TCR_Public/150326.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Thursday, March 26, 2015, Vol. 19, No. 85

                            Headlines

97-111 HALE: Case Summary & Largest Unsecured Creditors
ACCO BRANDS: S&P Retains 'BB-' Corporate Credit Rating
ALKERMES INC: Moody's Affirms 'Ba3' Corp. Family Rating
ALLISON TRANSMISSION: Moody's Hikes Corp. Family Rating to 'Ba2'
ALTEGRITY INC: Gets Final OK to Incur Up to $90M of DIP Financing

ALTEGRITY INC: PwC Approved as Independent Auditor and Consultant
ALTEGRITY INC: US Trustee to Continue Creditors Meeting on April 2
AMERICAN TIRE: Moody's Assigns B2 Rating on New $720MM Term Loan
ARCHDIOCESE OF SAINT PAUL: Amends Schedules of Assets & Debt
ARMONK SNACK: Voluntary Chapter 11 Case Summary

ARMTEC HOLDINGS: S&P Lowers CCR to 'SD' on Missed Interest Payment
ASHER INVESTMENT: Taps M. Frank & P. Gross as Special Counsel
ATLANTIC CITY, NJ: Managers Propose Big Budget Cuts
ATLAS PIPELINE: Moody's Raises Notes Rating to Ba2 & Withdraws CFR
BERNARD L. MADOFF: SIPC Praises Defender Recovery Agreement

BROCADE COMMUNICATIONS: Moody's Raises Corp. Family Rating to Ba1
C WONDER: Court OKs Sale of Remaining Assets for $2.05M
CAL DIVE: U.S. Trustee Forms 5-Member Creditors Committee
CALIFORNIA RESOURCES: Moody's Cuts CFR to 'Ba2', Outlook Stable
CENTRAL ENGINEERING: Holcim Has No Lien on Debtor's Property

CHASSIX HOLDINGS: Has Procedures for Sec. 503(b)(9) Claims
CHASSIX HOLDINGS: Proposes Lazard as Investment Banker
CHASSIX HOLDINGS: Proposes to Honor Tooling & Warranty Programs
CHASSIX HOLDINGS: Taps FTI to Provide Restructuring Officer
CLIFFS NATURAL: Agrees to Sell Its Chromite Assets in Canada

COMPUWARE CORP: S&P Assigns 'B' CCR; Outlook Stable
CREEKSIDE ASSOCIATES: Wants Plan Filing Exclusivity Until Aug. 18
CTI BIOPHARMA: 2015 Annual Meeting Scheduled for June 30
DICKINSON COUNTY: Moody's Affirms Ba2 Revenue Bonds Rating
DILLARD'S INC: Fitch Affirms 'BB' Rating on Capital Securities

DYNASIL CORP: Gerald Entine Reports 17.3% Stake as of March 20
ENDEAVOUR INT'L: EOC Files Schedules of Assets & Debt
ENERGY FUTURE: Committee Has Until April 17 for Challange
ENERGY FUTURE: Court Approves $5.4 Billion DIP Financing
ESTERLINE TECHNOLOGIES: Moody's Rates EUR330MM Unsec Notes at Ba2

ESTERLINE TECHNOLOGIES: S&P Affirms 'BB+' CCR; Outlook Stable
ETHAN ALLEN: S&P Raises CCR to 'BB' Then Withdraws Rating
FALCON STEEL: Equity Holders Oppose Exclusivity Extension
FALCON STEEL: Wants to Use Cash Collateral Until April 15
FAMILY CHRISTIAN: Bankruptcy Could Have Long-Term Effects

FCC HOLDINGS: Clingman & Hanger Selected as Liquidating Trustee
FEDERAL RESOURCES: Creditor Balks at Commingling of Assets & Debt
FRANK WOOD BOYCE: Cal. App. Affirms Dismissal of Suit v. Lender
FUNDAMENTAL LONG TERM: Court Approves $20MM Compromise
GLOBAL COMPUTER: April 14 Hearing on Bid for Case Dismissal

GOLDEN RULE: S&P Raises Rating on Education Bonds From BB+
GROUPE BIKINI: To Be Acquired by La Vie en Rose
HANGER INC: S&P Retains 'BB-' CCR on CreditWatch Negative
HC2 HOLDINGS: Moody's Says $30MM Debt Add-On is Credit Neutral
HC2 HOLDINGS: S&P Retains 'B' Rating on Sr. Notes Following Add-On

