fees     Unknown

Laurie K Chesney, CPA                 Accounting        $2,975
                                       Services


MORGAN HILL PARTNERS: Section 341(a) Meeting Set for April 8
------------------------------------------------------------
There will be a meeting of creditors of Morgan Hill Partners, LLC,
on April 8, 2015, at 9:30 a.m. at San Jose Room 268.  Creditors
have until July 7, 2015, to submit their proofs of claim.

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

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

Morgan Hill Partners, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Cal. Case No. 15-50775) on March 6, 2015.  The
petition was signed by Manouchehr Mobedshahi as owner.  The Debtor
disclosed total assets of $15 million and total liabilities of
$3.89 million.  Michael W. Malter, Esq., at Binder & Malter, LLP,
represents the Debtor as counsel.  Judge Arthur S. Weissbrodt
presides over the case.


MUSCLEPHARM CORP: Promotes John Price to Chief Financial Officer
----------------------------------------------------------------
Mr. Donald Prosser has resigned as chief financial officer of
MusclePharm Corporation.  Mr. Prosser will continue to be employed
by the Company as a non-executive officer through the remainder of
his employment agreement, which terminates on April 15, 2015.  In
submitting his resignation as the Company's CFO, Mr. Prosser did
not express any disagreement with the Company on any matter
relating to the Company's operations, policies or practices,
according to a Form 8-K report filed with the Securities and
Exchange Commission.

On March 5, 2015, MusclePharm promoted John Price to chief
financial officer.

Price joined MusclePharm in July 2014, serving as the Company's
executive vice president of Finance, and as the Chairman of the
Company's Disclosure Committee and its risk management officer.  He
will continue to be responsible for managing the Company's risk
assessment as it relates to financial reporting obligations, and
oversight of a remediation plan.

Price succeeds Donald Prosser, who will continue to be employed by
MusclePharm as a non-executive officer through the remainder of his
employment agreement, which terminates on April 15, 2015.  His
resignation was not due to any disagreement with the Company on any
matter relating to the operations, policies or practices.

"John has solid public company and big four audit experience
including integrating acquisitions and heading up corporate
compliance," said Brad Pyatt, founder and CEO of MusclePharm.  "The
board and I are confident he will be instrumental in his new role
as we execute our global growth strategy."

Prior to MusclePharm, Price served as vice president of
Finance-North America at Opera Software, a Norwegian public company
empowering brands and advertising agencies to reach targeted
audiences.  Previously, he was vice president of Finance and
corporate controller of GCT Semiconductor, where he focused on the
company's planned IPO and developing the finance and accounting
organization.  Price also served in various roles at Tessera
Technologies, including vice president of Finance & Corporate
Controller.  He began his career at Ernst & Young LLP and is a
Certified Public Accountant (currently inactive).  Price holds a
bachelor's of science degree in accounting from Pennsylvania State
University.

The Board of Directors approved the terms to be included in Mr.
Price's employment agreement.  The Company intends to enter into an
employment agreement with Mr. Price of an initial term to end on
Dec. 31, 2017, which may be renewed by the mutual agreement between
the Company and Mr. Price.  Pursuant to the anticipated employment
agreement, Mr. Price will:

    (i) receive as compensation a base salary of $250,000 paid
        prorata over 24 pay periods on the 15th and the last day
        of each month;

   (ii) receive as a cash bonus of up to $250,000 annually (based
        on certain thresholds and milestones to be established by
        the Company and its Compensation Committee) and prorated
        for 2015; and

  (iii) receive a stock grant for 50,000 shares of the Company's
        restricted common stock, of which shall vest 60% on
        Dec. 31, 2016, 20% on Dec. 31, 2017, and 20% on Dec. 31,
        2018.

                         About MusclePharm

Headquartered in Denver, Colorado, MusclePharm Corporation
(OTC BB: MSLP) -- http://www.muslepharm.com/-- is a healthy life-
style company that develops and manufactures a full line of
National Science Foundation approved nutritional supplements that
are 100 percent free of banned substances.  MusclePharm is sold in
over 120 countries and available in over 5,000 U.S. retail
outlets, including GNC and Vitamin Shoppe.  MusclePharm products
are also sold in over 100 online stores, including
bodybuilding.com, Amazon.com and Vitacost.com.

MusclePharm reported a net loss after taxes of $17.7 million in
2013, a net loss after taxes of $18.95 million in 2012, and a net
loss of $23.3 million in 2011.

Musclepharm's balance sheet at Sept. 30, 2014, showed $79.6
million in total assets, $41.5 million in total liabilities and
$38.08 million in total stockholders' equity.


MVB HOLDING: Has Until April to File Chapter 11 Plan
----------------------------------------------------
Judge Katharine M. Samson granted MVB Holding, LLC, 60 days from
Feb. 5, 2015, to file a Chapter 11 Plan and an explanatory
Disclosure Statement.

The Debtor, in its motion, said that it is still dealing with
compliance issues for the Mississippi Gaming Commission.  The
Debtor also has a pending sale motion and an adversary proceeding.

                        About MVB Holding

MVB Holding, LLC, in Biloxi, Mississippi, filed a Chapter 11
bankruptcy petition (Bankr. S.D. Miss. Case No. 14-51430) on Sept.
16, 2014.  MVB owns the Margaritaville casino in Biloxi.

Judge Katharine M. Samson presides over the case.  Robert Alan
Byrd, Esq., at Byrd & Wiser, serves as the Debtor's counsel.  MVB
disclosed in an amended schedules, assets of $1,376,628 and
liabilities of $35,391,402.  The Debtor disclosed $1,367,870 in
assets and $25,381,127 in liabilities in the prior iteration of the
schedules. The petition was signed by Doug Shipley as
president/CEO.

The U.S. Trustee for Region 5 appointed three creditors of MVB
Holding, LLC to serve on the official committee of unsecured
creditors.


NEWFIELD EXPLORATION: Moody's Rates New $500MM Notes 'Ba1'
----------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to Newfield
Exploration Company's proposed offering of $500 million senior
unsecured notes due 2026.  Newfield's other ratings and stable
outlook were unchanged.  The note proceeds will be used primarily
to repay the existing senior subordinated notes due 2020.

"This offering, in conjunction with over $800 million of equity
proceeds, significantly improves Newfield's liquidity at a time
when commodity prices are low," said Amol Joshi, Moody's Vice
President.  "In addition, this transaction is expected to simplify
the capital structure with only senior unsecured debt outstanding,
by eliminating its existing subordinated debt."

Issuer: Newfield Exploration Company

Assignments:

  -- US$500M Senior Unsecured Regular Bond/Debenture, Assigned
     Ba1 (LGD4)

Adjustments:

  -- Senior Unsecured Regular Bond/Debenture, changed to LGD4
     from LGD3

The Ba1 rating on the proposed $500 million senior unsecured notes
is in line with the Corporate Family Rating of Ba1, reflecting the
senior position of this debt along with Newfield's unsecured
revolving credit facility and existing senior unsecured debt
obligations.

Newfield's Ba1 CFR reflects the size of its reserves and
production, its domestic geographic diversification, its ability to
replace reserves with internally generated cash flow, and its
experienced management team.  Newfield's reserves and production
scale have recently been over-shadowed by some of its peers,
however, a substantial inventory of organic drilling opportunities
provides visibility into future production and reserve growth
whenever commodity prices stabilize at higher levels.

Newfield's leverage metrics have increased over the past few years,
as the company moved to concentrate its efforts on improving its
liquids production profile.  While oil and liquids production is
forecasted to grow in 2015 over 2014 with the decision to scrap the
sale of its offshore China assets and increased focus on the
higher-returning assets of the Anadarko Basin, leverage metrics
could slightly deteriorate in 2016 as production declines due to
the impact of a lower capital spending program associated with
continued weak commodity prices.  However, the debt repayment
associated with the proceeds from the equity offering priced in
February 2015 is credit positive.

Moody's expects Newfield to spend close to its internally generated
cash flow in 2015 as the company cuts back on capital expenditures.
As of Dec. 31, 2014, the company had $14 million of cash on hand
and $954 million available under its $1.4 billion unsecured
revolving credit facility, with $446 million drawn at year-end
2014.  The proposed increase in size of the unsecured revolver from
$1.4 billion to $1.8 billion provides ample liquidity to pursue
Newfield's organic drilling opportunities.  Pro forma for the
equity offering and increase in revolver size, Newfield will have
approximately $2 billion of liquidity available.

Newfield's ratings could be upgraded if the company continues to
grow its property base and production profile, especially in its
higher-returning core operating areas of the STACK and SCOOP of the
Anadarko Basin, while improving operating margins across its
portfolio.  In particular, a debt to average daily production
sustained under $18,000 per Boe and debt to proved developed (PD)
reserves sustained below $7 per Boe could support an upgrade.
Although Newfield's pro forma metrics are approaching these levels,
Moody's is evaluating the sustainability of such metrics, the
impact of any possible China asset sale on such metrics and
Newfield's operating performance relative to strong Ba1 peers and
Baa3-rated companies.

Newfield's ratings could be downgraded if the company's leverage
metrics increase, either through higher debt levels or poor
production performance from its drilling programs, with debt to
average daily production sustained above $30,000 per Boe and debt
to PD reserves sustained above $12 per Boe.  In addition, a
prolonged or weakening commodity price environment could provide
pressure for a downgrade.

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

Newfield Exploration Company is an independent exploration and
production company headquartered in Houston, Texas.


NII HOLDINGS: Plan Outline Hearing Moved to March 16
----------------------------------------------------
NII Holdings, Inc., et al., notified the U.S. Bankruptcy Court for
the Southern District of New York that they have entered into a
plan support agreement with certain parties-in-interest and, by
agreement with certain creditors, the hearing on the motion to
approve the disclosure statement explaining their Chapter 11 plan
of reorganization has been further adjourned to March 16, 2015, at
2:00 p.m. (Eastern Time).  The deadline for responses to the
Motion, if any, has been extended to March 9.

The plan support agreement, dated March 5, 2015, incorporates a
plan term sheet with a plan distributable value of $2.813 billion.
The Debtors intend to file a motion for approval of a senior
secured, first priority debtor-in-possession loan in the aggregate
amount of $350 million.  Daily Bankruptcy Review pointed out that
the new plan distributable value is is nearly $400 million more
than a prior deal, which was made before an AT&T unit agreed to buy
the Mexico unit, a deal that is up for bankruptcy court approval
later this month.

The PSA is made by and among: (i) NII Holdings, Inc., NII Capital
Corp., NII Funding Corp., NII Aviation, Inc., Nextel International
(Services), Ltd., NII Global Holdings, Inc., NII International
Holdings S.a r.l., NII International Services S.à r.l, NII
International Telecom S.C.A., NII Mercosur, LLC, McCaw
International (Brazil), LLC, Airfone Holdings, LLC and NIU Holdings
LLC; (ii) entities managed by Aurelius Capital Management, LP, with
holdings of Notes; (iii) entities managed by Capital Research and
Management Company; (iv) the Ad Hoc Committee of Luxco Holders; (v)
the Official Committee of Unsecured Creditors of the Debtors; and
(vi) each transferee that becomes a Party in accordance with
Section  3.04 of this Agreement.

A full-text copy of the Plan Support Agreement dated March 5, 2015,
is available at http://bankrupt.com/misc/NIIpsa0305.pdf

                         About NII Holdings

NII Holdings Inc. through its subsidiaries provides wireless
communication services for businesses and consumers in Brazil,
Mexico and Argentina.  NII Holdings has the exclusive right to use
the Nextel brand in its markets pursuant to a trademark license
agreement with Sprint Corporation and offers unique push-to-talk
("PTT") services associated with the Nextel brand in Latin America.
NII Holdings' shares of common stock, par value $0.001, are
publicly traded under the symbol NIHD on the NASDAQ Global Select
Market.

NII Holdings and its affiliated debtors sought bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 14-12611) in Manhattan on
Sept. 15, 2014.  The Debtors' cases are jointly administered and
are assigned to Judge Shelley C. Chapman.

The Debtors have tapped Scott J. Greenberg, Esq., and Michael J.
Cohen, Esq., of Jones Day as counsel and Prime Clerk LLC as claims
and noticing agent.  NII Holdings disclosed $1.22 billion in assets
and $3.068 billion in liabilities as of the Chapter 11 filing.

The U.S. Trustee for Region 2 appointed five creditors of NII
Holdings to serve on the official committee of unsecured creditors.
The Committee is represented by Kenneth H. Eckstein, Esq., and
Adam C. Rogoff, Esq., at KRAMER LEVIN NAFTALIS & FRANKEL LLP.

Capital Group, one of the Backstop Parties, is represented by
Andrew N. Rosenberg, Esq., Elizabeth R. McColm, Esq., and Lawrence
G. Wee, Esq., at PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP.

Aurelius, one of the Backstop Parties, is represented by Daniel H.
Golden, Esq., David H. Botter, Esq., and Brad M. Kahn, Esq., at
AKIN GUMP STRAUSS HAUER & FELD LLP.

                            *   *   *

The Plan and Disclosure Statement, filed on Dec. 22, 2014, allow
the Debtors to strengthen their balance sheet by converting $4.35
billion of prepetition notes into new stock and provide the Debtors
with $500 million of new capital.  The Plan also permits the
Debtors to avoid the incurrence of significant litigation costs and
delays in connection with potential litigation claims and exit
bankruptcy protection expeditiously and with sufficient liquidity
to execute their business plan.


NORBORD INC: Moody's Affirms 'Ba2' Corp. Family Rating
------------------------------------------------------
Moody's Investors Service confirmed Norbord Inc's Ba2 Corporate
Family Rating, Ba2-PD probability of default rating and Ba2 senior
secured notes rating and also confirmed Norbord GP I's Ba2 senior
secured notes rating.  The rating confirmation concludes a review
for downgrade that was initiated on Dec. 8, 2014 following
Norbord's announcement that it signed an agreement to merge with
Ainsworth Lumber Co. Ltd (Ainsworth) (B1 ratings under review) in
an all-share deal.  The rating outlook is stable and the
speculative grade liquidity rating remains unchanged at SGL-1.

The rating confirmation and stable outlook is based on Moody's
expectation that Norbord will successfully integrate Ainsworth and
generate normalized leverage metrics in-line with its rating.
Following the merger, Norbord's pro forma adjusted leverage
(debt/EBITDA, including Moody's standard adjustments) will remain
essentially unchanged from its pre-merger leverage at around 5x,
including targeted synergies of $45 million, which Moody's expects
will be achieved during the next two years. Norbord will benefit
from the inclusion of Ainsworth's higher EBITDA margin mills, the
addition of its value-added product line and Ainsworth's
established customer base in Asia.  The acquisition is expected to
close by the end of March 2015.

Outlook Actions:

Issuer: Norbord GP I

  -- Outlook, Changed To Stable From Rating Under Review

Issuer: Norbord Inc.

  -- Outlook, Changed To Stable From Rating Under Review

Confirmations:

Issuer: Norbord GP I

  -- Senior Secured Regular Bond/Debenture, Confirmed at Ba2

Issuer: Norbord Inc.

  -- Probability of Default Rating, Confirmed at Ba2-PD

  -- Corporate Family Rating, Confirmed at Ba2

  -- Senior Secured Regular Bond/Debenture, Confirmed at Ba2

Norbord's Ba2 corporate family rating reflects the combined
company's leading market share in the Oriented Strand Board (OSB)
sector, cost-competitive asset base, broad North American and
European footprint with expanded access to Asian markets,
normalized leverage of about 3x through the cycle and support from
its major shareholder Brookfield Asset Management.  As the leading
North American producer of OSB, with a 25% pro-forma market share,
Moody's expect that the combined company will be in a better
position to address the volatile, but slowly improving US housing
market.  The ratings are constrained by the inherent vulnerability
of earnings to highly cyclical demand and pricing for OSB and the
company's lack of product diversity.  Moody's  expect the company
will benefit as the US housing market improves towards trend levels
over the next few years.  Norbord's financial performance is
significantly influenced by OSB pricing, which is expected to
remain volatile as idled OSB capacity will invariably restart at a
different pace than demand from the US housing recovery.

Norbord's has strong liquidity (SGL-1), supported by a cash balance
of $25 million (December 2014), almost full availability of its
$245 million revolving credit facility that matures in May 2016 and
full availability under a $100 million accounts receivable
securitization facility (the program has an evergreen commitment
that is subject to termination on 12 months' notice).  The
company's net debt to capitalization was 51% as of December 2014,
against a covenant maximum of 65%, and the company's tangible net
worth was $404 million against a threshold of $250 million. Norbord
has no significant debt maturities until 2017, when $200 million of
senior notes become due.  Most of the company's assets are
encumbered. Ainsworth is expected to have good liquidity with a
cash position of CND$76 million (December 2014) and with no debt
maturities over the next four quarters.  Moody's estimates that
following the merger, the combined company will generate break-even
free cash flow over the next year.

The stable outlook reflects Moody's view that Norbord will be able
to maintain good operating performance and liquidity through
volatile industry conditions.  Moody's expect Norbord's credit
protection measures will strengthen over the next 12 to 18 months
as OSB prices and demand improve with modestly increasing US
housing starts.  This is tempered by the uncertainty regarding the
pace of OSB capacity ramping up over the next several years.  An
upgrade would require a reduction in the volatility of the
company's financial performance through additional product or
geographic diversification away from US housing, while maintaining
strong leverage (RCF/TD) and interest coverage measures above 20%
and 4.5x, respectively, (adjusted per Moody's standard definitions)
on a sustainable basis.  The rating could be lowered if the
company's liquidity deteriorates and if RCF/TD and interest
coverage measures drop below 12% and 3x for a sustained period of
time.

The principal methodology used in these ratings was Global Paper
and Forest Products Industry published in October 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.

Headquartered in Toronto, Canada, Norbord is an international
producer of panel boards, principally Oriented Strand Board (OSB).
The company owns nine OSB facilities in North America, three plants
in the U.K. (producing OSB, particle board and medium density
fiberboard ) and one facility in Belgium (producing OSB).

Ainsworth, headquartered in Vancouver, British Columbia, Canada, is
a manufacturer and supplier of OSB.  The company owns and operates
four OSB manufacturing facilities in Canada.


NW VALLEY: Amends Schedules of Assets and Liabilities
-----------------------------------------------------
NW Valley Holdings LLC, filed U.S. Bankruptcy Court for the
District of Nevada amended schedules of assets and liabilities,
disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property              $722,344
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $18,418,191
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-Priority
     Claims                                      $428,276,777
                                 -----------      -----------
        Total                       $722,344     $428,276,777

The Debtor disclosed total assets of $814,844, and total
liabilities of $428,200,000 in a prior iteration of the schedules.

A copy of the amended schedules is available for free at

       http://bankrupt.com/misc/NWValley_22_amendedSAL.pdf

                      About NW Valley Holdings

NW Valley Holdings LLC, formerly known as Kyle Acquisition Group
LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Nev. Case
No. 15-10116) on Jan. 10, 2015, without stating a reason.

The deadline for filing claims is May 13, 2015.

The Debtor is represented by Matthew C. Zirzow, Esq., at Larson &
Zirzow, in Las Vegas.  Asgaard Capital, LLC, serves as manager of
the Debtor.


OPTIMA SPECIALTY: S&P Revises Outlook to Neg. & Affirms 'B' CCR
---------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its rating
outlook on Optima Specialty Steel Inc. to negative from stable.  At
the same time, S&P affirmed its 'B' corporate credit rating on the
company.  S&P also raised its issue-level rating on the company's
12.5% senior secured notes to 'B+' from 'B'.  The recovery rating
on the senior secured debt is '2', indicating S&P's expectation for
substantial (70% to 90%; upper half of range) recovery in the event
of payment default.  In addition, S&P assigned its 'CCC+'
issue-level rating to the company's 12% senior unsecured notes, and
the recovery rating on those notes is '6', indicating S&P's
expectation for negligible (0% to 10%) recovery in the event of
payment default.

The negative outlook reflects S&P's view that liquidity may become
less than adequate during the next six months should the ABL
revolving credit facility become current in October 2015 and the
company not have a viable plan for extension.

"We could lower the rating to 'B-' if the ABL becomes current in
October 2015 and Optima does not have a firm plan to refinance; we
could further lower the rating to 'CCC+' if the company is not able
to refinance the December 2016 maturity debt by December 2015.  We
could also lower the rating if an industry downturn or the
company's operating performance results in cash flow pressure and
we believe debt to EBITDA will remain above 5x, which could prompt
us to revise our financial risk assessment to "highly leveraged","
S&P said

S&P does not anticipate an upgrade in the next 12 months given its
expectation that leverage will not decline materially.



PANDA TEMPLE: S&P Retains 'B' Rating After Term Loan Upsize
-----------------------------------------------------------
Standard & Poor's Ratings Services said that its preliminary 'B'
project issue ratings on Panda Temple Power LLC are unchanged after
the project upsized its proposed term loan B issuance to $380
million from $375 million; S&P also revised its pricing assumption.
The outlook is stable.  The preliminary recovery rating of '2' is
also unchanged.  This indicates expected recovery of 70% to 90% in
case of default; the recovery is in the higher end of this band.

Panda Temple Power is refinancing its senior secured credit
facilities, which it originally issued in 2012.  It completed
construction of its power plant in 2014, which has been operational
for several months.

S&P anticipates that this issuer, like other facilities in the
Electric Reliability Council of Texas power market, will face
significant market challenges in 2015 before rebounding.  The
project is likely to have a minimum debt service coverage ratio of
about 1.04x in 2015 before increasing in subsequent years, leaving
it with about $140 per kilowatt of leverage at maturity in 2022.

RATINGS LIST

Ratings Unchanged

Panda Temple Power LLC
$380 mil term loan B       B(prelim)/Stable
Recovery rating            2H(prelim)



PARK MERIDIAN: Has Until March 30 to File Schedules
---------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Georgia
extended the time for Park Meridian, L.L.C., to file its schedules
of assets and liabilities and statements of financial affairs
through and including March 30, 2015.

Park Meridian, L.L.C., sought Chapter 11 protection (Bankr. N.D.
Ga. Case No. 15-20447) in Gainesville, Georgia, on March 2, 2015,
stating that it was unable to pay its debts as they generally
mature.  The Atlanta-based debtor estimated $10 million to $50
million in assets and debt.


PATERSON PARKING: Moody's Affirms 'Ba1' Rating, Outlook Stable
--------------------------------------------------------------
Moody's Investors Service affirmed the Paterson Parking Authority,
NJ's Ba1 rating.  The authority has $22 million of parking revenue
debt.  The outlook remains stable.

The Ba1 rating reflects the parking authority's trend of weak
annual debt service coverage and a failure to meet rate covenant in
2012, which constituted an event of default under the parking
authority's general bond resolution.  The rating incorporates the
parking authority's well-established market position in downtown
Paterson (Baa2 negative), the city's weak local economy and
below-average socioeconomic profile, the user demand driven by the
presence of government and retail centers, and the additional
liquidity provided by a cash-funded three-pronged debt service
reserve fund.

The stable outlook reflects Moody's expectation that the parking
authority will maintain sufficient debt service coverage going
forward.  The maintenance of more robust debt service coverage and
the ability to meet all covenants will continue to be important
factors in future reviews.

What could make the rating go up:

  - Sustained improvement of annual debt service coverage

  - Substantially improved local economy and operating
    environment

What could make the rating go down:

  - Failure to maintain debt service coverage above 1.3 times or
    failure to meet a future rate covenant

  - Substantially diminished local economy and operating
    environment

The parking authority operates approximately 1,300 coin-operated
street meters and 5,000 off-street parking spaces in five garages
and fifteen surface lots in the City of Paterson, NJ.

The 2005 Passaic County Improvement Authority parking revenue bonds
are direct, limited, special obligations of PCIA.  The bonds are
ultimately secured by parking authority bond payments to PCIA,
which are backed by a net revenue pledge of the parking authority.
The PCIA bonds are further secured by any additional payments from
the parking authority to PCIA, the funds and accounts established
under both PCIA's and the parking authority's general bond
resolutions, as well as a cash-funded debt service reserve fund.

The principal methodology used in this rating was Generic Project
Finance Methodology published in December 2010.


PERMIAN HOLDINGS: Moody's Cuts CFR to Caa1, Outlook to Negative
---------------------------------------------------------------
Moody's Investors Service downgraded Permian Holdings, Inc.'s
Corporate Family Rating to Caa1 from B3 and the Probability of
Default Rating to Caa1-PD from B3-PD.  At the same time, Moody's
downgraded Permian's senior secured notes to Caa1 from B3.  The
outlook was revised to negative.

Ratings downgraded:

  -- Corporate Family Rating to Caa1 from B3

  -- Probability of Default Rating to Caa1-PD from B3-PD

  -- Senior secured notes to Caa1 (LGD4) from B3 (LGD4)

Outlook Actions:

  -- Changed To Negative From Stable

"The ratings downgrade reflects Moody's expectation that Permian
will face a steep decline in its sales and operating performance in
fiscal 2016 driven by the impact of low oil prices on its customer
base resulting in a material deterioration in credit metrics," said
Moody's Analyst, Morris Borenstein.  The company enters the
downturn with leverage close to 5 times.  Permian's business is
highly tied to new drilling activity and well starts.  Moody's
expectation is that US rig counts will further decline in 2015.

Permian's Caa1 Corporate Family Rating reflects expectations that a
steep decline in revenue and profitability into fiscal 2016 will
result in a material deterioration in credit metrics and liquidity.
The rating also reflects its small size, modest cash flow
generation, the inherent cyclicality of the oil & gas drilling
activity to which Permian is exposed, the relatively low-technology
nature of Permian's storage tank products and the wide range of
competitive product.

Offsetting these negatives is Permian's strong market position and
deep customer penetration with its products, which while low in
relative cost, are critical components of wellsite operations, its
geographic scope covering major hydrocarbon producing basins, its
largely variable cost structure and modest maintenance capital
expenditures.  Moody's expects the company to reduce its cost
structure to match new activity levels although plants will
generally be underutilized with significantly lower volumes.
Moody's also anticipates Permian to work down some of its working
capital to conserve cash and have sufficient liquidity to meet its
interest obligations over the next twelve months.

The rating outlook is negative given Moody's expectations of
worsening credit metrics over the next twelve months.  Also
reflected is the high uncertainty regarding the length and severity
of the downturn and the impact it will have on permitting and
drilling activity over the next 12 months.

The rating could be downgraded if operating declines are worse than
expected such that liquidity deteriorates materially from current
levels.  The rating is not likely to be upgraded in the near term.
However, the ratings could be upgraded if debt/EBITDA were expected
to decline below 5 times and EBITDA interest coverage above 1.5
times, and more robust liquidity.

The principal methodology used in these ratings was Global Oilfield
Services Industry Rating Methodology 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.

Headquartered in Odessa, Texas, Permian Holdings, Inc. is a
manufacturer of fluid containment and processing systems for
wellsite operations.  It serves primarily global majors and large
independent exploration and production (E&P) companies in the
United States through its eight manufacturing facilities and two
distribution yards.  This footprint enables them to competitively
serve most major oil & gas producing basins located within a 200 to
300 mile radius of its facilities.  Its customer base exceeds over
700, weighted to larger independent E&Ps who are active in multiple
basis.  Its products include steel and fiberglass storage tanks,
wellsite related processing equipment and walkways and stairways
used at sites.  It is privately owned by The Carlyle Group and
Riverstone Holdings, each of whom hold a 44.7% ownership stake.
Revenues for the twelve months ended Dec. 31, 2014 were
approximately $222 million.


PETTERS GROUP: Trustee’s $92.7-Mil. Feeder Fund Settlement
Approved
---------------------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that the trustee unraveling the Ponzi scheme
orchestrated by Thomas Petters got approval of a settlement with
feeder fund Epsilon Global Active Value Fund II Ltd. to recover
so-called false profits.

According to the report, under the approved accord with EGAVF II,
the feeder fund consented to a $92.7 million judgment in the
lawsuit filed by the trustee against multiple defendants, including
the feeder fund.  In the lawsuit, the trustee sought to recover
transfers made by Petters totaling more than $3.2 billion, the
report related.  EGAVF II will also give the trustee claims it may
have against investors, aiding pursuit of those who were the
ultimate beneficiaries of false profits received by the feeder
fund, the report said.

In exchange for the settlement, the trustee agreed not to sue EGAVF
II investor Seattle City Employees' Retirement System or fund
investment manager Iota Investments LLC, the report added.

                    About Petters Company, Inc.

Based in Minnetonka, Minn., Petters Group Worldwide LLC is a
collection of some 20 companies, most of which make and market
consumer products.  It also works with existing brands through
licensing agreements to further extend those brands into new
product lines and markets.  Holdings include Fingerhut (consumer
products via its catalog and Web site), SoniqCast (maker of
portable, WiFi MP3 devices), leading instant film and camera
company Polaroid (purchased for $426 million in 2005), Sun Country
Airlines (acquired in 2006), and Enable Holdings (online
marketplace and auction for consumers and manufacturers' overstock
inventory).  Founder and chairman Tom Petters formed the company
in 1988.

Petters Company, Inc., is the financing and capital-raising unit
of Petters Group Worldwide.

Thomas Petters, the founder and former CEO of Petters Group, has
been indicted and a criminal proceeding against him is proceeding
in the U.S. District Court for the District of Minnesota.

Petters Company, Petters Group Worldwide and eight other
affiliates filed separate petitions for Chapter 11 protection
(Bankr. D. Minn. Lead Case No. 08-45257) on Oct. 11, 2008.  In its
petition, Petters Company estimated its debts at $500 million and
$1 billion.  Parent Petters Group Worldwide estimated its debts at
not more than $50,000.

Douglas Kelley, the Chapter 11 Trustee of Petters Company, Inc.,
et al., is represented by James A. Lodoen, Esq., at Lindquist &
Vennum LLP, in Minneapolis, Minn.  The trustee tapped Haynes and
Boone, LLP as special counsel, and Martin J. McKinley as his
financial advisor.

Petters Aviation, LLC, and affiliates MN Airlines, LLC, doing
business as Sun Country Airlines, Inc., and MN Airline Holdings,
Inc., filed separate petitions for Chapter 11 bankruptcy
protection (Bankr. D. Minn. Case Nos. 08-45136, 08-35197 and
08-35198) on Oct. 6, 2008.  Petters Aviation is a wholly owned
unit of Thomas Petters Inc. and owner of MN Airline Holdings, Sun
Country's parent company.


PHOENIX PAYMENT: Wants to File Chapter 11 Plan Until May 1
----------------------------------------------------------
Phoenix Payment Systems Inc. asks the Hon. Mary F. Walrath of the
U.S. Bankruptcy Court for the District of Delaware to further
extend its exclusive periods to:

  a) file a Chapter 11 plan until May 1, 2015; and

  b) solicit acceptances of that plan through and including
     July 3, 2015.

According to the Debtor, the extension request is filed out of an
abundance of caution.  While the present exclusivity deadlines have
not yet run, it is worth noting, the Debtor said, that it has
received no objections or votes against its plan of
reorganization.

The Debtor believes the plan should be confirmed, but sought the
exclusivity extension to assure no interference with the process in
the interim, said Marisa A. Terranova, Esq., of Richard, Layton &
Finger, P.A., counsel of the Debtor.

The hearing to confirm the Debtor's plan is set to begin Tuesday,
March 10, 2014.

According to Ms. Terranova, the Debtor believes that maintaining
the exclusive right to file its plan of reorganization through and
beyond the date of the confirmation hearing is critical to its
ability to complete this process and achieve its remaining goals as
efficiently and expeditiously as possible.  The Debtor expects its
remaining restructuring initiatives to be completed in the near
future, and therefore, the requested extension of the exclusivity
periods will afford the Debtor the time to focus on the
confirmation hearing as well as additional time to exclusively
propose an solicit a plan in the event that the Plan is not
confirmed at the confirmation hearing.

The Debtor requests an extension of the exclusivity periods to
allow the Debtor to continue focusing on obtaining confirmation of
the plan and to preclude the particularly costly disruption that
would occur if competing plans were to be proposed before the
confirmation hearing, notes Ms. Terranova.

Absent an extension, the Debtor's plan filing deadline was slated
to expire March 2, 2015, and the solicitation deadline will expire
on May 4, 2015.

A hearing is set for March 23, 2015 at 11:30 a.m. (EDT) to consider
the Debtor's request.  Objections, if any, are due March 12, 2015
at 4:00 p.m. (EDT).

                      About Phoenix Payment

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

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

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

As of the Petition Date, the Debtor had total outstanding
liabilities and other obligations of $16.6 million and 9.8 million
shares of outstanding preferred and common stock.  Debt to secured
creditor The Bancorp Bank is estimated at $6.2 million.  The Debtor
disclosed $7.23 million in assets and $14.1 million in liabilities
as of the Chapter 11 filing.

Judge Mary F. Walrath presides over the case.

The Debtor's attorneys are Richard J. Bernard, Esq., at Foley &
Lardner LLP, in New York; and Mark D. Collins, Esq., Russell
Siberglied, Esq., Zachary I Shapiro, Esq., and Marisa A. Terranova,
Esq., at Richards Layton & Finger, P.A., in Wilmington, Delaware.

The Debtor's banker and financial advisor is Raymond James &
Associates, Inc., while Bederson, LLC, is the Debtor's accountant.
PMCM, LLC, provides advisory services and executive leadership to
the Debtor.  The Debtor's claims and noticing agent is Omni
Management Group, LLC.

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

                          *     *     *

Phoenix Payment Systems, Inc., on Dec. 23, 2014, filed with the
U.S. Bankruptcy Court for the District of Delaware a joint plan of
reorganization and disclosure statement, which provide that the
reorganized debtor will continue to operate.

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

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


POINT BLANK: Deadline to Remove Suits Extended to June 30
---------------------------------------------------------
U.S. Bankruptcy Judge Christopher Sontchi has given SS Body Armor
I, Inc., formerly known as Point Blank Enterprises Inc., until June
30, 2015 to file notices of removal of lawsuits involving the
company and its affiliates.

                            About Point Blank

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

The Company maintains facilities in Pompano Beach, Florida, and
Jacksboro, Tennessee.

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

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

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

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


PORT AGGREGATES: Gets Final OK to Incur Debt and Access Cash
------------------------------------------------------------
Bankruptcy Judge Robert Summerhays authorized, on a final basis,
Port Aggregates, Inc., to:

   i) use cash collateral pursuant to the budget; and

  ii) incur debt from Whitney Bank, to continue to, among other
things, transact its business; and, (ii) continue use of the
prepetition Zero Balance Accounts, whereby (i) the Company uses its
cash to fund operations out of the Company Operating and Special
Accounts.

The Debtor would use the cash collateral to pay (a) all outstanding
prepetition wages, salaries, other accrued compensation, expense
reimbursements, benefits, and related amounts; and (b) continue
specified benefit programs in the ordinary course of business.

The Court also ordered that Whitney Bank will maintain all
prepetition lender liens in, to and upon all prepetition
collateral; and Whitney Bank is granted replacement liens on
postpetition generated property.

As adequate protection from diminution value of the lender's
collateral, Whitney Bank is granted a first priority lien and
security interest in, to and upon any accounts, work-in-progress,
inventory or other collateral, and a superpriority administrative
claim.

The term of the line of credit under the postpetition secured
credit facility will terminate on June 30, 2015, unless extended by
written extension.

As reported in the Troubled Company Reporter on Jan. 19, 2015, use
of the line of credit prior to the commencement of the case
operated generally as: the Company and its Subsidiaries operate
using a series of ZBA to facilitate use of the line of credit.  The
Company uses its cash to fund operations out of the Company
Operating and Special Accounts, and also the Company uses the
Operating Account as a flow through account by which it provides
funding if necessary to the Subsidiaries by means of draws upon the
Line of Credit.  All of the ZBA accounts are swept daily (the
Subsidiaries' accounts swept to the Company Operating Account and
the Company Operating Account swept to pay down the Line of
Credit).  The transfers to and from the Company and the
Subsidiaries are accounted for through due to/due from entries on
the books of the companies.  The "sweeps" result either in a pay
down on the Line of Credit or a draw against the Line of Credit,
depending upon the amount of checks outstanding against the cash
deposits from operations into the Operating ZBA accounts.

Because the Company and the Subsidiaries were operating in
accordance with the Secured Credit Facility and the line of credit
as of the filing of the Chapter 11 case, and because of the
requirements of Sections 361, 362 and 363 of the Bankruptcy Code
--- that the Company provide adequate protection of the security
interests of Whitney and not use cash collateral without Court
approval -- the filing of the case interrupted the operations of
the Company and its subsidiaries.  The notice of default issued by
Whitney, combined with the filing of the Case generated the right
on behalf of Whitney to suspend further draws under the Line of
Credit and to freeze the operating accounts of the Company and
Subsidiaries.  

Thus, the Company was faced with two basic alternatives: (i) to
institute bankruptcy cases for the Company and the Subsidiaries,
forego the Line of Credit and move for authority to use the
debtors' cash collateral without further advances by Whitney under
the line of credit (costly and probably would have created an
adversarial situation with Whitney); or (ii) exclude the
Subsidiaries from bankruptcy filings and make an agreement with
Whitney for the right of the Company to use its cash collateral,
maintain borrowing under the Line of Credit and to allow the
Subsidiaries to continue with normal business operations, with
Whitney forbearing from exercising its rights under its notice of
default as against the Subsidiaries as regards the First and
Second Applications for Receiver (with Whitney reserving all other
rights under the Secured Credit Facility).  The Company chose the
Alternative 2 as being the least costly approach and the best
method for preserving the possibility of maintaining its banking
relationship with Whitney, which the Company believes was
impeccable before the receivership filings that jeopardized
the future of the Company and its Subsidiaries and damaged
(hopefully short term) the relationship with Whitney.

Because the Line of Credit portion of the Secured Credit Facility
employs the enterprise-wide ZBA and sweep mechanisms, the right to
use cash collateral and the authority to maintain financing under
the Line of Credit are mutually dependent, as described herein and
in the Cash Management Motion.  The Company therefore requires
both the authority to use its cash collateral and the authority to
obtain/continue financing under the Line of Credit to meet cash
needs.  The Line of Credit is particularly useful, if not
necessary, to allow the Company to fund the purchases of large
shipments of limestone aggregate from its suppliers, under supply
contracts (for example, the Company purchases on average 3 ships
of limestone aggregate from Vulcan Construction materials, L.P.
per month, particularly during the months of November through
January when the Company builds its inventory to be able to meet
demand once winter weather begins to relent, allowing construction
projects serviced by the Company to pick up speed.

The ability to draw upon the Line of Credit allows the Company to
maintain its good pricing terms with Vulcan and other suppliers
and affords it the ability to maintain its competitive edge within
the area of its business footprint.  As was the case prepetition,
the Company intends to use its cash collateral and the proceeds of
the Secured Credit Facility to fund the payment of operating
expenses incurred on and after the Petition Date (and pursuant to
other motions to be filed to fund certain critical prepetition
amounts due (to avoid, for example, losing suppliers, section
503(b)(9) claims and to cure defaults under executory contracts
created only by the fact of the filing of this Case)).  The Company
needs immediate access to the Secured Credit Facility and use of
its cash collateral to assure continuity of its business
operations.  

The Debtor's attorneys can be reached at:

         Louis M. Phillips, Esq.
         Peter A. Kopfinger, Esq.
         GORDON, ARATA, MCCOLLAM, DUPLANTIS & EAGAN, LLC
         One American Place
         301 Main Street, Suite 1600
         Baton Rouge, LA 70801-1916
         Tel: (225) 381-9643
         Fax: (225) 336-9763
         E-mail: lphillips@gordonarata.com
                  pkopfinger@gordonarata.com

         Gerald H. Schiff, Esq.
         Armistead M. Long, Esq.
         400 East Kaliste Saloom Road, Suite 4200
         Lafayette, LA 70508
         Tel: (337) 237-0132
         E-mail: gschiff@gordonarata.com
                 along@gordonarata.com
         
                - and -

         Patrick "Rick" M. Shelby, Esq.
         201 St. Charles Avenue, 40th Floor
         New Orleans, LA 70170-4000
         Tel: (504) 582-1111
         E-mail: pshelby@gordonarata.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 disclosed  
$34,145,728 in assets and $15,720,035 in liabilities as of the
Chapter 11 filing.

The Debtor is required to submit a Chapter 11 plan and disclosure
tatement 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.


PORTER MILL ROAD: Case Summary & 2 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Porter Mill Road Properties, LLC
        P.O. Box 2663
        Wilmington, DE 19805

Case No.: 15-13152

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: March 6, 2015

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

Debtor's Counsel: Robert Grossbart, Esq.
                  GROSSBART, PORTNEY & ROSENBERG, P.A.
                  One N. Charles Street., Suite 1214
                  Baltimore, MD 21201
                  Tel: (410) 837-0590
                  Email: robert@grossbartlaw.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $10 million to $50 million

The petition was signed by Lawrence Higgins, manager.

A list of the Debtor's two largest unsecured creditors is available
for free at http://bankrupt.com/misc/mdb15-13152.pdf


RADIOSHACK CORP: Court Directs Appointment of Ombudsman
-------------------------------------------------------
BankruptcyData reported that the U.S. Bankruptcy Court ordered the
U.S. Trustee assigned to the RadioShack Corp. case to appoint a
consumer privacy ombudsman before the hearing to consider approval
of the sale of the retailer's leases.  According to BData, the
Ombudsman will (a) perform the functions set forth in Section 332
of the Bankruptcy Code (b) and at all times comply with Section 330
upon approval by the Court of a request for compensation.