HERCULES OFFSHORE: Files Fleet Status Report as of March 23
HEXION INC: Cuts CEO's Base Salary to $850,000
HIPCRICKET INC: Files ESW-Sponsored Chap. 11 Reorganization Plan
HYDROCARB ENERGY: Incurs $1.95 Million Net Loss in Second Quarter
IDERA PHARMACEUTICALS: SVP and CMO Brenner Resigns

INTELLIPHARMACEUTICS INT'L: Annual Meeting Set for April 21
ITR CONCESSION: IFM Buys Toll Road Operator for $5.73 Billion
JOHN DAVIE WAGGETT: Court Narrows Suit Against Select Portfolio
JULIAN SALIM: Judgment Debt to VCI Not Dischargeable Under Ch. 7
KARMALOOP INC: Gets $3 Million From Comvest-Led Group

LES SERRES: Savoura Files for Bankruptcy
LONGVIEW POWER: Gets Nod to Sign Docs for $275M Exit Financing
LPATH INC: Holds Investor Update Conference Call
MCCLATCHY CO: Morgan Stanley Owns 6.3% of Class A Shares
MEDICURE INC: Settles $156,000 in Debt Through Shares Issuance

MF GLOBAL: SIPC Says Lauds Payouts for 72% of Unsec. Claims
NASSAU ENTERPRISES: Case Summary & 4 Largest Unsecured Creditors
NASSAU TOWER: Hearing on Closing of Case Reset for March 30
NII HOLDINGS: Gets Court Approval to Sell Wireless Biz in Mexico
NNN 1818 MARKET: Co-Tenants Join In Daymark's Bid for Dismissal

OPUS EAST: Del. Judge Narrows Suit v. Fiduciaries & Affiliates
PENN HILLS SCHOOL: Moody's Lowers GO Debt Rating to 'Ba3'
PINEYBROOK LLC: Case Summary & 20 Largest Unsecured Creditors
RADIOSHACK CORP: Attorney General Objects Customers' Data Sale
RICE ENERGY: Moody's Gives B3 Rating on New $400MM Proposed Notes

RICE ENERGY: S&P Rates Proposed $400MM Sr. Unsecured Notes 'B-'
RICHARD HINDIN: Del. Chancery Court Rules on EagleBank Dispute
RODNEY WILSON: Judge Dismisses CFG's Fraudulent Transfer Suit
SEANERGY MARITIME: Announces Delivery of Capesize Vessel
SHIVSHANKAR PARTNERSHIP: Bankr. Court Denies Plan Confirmation

SRS PROPERTY: Voluntary Chapter 11 Case Summary
SUNOCO LP: Moody's Assigns 'Ba2' CFR, Outlook Stable
SUNOCO LP: S&P Assigns 'BB' Corp. Credit Rating; Outlook Stable
TENET HEALTHCARE: Fitch Affirms 'B' IDR & Revises Outlook to Neg.
TENET HEALTHCARE: Moody's Places B1 CFR on Review for Downgrade

TENET HEALTHCARE: Signs Joint Venture Agreement with USPI
TENET HEALTHCARE: To Partner with Baylor Scott on Five Hospitals
TOWERGATE FINANCE: March 27 Hearing on U.S. Recognition
UCI INTERNATIONAL: Moody's Cuts CFR to Caa1, Outlook Negative
UNITED AMERICAN: Suspending Filing of Reports with SEC

UNITED SURGICAL: Tenet Acquisition No Impact on Moody's B2 Rating
UNIVERSITY GENERAL: U.S. Trustee Forms Creditors Committee
VERISIGN INC: Moody's Affirms 'Ba2' CFR, Outlook Stable
VERISIGN INC: S&P Affirms 'BB+' Corp. Credit Rating
VERMILLION INC: George Schuler Reports 13.7% Stake as of March 23

VERSO PAPER: Files 2014 Financial Statements of Newpage
VISTEON CORP: S&P Affirms 'B+' Rating on HVCC Sale
WEST COAST GROWERS: Meeting of Creditors on April 23
WPCS INTERNATIONAL: Posts $3.45 Million Net Loss in 3rd Quarter
XRPRO SCIENCES: Reports $569,000 Net Loss for 2014