                   About Radioshack Corporation

Fort Worth, Texas-based RadioShack (NYSE: RSH) --
http://www.radioshackcorporation.com/-- is a retailer of mobile   
technology products and services, as well as products related to
personal and home technology and power supply needs.  RadioShack's
retail network includes more than 4,300 company-operated stores in
the United States, 270 company-operated stores in Mexico, and
approximately 1,000 dealer and other outlets worldwide.

RadioShack Corporation and affiliates filed separate Chapter 11
bankruptcy petitions (Bankr. D. Del. Lead Case No. 15-10197) on
Feb. 5, 2015.  The petitions were signed by Joseph C. Maggnacca,
chief executive officer.  Judge Kevin J. Carey presides over the
case.

David G. Heiman, Esq., Greg M. Gordon, Esq., Amanda M. Suzuki,
Esq., Jonathan M. Fisher, Esq., Thomas A. Howley, Esq., and Paul
M. Green, Esq., at Jones Day serve as the Debtors' bankruptcy
counsel.  David M. Fournier, Esq., Evelyn J. Meltzer, Esq., and
John H. Schanne, II, Esq., at Pepper Hamilton LLP serve as
co-counsel.  Carlin Adrianopoli at FTI Consulting, Inc., is the
Debtors' restructuring advisor.  Maeva Group, LLC, is the Debtors'
turnaround advisor.  Lazard Freres & Co. LLC is the Debtors'
investment banker.  A&G Realty Partners is the Debtors' real
estate advisor.  Prime Clerk is the Debtors' claims and noticing
agent.

The Debtors disclosed total assets of $1.2 billion, versus total
debt of $1.3 billion.

Radioshack reported a net loss of $400.2 million in 2013, a net
loss of $139 million in 2012, and net income of $72.2 million in
2011.  The Company's balance sheet at Aug. 2, 2014, showed
$1.14 billion in total assets, $1.21 billion in total liabilities,
and a $63 million total shareholders' deficit.

The U.S. Trustee has appointed seven members to the Official
Committee of Unsecured Creditors.


RADIOSHACK CORP: To Auction 170 More Leases
-------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that RadioShack Corp. filed papers seeking authority
to auction 170 more leases, after the first auction in February
ended with the company generating $2.6 million from the potential
sale of 163 leases.

According to the Bloomberg report, the first lease auction was
designed to prevent liability for March rent while the second is to
preclude paying rent for April.  A hearing to approve the second
round of lease sales would begin on March 27 and continue on March
30 if necessary, the report related.

                   About Radioshack Corporation

Fort Worth, Texas-based RadioShack (NYSE: RSH) --
http://www.radioshackcorporation.com/-- is a retailer of mobile   
technology products and services, as well as products related to
personal and home technology and power supply needs.  RadioShack's
retail network includes more than 4,300 company-operated stores in
the United States, 270 company-operated stores in Mexico, and
approximately 1,000 dealer and other outlets worldwide.

RadioShack Corporation and affiliates filed separate Chapter 11
bankruptcy petitions (Bankr. D. Del. Lead Case No. 15-10197) on
Feb. 5, 2015.  The petitions were signed by Joseph C. Maggnacca,
chief executive officer.  Judge Kevin J. Carey presides over the
case.

David G. Heiman, Esq., Greg M. Gordon, Esq., Amanda M. Suzuki,
Esq., Jonathan M. Fisher, Esq., Thomas A. Howley, Esq., and Paul
M. Green, Esq., at Jones Day serve as the Debtors' bankruptcy
counsel.  David M. Fournier, Esq., Evelyn J. Meltzer, Esq., and
John H. Schanne, II, Esq., at Pepper Hamilton LLP serve as
co-counsel.  Carlin Adrianopoli at FTI Consulting, Inc., is the
Debtors' restructuring advisor.  Maeva Group, LLC, is the Debtors'
turnaround advisor.  Lazard Freres & Co. LLC is the Debtors'
investment banker.  A&G Realty Partners is the Debtors' real
estate advisor.  Prime Clerk is the Debtors' claims and noticing
agent.

The Debtors disclosed total assets of $1.2 billion, versus total
debt of $1.3 billion.

Radioshack reported a net loss of $400.2 million in 2013, a net
loss of $139 million in 2012, and net income of $72.2 million in
2011.  The Company's balance sheet at Aug. 2, 2014, showed
$1.14 billion in total assets, $1.21 billion in total liabilities,
and a $63 million total shareholders' deficit.

The U.S. Trustee has appointed seven members to the Official
Committee of Unsecured Creditors.


RELIANCE INTERMEDIATE: Moody's Lowers Corp. Family Rating to Ba2
----------------------------------------------------------------
Moody's Investors Service downgraded Reliance Intermediate Holdings
LP's corporate family rating to Ba2 from Ba1, probability of
default rating to Ba2-PD from Ba1-PD, existing secured notes rating
to B1 from Ba2, and assigned a B1 rating to Reliance's proposed
secured notes.  Moody's will withdraw the rating on the existing
notes when the refinance transaction closes.  The ratings outlook
was revised to stable from negative.

Proceeds from the US$375 million (C$476 million) notes will be used
to refinance existing US$350 million (C$445 million) notes and to
pay takeout premium, fees and expenses (C$31 million).

"The downgrade of the CFR was driven by Reliance's high leverage
(adjusted Debt/EBITDA of 6.2x, proforma for a potential $150
million dividend payment to private owner), a level that exceeds
the bounds for the prior Ba1 rating, together with expectations
that leverage is likely to average or exceed 5.5x over the next 12
to 18 months," says Peter Adu, Moody's lead analyst for Reliance.
"The two notch downgrade of the existing Holdco notes reflect their
junior position relative to the increasing size of the senior
secured debt at its wholly-owned subsidiary, Reliance LP, which
ranks ahead of it in the consolidated capital structure", Adu
further added.

Ratings Downgraded

  -- Corporate Family Rating, to Ba2 from Ba1

  -- Probability of Default Rating, to Ba2-PD from Ba1-PD

  -- US$350M ($445M) Senior Secured Notes due 2019, to B1(LGD5)
     from Ba2(LGD6); to be withdrawn at close

Ratings Assigned

  -- US$375M ($476M) Senior Secured Notes due 2023, B1(LGD5)

Outlook:

  -- Changed to Stable From Negative

Reliance's Ba2 CFR is primarily influenced by its strong position
in a market segment with high entry barriers as well as a stable
business model with good revenue visibility, solid margins and
predictable operating cash flows.  However, Reliance has weak key
credit metrics (pro forma Debt/EBITDA of 6.2x and EBITA /Interest
of 2.5x) and small scale.  Reliance's rating is also constrained by
leveraging dividend payments to its owner and persistently negative
free cash flow after expected dividends.  The rating anticipates
that Reliance will grow EBITDA and reduce leverage modestly,
towards 5.5x, within the next 12 to 18 months.

Moody's considers Reliance's liquidity to be adequate. Moody's
expects the company to consume around $100 million in free cash
flow after dividends in the next year, which can be funded by about
$200 million of availability under its $450 million senior secured
credit facility due December 2016 and expected cash balance of
approximately $50 million.  Reliance is subject to leverage and
coverage covenants under its credit facility for which the cushion
is expected to exceed 15%. Reliance's ability to generate liquidity
from asset sales is limited as its debts are secured by liens on
all its assets.

The stable outlook reflects Moody's expectation that Reliance will
reduce leverage towards 5.5x within the next 12 to 18 months.

The rating could be upgraded if Reliance sustains Debt/EBITDA below
4.5x (6.2x currently) and EBITA/Interest above 6x (2.5x currently).
The rating could be downgraded if Debt/EBITDA is sustained towards
6x and EBITA/Interest is maintained below 3x.

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.

Reliance is the leader in water heater rentals in Ontario, Canada
with about 1.6 million rental units deployed. T he company also
provides heating, ventilation, and air-conditioning services.  Pro
forma revenue after acquisitions and divestitures is around $500
million.  Reliance is headquartered in Toronto, Ontario, Canada and
is owned by Alinda Capital Partners LLC.


RELIANCE INTERMEDIATE: S&P Revises Outlook & Affirms 'BB+' CCR
--------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its outlook on
Reliance Intermediate Holdings L.P. (RIHLP) and subsidiary Reliance
L.P. (collectively, Reliance) to negative from stable.  At the same
time, Standard & Poor's affirmed its ratings on the company,
including its 'BB+' long-term corporate credit rating.

The recovery ratings on all secured debt are unchanged.

Standard & Poor's also assigned its 'BB-' issue-level rating and
'6' recovery rating to RIHLP's proposed US$375 million secured
notes due 2023.  The '6' recovery rating indicates S&P's
expectation for "negligible" (0%-10%) recovery in the event of a
default.

"The outlook revision reflects our expectation that consolidated
adjusted debt-to-EBITDA will increase above our key 5x threshold at
year-end 2015," said Standard & Poor's credit analyst Donald
Marleau.  "The higher leverage is due to a stronger U.S. dollar
relative to the Canadian dollar, which compounds the effects of
continued distributions to the company's financial-sponsor owner
amid significant strategic transactions in 2014," Mr. Marleau
added.

RIHLP's U.S.-dollar-denominated notes are translated into Canadian
dollars for reporting purposes with no offset from the company's
Canadian operations.

"We base the affirmation on our expectation that Reliance will
improve consolidated adjusted debt-to-EBITDA supported by financial
policies and robust cash flow that ensure unusually good control
over its credit measures.  We believe this control is a result of
Reliance's good earnings visibility combined with its
financial-sponsor owner's willingness to manage distributions to
maintain a leverage target in line with our "aggressive" financial
risk profile on the company.  However, further distributions while
adjusted debt-to-EBITDA is greater than 5x could lead us to revise
our financial policy assessment to 'FS-6' from 'FS-5', resulting in
a "highly leveraged" financial risk profile and our subsequent
downgrade on Reliance," S&P said.

The negative outlook reflects S&P's expectation that consolidated
adjusted debt-to-EBITDA will be high for the rating at above S&P's
key 5x threshold this year and that S&P could lower the ratings
over the next 12 months if leverage does not improve.

S&P could lower the ratings if consolidated adjusted debt-to-EBITDA
deteriorates further this year, which could result from an increase
in debt for distributions or weaker earnings because of operational
missteps or unexpected pressure from competitors.

S&P could revise the outlook back to stable if consolidated
adjusted debt-to-EBITDA improves to the 4.5x-5.0x range,
incorporating earnings accretion from the NHS acquisition.
Furthermore, a stable outlook would reflect S&P's expectation that
the company will maintain an adjusted debt-to-EBITDA ratio below 5x
as it adds debt to support growth, while distributing substantially
all free cash flow to its sole shareholder without releveraging
above 5x.



RG STEEL: $97MM PBGC Suit vs. Rennert Heads for July Trial
----------------------------------------------------------
The U.S. Pension Benefit Guaranty Corp.'s $97 million lawsuit
accusing billionaire Ira Rennert's Renco Group Inc. of trying to
evade pension obligations of its RG Steel unit is going to trial
commencing July 6, various news sources reported.

Jonathan Stempel, writing for Reuters, reported that U.S. District
Judge Richard Sullivan in Manhattan rejected requests by both sides
to decide the case in their favor.

Reuters recalled that the PBGC had in January 2013 sued Renco for
$97 million, claiming it sold a 24.5 percent RG stake to private
equity firm Cerberus Capital Management LP mainly to escape the
steelmaker's pension plans, which were underfunded by $70 million.

The case is Pension Benefit Guaranty Corp vs Renco Group Inc et al,
U.S. District Court, Southern District of New York, No. 13-00621.

                         About RG Steel

RG Steel LLC -- http://www.rg-steel.com/-- is the United States'  
fourth-largest flat-rolled steel producer with annual steelmaking
capacity of 7.5 million tons.  It was formed in March 2011
following the purchase of three steel facilities located in
Sparrows Point, Maryland; Wheeling, West Virginia and Warren,
Ohio, from entities related to Severstal US Holdings LLC.  RG
Steel also owns finishing facilities in Yorkville and Martins
Ferry, Ohio.  It also owned Wheeling Corrugating Company and has a
50% ownership in Mountain State Carbon and Ohio Coatings Company.

RG Steel along with affiliates, including WP Steel Venture LLC,
sought bankruptcy protection (Bankr. D. Del. Lead Case No. 12-
11661) on May 31, 2012.  Bankruptcy was precipitated by liquidity
shortfall and a dispute with Mountain State Carbon, LLC, and a
Severstal affiliate, that restricted the shipment of coke used in
the steel production process.

The Debtors estimated assets and debts in excess of $1 billion.
As of the bankruptcy filing, the Debtors owe (i) $440 million,
including $16.9 million in outstanding letters of credit, to
senior lenders led by Wells Fargo Capital Finance, LLC, as
administrative agent, (ii) $218.7 million to junior lenders, led
by Cerberus Business Finance, LLC, as agent, (iii) $130.5 million
on account of a subordinated promissory note issued by majority
owner The Renco Group, Inc., and (iv) $100 million on a secured
promissory note issued by Severstal.

Judge Kevin J. Carey presides over the case.

The Debtors are represented in the case by Robert J. Dehney, Esq.,
and Erin R. Fay, Esq., at Morris, Nichols, Arsht & Tunnell LLP,
and Matthew A. Feldman, Esq., Shaunna D. Jones, Esq., Weston T.
Eguchi, Esq., at Willkie Farr & Gallagher LLP, represent the
Debtors.  Conway MacKenzie, Inc., serves as the Debtors' financial
advisor and The Seaport Group serves as lead investment banker.
Donald MacKenzie of Conway MacKenzie, Inc., as CRO.  Kurtzman
Carson Consultants LLC is the claims and notice agent.

Wells Fargo Capital Finance LLC, as Administrative Agent, is
represented by Jonathan N. Helfat, Esq., and Daniel F. Fiorillo,
Esq., at Otterbourg, Steindler, Houston & Rosen, P.C.; and Laura
Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachuiski Stang
Ziehi & Jones LLP.

Renco Group is represented by lawyers at Cadwalader, Wickersham &
Taft LLP.

Kramer Levin Naftalis & Frankel LLP represents the Official
Committee of Unsecured Creditors.  Huron Consulting Services LLC
serves as the Committee's financial advisor.

The Debtor has sold off the principal plants.  The sale of
the Wheeling Corrugating division to Nucor Corp. brought in
$7 million.  That plant in Sparrows Point, Maryland, fetched the
highest price, $72.5 million.  CJ Betters Enterprises Inc. paid
$16 million for the Ohio plant.  RG Steel Sparrows Point LLC has
received the green light to sell some of its assets to Siemens
Industry, Inc., which include equipment and related spare parts,
for $400,000.


RIENZI & SONS: Bankruptcy Stays Lawsuit Against N. Puglisi
----------------------------------------------------------
Magistrate Judge Roanne L. Mann for the Eastern District of New
York denied the motion of N. Puglisi & F. Industria Paste
Alimentari S.P.A., which seeks to compel Rienzi & Sons, Inc., and
its principal, Michael Rienzi (a non-party), to comply with three
discovery demands served on February 17, 2015, after the Honorable
Dora L. Irizzary, the district judge presiding over the parties'
case, entered judgment against Rienzi in the amount of
$1,687,342.56.

The discovery sought by Puglisi is reportedly relevant to the
satisfaction of the judgment. Puglisi argues that, contrary to
Rienzi's contention, the automatic 14-day stay triggered by Rule
62(a) of the Federal Rules of Civil Procedure does not apply to
post-judgment discovery.

Rienzi opposed Puglisi's motion, saying the discovery demands and
the case itself are stayed on account of Rienzi's filing of a
voluntary Chapter 11 bankruptcy petition.

The District Court case is, RIENZI & SONS, INC., Plaintiff, v. N.
PUGLISI & F. INDUSTRIA PASTE ALIMENTARI S.P.A., Defendant, No.
08-CV-2540 (DLI)(E.D.N.Y.).  A copy of the Magistrate Judge's March
4, 2015 Memorandum and Order is available at http://is.gd/seThPw
from Leagle.com.

Peter Salerno, Mediator, is represented by Peter C. Salerno, Esq.
-- peter.salerno.law@gmail.com -- Salerno & Rothstein.

Rienzi & Sons, Inc., is represented by Elizabeth Mullins Borkin,
Esq. -- elizabeth.borkin@hoganlovells.com -- at Hogan Lovells US
LLP; and Michael James Sheppeard, Esq. --
msheppeard@ballonstoll.com -- at Ballon Stoll Bader & Nadler P.C.

Defendants N. Puglisi & F. Industria Paste Alimentari S.P.A., and
Francesco Pulejo are represented by Benjamin Rudolph Delson, Esq.
-- delson@mandelbhandari.com -- Evan M. Mandel, Esq. --
em@mandelbhandari.com -- and Rishi Bhandari, Esq. --
rb@mandelbhandari.com -- at Mandel Bhandari, LLP.

Rienzi & Sons, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. E.D.N.Y. Case No. 15-40926) on March 3, 2015.  The
petition was signed by Michael Rienzi as president.  The Debtor
estimated assets and debts of $10 million to $50 million.
Vincent J Roldan, Esq., and Michael J. Sheppeard, Esq., at Ballon
Stoll Bader & Nadler P.C., serve as counsel to the Debtor.  Judge
Nancy Hershey Lord presides over the Chapter 11 case.


ROSEVILLE SENIOR: Lender Wants Monthly Payments Hiked to $100K
--------------------------------------------------------------
CapitalSource Finance LLC, the holder of first priority liens and
security interests in the primary assets of Roseville Senior Living
Properties, LLC, submitted a limited objection to the Debtor's
fourth motion to continue using cash collateral.

CapitalSource stated that its willingness to consent to the
extension of Debtor's use of cash collateral through March 27,
2015, is conditioned upon an increase of the monthly adequate
protection payments from $70,000 to $100,000.

The Debtor, in its fourth motion, asked for authorization to
continue using cash collateral in which CapitalSource Finance LLC
asserts an interest.

The Debtors requested that the terms of the cash collateral be
amended to provide and extend the termination to May 29, 2015, or
the resolution of the California Law Suit (instead of paying off
the Loan with  Meecorp  Capital Markets, LLC, as promised, on
Dec. 8, 2008, the borrowers filed a suit in the superior Court of
Los Angeles.  All the remaining provisions of the cash collateral
will remain in full force and effect.

On Nov. 13, 2013, CapitalSource and the Debtor entered into a final
order authorizing the use of cash collateral.  The terms of the
final order expired on May 7, 2014.  The terms of the final order
were extended several times.  Unless extended the authorization
will expire on Jan. 31, 2015.

Final order provides that the Debtor make a monthly payment of
$55,000 and subsequently raised to $70,000 to CapitalSource as
adequate protection of its interests.

CapitalSource has refused to extend authorization to use cash
collateral beyond Jan. 31.

According to the Debtor, the California lawsuit will not commence
until approximately March 23.  The trial will take approximately
eight weeks.  Therefore, a decision in the California lawsuit is
not anticipated until the very end of May 2015.

In connection with the California Law Suit, the borrowers recorded
a notice of lis pendens against the Debtor's real estate.

In an adversary proceeding instituted by the Debtor against
CapitalSource, the Debtor contests CapitalSource's lien and the
dispute remains unresolved.  Trial proceedings will commence on
April 2.

Based upon the estimates of trial in both the California lawsuit
and the adversary proceeding no decision would be made with regards
to the extent and validity of the CapitalSource lien until the end
of May 2015.  The importance of a determination as to the
resolution relating to removal of the Lis Pendens will not be
resolved until the end of May 2015.  Resolution of the Lis Pendens
is, at this time, relevant for the Debtor to obtain a reasonable
exit financing.

                  About Roseville Senior Living

Roseville Senior Living Properties, LLC, owns and operates a
senior assisted living housing facility in Roseville, California.
It filed for Chapter 11 bankruptcy (Bankr. D.N.J. Case No.
13-31198) on Sept. 27, 2013, in Newark.  Judge Donald H. Steckroth
presides over the case.  Walter J. Greenhalgh, Esq., at Duane
Morris, LLP, represents Roseville Senior Living Properties as
counsel.  Friedman LLP serves as the Debtor's accountant.

Roseville Senior Living Properties estimated $10 million to $50
million in assets, and $1 million to $10 million in liabilities.
In its schedules filed with the Bankruptcy Court, the Debtor
indicated total assets and total debts as "Unknown", a copy of
which is available for free at:

       http://bankrupt.com/misc/rosevillesenior.doc54.pdf

The petition was signed by Michael Edrei, managing director,
Meecorp Capital Markets, Inc.

The United States Trustee for Region 3 appointed Joseph Rodrigues,
State Long Term Care Ombudsman, California Department of Aging, as
the Patient Care Ombudsman in the Debtor's case.


SABINE OIL: Gets Default Notice From Wilmington Savings
-------------------------------------------------------
Sabine Oil & Gas Corporation, on Feb. 25, 2015, received a notice
of default and acceleration from the trustee, Wilmington Savings
Fund Society, FSB, as successor to U.S. Bank National Association,
with respect to the Company's 7.25% Senior Notes due 2019 issued
pursuant to the indenture, by and among the Company, the guarantors
party thereto and the Trustee, dated as of June 6, 2007, alleging
certain events of default had occurred under the Notes.

The Notice alleged that (i) the events and transactions that are
the subject of, or have been referenced in the Company's two
reports on Form 8-K filed on Dec. 16, 2014 (the "Business
Combination Transactions"), constituted a change of control under
the Indenture and (ii) the Company's failure to issue a change of
control offer pursuant to the Indenture and repurchase the Notes
pursuant to the change of control redemption provision of the Notes
resulted in an event of default on Jan. 15, 2015.  The Trustee has
demanded acceleration of the Notes and payment in full of all
amounts owing under the Notes.  The Company said it does not
believe that a change of control occurred under the Indenture for
the Notes as a result of the Business Combination Transactions, and
therefore do not believe that the Trustee's claims hold merit.

                       Borrows $356 Million

Sabine Oil, on Feb. 25, 2015, borrowed approximately $356 million
under its Second Amended and Restated Credit Agreement, dated as of
Dec. 16, 2014, with Wells Fargo Bank, National Association, as
administrative agent, and the lenders and other parties, which
represented the remaining undrawn amount that was available under
the Revolving Credit Facility.  These funds are intended to be used
for general corporate purposes.

As of March 2, 2015, following the completion of this borrowing,
the aggregate principal amount of borrowings under the Revolving
Credit Facility were approximately $1 billion, including
approximately $29 million of letters of credit, and the Company's
current cash balance was approximately $350 million.  These
borrowings bear interest at LIBOR plus a margin of 2.50%.

                            About Sabine

Sabine Oil & Gas LLC, (formerly Forest Oil Corporation) is an
independent energy company engaged in the acquisition, production,
exploration and development of onshore oil and natural gas
properties in the United States.  Sabine's current operations are
principally located in Cotton Valley Sand and Haynesville Shale in
East Texas, the Eagle Ford Shale in South Texas, and the Granite
Wash in the Texas Panhandle.  See http://www.sabineoil.com/    

Ernst & Young LLP, in Denver, Colorado, issued a "going concern"
qualification on the consolidated financial statements of Forest
Oil for the year ended Dec. 31, 2013.  The independent accounting
firm noted that the Company has determined that it expects to fail
a financial covenant in its Credit Facility sometime prior to the
end of 2014, which could result in the acceleration of all
borrowings thereunder and the Company's senior unsecured notes due
2019 and 2020.  This raises substantial doubt about the Company's
ability to continue as a going concern.

The Company's balance sheet at Sept. 30, 2014, the Company had
$927 million in total assets, $1.07 billion in total
liabilities, and a $148 million shareholders' deficit.

                            *    *    *

As reported by the TCR on Feb. 16, 2015, Moody's Investors Service
affirmed Forest Oil's 'B3' Corporate Family Rating, as well as its
'B3-PD' PDR and SGL-3 Speculative Grade Liquidity Rating.

"The combination of Sabine and Forest joins two companies whose
principal assets in East Texas and the Eagle Ford Shale are highly
complementary, creating a company much larger in size and scale
than the two companies are individually, although one whose
production and reserves remain heavily weighted to natural gas,"
commented Andrew Brooks, Moody's Vice President.

Standard & Poor's Ratings Services has discontinued its 'B'
corporate credit rating on Sabine Oil & Gas LLC, the TCR reported
on Feb. 11, 2015.


SABINE OIL: Moody's Cuts CFR to Caa1, Alters Outlook to Negative
----------------------------------------------------------------
Moody's Investors Service downgraded Sabine Oil & Gas Corporation's
(SOGC) B3 Corporate Family Rating to Caa1, its second lien term
loan rating to Caa2 from Caa1 and its unsecured notes rating to
Caa3 from Caa2.  SOGC's Speculative Grade Liquidity Rating was
lowered to SGL-4 from SGL-3 and its outlook was changed to negative
from stable.

These actions Moody's re prompted by SOGC's Moody's ak liquidity
and by its March 4 disclosure of its receipt from the Indenture
trustee of a notice of default and acceleration with respect to its
7.25% senior unsecured notes due 2019 arising from a dispute with
noteholders alleging a default under the Indenture's change of
control provision.  The notice of default has yet to cross to
SOGC's other debt instruments, notwithstanding provisions
permitting it to do so.  On February 25, SOGC drew down the
remaining unborrowed amount of its $1.0 billion secured borrowing
base revolving credit facility, giving rise to increased liquidity
concerns.

"Bondholder litigation over change of control provisions in the
former Forest Oil Corporation notes coupled with the decision to
fully draw its revolving credit facility raise increased concerns
regarding SOGC's liquidity position," commented Andrew Brooks,
Moody's Vice President. "Deep in the process of merger integration
in a hostile oil and gas pricing environment, noteholder litigation
over a potential technical default and acceleration of notes,
exacerbated by increased liquidity concerns could further restrict
SOGC's maneuverability in difficult circumstances."

Downgrades:

Issuer: Sabine Oil & Gas Corporation

  -- Probability of Default Rating, Downgraded to Caa1-PD from
     B3-PD

  -- Speculative Grade Liquidity Rating, Lowered to SGL-4
     from SGL-3

  -- Corporate Family Rating (Local Currency), Downgraded to Caa1
     from B3

  -- Senior Unsecured Regular Bond/Debenture (Local Currency),
     Downgraded to Caa3, LGD5 from Caa2, LGD5

Issuer: Sabine Oil & Gas LLC

  -- Senior Secured Bank Credit Facility (Local Currency),
     Downgraded to Caa2, LGD4 from Caa1, LGD4

  -- Senior Unsecured Regular Bond/Debenture (Local Currency),
     Downgraded to Caa3, LGD5 from Caa2, LGD5

Outlook Actions:

Issuer: Sabine Oil & Gas Corporation

  -- Outlook, Changed to Negative From Stable

The business combination of Sabine Oil & Gas LLC (Sabine LLC) and
Forest was executed through an all-stock transaction in December
2014, with the combined company renamed Sabine Oil & Gas
Corporation from Forest Oil Corporation.  SOGC assumed the debt of
Sabine LLC through supplemental indentures, whose combined
unsecured notes will rank equivalently with the former Forest's
unsecured notes on a pari passu basis.  SOGC also assumed Sabine
LLC's upsized $700 million second lien term loan.

The combined companies' production on a pro forma basis at Sep. 30,
2014 approximated 50,000 barrels of oil equivalent (Boe) per day,
comprised of two-thirds natural gas with the balance approximately
split between crude oil and natural gas liquids (NGLs).  The two
companies' principal assets are highly complementary, establishing
a significant combined presence in East Texas, including a strong
presence in the liquids-rich Cotton Valley Sands.  With
approximately 64,000 net acres in the Eagle Ford Shale, where
Forest struggled to generate production growth, combined operations
should also build scale and efficiencies.  However, ongoing
weakness in natural gas prices and the late-2014 drop in crude and
NGL prices will limit opportunities for improved cash flow and debt
reduction, with leverage remaining stubbornly high, approaching
$50,000 per Boe of average daily production.

Moody's expects SOGC to significantly reduce 2015's capital
spending from prior years' levels in an effort to stabilize its
liquidity position, although recognizes that prolonged spending
cuts could prompt a degradation of the company's asset base.
However, the combined companies are Moody's ll-hedged against
commodity price risk in 2015, with hedges covering virtually all of
its run-rate natural gas and about two-thirds of its crude oil
production, which should buffer 2015's cash flow.  The company has
limited hedges, however, in place for 2016.

SOGC's SGL-4 Speculative Grade Liquidity Rating reflects weak
liquidity through 2015.  The company's liquidity is primarily
provided through its amended $1.0 billion secured borrowing base
revolving credit facility, under which the remaining $356 million
of unborrowed availability was fully drawn on February 25, leaving
balance sheet cash approximating $350 million as of March 2.  The
amended credit facility has a scheduled maturity date which is the
earlier of December 16, 2019 and 91 days prior to the maturity of
its second lien term loan.  The second lien term loan is scheduled
to mature December 31, 2018, however, if SOGC's 9.75% unsecured
notes remain outstanding to their scheduled Feb. 15, 2017 maturity
date, the second lien term loan would mature Nov. 16, 2016, which
could also stress 2016 liquidity.  SOGC's revolving credit facility
provides for a single leverage covenant; first lien debt to EBITDA
not to exceed 3.0x, which Moody's expects compliance with over the
course of 2015.

The second-lien term loan is secured by a second lien on company
assets, and the unsecured notes are guaranteed on a senior
unsecured basis by the company's operating subsidiaries.  The
second lien term loan is rated Caa2, or one-notch below SOGC's Caa1
CFR, which Moody's views as more appropriate than the Caa1 rating
derived under Moody's Loss Given Default (LGD) Methodology, while
the unsecured notes are rated two-notches beneath the CFR.  The
Caa3 rating on SOGC's senior unsecured notes reflects the
subordination of the senior unsecured notes to SOGC's $1.0 billion
secured revolving credit facility and the second lien term loan's
priority claim to the company's assets.  The size of the first and
second lien claims relative to SOGC's outstanding senior unsecured
notes results in the notes being rated two-notches below the B3 CFR
under Moody's LGD Methodology.

The negative outlook reflects weak liquidity and the uncertainty
surrounding the course of noteholder litigation and the associated
notice of default and acceleration with respect to SOGC's 2019
unsecured notes.  Greater clarity, if positive, regarding the
implications of these developments on SOGC and its liquidity could
return the outlook to stable.  Further negative developments could
warrant a ratings downgrade, particularly if it appears that SOGC's
liquidity will be further constrained. Additionally, a downgrade
would be considered should production fall below 40,000 Boe per
day, resulting in debt leverage increasing to $60,000 per Boe of
average daily production, or should retained cash flow (RCF) to
debt drop into the low-teens.  At its approximate 50,000 Boe per
day level of output, ratings could be upgraded in a more supportive
commodity price environment, and with improved liquidity, to the
extent debt on production falls below $40,000 per Boe and RCF to
debt approaches 20%.

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

Sabine Oil & Gas Corporation is an independent exploration and
production company headquartered in Houston, Texas.


SABINE OIL: Noteholders Accelerate $578MM in Bonds
--------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that Sabine Oil & Gas Corp. got a notice of default
and acceleration from holders of $577.9 million in 7.25 percent
senior unsecured notes due 2019.

According to the report, the default notice was based on a change
of control provision allegedly tripped by the merger in December
between Sabine Oil & Gas LLC and Forest Oil Corp., to form Sabine
Oil & Gas Corp.  In late February, Sabine drew the remaining $356
million on its $1 billion revolving credit, the report related.

The notes last traded on March 5 for 31.17 cents on the dollar,
Bloomberg said, citing Trace, the bond-price reporting system of
the Financial Industry Regulatory Authority.

                         *     *     *

The Troubled Company Reporter, on March 9, 2015, reported that
Standard & Poor's Ratings Services lowered its corporate credit
rating on Sabine Oil & Gas Corp. to 'B-' from 'B.'  At the same
time, S&P lowered the issue-level rating on the company's senior
secured notes to 'B+' from 'BB-', the second-priority issue rating
to 'CCC+' from 'B-', and the issue-level rating on the senior
unsecured notes to 'CCC' from 'CCC+'.

"The downgrade and CreditWatch placement reflects our view of the
potential that Sabine will be required to repay certain of its
notes prior to maturity and that the company will not have
adequate
funds available without external sources," said Standard & Poor's
credit analyst Ben Tsocanos.


SEA SHELL: U.S. Trustee Wants Case Dismissed or Converted
---------------------------------------------------------
Guy G. Gebhardt, Acting U.S. Trustee for Region 21, asks the U.S.
Bankruptcy Court to dismiss or convert the Chapter 11 case of Sea
Shell Collections, LLC, to one under Chapter 7 of the Bankruptcy
Code.

According to the U.S. Trustee, the Debtor has not filed a monthly
financial report for the months of November and December of 2014
and January of 2015.  As of Feb. 24, the Debtor has not filed the
monthly financial reports for November and December of 2014 and for
January of 2015.  These reports were now past due.

                   About Sea Shell Collections

Sea Shell Collections, LLC, owner of a Publix-Anchored shopping
Center development located in Gulf Breeze, Florida, at the
northeast corner of Highway 98 and Daniel Drive, filed a Chapter
11 bankruptcy petition (Bankr. N.D. Fla. Case No. 14-30813) on
July 29, 2014.

Judge William S. Shulman presides over the case.  Helmsing, Leach,
Herlong, Newman & Rouse, P.C., serves as the Debtor's counsel.

The Debtor disclosed $23,354,955 in assets and $25,121,011 in
liabilities in its schedules.


SERVICEMASTER CO: New Refinancing Does Not Affect Moody's 'B2' CFR
------------------------------------------------------------------
Moody's Investors Service said that the ServiceMaster Company,
LLC's ("ServiceMaster" B2 positive) announced plan to call the
remaining approximately $200 million of 8% notes due 2020 with the
proceeds of a proposed $175 million add-on senior secured term loan
due 2021 and cash does not affect its ratings, including the B2
Corporate Family, B1 senior secured and B3 senior unsecured
(guaranteed) ratings, or the positive ratings outlook.

ServiceMaster is a national provider of products and services
(termite and pest control, home service contracts, cleaning and
disaster restoration, house cleaning, furniture repair and home
inspection), through company-owned operations and franchise
licenses.  Brands include: Terminix, American Home Shield (AHS),
ServiceMaster Clean, Merry Maids, Furniture Medic and AmeriSpec.
Moody's expects 2015 revenues of over $2.6 billion.



SERVICEMASTER CO: S&P Retains 'B' CCR Over $175MM Issuance
----------------------------------------------------------
Standard & Poor's Ratings Services said that its ratings on
Memphis-based The ServiceMaster Co. LLC, including the 'B'
corporate credit rating, 'B+' issue-level rating on the company's
senior secured credit facility, and 'B-' issue-level rating on the
company's senior unsecured notes, are unchanged following the
proposed $175 million incremental first-lien term debt issuance.
The transaction would have identical terms to the existing
outstanding term debt.  S&P's '2' recovery rating on the senior
secured credit facility, reflecting substantial recovery (on the
high end of the 70%-90% range) expectations for the lenders in case
of payment default, is also unchanged.  S&P's '5' recovery rating
on the senior unsecured notes, reflecting modest recovery (10%-30%)
expectations, is also unchanged.

S&P expects the company to use proceeds from this transaction,
together with on-balance sheet cash, to redeem its remaining $200
million of 8% senior notes due 2020.  As a result of the proposed
transaction and recent debt pay-down, S&P estimates pro forma
adjusted leverage decreases to the mid-5x area, from about 6x for
the year-ended Dec. 31, 2014.  S&P expects credit metrics will
remain in line with indicative ratios for the "highly leveraged"
financial profile, including leverage above 5x and funds from
operations to total debt less than 12%, over the next year through
increased operating efficiency and profitability as a result of the
recent TruGreen spin-off.  While S&P expects the company will
continue to grow through its American Home Shield and Terminix
segments, the business risk profile remains "weak", given
ServiceMaster's participation in fragmented and highly competitive
businesses and its vulnerability to declines in economic
conditions, particularly given the discretionary nature of
commercial and consumer spending for its services.

RATINGS LIST

The ServiceMaster Co. LLC
Corporate credit rating               B/Stable/--
Senior secured                        B+
  Recovery rating                      2H
Senior unsecured                      B-
  Recovery rating                      5



SEVEN S CAPITAL: Involuntary Case Dismissed After Deal
------------------------------------------------------
The involuntary Chapter 11 cases of Seven S Capital, Ltd., and
Seven S. Capital Management, Inc., have been dismissed by the
bankruptcy court, at the behest of the petitioning creditors and
the Debtors.

Each of Petitioning Creditors -- The Alexis Denise Saperstein 1994
Trust, the Jonathan Alexander Saperstein 1994 Trust, and the
Stephanie Nicole Saperstein 1994 Trust -- holds a revolving
replacement promissory note dated as of Aug. 1, 2008 from Seven S
in the face amount of $10 million each.  On the date of filing of
the involuntary petitions, approximately $6.8 million was owed to
the ADS Trust, $6.6 million to the JAS Trust, and $7.8 million to
the SNS Trust under the Notes.

The Petitioning Creditors each own 10% of Seven S, along with the
trusts of four other siblings who own 10% each, totaling 70%.  The
remaining 30% interest is owned by the children's father, David
Saperstein (29%), and by Seven S's general partner, Seven S
Management (1%), which is wholly owned by David Saperstein.

The parties relate that the Petitioning Creditors will not become
new owners until the sale closes, which will occur only after
dismissal of the involuntary petitions.  It is essential that the
sale close soon as possible so that the Petitioning Creditors, as
new owners, can ensure that sufficient working capital exists.

Seven S is the parent holding company of Tree Town USA, Ltd., a
producer of container grown trees.  Tree Town lacks sufficient
working capital for planting, maintenance, and capital
expenditures.

Tree Town also needs to replace old, deteriorating equipment used
for loading trees and transporting equipment.  It is critical that
new equipment be ordered soon as possible to avoid business
disruption caused by faulty equipment.  

None of these measures can occur until the involuntary petitions
are dismissed, the sale transaction closes, and the Petitioning
Creditors (through their acquisition vehicle) become the new
owners.

                          About Seven S

Jonathan Saperstein, as trustee of the Alexis Daniella Saperstein
1994 Trust, Jonathan Alexander Saperstein 1994 Trust, and
Stephanie Nicole Saperstein 1994 Trust, initiated involuntary
Chapter 11 bankruptcy petitions for the Seven S entities on
October 3, 2014 in Houston, Texas (Bankr. S.D. Tex. Case Nos. 14-
35384 and 14-35387).

The Petitioning Creditors claim to be owed approximately $21.2
million by Seven S and Seven S Management.

The principal asset of Seven S is its interest in Tree Town, the
largest producer of container-grown trees in the country.  Tree
Town has seven locations in Texas and Florida comprising 4,472
acres. It produces over 200 varieties of shade, ornamental, fruit,
and palm trees ranging from 1 gallon to 670 gallon containers.

Jonathan Saperstein, the trustee of the Trusts, immediately filed
a motion for the bankruptcy court to order appointment of (1) an
interim trustee to administer the affairs of the Alleged Debtors
and (2) a receiver to administer the affairs of the Alleged
Debtors' wholly owned subsidiaries, Tree Town USA, Ltd. and Tree
Town USA Management, LLC, because of corporate waste and
pilferage, insider abuse, breaches of fiduciary duty, and
conflicts of interest of current management.  He says that his
father, Tree Town CEO David Saperstein has pulled millions of
dollars out of Tree Town to fund his own lifestyle.


SHILO INN: Sale Hearing Today on Rose Garden's Portland Asset
-------------------------------------------------------------
The U.S. Bankruptcy Court will convene a hearing on March 10, 2015,
at 11:00 a.m., to consider Shilo Inn, Twin Falls, LLC, et al.'s
motion to:

   a) authorize a public sale of assets of Shilo Inn, Rose Garden,
LLC -- 44-room two storey limited service hotel in Portland, Oregon
for $2,450,000;
  
   b) approve the assumption and assignment of certain leases and
executory contracts; and

   c) authorize the Debtor to employ and compensate real estate
broker.

Mark Hollander and Rose Garden have entered into a real estate
purchase & sales agreement with respect to the sale of the Rose
Garden Hotel.  Based on the appraisal report of the Debtors'
appraiser, Herald Haskell, MAI, the fair market value of the Rose
Garden Hotel is $3,000,000.  On the other hand, California Bank &
Trust, the primary secured creditor, submitted an appraisal report
valuing the property at $580,000.  During the Debtors' bankruptcy
cases, for purposes of plan confirmation and the Disclosure
Statement, the Debtors' stipulated to use a neutral appraiser's
valuation of the Rose Garden hotel at $925,000.  However, the
Debtors have always maintained that the real value of the Rose
Garden Hotel is higher.

Pursuant to the contract, an earnest money deposit has been made
and escrow has been opened.   The proposed purchase price is $1.87
million more than declared by CBT and $1.525 million more than
opined by the neutral appraiser.

The transaction was brought to Rose Garden by Brian Resendez of
Sperry Van Ness.  A condition of the contract is that a commission
of 4% of the sale price be paid to the broker.  this is the same
broker and real estate agency that participated in the successful
Newberg sale and closing.

A copy of the terms of the sale is available for free at:

  http://bankrupt.com/misc/ShiloInnTwin_623_saleRoseGarden.pdf

The Debtors are represented by:

         David B. Golubchik, Esq.
         Kurt Ramlo, Esq.
         J.P. Fritz, Esq.
         LEVENE, NEALE, BENDER, YOO & BRILL L.L.P.
         10250 Constellation Boulevard, Suite 1700
         Los Angeles, CA 90067
         Tel: (310) 229-1234
         Fax: (310) 229-1244
         E-mail: DBG@LNBYB.COM
                 KR@LNBYB.COM
                 JPF@LNBYB.COM

                   About Shilo Inn, Twin Falls

Shilo Inn, Twin Falls, LLC, and six affiliates filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 13-21601) on May 1, 2013. Judge
Richard M. Neiter presides over the case.  Shilo Inn, Twin
Falls, estimated assets of at least $10 million and debt of at
least $1 million.

Shilo Inn, Twin Falls; Shilo Inn, Nampa Blvd, LLC; Shilo Inn,
Newberg, LLC; Shilo Inn, Seaside East, LLC, Shilo Inn, Moses Lake,
Inc.; and Shilo Inn, Rose Garden, LLC each operates and owns a
hotel.  California Bank and Trust is the primary, senior secured
lender for each of the Debtors.

The Debtors sought Chapter 11 protection after CBT on May 1, 2013,
filed for receiverships in district court.

David B. Golubchick, Esq., Kurt Ramlo, Esq., and J.P. Fritz, Esq.,
at Levene, Neale, Bender, Yoo & Brill LLP, in Los Angeles,
represent the Debtors in their restructuring effort.

The Debtors' Joint Plan of Reorganization dated Aug. 29, 2013,
provides for payment of all claims in full, unless otherwise agreed
with the claimholder, with unsecured claims to be paid over a
three-month period from the Plan Effective Date.



ST SIMONS: Inks Deal with Secured Lender; Case Dismissed
--------------------------------------------------------
The Bankruptcy Court dismissed the Chapter 11 case of St. Simons
Lodging, LLC.  No opposition was made to the motion.

The Debtor, in its motion stated that prior to filing the Chapter
11 case, it was in settlement discussions with its
first-in-priority secured lender, The Farmers Bank.  The parties
were unable to reach an agreement and the Debtor filed the instant
case.  
After the Petition Date, the Debtor and The Farmers Bank
reached an agreement with respect to the secured indebtedness which
they memorialized in writing.  As such, the Debtor no longer has a
need to reorganize pursuant to U.S. Bankruptcy Code.

                         Schedules Filing

The Court, in a separate order, granted the Debtor's request to
file its schedules of assets and liabilities and statements of
financial affairs 10 days after entry of an order dismissing the
Debtor's case.

The Debtors explained that due to the dismissal motion, it would
prefer not to expend the time and resources necessary to prepare
the schedules and statement.

                        Bankruptcy Counsel

The Bankruptcy Court, according to the Debtor's case docket
authorized the employment of John A. Christy, Esq. and Carole T.
Hord, Esq., as counsel for the Debtor.

On Jan. 30, the Debtor sought permission to employ Mr. Christy and
Ms. Hord of the law firm of Schreeder, Wheeler & Flint, LLP as
counsel.

Effective Jan. 1, 2015, the hourly rates of the firm's personnel
are:

   Partners:
   ---------
   Warren O. Wheller                          $425
   David H. Flint                             $525
   John A. Christy                            $450
   Mark W. Forsling                           $395
   Leo Rose III                               $415
   Clifford A. Barshay                        $415
   Lynn C. Stewart                            $335
   Debra A. Wilson                            $335
   Scott D. McAlpine                          $300
   Scott W. Peters                            $335
   J Carole Thompson Hord                     $335
   Barry L. McGraw                            $325
   Michael D. Flint                           $350
   Shira A. Crittendon                        $295
   Amy L. Haywood                             $295

   Of Counsel:
   -----------
   Samuel F. Boyte                            $375
   Michelle R. Kraynak                        $285

   Associates:
   -----------
   Mellissa H. Cohn                           $230
   Donna Beezhold                             $250
   Patricia Williamson                        $285
   Andrew J. Lavoie                           $255
   Michael J. Eshman                          $255
   Kelly Walsh                                $245

   Paralegals:
   -----------
   Lawton W. Jordan                           $110
   Kelly S. Layfield                          $195
   Rozlan N. Tabor                            $195

The firm can be reached at:

         John A. Christy, Esq.
         Carole T. Hord, Esq.
         SCHREEDER, WHEELER & FLINT, LLP
         1100 Peachtree Street, N.E.
         Suite 800, Atlanta, GA 30309-4516
         E-mail: jchristy@swfllp.com
                 chord@swfllp.com

                     About St. Simons Lodging

St. Simons Lodging, LLC, is the owner of the Ocean Lodge Hotel on
St. Simons Island, Georgia.  The property has 14 luxury suite
rooms.  The Company also operates an up-scale restaurant and bar at
the property.

The Company filed for Chapter 11 protection (Bankr. S.D. Ga. Case
No: 15-20046) on Jan. 22, 2015.

The Hon. John S. Dalis presided over the case.  John A. Christy,
Esq., Carole T. Hord, Esq., at Schreeder, Wheeler & Flint, LLP,
served as counsel for the Debtor.  Amanda Fordham Williams, Esq.,
at Amanda F. Williams, Attorney At Law, served as co-counsel.

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

No trustee has been appointed in the case.



STANFORD GROUP: Former Workers Can't Force Arbitration, SEC Says
----------------------------------------------------------------
Law360 reported that the U.S. Securities and Exchange Commission
asked the Fifth Circuit to find that former employees of convicted
Ponzi schemer Robert Allen Stanford cannot arbitrate $215 million
in claims brought by the receiver for the fraudster's various
entities, saying arbitration would undermine the reasoning behind
receivership.

According to the report, in an amicus curiae brief, the SEC said
that while there is a strong public policy in favor of arbitration,
the Supreme Court has found that when mandatory arbitration
conflicts with the fundamental purposes of another statutory
scheme.

                       About Stanford Group

The Stanford Financial Group was a privately held international
group of financial services companies controlled by Allen
Stanford, until it was seized by United States (U.S.) authorities
in early 2009.

Domiciled in Antigua, Stanford International Bank Limited --
http://www.stanfordinternationalbank.com/-- is a member of   
Stanford Private Wealth Management, a global financial services
network with US$51 billion in deposits and assets under
management or advisement.  Stanford Private Wealth Management
served more than 70,000 clients in 140 countries.

On Feb. 16, 2009, the United States District Court for the
Northern District of Texas, Dallas Division, signed an order
appointing Ralph Janvey as receiver for all the assets and
records of Stanford International Bank, Ltd., Stanford Group
Company, Stanford Capital Management, LLC, Robert Allen Stanford,
James M. Davis and Laura Pendergest-Holt and of all entities they
own or control.  The February 16 order, as amended March 12,
2009, directs the Receiver to, among other things, take control
and possession of and to operate the Receivership Estate, and to
perform all acts necessary to conserve, hold, manage and preserve
the value of the Receivership Estate.

The case in district court was Securities and Exchange Commission
v. Securities Investor Protection Corp., 11-mc-00678, U.S.
District Court, District of Columbia (Washington).

The U.S. Securities and Exchange Commission, on Feb. 17, charged
before the U.S. District Court in Dallas, Texas, Mr. Stanford and
three of his companies for orchestrating a fraudulent, multi-
billion dollar investment scheme centering on an US$8 billion
Certificate of Deposit program.

A criminal case was pursued against him in June before the U.S.
District Court in Houston, Texas.  Mr. Stanford pleaded not
guilty to 21 charges of multi-billion dollar fraud, money-
laundering and obstruction of justice.  Assistant Attorney
General Lanny Breuer, as cited by Agence France-Presse News, said
in a 57-page indictment that Mr. Stanford could face up to 250
years in prison if convicted on all charges.  Mr. Stanford
surrendered to U.S. authorities after a warrant was issued for
his arrest on the criminal charges.


T-L CONYERS: Parties Extended Cash Collateral Use Until April 30
----------------------------------------------------------------
According to T-L Cherokee South, LLC's case docket, the parties
will file an agreed order extending interim use of cash collateral
until April 30, 2015.  A telephonic conference concerning further
extension will be held on April 22, at 11:30 a.m.

U.S. Bankruptcy Judge J. Philip Klingeberger signed off on an
interim order that authorizes T-L Cherokee to use the cash
collateral of Cole Taylor Bank until Feb. 28, 2015.

In return for T-L Cherokee's continued use of the cash collateral,
Cole Taylor Bank is granted a "valid and perfected" mortgage on the
company's property, and security interest in its personal
property.

T-L Cherokee owes the bank $14.39 million in interest and $92,280
in fees as of its bankruptcy filing, according to court filings.

A full-text copy of the court order is available without charge at
http://is.gd/XY9R4l

Judge Klingeberger held a hearing on Feb. 26 to consider approval
of T-L Cherokee's request to use the cash collateral.

                        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.



TARGET CANADA: $1.9-Bil. Debt Under Court Review
------------------------------------------------
Marina Strauss, writing for The Globe and Mail, reported that an
Ontario court has put a spotlight on a controversial $1.9-billion
debt that insolvent Target Canada says it owes its own property
company -- and which other creditors fear will "swamp" their own
claims.

Justice Geoffrey Morawetz told Ontario Superior Court it will seek
an open and thorough review of the $1.9-billion inter-company claim
-- and all other ones -- by the court-appointed monitor, the report
related.

                        About Target Canada

On Jan. 15, 2015, Target Canada Co. and certain entities
commenced court-supervised restructuring proceedings under the
Companies' Creditors Arrangement Act, R.S.C. 1985, c. C-36, as
amended.  On the same day, the Ontario Superior Court of Justice
(Commercial List) granted an order, which, among other things,
provides for a stay of proceedings until February 13, 2015.  The
Stay Period may be extended by the Court from time to time.
Although not Applicants, the protections and authorizations
provided for in the Initial Order have been extended to the
Partnerships.

Pursuant to the Initial Order, Alvarez & Marsal Canada Inc. was
appointed as monitor of the business and financial affairs of the
Target Canada Entities.  The Ontario Court has appointed Alvarez &
Marsal Canada Inc. as monitor in Target Canada et al.'s Companies'
Creditors Arrangement Act proceeding, and Koskie Minsky LLP as
representative counsel of all Target employees in the proceedings.


TENGION INC: Court Approves RegenMedTX's $22-Mil. Bid for Assets
----------------------------------------------------------------
Patrick Fitzgerald, writing for Daily Bankruptcy Review, reported
that U.S. Bankruptcy Judge Christopher S. Sontchi in Delaware has
approved the sale of shuttered biotech firm Tengion Inc. to
RegenMedTX LLC for $22 million.

As previously reported by The Troubled Company Reporter, RegenMedTX
offered $1.5 million in cash and $20.6 million in secured debt for
the assets.

The case is In re Tengion Inc., 14-12829, U.S. Bankruptcy Court,
District of Delaware (Wilmington).


TITAN INT'L: Moody's Lowers CFR to 'B3', Outlook Stable
-------------------------------------------------------
Moody's Investors Service downgraded the ratings of Titan
International, Inc. including its Corporate Family Rating and
Probability of Default Ratings to B3 and B3-PD from B2 and B2-PD,
respectively.  Concurrently, the rating on the company's senior
secured notes due 2020 was downgraded to B3 from B2.  The ratings
downgrade was driven by lower than expected operating performance
in the company's primary end-markets due to lower demand for large
tires used in agriculture and mining.  In the fourth quarter of
2014, the company recorded a goodwill impairment charge related
primarily to its international operations in both its agricultural
and earthmoving/construction markets.  The company's speculative
grade liquidity rating was affirmed at SGL-3 reflecting the
expectation that the company will maintain an adequate near-term
liquidity profile.  The outlook is stable.

The following ratings were downgraded:

  -- Corporate Family Rating, to B3 from B2

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

  -- $400 million senior secured notes due 2020, to B3 (LGD-4)
     from B2 (LGD-4)

The following ratings were affirmed:

  -- Speculative Grade Liquidity Rating, at SGL-3

  -- Outlook, Stable

Titan's B3 CFR reflects the company's very high leverage, moderate
revenue scale versus competitors, highly cyclical nature of its
end-markets and costs related to its global geographic expansion.
Credit metrics have come under pressure due to lower demand in its
agricultural (comprising over half of revenues) and mining
end-markets combined with a product mix that commands lower
margins, negative changes in raw material input costs and lower
agricultural commodity prices, unfavorable exchange rate variances
as well as acquisition integration related costs.  Moody's believes
that the company's credit profile at the B3 rating level can
withstand a few quarters of elevated leverage metrics for the
rating category.  The ratings incorporate the expectation that the
company has adequate liquidity to manage through the current
cyclical downturn in its end-markets while conservatively managing
its capital structure.  Of note, the company continues to take
actions to reduce costs including meaningful employee headcount
reductions and other efforts to better align its business with
current industry conditions and revenue levels.

The company's speculative grade liquidity rating was affirmed at
SGL-3, reflecting our expectation that the company will maintain an
adequate liquidity profile.  The cyclical downturn in its
end-markets is not expected to improve notably in the near-term and
it will take time to revert to more normalized levels.  The
company's adequate liquidity profile is characterized by cash
balances expected to remain at roughly the current $200 million
level.  Approximately 30% of the company's cash balances were
located abroad at Dec. 31, 2014, reflective of its expanded
geographic presence.  In addition, the company has not drawn under
its $150 million asset-based credit facility since its inception
and it is available in the event the company needs to draw.  It
does not have on-going financial maintenance covenants which could
limit usage.  Of note, availability under the revolver at 2014
year-end stood at $94.2 million due to asset borrowing base
levels.

The stable outlook is based on the expectation that the company
will maintain an adequate liquidity profile during the current
downturn in its end-markets.

The ratings could be downgraded if the company's liquidity profile
weakens, business conditions deteriorate further, or if the company
were to undertake a debt-funded acquisition or shareholder actions
that substantially weaken the credit profile.  Credit metrics that
would contribute to a downgrade include debt/EBITDA approaching 7.5
times or EBIT/interest sustained below 0.5 times.

The ratings could be upgraded if the company's operating
performance stabilizes, it demonstrates the ability to effectively
integrate recent and future acquisitions and if Moody's comes to
expect that debt/EBITDA will improve to 5.5 times or below and
EBIT/interest improves to above 1.5 times and is sustained at those
levels.

The principal methodology used in these ratings was Global
Manufacturing Companies published in July 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.

Titan, headquartered in Quincy, IL is a manufacturer of wheels,
tires and assemblies for off-highway vehicles serving the
agricultural, earthmoving/construction and consumer end markets.
Fiscal year ended Dec. 31, 2014 revenues totaled $1.9 billion.


TRACK GROUP: Sapinda Asia Says it Owns More Than 50% Stake
----------------------------------------------------------
SecureAlert, Inc., disclosed that its Board of Directors was
verbally informed on Feb. 26, 2015, by Sapinda Asia Limited that it
had increased its beneficial ownership to more than 50% of the
outstanding voting securities of the Company.

Sapinda Asia and Mr. Lars Windhorst filed a Schedule 13D/A
reporting that it beneficially owned 46.2 percent of the
outstanding voting securities of SecureAlert on Nov. 15, 2013.   

The Company said neither the specific percentage beneficial
ownership now held by Sapinda Asia nor the transaction or
transactions in which Sapinda Asia acquired its additional
ownership interest was specified in the verbal notice provided by
Sapinda Asia.  As of March 5, 2015, Sapinda Asia has not filed an
amendment to its Schedule 13D with the Securities and Exchange
Commission.

"The Company will amend this Form 8-K promptly at such time as the
Company is advised as to the date of the transaction or
transactions resulting in the change of control, the basis of the
control, including the percentage of voting securities of the
Company now beneficially owned directly or indirectly by Sapinda
Asia, the amount of consideration paid by Sapinda Asia and the
source of funds used by Sapinda Asia to acquire beneficial
ownership greater than 50% of the voting securities of the
Company," the Company stated in a Form 8-K filed with the SEC.

                         About Track Group

Track Group (formerly SecureAlert) is a global provider of
customizable tracking solutions that leverage real-time tracking
data, best-practice monitoring, and analytics capabilities to
create complete, end-to-end solutions.  Visit Web site
http://www.trackgrp.com/.

SecureAlert incurred a net loss attributable to the Company's
common stockholders of $18.95 million for the year ended Sept. 30,
2013, following a net loss attributable to the Company's common
stockholders of $19.93 million for the fiscal year ended Sept. 30,
2012.

Hansen, Barnett & Maxwell, P.C., in Salt Lake City, Utah, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Sept. 30, 2013.  The independent
auditors noted that the Company has incurred losses, negative cash
flows from operating activities, notes payable in default and has
an accumulated deficit.  These conditions raise substantial doubt
about its ability to continue as a going concern.


TRANSALTA CORP: Moody's Affirms (P)Ba2 Preferred Stock Shelf Rating
-------------------------------------------------------------------
Moody's Investors service affirmed TransAlta Corporation's senior
unsecured ratings at Baa3.  The outlook remains negative.

Affirmations:

  -- Preferred Stock Shelf, Affirmed (P)Ba2

  -- Senior Unsecured Shelf, Affirmed (P)Baa3

  -- Senior Unsecured Regular Bond/Debenture, Affirmed Baa3

  -- Outlook, Remains Negative

"The negative outlook reflects the ongoing weaknesses in key
financial metrics," said analyst Gavin MacFarlane. "While
management has outlined a strategy to continue to delever the
company in 2015, there is execution risk associated with
management's dropdown strategy and in delivering strong operating
results required to achieve the financial metrics consistent with
the rating."

Moody's expects that TransAlta will use the proceeds from dropdowns
to TransAlta Renewables, Inc. (RNW) primarily to reduce debt at
TransAlta Corp, a credit positive, and to fund its $650 million
growth capital program.  In Moody's opinion, it is highly unlikely
that any proceeds from the dropdowns will be used to finance share
buybacks or increase dividends.  Nevertheless, TransAlta's business
risk profile may be weakened given that 30% of the cash flow
generated by those assets will no longer be available to service
debt at the parent and that the assets likely to be sold to RNW
will be contracted assets which will reduce the overall level of
cash flow predictability of the remaining assets at TransAlta.
Initially, RNW may fully fund the dropdowns with equity; however,
it is likely only a matter of time before RNW issues debt in
conjunction with the dropdowns which will lead to some incremental
structural subordination to creditors at TransAlta Corporation.
The effectiveness of using dropdown proceeds for debt reduction at
the parent is largely dependent upon the EBITDA multiples achieved
in the transactions and the amount of debt financing utilized by
RNW.

Distributions to non-controlling interests (NCI) at RNW will grow
over the next few years as TransAlta executes its dropdown
strategy, reducing the level of consolidated cash flow available to
the parent and thus diluting the analytical value of using a
consolidated approach.  A proportionately consolidated approach to
financial analysis in Moody's opinion is more meaningful than
looking at fully consolidated financials given the expected
increasing role of RNW and non-consolidated interests at TransAlta.
Currently, the low levels of external debt at RNW (70% ownership)
and TA Cogen (50.01% ownership -- no debt) combined with including
100% of their cash flows leads to consolidated financial metrics
that paint a stronger picture of credit quality at TransAlta than
warranted by fundamental cash flows.

In-service assets with an EBITDA of about $400 million have been
identified as part of a drop down inventory, compared to
consolidated 2014 EBITDA of more than $1 billion.  While TransAlta
has indicated that they expect to maintain their existing RNW
ownership stake at 70%, further drop-downs will reduce TransAlta's
effective ownership of these assets.  Moving to a proportionately
consolidated approach clearly highlights the analytical impact of
changes in asset ownership and ownership interests in RNW.  The
timing of additional debt issuances at RNW remains uncertain;
however, this approach also clarifies the impact of additional debt
from a financial metrics perspective.  A proportionate
consolidation approach will capture the cash flow leakage to
TransAlta Corp, measured by subtracting distributions paid to
subsidiaries' non-controlling interests from TransAlta's
consolidated CFO.  These distributions represent cash paid to
minority shareholders that is not available to service debt issued
by TransAlta Corp.  Under a proportional consolidation view,
Moody's will look at TransAlta's debt at consolidated entities
based on ownership.  Using 2014 FYE result this approach leads to
proportionately consolidated CFO pre-W/C to debt of 14% at
TransAlta Corp.  Moody's analysis includes the expectation that RNW
will distribute the vast majority of its distributable cash flow.

Based on the company's expected business risk profile and peer
analysis, a proportionately consolidated financial metric approach
at a minimum threshold of 17% CFO Pre-W/C to debt has been
identified as a key financial metric associated with maintaining a
Baa3 rating, replacing the previously cited consolidated level of
19%. At present, the financial metrics remain below the levels
associated with the current rating.  The company has provided 2015
consolidated FFO guidance in a range of $720-770 million and in
order to achieve Moody's 17% CFO Pre-W/C threshold the company must
achieve the top of the range and substantially delever.  In
addition to using dropdowns to delever, Moody's expects management
to continue to use some combination of preferred shares with some
equity characteristics, a DRIP program, assets sales, partnerships
or equity issuance.  Given the challenges associated with achieving
these metrics, the odds of a negative rating action are greater
than 1 in 3.

The principal methodology used in this rating was Unregulated
Utilities and Power Companies published in October 2014.

While Moody's could typically look to resolve its outlook within
the next 6 months, provided credit quality continues to improve
Moody's may delay the resolution of the outlook by up to an
additional 6 months.

Given ongoing forecasted weakness in financial metrics, an upgrade
in the near term is highly unlikely.  Sustained proportionately
consolidated CFO Pre-W/C/Debt in the mid 20% range could lead to an
upgrade.  The outlook could be stabilized if the company achieves
proportionately consolidated CFO Pre-W/C/Debt of about 17% on a
sustainable basis.

Failure to achieve and sustain proportionately consolidated CFO
Pre-W/C/Debt of 17% will likely lead to a downgrade.  Any material
operating issues leading to underperformance or a change in the
business risk profile of the company; for example, a material
change in its contractual profile could also lead to a downgrade.


TRONOX LIMITED: Moody's Cuts Corp. Family Rating to B1
------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family Rating of
Tronox Limited to B1 from Ba3.  In addition, Moody's downgraded the
senior secured bank facility rating of Tronox Pigments
(Netherlands) B.V. to Ba3 from Ba2 and the senior unsecured ratings
of Tronox Finance LLC to B3 from B2.  The Speculative Grade
Liquidity Rating is lowered to SGL-2 from
SGL-1.  The outlook is stable.  These actions reflect the step up
in leverage resulting from the pending acquisition of FMC's soda
ash business, and Moody's view that the company's existing titanium
dioxide (TiO2) pigment and ore businesses are unlikely to exhibit
sufficient cyclical recovery in the near term to facilitate
adequate improvement in credit metrics to support the Ba3 ratings.
The economic incentives to make additional acquisitions, so as to
utilize more of its substantial tax NOLs, also add a level of
uncertainty to the company's future credit profile.

"The acquisition of FMC's soda ash business adds a stable and well
positioned business to Tronox's profile. However, the acquisition
stresses leverage and cash flow metrics and comes at a time when
the TiO2 industry is experiencing trough conditions and the timing
for recovery is currently unclear." stated Joseph Princiotta,
Senior Analyst at Moody's.

Downgrades:

Issuer: Tronox Finance LLC

  -- Senior Unsecured Regular Bond/Debenture Aug 15, 2020,
     Downgraded to B3 (LGD5) from B2 (LGD5)

Issuer: Tronox Limited

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

  -- Speculative Grade Liquidity Rating, Downgraded to SGL-2 from
     SGL-1

  -- Corporate Family Rating, Downgraded to B1 from Ba3

Issuer: Tronox Pigments (Netherlands) B.V.

  -- Senior Secured Bank Credit Facility Mar 19, 2020, Downgraded
     to Ba3 (LGD3) from Ba2 (LGD3)

Outlook Actions:

Issuer: Tronox Finance LLC

  -- Outlook, Changed To Stable From Rating Under Review

Issuer: Tronox Limited

  -- Outlook, Changed To Stable From Rating Under Review

Issuer: Tronox Pigments (Netherlands) B.V.

  -- Outlook, Changed To Stable From Rating Under Review

Tronox's B1 Corporate Family Rating is supported by its position as
the fifth largest global TiO2 producer, geographically diverse
production assets, long standing customer relationships, economies
of scale at its Hamilton plant, favorable positioning among the
lowest cost producers, access to its own chloride process
technology, and back integration into titanium ore feedstocks.  The
ratings are also supported by the addition of FMC's stable and well
positioned soda ash business.  The ratings are constrained by the
stressed metrics and limited free cash flow following the alkali
acquisition, cyclicality in the TiO2 industry, which is currently
in a trough, volatile operating performance and a narrow product
profile.  Moody's expects pro forma leverage to increase to 5.7x
following the acquisition (including Moody's standard
adjustments).

Moody's notes the pending acquisition of FMC's soda ash business
(Alkali Chemicals) has received regulatory approvals and is
expected to close in the near term.

Alkali Chemicals is an attractive high margin business with
relatively stable earnings and cash flow, in an industry with few
players, and benefits from long term contracts with customers.
Alkali Chemicals has a 25% market share of the advantaged 'natural'
process that makes soda ash in North America from mined trona ore.
End markets, however, are mature as roughly half of soda ash goes
into making flat and packaged glass products.

While the soda ash business does not provide a direct fit with, or
allow for meaningful synergies with Tronox's current TiO2 pigment
and ore mining asset base, the competencies of running another
integrated mining and process operation should be similar.  The
company expects synergies from transportation, procurement and tax
savings to approximate $30 million by the end of year one and at
least $60 million after three years, Moody's noted.

Moody's recognizes the strong tax-driven economic incentives for
the company to expand profits through acquisitions.  However, the
Alkali Chemicals acquisition, which is essentially 100% debt
financed, comes at a time when Tronox's core TiO2 business is
experiencing trough industry conditions and the timing for recovery
is currently unclear.  Moreover, these tax-driven incentives raise
the likelihood the company makes additional acquisitions before the
cycle exhibits adequate recovery.

Commenting on the TiO2 outlook and prospects for a cyclical
recovery, Moody's noted the global operating TiO2 rates are still
depressed and it could take awhile for supply and demand to achieve
better balance.  On a positive note, growth in new industry TiO2
capacity is limited and there has been some rationalization, albeit
mostly in Europe and Asia.  Assuming historical rates of demand
growth continue going forward, it might take at least a couple of
years before excess volumes are absorbed and demand catches up with
supply, according to Moody's.  Another potential hurdle for the
recovery in this market is the start up of 200,000 tonnes of
incremental chloride TiO2 capacity in mid 2016 by DuPont (business
will be spun-off into an independent company, Chemours, in 2015).

The company currently has good liquidity with pro forma cash
balances expected to be $233 million at closing and maintains a
revolving credit facility due 2017, which has been increased to
$500 million from $300 million.  The company also maintains a ZAR
900 million (approximately US$118 million) revolving credit
facility due June 2017 for use by its South African operations.

The outlook on the B1 Corporate Family Rating is stable.  Moody's
would consider raising the rating if debt/EBITDA moves closer to
4x, retained cash flow to debt were to improve to at least 12%, all
expected to be on a sustained basis.  Moody's would consider
lowering the rating further if industry conditions are such that
the company's free cash flow turns negative for multiple quarters
before any meaningful deleveraging has occurred.

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.


TRUMP ENTERTAINMENT: Robbins Russell Approved to Handle CBA Appeal
------------------------------------------------------------------
The U.S. Bankruptcy Court authorized Trump Entertainment Resorts,
Inc., et al., to employ Robbins, Russell, Englert, Orseck,
Untereiner & Sauber LLP as special appellate counsel nunc pro tunc
to Dec. 23, 2014.

As part of their overall plan to reorganize, on Sept. 26, 2014, the
Debtors requested for entry of an order (I) rejecting collective
bargaining agreement between Trump Taj Mahal Associates, LLC and
UNITE HERE Local 54; and (II) implementing terms of the Debtors'
proposal under Section 1113(b) of the Bankruptcy Code.

Robbins Russell's employment will be in connection with the
litigation of the CBA appeal.  In particular, Robbins Russell is
expected to prepare and file a motion to expedite the CBA appeal,
prepare and file a brief of the Debtors in support of the CBA
order, present oral argument, and undertake such ancillary
activities on behalf of the Debtors as may be required in
connection with the litigation of the CBA appeal.

Subject to an overall cap of $250,000 inluding expenses, provided
for in the Debtors' postpetition debtor-in-possession financing
facility approved, Robbins Russel will be entitled to allowance of
compensation and reimbursement of expenses.

The principal attorneys designated to represent the Debtors, and
their current standard hourly rates, are:

         Roy T. Englert, Jr.               $800
         Joshua S. Bolian                  $450

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

                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 Sept.
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, 2014.

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 $286 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 Official Committee of Unsecured Creditors 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.


TRUMP ENTERTAINMENT: Taj Mahal Casino Will Retain "Trump" Name
--------------------------------------------------------------
Peg Brickley, writing for The Wall Street Journal, reported that
Donald J. Trump and his daughter Ivanka have agreed to drop their
lawsuit to reclaim their brand from the Taj Mahal, the sole
survivor of the gambling enterprise Mr. Trump founded on the
Atlantic City boardwalk.

According to the report, under a settlement, Trump Taj Mahal can
hold on to the Trump name, as long as it is in continuous operation
as a casino.  Should the Trump Taj Mahal cease operation, however,
the Trump name comes off the building, the deal says, the Journal
added.

                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
Sept. 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, 2014.

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 $286 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 Official Committee of Unsecured Creditors 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.



TUSA-EXPO HOLDINGS: Loses Dist. Court Appeal in Clawback Suit
-------------------------------------------------------------
District Judge John McBryde of the Northern District of Texas, Fort
Worth Division, held that the bankruptcy court did not err in
denying Marilyn D. Garner, Chapter 7 Trustee for Tusa Office
Solutions, Inc., any relief based on Count I of the Trustee's first
amended complaint against Knoll, Inc.  The Trustee sued Knoll to
recoup pre-bankruptcy transfers made by Tusa Office in the total
amount of $4,592,484.

A copy of the District Court's March 4 Memorandum Opinion And Order
is available at http://is.gd/aqGynefrom Leagle.com.

Tusa Office Solutions, Inc., filed a voluntary Chapter 11 petition
(Bankr. N.D. Tex. Case No. 08-45057) on Nov. 5, 2008.  The Chapter
11 case was converted by the bankruptcy court to a Chapter 7
proceeding on July 16, 2009, on which date Marilyn D. Garner was
appointed as Chapter 7 Trustee for Tusa Office's estate.

Hon. Dennis Michael Lynn presides over the case.

The case before the District Court is, MARILYN D. GARNER, CHAPTER 7
TRUSTEE FOR TUSA OFFICE SOLUTIONS, INC., Appellant, v. KNOLL, INC.,
Appellee, CASE NO. 4:14-CV-961-A (N.D. Tex.).

Marilyn D. Garner is represented by:

     Jonathan S. Covin, Esq.
     David J Drez, III, Esq.
     WICK PHILLIPS GOULD & MARTIN LLP
     3131 McKinney Ave Suite 100
     Dallas, TX 75204
     Tel: 214-740-4038 Direct
     Fax: 214-692-6255
     E-mail: jonathan.covin@wickphillips.com
             david.drez@wickphillips.com

          - and -

     Shayla Leanne Friesen, Esq.
     PORTER HEDGES LLP
     100 Throckmorton Street, Suite 500
     Fort Worth, Texas 76102
     Tel: (817) 332-7788

Knoll, Inc., represented by:

     J Frasher Murphy, Esq.
     Lloyd Lim, Esq.
     WINSTEAD PC
     500 Winstead Building
     2728 N. Harwood Street
     Dallas, TX 75201
     Tel: 214-745-5486
     Fax: 214-745-5390
     E-mail: fmurphy@winstead.com
             llim@winstead.com


TYKHE CORPORATION: Case Summary & 13 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Tykhe Corporation
           fdba Halberd Corporation
        13400 Riverside Dr., Suite 300
        Sherman Oaks, CA 91423

Case No.: 15-10775

Chapter 11 Petition Date: March 6, 2015

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

Judge: Hon. Maureen Tighe

Debtor's Counsel: Eric Bensamochan, Esq.
                  THE BENSAMOCHAN LAW FIRM, INC.
                  20501 Ventura Blvd Ste #130
                  Woodland Hills, CA 91354
                  Tel: 818-574-5740
                  Fax: 818-961-0138
                  Email: eric@bnpllp.com

Total Assets: $371,683

Total Liabilities: $3.35 million

The petition was signed by Martin Katz, appointed custodian of
Halberd Corporation.

A list of the Debtor's 13 largest unsecured creditors is available
for free at http://bankrupt.com/misc/cacb15-10775.pdf


ULTIMATE NUTRITION: Can Hire Pullman & Comley as Counsel
--------------------------------------------------------
Ultimate Nutrition, Inc., and Prostar, Inc., won approval from the
U.S. Bankruptcy Court for the District of Connecticut to employ
Pullman & Comley, LLC, as counsel.

The Debtors have selected Pullman & Comley because of its expertise
and experience in the field of business bankruptcy and because it
is believed that Pullman & Comley is otherwise well qualified to
represent the Debtors in the Chapter 11 cases.

The Debtors will compensate Pullman & Comley based upon its normal
hourly rates, as they may be periodically be adjusted, and provide
the firm with a security retainer.

To the best of the Debtors' knowledge, Pullman & Comley represents
no interest adverse to the Debtors' estates regarding the matters
upon which it is to be engaged, and is a disinterested person as
defined in Section 101(14) of the Bankruptcy Code.

                     About Ultimate Nutrition

Ultimate Nutrition, Inc., develops and distributes nutritional
supplements for body building, enhanced athletic performance and
fitness.  The products are sold worldwide in over 100 countries.
The business was founded in 1979 by the late Victor H. Rubino, one
of the top amateur power lifters in the United States at that
time.

The company has two facilities located in Farmington, Connecticut,
one product distribution center in New Britain, Connecticut and a
research and development center in West Palm Beach, Florida.

Ultimate Nutrition and affiliate Prostar, Inc., sought Chapter 11
bankruptcy protection (Bankr. D. Conn. Case Nos. 14-22402 and
14-22403) on Dec. 17, 2014.

On Dec. 19, 2014, the Court entered an order directing the joint
administration of the Debtors' cases for procedural purposes.

The Debtors have tapped Pullman & Comley, in Bridgeport,
Connecticut, as counsel; LaQuerre Michaud & Company, LLC, as
accountant; and Marcum LLP, as financial advisor.

Ultimate Nutrition estimated $10 million to $50 million in assets
and debt.

The U.S. Trustee for Region 2 appointed three creditors to serve on
the official committee of unsecured creditors.  The Committee has
selected Lowenstein Sandler, LLP, to serve as its counsel, and
Neubert, Pepe & Monteith, P.C. to serve as its local counsel.


ULTIMATE NUTRITION: Marcum Approved as Financial Advisor
--------------------------------------------------------
Ultimate Nutrition, Inc. and Prostar, Inc., sought and obtained
approval from the Bankruptcy Court to employ Marcum LLP as their
financial advisors and accountants in the Chapter 11 cases,
effective as of Dec. 15, 2014.

Marcum is one of the largest independent public accounting and
advisory services firms which has more than 150 partners, in 23
offices throughout New York, New Jersey, Massachusetts,
Connecticut, Pennsylvania, California, Florida, Grand Cayman, China
and Hong Kong.

Marcum has provided accounting services to the Debtors since 2010,
and thus has considerable familiarity with the Debtors' books,
records and business operations.

Marcum's services in the Chapter 11 cases will include preparing
the tax returns, audited financial statements, if necessary, and
litigation support for cash collateral, financial projections and
other reorganization issues.

Marcum has agreed to advise and assist the Debtors in their chapter
11 cases under a prepetition retainer the Debtors arranged to
provide in the amount of $50,000 and in accordance with Marcum's
normal terms and conditions of employment, including compensation
for its services, reimbursement for the out-of-pocket expenses it
incurs in accordance with its customary billing practices and a 3%
fee for overhead.  Marcum will charge the Debtors for their
services on an hourly basis:

   * partners, principals and directors at $450 per hour;
   * manager at $320 per hour;
   * senior staff at $240 per hour; and
   * staff at $160 per hour.

Jeffrey C. Solomon, CPA, a Partner with Marcum, attests that Marcum
is a disinterested person within the meaning of 11 U.S.C. Sec.
101(14).  He may be reached at:

     Jeffrey C. Solomon, CPA
     MARCUM LLP
     555 Long Wharf Drive, 12th Floor
     New Haven‚ CT 06511
     Tel: 203-781-9725
     E-mail: jeffrey.solomon@marcumllp.com

                     About Ultimate Nutrition

Ultimate Nutrition, Inc., develops and distributes nutritional
supplements for body building, enhanced athletic performance and
fitness.  The products are sold worldwide in over 100 countries.
The business was founded in 1979 by the late Victor H. Rubino, one
of the top amateur power lifters in the United States at that time.
The company has two facilities located in Farmington, Connecticut,
one product distribution center in New Britain, Connecticut and a
research and development center in West Palm Beach, Florida.

Ultimate Nutrition and affiliate Prostar, Inc., sought Chapter 11
bankruptcy protection (Bankr. D. Conn. Case Nos. 14-22402 and
14-22403) on Dec. 17, 2014.  

The Debtors have tapped Pullman & Comley, in Bridgeport,
Connecticut, as counsel; LaQuerre Michaud & Company, LLC, as
accountant; and Marcum LLP, as financial advisor.

Ultimate Nutrition estimated $10 million to $50 million in assets
and debt.  The schedules of assets and liabilities and statement of
financial affairs are due Dec. 31, 2014.  

The U.S. Trustee for Region 2 appointed three creditors to serve on
the official committee of unsecured creditors.  The Committee has
selected Lowenstein Sandler, LLP, to serve as its counsel, and
Neubert, Pepe & Monteith, P.C. to serve as its local counsel.


ULTIMATE NUTRITION: Proposes April 14 as Claims Bar Date
--------------------------------------------------------
Ultimate Nutrition Inc. and Prostar Inc. ask the Hon. Albert S.
Dabrowski of the U.S. Bankruptcy Court for the District of
Connecticut to set April 14, 2015, at 5:00 p.m., as the deadline
for creditors to file proofs of claim.

                     About Ultimate Nutrition

Ultimate Nutrition, Inc., develops and distributes nutritional
supplements for body building, enhanced athletic performance and
fitness.  The products are sold worldwide in over 100 countries.
The business was founded in 1979 by the late Victor H. Rubino, one
of the top amateur power lifters in the United States at that
time.

The company has two facilities located in Farmington, Connecticut,
one product distribution center in New Britain, Connecticut and a
research and development center in West Palm Beach, Florida.

Ultimate Nutrition and affiliate Prostar, Inc., sought Chapter 11
bankruptcy protection (Bankr. D. Conn. Case Nos. 14-22402 and
14-22403) on Dec. 17, 2014.

On Dec. 19, 2014, the Court entered an order directing the joint
administration of the Debtors' cases for procedural purposes.

The Debtors have tapped Pullman & Comley, in Bridgeport,
Connecticut, as counsel; LaQuerre Michaud & Company, LLC, as
accountant; and Marcum LLP, as financial advisor.

Ultimate Nutrition estimated $10 million to $50 million in assets
and debt.  

The 11 U.S.C. Sec. 341(a) meeting of creditors is slated for Jan.
14, 2015.  The deadline to file claims is April 14, 2015.

The U.S. Trustee for Region 2 appointed three creditors to serve on
the official committee of unsecured creditors.  The Committee has
selected Lowenstein Sandler, LLP, to serve as its counsel, and
Neubert, Pepe & Monteith, P.C. to serve as its local counsel.


US COAL: Approved to Incur $3.5MM Factoring Loan from Porter
------------------------------------------------------------
The Bankruptcy Court authorized Licking River Mining, LLC, et al.,
to obtain first-priority secured postpetition financing, and use
cash collateral.

Porter Capital Corporation has agreed to factor the Licking River
Debtors' accounts receivable in an amount of up to $3.5 million
(the factoring agreement) in exchange for a superpriority
administrative expense claim and first-priority liens on the
Licking River Debtors' accounts and proceeds.

For avoidance of doubt, the collateral will not include (i) any
other tangible personal property of the Debtors, and (ii) specified
litigation claims.

The Debtors related that they have been unable to obtain financing
from other sources on more favorable terms.

Porter consented to the factoring agreement provided that, among
other things:

   -- amounts advanced to the Licking River Debtors will not be
used in connection with the JAD (J.A.D. Coal Company, Inc., Fox
Knob Coal Co., Inc., and Sandlick Coal Company, LLC) Debtors, and
availability of advances and use of funds will be subject to the
terms of the factoring agreement documents.

                 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 U.S. 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.



US COAL: Wants Sale Closing Prior to Plan Filing
------------------------------------------------
Licking River Mining, LLC, et al., in a third motion, are asking
the Bankruptcy Court to extend their exclusive periods to file a
chapter 11 plan and disclosure statement until April 29, 2015, and
solicit acceptances for that plan until June 29, 2015.

According to the Debtors, since the Additional Debtors' bankruptcy
cases were commenced several months after the Original Debtors'
bankruptcy cases, the Additional Debtors were initially subject to
a different exclusivity period than the Original Debtors.  The
initial exclusivity period within which the Additional Debtors
could file their plan and disclosure statement ran through March 4,
and the initial exclusivity period within which the Additional
Debtors could solicit acceptances of their plan ran through Sunday,
May 3, 2015.

The Debtors need additional time before a plan and disclosure
statement can be submitted.  If the current exclusive periods are
not extended, the Debtors will be forced to file a plan by March 4,
2015, in order to maintain their exclusivity rights.  Such a
deadline would likely be detrimental to the Debtors and interested
parties because the anticipated sale of the JAD (J.A.D. Coal
Company, Inc., Fox Knob Coal Co., Inc., and Sandlick Coal Company,
LLC) Debtors' assets is not expected to close until March 15, 2015,
and filing a plan before sale closure would deprive the Debtors of
any real ability to incorporate the impact of the sale into a
plan.

The Debtors' attorneys can be reached at:

         Amelia Martin Adams, Esq.
         Laura Day DelCotto, Esq.
         DELCOTTO LAW GROUP PLLC
         200 North Upper Street
         Lexington, KY 40507
         Tel: (859) 231-5800
         Fax: (859) 281-1179
         E-mail: aadams@dlgfirm.com
                 ldelcotto@dlgfirm.com

                - and -

         Dennis J. Drebsky, Esq.
         Christopher M. Desiderio, Esq.
         NIXON PEABODY LLP
         437 Madison Avenue
         New York, NY 10022-7039
         Tel: (212) 940-3000
         Fax: (212) 940-3111
         E-mail: ddrebsky@nixonpeabody.com
                 cdesiderio@nixonpeabody.com

                 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.



VERITEQ CORP: Union Capital Reports 9.9% Stake as of March 4
------------------------------------------------------------
Union Capital, LLC, disclosed in a Schedule 13G filed with the
Securities and Exchange Commission that as of March 4, 2015, it
beneficially owned 329,596 shares of common stock of Veriteq
Corporation which represents 9.99% (based on the total of 3,299,257
outstanding shares of Common Stock).  The amount  consists of
Common Stock that the reporting person has the right to acquire by
way of conversion of a security.  A copy of the regulatory filing
is available at http://is.gd/KnmSTt

                            About VeriTeQ

VeriTeQ (formerly known as Digital Angel Corporation) develops
innovative, proprietary RFID technologies for implantable medical
device identification, and dosimeter technologies for use in
radiation therapy treatment.  VeriTeQ --
http://www.veriteqcorp.com/-- offers the world's first FDA
cleared RFID microchip technology that can be used to identify
implantable medical devices, in vivo, on demand, at the point of
care.  VeriTeQ's dosimeters provide patient safety mechanisms
while measuring and recording the dose of radiation delivered to a
patient in real time.

Veriteq Corporation reported a net loss of $15.07 million on
$18,000 of sales for the year ended Dec. 31, 2013, as compared
with a net loss of $1.60 million on $0 of sales for the year ended
Dec. 31, 2012.

As of Sept. 30, 2014, the Company had $6.77 million in total
assets, $14 million in total liabilities, and a $7.18 million
stockholders' deficit.

EisnerAmper LLP, in New York, New York, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company has incurred recurring net losses, and at Dec. 31,
2013, had negative working capital and a stockholders' deficit.
These events and conditions raise substantial doubt about the
Company's ability to continue as a going concern.


VIGGLE INC: Harriet Seitler Quits as Director
---------------------------------------------
Harriet Seitler resigned from the Board of Directors of Viggle Inc.
due to increasing commitments apart from Viggle, according to a
document filed with the Securities and Exchange Commission.  Ms.
Seitler was a member of the Nominating and Corporate Governance
Committee of the Board of Directors.  The resignation was effective
March 5, 2015.

                            About Viggle

New York City-based Viggle Inc. is a loyalty marketing company.
The Company has developed a loyalty program for television that
gives people real rewards for checking into the television shows
they are watching on most mobile operating system.  Viggle users
can redeem their points in the app's rewards catalog for items
such as movie tickets, music, or gift cards.

Viggle reported a net loss of $68.4 million on $18 million of
revenues for the year ended June 30, 2014, compared with a net
loss of $91.4 million on $13.9 million of revenues for the year
ended June 30, 2013.

As of Dec. 31, 2014, the Company had $72.1 million in total assets,
$51.02 million in total liabilities, $3.75 million in series C
convertible redeemable preferred stock, and $17.4 million in total
stockholders' equity.

BDO USA, LLP, in New York, issued a "going concern" qualification
on the consolidated financial statements for the year ended
June 30, 2014.  The independent auditors noted that the Company
has suffered recurring losses from operations and at June 30,
2014, has a deficiency in working capital that raises substantial
doubt about its ability to continue as a going concern.


WAVE SYSTEMS: Trims 2014 Net Loss by $7 Million
-----------------------------------------------
Wave Systems Corp. reported a net loss of $3.68 million on $2.86
million of total net revenues for the three months ended Dec. 31,
2014, compared with a net loss of $3.67 million on $5.61 million of
total net revenues for the same period in 2013.

For the 12 months ended Dec. 31, 2014, the Company reported a net
loss of $12.9 million on $17.0 million of total net revenues
compared to a net loss of $20.3 million on $24.4 million of total
net revenues in 2013.

As of Dec. 31, 2014, the Company had $8.03 million in total assets,
$14.9 million in total liabilities and a $6.91 million total
stockholders' deficit.

Cash and cash equivalents were $1.8 million at Dec. 31, 2014,
compared to $2.1 million at Dec. 31, 2013.  Wave's total current
assets were $4 million at Dec. 31, 2014, and total current
liabilities were $9 million, including $5.1 million in deferred
revenue.

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

                       http://is.gd/KUSFbV

                        About Wave Systems

Lee, Massachusetts-based Wave Systems Corp. (NASDAQ: WAVX) --
http://www.wave.com/-- develops, produces and markets products
for hardware-based digital security, including security
applications and services that are complementary to and work with
the specifications of the Trusted Computing Group, an industry
standards organization comprised of computer and device
manufacturers, software vendors and other computing products
manufacturers.

Wave Systems reported a net loss of $20.3 million in 2013, a net
loss of $34 million in 2012 and a net loss of $10.8 million in
2011.

KPMG 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
Wave Systems Corp. has suffered recurring losses from operations
and has an accumulated deficit that raise substantial doubt about
its ability to continue as a going concern.


WBH ENERGY: Castlelake Wants Case Converted to Chapter 7
--------------------------------------------------------
CL III Funding Holding Company, LLC (Castlelake) is asking the
Bankruptcy Court to convert the Chapter 11 cases of WBH Energy
Partners LLC, et al., to one under Chapter 7 of the Bankruptcy
Code.

Castlelake explained that there is no reasonable possibility of a
successful reorganization of the Debtors.  Debtor LLC's principal
assets -- joint interest billing accounts receivables -- are fully
encumbered by Castlelake's valid, perfected liens and security
interests.  The liens and security interests secure over
$30 million of unpaid loan debt -- an amount far in excess of the
collateral value.  As such, Debtor LLC's limited unencumbered
assets cannot properly fund a plan of reorganization that is
confirmable.

Additionally, the Debtors have been unable to obtain financing for
funding the bankruptcy case.  As such, the Debtors do not have any
liquidity with which to fund operations while preparing a plan that
can be confirmed. Castlelake has offered to provide a DIP loan to
Debtor LP that would permit the Debtors to complete and put into
production the six Lewis-Stuart wells.  However, Castlelake has not
been able to agree to terms with Debtor LP for the financing.

Castlelake is represented by:

         Kenneth Green, Esq.
         Phil Snow, Esq.
         Kenneth Green, Esq.
         SNOWSPENCE GREEN LLP
         2929 Allen Parkway, Suite 2800
         Houston, TX 77019
         Tel: (713) 335-4800
         Fax: (713) 335-4848

                         About WBH Energy

WBH Energy Partners LLC (Bankr. W.D. Tex. Case No. 15-10004) and
its affiliates -- WBH Energy, LP (Bankr. W.D. Tex. Case No.
15-10003) and WBH Energy GP, LLC (Bankr. W.D. Tex. Case No.
15-10005) separately filed for Chapter 11 bankruptcy protection on
Jan. 4, 2015.  The petitions were signed by Joseph S. Warnock, vice
president.

Judge Christopher Mott presides over WBH Energy, LP's case, while
Judge Tony M. Davis presides over WBH Energy Partners' and WBH
Energy GP's cases.

William A. (Trey) Wood, III, Esq., at Bracewell & Giuliani LLP,
serves as the Debtors' bankruptcy counsel.

WBH Energy, LP, and WBH Energy Partners estimated their assets and
liabilities at between $10 million and $50 million each.  WBH
Energy, LP disclosed $557,045 plus an unknown amount and
$48,950,652 in liabilities as of the Chapter 11 filing.  WBH
Energy
GP estimated its assets at up to $50,000, and its liabilities at
between $10 million and $50 million.

The U.S. Trustee for Region 7 appointed seven creditors to serve on
the official committee of unsecured creditors.


WET SEAL: US Trustee Says Committee Member Hudson Bay Resigns
-------------------------------------------------------------
Hudson Bay Master Fund Ltd. has resigned from The Wet Seal Inc.'s
official committee of unsecured creditors, according to a filing
made by the U.S. Trustee for Region 3 in U.S. Bankruptcy Court in
Delaware.

The remaining members of the unsecured creditors' committee are:  

     (1) Simon Property Group, Inc.
         Attn: Jim Napoli
         225 West Washington Street
         Indianapolis, IN 46204
         Phone: (317) 263-2346
         Fax: (317) 263-7901

     (2) GGP Limited Partnership
         Attn: Julie Minnick Bowden
         110 North Wacker Drive
         Chicago, IL 60606
         Phone: (312) 960-2707
         Fax: (312) 442-6374

     (3) Hansae Co. Ltd.
         Attn: Yong-Baek Lee, Yeouido-Dong
         5F, 29 Eunhaeng-Ro Yeongdeungpo-Gu
         Seoul, Korea KR
         Phone: +02 3779 0779
         Fax: +02 3779 5599

     (4) Heart and Hips
         Attn: Jarvis Park
         2424 E. 26th Street
         Vernon, CA 90058,
         Phone: (213) 765-0300

                        About Wet Seal

The Wet Seal, Inc., and three affiliates -- The Wet Seal Retail,
Inc., Wet Seal Catalog, Inc., and Wet Seal GC, LLC -- filed
separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 15-10081 to
15-10084) on Jan. 15, 2015.  The Debtors are a national
multi-channel retailer selling fashion apparel and accessory items
designed for female customers aged 13 to 24 years old.  Wet Seal
listed total assets of $92.8 million and total liabilities of
$103.4 million as of Nov. 1, 2014.  

The Hon. Christopher S. Sontchi presides over the jointly
administered cases.  Maris J. Kandestin, Esq., and Michael R.
Nestor, Esq., at Young Conaway Stargatt & Taylor, LLP; Lee R.
Bogdanoff, Esq., Michael L. Tuchin, Esq., David M. Guess, Esq., and
Jonathan M. Weiss, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP;
and Paul Hastings LLP, serve as the Debtors' Chapter 11 counsel.
FTI Consulting serves as the Debtors' restructuring advisor.  The
Debtors' investment banker is Houlihan Lokey.  The Debtors tapped
Donlin, Recano & Co., Inc. as claims and noticing agent.  

The petitions were signed by Thomas R. Hillebrandt, interim chief
financial officer.

B. Riley, the DIP lender and plan sponsor, is represented by Van C.
Durrer, II, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP.


[] Cozen O'Connor Expands Bankruptcy Practice with Erik Schmidt
---------------------------------------------------------------
Cozen O'Connor announced on March 2 that it has expanded its
Bankruptcy, Insolvency, and Restructuring Practice Group with the
hiring of Frederick E. (Erik) Schmidt, Jr. as a member. Erik was
previously a partner with Herrick, Feinstein's Bankruptcy and
Corporate Restructuring Group.

"Erik provides a wealth of experience and a proven track record in
representing debtors, secured creditors, unsecured creditors and
other parties-in-interest in complex Chapter 11 proceedings," said
Mark E. Felger, co-chair of Cozen O'Connor's Bankruptcy, Insolvency
& Restructuring Practice Group. "The knowledge, experience and
contacts he brings to Cozen O'Connor will deepen an already
distinguished national bankruptcy practice, and we are pleased to
welcome him to the firm."

Along with the recent addition of Leni Morrison Cummins, Erik's
hiring is another step in the growth of Cozen O'Connor's depth and
strength in New York. "His arrival provides Cozen O'Connor with
valuable experience in the important New York bankruptcy market,"
said Abby Wenzel, managing partner of Cozen O'Connor's New York
midtown office.

Erik represents debtors, creditors and other parties-in-interest in
Chapter 11 proceedings and in non-judicial corporate
reorganizations and restructurings. His engagements have included
the debtor representation of one of the largest pre-paid calling
card producers, marketers and sellers in the world; representing a
consignment creditor in various retail cases; counseling a
purchaser of business assets from a pharmaceutical/nutritional
supplement company in Chapter 11; and advising a national jewelry
retail chain in successfully confirmed Chapter 11 cases.

A registered mediator with the U.S. Bankruptcy Court for the
Southern District of New York, he has briefed and argued several
cases before the U.S. Court of Appeals for the Second Circuit.

Earlier in his career, Erik served as an associate with Angel &
Frankel, which merged with Cole, Schotz, Meisel, Forman & Leonard
in 2006. He began his legal career as an associate with Stavis &
Kornfeld.

He earned his J.D. from Brooklyn Law School and his B.S. from the
University of Connecticut. He is admitted to practice in New York
and Connecticut.

Mr. Schmidt may be reached at:

         Frederick E. Schmidt, Jr., Esq.
         COZEN O'CONNOR
         45 Broadway
         16th Floor
         New York, NY 10006
         Tel: (212) 883-4948
         Fax: (212) 509-9492
         E-mail: eschmidt@cozen.com

                          About Cozen O'Connor

Established in 1970, Cozen O'Connor has 575 attorneys who help
clients manage risk and make better business decisions. The firm
counsels clients on their most sophisticated legal matters in all
areas of the law, including litigation, corporate, and regulatory
law. Representing a broad array of leading global corporations and
middle market companies, Cozen O'Connor serves its clients’ needs
through 23 offices across two continents.


[^] Large Companies With Insolvent Balance Sheet
------------------------------------------------
                                                    Total
                                                   Share-     
Total
                                    Total        Holders'   
Working
                                   Assets          Equity   
Capital
  Company         Ticker             ($MM)           ($MM)     
($MM)
  -------         ------           ------        --------   
-------
ABSOLUTE SOFTWRE  ALSWF US          138.6           (11.0)     
(2.4)
ABSOLUTE SOFTWRE  ABT CN            138.6           (11.0)     
(2.4)
ABSOLUTE SOFTWRE  OU1 GR            138.6           (11.0)     
(2.4)
ACCRETIVE HEALTH  6HL GR            510.0           (85.6)    
(17.7)
ACCRETIVE HEALTH  ACHI US           510.0           (85.6)    
(17.7)
ADVANCED EMISSIO  ADES US           106.4           (46.1)    
(15.3)
ADVANCED EMISSIO  OXQ1 GR           106.4           (46.1)    
(15.3)
ADVENT SOFTWARE   ADVS US           434.9           (64.8)   
(122.0)
ADVENT SOFTWARE   AXQ GR            434.9           (64.8)   
(122.0)
AGILE THERAPEUTI  0AL GR             60.9            42.4      
39.8
AGILE THERAPEUTI  AGRX US            60.9            42.4      
39.8
AIR CANADA        ADH2 GR        10,648.0        (1,133.0)    
(59.0)
AIR CANADA        ACEUR EU       10,648.0        (1,133.0)    
(59.0)
AIR CANADA        ADH2 TH        10,648.0        (1,133.0)    
(59.0)
AIR CANADA        AC CN          10,648.0        (1,133.0)    
(59.0)
AIR CANADA        ACDVF US       10,648.0        (1,133.0)    
(59.0)
AK STEEL HLDG     AKS* MM         4,858.5           (77.0)    
900.5
AK STEEL HLDG     AKS US          4,858.5           (77.0)    
900.5
AK STEEL HLDG     AK2 TH          4,858.5           (77.0)    
900.5
AK STEEL HLDG     AK2 GR          4,858.5           (77.0)    
900.5
ALLIANCE HEALTHC  AIQ US            473.5          (127.3)     
62.8
AMC NETWORKS-A    9AC GR          3,976.6          (147.3)    
597.4
AMC NETWORKS-A    AMCX US         3,976.6          (147.3)    
597.4
AMC NETWORKS-A    AMCX* MM        3,976.6          (147.3)    
597.4
AMER RESTAUR-LP   ICTPU US           33.5            (4.0)     
(6.2)
AMYLIN PHARMACEU  AMLN US         1,998.7           (42.4)    
263.0
ANGIE'S LIST INC  ANGI US           154.5           (22.2)    
(13.3)
ANGIE'S LIST INC  8AL TH            154.5           (22.2)    
(13.3)
ANGIE'S LIST INC  8AL GR            154.5           (22.2)    
(13.3)
ARRAY BIOPHARMA   ARRY US           163.6           (13.9)     
82.8
ARRAY BIOPHARMA   AR2 TH            163.6           (13.9)     
82.8
ARRAY BIOPHARMA   AR2 GR            163.6           (13.9)     
82.8
AUTOZONE INC      AZOEUR EU       7,717.1        (1,662.8)
(1,383.4)
AUTOZONE INC      AZ5 TH          7,717.1        (1,662.8)
(1,383.4)
AUTOZONE INC      AZO US          7,717.1        (1,662.8)
(1,383.4)
AUTOZONE INC      AZ5 GR          7,717.1        (1,662.8)
(1,383.4)
AUTOZONE INC      AZ5 QT          7,717.1        (1,662.8)
(1,383.4)
AVALANCHE BIOTEC  AVU GR            167.2           155.7     
161.9
AVALANCHE BIOTEC  AAVL US           167.2           155.7     
161.9
AVID TECHNOLOGY   AVID US           197.2          (341.2)   
(173.2)
BENEFITFOCUS INC  BTF GR            140.0           (42.8)     
25.0
BENEFITFOCUS INC  BNFT US           140.0           (42.8)     
25.0
BERRY PLASTICS G  BP0 GR          5,176.0           (93.0)    
660.0
BERRY PLASTICS G  BERY US         5,176.0           (93.0)    
660.0
BRP INC/CA-SUB V  BRPIF US        2,115.5            (9.5)    
184.7
BRP INC/CA-SUB V  DOO CN          2,115.5            (9.5)    
184.7
BRP INC/CA-SUB V  B15A GR         2,115.5            (9.5)    
184.7
BURLINGTON STORE  BUI GR          2,796.9          (167.9)     
77.6
BURLINGTON STORE  BURL US         2,796.9          (167.9)     
77.6
CABLEVISION SY-A  CVC US          6,765.2        (5,032.0)    
180.5
CABLEVISION SY-A  CVY GR          6,765.2        (5,032.0)    
180.5
CABLEVISION-W/I   CVC-W US        6,765.2        (5,032.0)    
180.5
CABLEVISION-W/I   8441293Q US     6,765.2        (5,032.0)    
180.5
CADIZ INC         2ZC GR             56.0           (49.7)      
3.0
CADIZ INC         CDZI US            56.0           (49.7)      
3.0
CAESARS ENTERTAI  CZR US         24,491.5        (3,714.4)  
1,363.3
CAESARS ENTERTAI  C08 GR         24,491.5        (3,714.4)  
1,363.3
CASELLA WASTE     CWST US           661.8            (6.7)     
(0.5)
CASELLA WASTE     WA3 GR            661.8            (6.7)     
(0.5)
CENTENNIAL COMM   CYCL US         1,480.9          (925.9)    
(52.1)
CHOICE HOTELS     CZH GR            647.3          (428.8)    
151.3
CHOICE HOTELS     CHH US            647.3          (428.8)    
151.3
CIENA CORP        CIE1 QT         2,072.6           (69.6)    
912.1
CIENA CORP        CIE1 GR         2,072.6           (69.6)    
912.1
CIENA CORP        CIE1 TH         2,072.6           (69.6)    
912.1
CIENA CORP        CIEN TE         2,072.6           (69.6)    
912.1
CIENA CORP        CIEN US         2,072.6           (69.6)    
912.1
CINCINNATI BELL   CIB GR          1,819.7          (648.5)    
(73.2)
CINCINNATI BELL   CBB US          1,819.7          (648.5)    
(73.2)
CLEAR CHANNEL-A   C7C GR          6,362.4          (140.9)    
362.1
CLEAR CHANNEL-A   CCO US          6,362.4          (140.9)    
362.1
CLIFFS NATURAL R  CVA GR          3,199.2        (1,699.1)    
489.2
CLIFFS NATURAL R  CVA TH          3,199.2        (1,699.1)    
489.2
CLIFFS NATURAL R  CLF* MM         3,199.2        (1,699.1)    
489.2
CLIFFS NATURAL R  CLF US          3,199.2        (1,699.1)    
489.2
COMVERSE INC      CM1 GR            649.6            (2.8)      
4.3
COMVERSE INC      CNSI US           649.6            (2.8)      
4.3
CONNECTURE INC    CNXR US            85.8           (67.7)    
(55.8)
CONNECTURE INC    2U7 GR             85.8           (67.7)    
(55.8)
CORCEPT THERA     CORT US            37.2            (1.3)     
19.9
CORCEPT THERA     HTD GR             37.2            (1.3)     
19.9
CORINDUS VASCULA  CVRS US             0.0            (0.0)     
(0.0)
DIPLOMAT PHARMAC  DPLO US           322.7             6.6     
(39.9)
DIPLOMAT PHARMAC  7DP GR            322.7             6.6     
(39.9)
DIPLOMAT PHARMAC  7DP TH            322.7             6.6     
(39.9)
DIRECTV           DIG1 GR        25,459.0        (4,828.0)  
1,860.0
DIRECTV           DTV US         25,459.0        (4,828.0)  
1,860.0
DIRECTV           DTVEUR EU      25,459.0        (4,828.0)  
1,860.0
DIRECTV           DTV CI         25,459.0        (4,828.0)  
1,860.0
DOMINO'S PIZZA    EZV GR            619.3        (1,219.5)    
162.8
DOMINO'S PIZZA    DPZ US            619.3        (1,219.5)    
162.8
DOMINO'S PIZZA    EZV TH            619.3        (1,219.5)    
162.8
DUN & BRADSTREET  DB5 GR          1,789.2        (1,083.4)     
(0.3)
DUN & BRADSTREET  DNB US          1,789.2        (1,083.4)     
(0.3)
DURATA THERAPEUT  DTA GR             82.1           (16.1)     
11.7
DURATA THERAPEUT  DRTX US            82.1           (16.1)     
11.7
DURATA THERAPEUT  DRTXEUR EU         82.1           (16.1)     
11.7
EDGEN GROUP INC   EDG US            883.8            (0.8)    
409.2
EMPIRE RESORTS I  LHC1 GR            42.4           (14.3)     
(9.9)
EMPIRE RESORTS I  NYNY US            42.4           (14.3)     
(9.9)
ENTELLUS MEDICAL  ENTL US            14.0            (8.0)      
4.8
ENTELLUS MEDICAL  29E GR             14.0            (8.0)      
4.8
EOS PETRO INC     EOPT US             1.3           (28.4)    
(29.5)
EXELIXIS INC      EXEL US           383.7           (58.5)     
46.8
EXTENDICARE INC   EXE CN          1,885.0            (7.2)     
77.0
EXTENDICARE INC   EXETF US        1,885.0            (7.2)     
77.0
FAIRPOINT COMMUN  FONN GR         1,488.5          (395.7)      
9.4
FAIRPOINT COMMUN  FRP US          1,488.5          (395.7)      
9.4
FAIRWAY GROUP HO  FWM US            372.2           (16.5)     
17.9
FAIRWAY GROUP HO  FGWA GR           372.2           (16.5)     
17.9
FERRELLGAS-LP     FGP US          1,680.4          (138.8)    
(37.1)
FERRELLGAS-LP     FEG GR          1,680.4          (138.8)    
(37.1)
FMSA HOLDINGS IN  FMSA US         1,447.5           (21.7)    
271.3
FMSA HOLDINGS IN  FM1 GR          1,447.5           (21.7)    
271.3
FMSA HOLDINGS IN  FMSAEUR EU      1,447.5           (21.7)    
271.3
FREESCALE SEMICO  1FS TH          3,275.0        (3,581.0)  
1,324.0
FREESCALE SEMICO  FSLEUR EU       3,275.0        (3,581.0)  
1,324.0
FREESCALE SEMICO  1FS GR          3,275.0        (3,581.0)  
1,324.0
FREESCALE SEMICO  FSL US          3,275.0        (3,581.0)  
1,324.0
FRESHPET INC      FRPTEUR EU         75.3           (43.5)      
0.4
FRESHPET INC      FRPT US            75.3           (43.5)      
0.4
FRESHPET INC      7FP GR             75.3           (43.5)      
0.4
GAMING AND LEISU  GLPI US         2,595.4           (77.9)    
(44.2)
GAMING AND LEISU  2GL GR          2,595.4           (77.9)    
(44.2)
GARDA WRLD -CL A  GW CN           1,356.8          (243.8)     
57.4
GENCORP INC       GY US           1,921.6          (170.9)     
99.2
GENCORP INC       GCY GR          1,921.6          (170.9)     
99.2
GENCORP INC       GCY TH          1,921.6          (170.9)     
99.2
GENTIVA HEALTH    GHT GR          1,225.2          (285.2)    
130.0
GENTIVA HEALTH    GTIV US         1,225.2          (285.2)    
130.0
GLG PARTNERS INC  GLG US            400.0          (285.6)    
156.9
GLG PARTNERS-UTS  GLG/U US          400.0          (285.6)    
156.9
GOLD RESERVE INC  GOD GR             28.0           (10.5)      
4.9
GOLD RESERVE INC  GDRZF US           28.0           (10.5)      
4.9
GOLD RESERVE INC  GRZ CN             28.0           (10.5)      
4.9
GOODRICH PETRO    GXR GR            722.1           (15.8)    
(79.4)
GOODRICH PETRO    GDP US            722.1           (15.8)    
(79.4)
GRAHAM PACKAGING  GRM US          2,947.5          (520.8)    
298.5
GYMBOREE CORP/TH  GYMB US         1,284.0          (321.3)     
39.5
HCA HOLDINGS INC  2BH GR         31,199.0        (6,498.0)  
3,450.0
HCA HOLDINGS INC  2BH TH         31,199.0        (6,498.0)  
3,450.0
HCA HOLDINGS INC  HCA US         31,199.0        (6,498.0)  
3,450.0
HD SUPPLY HOLDIN  HDS US          6,523.0          (657.0)  
1,396.0
HD SUPPLY HOLDIN  5HD GR          6,523.0          (657.0)  
1,396.0
HERBALIFE LTD     HLFEUR EU       2,374.9          (334.4)    
518.6
HERBALIFE LTD     HOO GR          2,374.9          (334.4)    
518.6
HERBALIFE LTD     HLF US          2,374.9          (334.4)    
518.6
HOVNANIAN ENT-A   HOV US          2,289.9          (117.8)  
1,403.7
HOVNANIAN ENT-A   HO3 GR          2,289.9          (117.8)  
1,403.7
HOVNANIAN ENT-B   HOVVB US        2,289.9          (117.8)  
1,403.7
HOVNANIAN-A-WI    HOV-W US        2,289.9          (117.8)  
1,403.7
HUGHES TELEMATIC  HUTCU US          110.2          (101.6)   
(113.8)
IHEARTMEDIA INC   IHRT US        14,306.0        (9,506.2)  
1,003.2
INCYTE CORP       INCY US           830.1           (81.6)    
477.7
INCYTE CORP       ICY GR            830.1           (81.6)    
477.7
INCYTE CORP       ICY TH            830.1           (81.6)    
477.7
INFOR US INC      LWSN US         6,778.1          (460.0)   
(305.9)
INOVALON HOLDI-A  INOV US           317.3           (23.4)    
156.4
INOVALON HOLDI-A  IOV GR            317.3           (23.4)    
156.4
INOVALON HOLDI-A  IOV TH            317.3           (23.4)    
156.4
INOVALON HOLDI-A  INOVEUR EU        317.3           (23.4)    
156.4
INTERCORE INC     ICOR US             3.3            (8.2)    
(10.7)
IPCS INC          IPCS US           559.2           (33.0)     
72.1
ISTA PHARMACEUTI  ISTA US           124.7           (64.8)      
2.2
JUST ENERGY GROU  JE CN           1,205.7          (539.0)   
(119.7)
JUST ENERGY GROU  JE US           1,205.7          (539.0)   
(119.7)
JUST ENERGY GROU  1JE GR          1,205.7          (539.0)   
(119.7)
L BRANDS INC      LBEUR EU        7,149.0          (433.0)  
1,050.0
L BRANDS INC      LTD GR          7,149.0          (433.0)  
1,050.0
L BRANDS INC      LB US           7,149.0          (433.0)  
1,050.0
L BRANDS INC      LTD TH          7,149.0          (433.0)  
1,050.0
LEAP WIRELESS     LWI TH          4,662.9          (125.1)    
346.9
LEAP WIRELESS     LWI GR          4,662.9          (125.1)    
346.9
LEAP WIRELESS     LEAP US         4,662.9          (125.1)    
346.9
LEE ENTERPRISES   LEE US            809.3          (167.5)    
(12.4)
LORILLARD INC     LLV GR          3,508.0        (2,182.0)  
1,051.0
LORILLARD INC     LLV TH          3,508.0        (2,182.0)  
1,051.0
LORILLARD INC     LO US           3,508.0        (2,182.0)  
1,051.0
MANNKIND CORP     MNKD US           394.4           (73.8)   
(202.2)
MANNKIND CORP     NNF1 GR           394.4           (73.8)   
(202.2)
MANNKIND CORP     NNF1 TH           394.4           (73.8)   
(202.2)
MARRIOTT INTL-A   MAR US          6,865.0        (2,200.0)
(1,139.0)
MARRIOTT INTL-A   MAQ TH          6,865.0        (2,200.0)
(1,139.0)
MARRIOTT INTL-A   MAQ GR          6,865.0        (2,200.0)
(1,139.0)
MDC COMM-W/I      MDZ/W CN        1,648.9          (153.6)   
(269.3)
MDC PARTNERS-A    MDCA US         1,648.9          (153.6)   
(269.3)
MDC PARTNERS-A    MDZ/A CN        1,648.9          (153.6)   
(269.3)
MDC PARTNERS-A    MD7A GR         1,648.9          (153.6)   
(269.3)
MDC PARTNERS-EXC  MDZ/N CN        1,648.9          (153.6)   
(269.3)
MERITOR INC       AID1 GR         2,346.0          (576.0)    
268.0
MERITOR INC       MTOR US         2,346.0          (576.0)    
268.0
MERRIMACK PHARMA  MACK US           188.6           (99.9)     
40.9
MERRIMACK PHARMA  MP6 GR            188.6           (99.9)     
40.9
MICHAELS COS INC  MIM GR          2,030.0        (2,269.0)    
409.0
MICHAELS COS INC  MIK US          2,030.0        (2,269.0)    
409.0
MONEYGRAM INTERN  MGI US          4,642.2          (182.7)     
21.4
MORGANS HOTEL GR  MHGC US           632.3          (221.3)     
89.3
MORGANS HOTEL GR  M1U GR            632.3          (221.3)     
89.3
MOXIAN CHINA INC  MOXC US             4.9            (1.2)     
(4.0)
MPG OFFICE TRUST  1052394D US     1,280.0          (437.3)       -
NATIONAL CINEMED  XWM GR            993.6          (200.2)     
51.8
NATIONAL CINEMED  NCMI US           993.6          (200.2)     
51.8
NAVISTAR INTL     NAV US          6,785.0        (4,688.0)    
844.0
NAVISTAR INTL     IHR GR          6,785.0        (4,688.0)    
844.0
NAVISTAR INTL     IHR TH          6,785.0        (4,688.0)    
844.0
NEFF CORP-CL A    NEFF US           612.1          (343.7)     
(1.5)
NEW ENG RLTY-LP   NEN US            178.9           (25.9)       -
NORTHWEST BIO     NBYA GR            29.4           (31.2)    
(41.7)
NORTHWEST BIO     NWBO US            29.4           (31.2)    
(41.7)
OMEROS CORP       OMER US            25.3           (26.6)      
9.0
OMEROS CORP       3O8 GR             25.3           (26.6)      
9.0
OMTHERA PHARMACE  OMTH US            18.3            (8.5)    
(12.0)
PALM INC          PALM US         1,007.2            (6.2)    
141.7
PATRIOT NATIONAL  PN US             137.0           (38.7)    
(25.7)
PBF LOGISTICS LP  11P GR            394.0          (120.3)     
21.8
PBF LOGISTICS LP  PBFX US           394.0          (120.3)     
21.8
PHILIP MORRIS IN  PMI SW         35,187.0       (11,203.0)    
372.0
PHILIP MORRIS IN  PM FP          35,187.0       (11,203.0)    
372.0
PHILIP MORRIS IN  PM1CHF EU      35,187.0       (11,203.0)    
372.0
PHILIP MORRIS IN  4I1 GR         35,187.0       (11,203.0)    
372.0
PHILIP MORRIS IN  4I1 TH         35,187.0       (11,203.0)    
372.0
PHILIP MORRIS IN  PM1 TE         35,187.0       (11,203.0)    
372.0
PHILIP MORRIS IN  PM1EUR EU      35,187.0       (11,203.0)    
372.0
PHILIP MORRIS IN  PM US          35,187.0       (11,203.0)    
372.0
PLAYBOY ENTERP-A  PLA/A US          165.8           (54.4)    
(16.9)
PLAYBOY ENTERP-B  PLA US            165.8           (54.4)    
(16.9)
PLY GEM HOLDINGS  PG6 GR          1,304.9           (73.5)    
238.9
PLY GEM HOLDINGS  PGEM US         1,304.9           (73.5)    
238.9
PROTALEX INC      PRTX US             0.8           (10.3)     
(0.0)
PROTECTION ONE    PONE US           562.9           (61.8)     
(7.6)
PROTEON THERAPEU  PRTO US            24.2             9.6      
19.3
QUALITY DISTRIBU  QDZ GR            427.8           (31.7)    
115.0
QUALITY DISTRIBU  QLTY US           427.8           (31.7)    
115.0
QUINTILES TRANSN  QTS GR          3,305.8          (704.0)    
674.2
QUINTILES TRANSN  Q US            3,305.8          (704.0)    
674.2
RAYONIER ADV      RYAM US         1,304.7           (63.8)    
188.6
RAYONIER ADV      RYQ GR          1,304.7           (63.8)    
188.6
REGAL ENTERTAI-A  RGC US          2,553.5          (755.1)      
6.5
REGAL ENTERTAI-A  RETA GR         2,553.5          (755.1)      
6.5
REGAL ENTERTAI-A  RGC* MM         2,553.5          (755.1)      
6.5
RENAISSANCE LEA   RLRN US            57.0           (28.2)    
(31.4)
RENTPATH INC      PRM US            208.0           (91.7)      
3.6
RETROPHIN INC     RTRX US           145.9           (10.2)     
(3.7)
RETROPHIN INC     17R GR            145.9           (10.2)     
(3.7)
REVLON INC-A      REV US          1,912.6          (570.6)    
300.9
REVLON INC-A      RVL1 GR         1,912.6          (570.6)    
300.9
RITE AID CORP     RAD US          7,186.0        (1,792.7)  
1,895.3
RITE AID CORP     RTA TH          7,186.0        (1,792.7)  
1,895.3
RITE AID CORP     RTA GR          7,186.0        (1,792.7)  
1,895.3
ROUNDY'S INC      RNDY US         1,089.7           (66.8)     
71.8
ROUNDY'S INC      4R1 GR          1,089.7           (66.8)     
71.8
RURAL/METRO CORP  RURL US           303.7           (92.1)     
72.4
RYERSON HOLDING   7RY TH          2,006.2           (38.2)    
749.5
RYERSON HOLDING   7RY GR          2,006.2           (38.2)    
749.5
RYERSON HOLDING   RYI US          2,006.2           (38.2)    
749.5
SALLY BEAUTY HOL  SBH US          2,097.0          (255.6)    
753.8
SALLY BEAUTY HOL  S7V GR          2,097.0          (255.6)    
753.8
SBA COMM CORP-A   SBAC US         7,841.1          (660.8)     
(4.2)
SBA COMM CORP-A   SBJ TH          7,841.1          (660.8)     
(4.2)
SBA COMM CORP-A   SBJ GR          7,841.1          (660.8)     
(4.2)
SBA COMM CORP-A   SBACEUR EU      7,841.1          (660.8)     
(4.2)
SECOND SIGHT MED  EYES US             9.6           (19.5)      
4.4
SECOND SIGHT MED  24P GR              9.6           (19.5)      
4.4
SECOND SIGHT MED  EYESEUR EU          9.6           (19.5)      
4.4
SEQUENOM INC      QNMA GR           134.6           (51.9)     
36.5
SEQUENOM INC      SQNM US           134.6           (51.9)     
36.5
SEQUENOM INC      QNMA TH           134.6           (51.9)     
36.5
SILVER SPRING NE  9SI GR            548.2          (133.8)     
78.4
SILVER SPRING NE  9SI TH            548.2          (133.8)     
78.4
SILVER SPRING NE  SSNI US           548.2          (133.8)     
78.4
SIRIUS XM CANADA  XSR CN            336.0           (91.2)   
(159.5)
SIRIUS XM CANADA  SIICF US          336.0           (91.2)   
(159.5)
SPORTSMAN'S WARE  06S GR            315.7           (35.0)     
83.3
SPORTSMAN'S WARE  SPWH US           315.7           (35.0)     
83.3
SUPERVALU INC     SJ1 GR          5,078.0          (647.0)    
277.0
SUPERVALU INC     SJ1 TH          5,078.0          (647.0)    
277.0
SUPERVALU INC     SVU US          5,078.0          (647.0)    
277.0
THERAVANCE        HVE GR            521.7          (223.3)    
282.4
THERAVANCE        THRX US           521.7          (223.3)    
282.4
THRESHOLD PHARMA  NZW1 GR            68.4           (24.0)     
40.7
THRESHOLD PHARMA  THLD US            68.4           (24.0)     
40.7
TOWN SPORTS INTE  CLUB US           409.8          (118.1)     
52.3
TRANSDIGM GROUP   TDG US          6,913.6        (1,464.7)  
1,231.3
TRANSDIGM GROUP   T7D GR          6,913.6        (1,464.7)  
1,231.3
TRINET GROUP INC  TN3 TH          1,393.3           (48.9)     
17.3
TRINET GROUP INC  TN3 GR          1,393.3           (48.9)     
17.3
TRINET GROUP INC  TNET US         1,393.3           (48.9)     
17.3
TRINET GROUP INC  TNETEUR EU      1,393.3           (48.9)     
17.3
UNILIFE CORP      4UL TH             86.4           (19.9)      
2.4
UNILIFE CORP      4UL GR             86.4           (19.9)      
2.4
UNILIFE CORP      UNIS US            86.4           (19.9)      
2.4
UNISYS CORP       USY1 GR         2,348.7        (1,452.4)    
319.6
UNISYS CORP       UISCHF EU       2,348.7        (1,452.4)    
319.6
UNISYS CORP       UIS1 SW         2,348.7        (1,452.4)    
319.6
UNISYS CORP       UIS US          2,348.7        (1,452.4)    
319.6
UNISYS CORP       USY1 TH         2,348.7        (1,452.4)    
319.6
UNISYS CORP       UISEUR EU       2,348.7        (1,452.4)    
319.6
VECTOR GROUP LTD  VGR US          1,643.4            (7.9)    
561.5
VECTOR GROUP LTD  VGR GR          1,643.4            (7.9)    
561.5
VENOCO INC        VQ US             756.5          (100.0)   
(762.9)
VERISIGN INC      VRS GR          2,154.9          (883.5)   
(429.9)
VERISIGN INC      VRSN US         2,154.9          (883.5)   
(429.9)
VERISIGN INC      VRS TH          2,154.9          (883.5)   
(429.9)
VERIZON TELEMATI  HUTC US           110.2          (101.6)   
(113.8)
VIRGIN AMERICA I  2VA1 GR           876.0          (313.0)     
19.0
VIRGIN AMERICA I  VA US             876.0          (313.0)     
19.0
VIRGIN AMERICA I  2VA1 TH           876.0          (313.0)     
19.0
VIRGIN MOBILE-A   VM US             307.4          (244.2)   
(138.3)
WEIGHT WATCHERS   WTW US          1,515.2        (1,384.3)     
50.7
WEIGHT WATCHERS   WW6 TH          1,515.2        (1,384.3)     
50.7
WEIGHT WATCHERS   WTWEUR EU       1,515.2        (1,384.3)     
50.7
WEIGHT WATCHERS   WW6 QT          1,515.2        (1,384.3)     
50.7
WEIGHT WATCHERS   WW6 GR          1,515.2        (1,384.3)     
50.7
WEST CORP         WT2 GR          3,818.1          (659.6)    
369.8
WEST CORP         WSTC US         3,818.1          (659.6)    
369.8
WESTMORELAND COA  WME GR          1,578.5          (264.3)    
101.2
WESTMORELAND COA  WLB US          1,578.5          (264.3)    
101.2
WESTMORELAND RES  WMLP US           204.0           (14.2)    
(57.7)
WESTMORELAND RES  2OR1 GR           204.0           (14.2)    
(57.7)
WORKIVA INC       WK US              82.6           (23.4)    
(23.4)
WORKIVA INC       0WKA GR            82.6           (23.4)    
(23.4)
XERIUM TECHNOLOG  TXRN GR           611.2           (51.2)    
102.1
XERIUM TECHNOLOG  XRM US            611.2           (51.2)    
102.1
XOMA CORP         XOMA US            70.9           (18.1)     
28.5
XOMA CORP         XOMA TH            70.9           (18.1)     
28.5
XOMA CORP         XOMA GR            70.9           (18.1)     
28.5
YRC WORLDWIDE IN  YRCW US         1,985.0          (474.3)    
148.2
YRC WORLDWIDE IN  YEL1 GR         1,985.0          (474.3)    
148.2
YRC WORLDWIDE IN  YEL1 TH         1,985.0          (474.3)    
148.2


                            *********

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 ***