ZION PARK: Moody's Cuts GO Debt Rating to Ba1, Outlook Negative
[^] Recent Small-Dollar & Individual Chapter 11 Filings

                            *********

97-111 HALE: Case Summary & Largest Unsecured Creditors
-------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

         Debtor                                   Case No.
         ------                                   --------
         97-111 Hale, LLC                         15-22381
         c/o The Bobker Group
         11 East 36th St., Suite 100B
         New York, NY 10016

         100-114 Hale, LLC                        15-22382
         c/o The Bobker Group
         11 East 36th Street, Ste 100B
         New York, NY 10016

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: March 25, 2015

Court: United States Bankruptcy Court
       Southern District of New York (White Plains)

Judge: Hon.  Robert D. Drain

Debtors' Counsel: Jonathan S. Pasternak, Esq.
                  DELBELLO DONNELLAN WEINGARTEN WISE
                     & WIEDERKEHR, LLP
                  One North Lexington Avenue
                  White Plains, NY 10601
                  Tel: (914) 681-0200
                  Fax: (914) 684-0288
                  Email: jpasternak@ddw-law.com

                                     Total     Total
                                    Assets   Liabilities
                                 ----------  -----------
97-111 Hale, LLC                   $4.5MM      $16.7MM
100-114 Hale                       $5.5MM      $16.7MM

The petition was signed by Eli Bobker, manager Hale Club, LLC,
managing member.

A list of 97-111 Hale, LLC's three largest unsecured creditors is
available for free at http://bankrupt.com/misc/nysb15-22381.pdf

A list of 100-114 Hale's two largest unsecured creditors is
available for free at http://bankrupt.com/misc/nysb15-22382.pdf


ACCO BRANDS: S&P Retains 'BB-' Corporate Credit Rating
------------------------------------------------------
Standard & Poor's Ratings Services revised its recovery ratings on
ACCO Brands Corp.'s $500 million 6.75% senior unsecured notes due
2020 to '3', indicating S&P's expectations for meaningful recovery
(50% to 70%, at the high end of the range) in the event of a
payment default, from '4'.  The revised recovery rating reflects
the company's prepayment of its term loan A to $299 million at Dec.
31, 2014, from $420 million in December 2013.  The issue-level
rating on the existing senior unsecured debt remains 'BB-'.

The issue-level ratings on the company's revolver and term loan A
due 2018 remain 'BB+'.  The recovery rating remains '1', indicating
S&P's expectation for very high recovery (90%-100%) in the event of
a payment default.

The 'BB-' corporate credit rating on ACCO remains unchanged.  The
rating reflects the company's participation in the highly
competitive branded office products industry, customer
concentration, low barriers to entry, sensitivity to cyclical
demand conditions, and geographical diversification.  S&P also
recognizes the strength of its brands.

The rating also reflects S&P's estimate that debt to EBITDA for the
fiscal year ended Dec. 31, 2014, was roughly 3.6x and funds from
operations (FFO) to debt was roughly 19.1%.  S&P expects the
company to maintain leverage between 3x and 4x and FFO to debt of
below 20% during fiscal 2015.

RATINGS LIST

ACCO Brands Corp.
Corporate credit rating             BB-/Stable/--

Issue Ratings Affirmed; Recovery Rating Revised
                                     To           From
ACCO Brands Corp.
Senior unsecured
  $500 mil. 6.75% notes due 2020     BB-          BB-
   Recovery rating                   3H           4L



ALKERMES INC: Moody's Affirms 'Ba3' Corp. Family Rating
-------------------------------------------------------
Moody's Investors Service affirmed the ratings of Alkermes Inc., a
subsidiary of Alkermes plc, including the Ba3 Corporate Family
Rating.  At the same time, Moody's revised the rating outlook to
stable from positive.

  -- Corporate Family Rating, Affirmed Ba3

  -- Probability of Default Rating, Affirmed Ba3-PD

  -- Speculative Grade Liquidity Rating, Affirmed SGL-1

  -- Senior Secured Bank Credit Facility, Affirmed Ba3(LGD3) from
     (LGD4)

  -- Changed To Stable From Positive

The change in rating outlook reflects delayed momentum in an
upgrade due to a significant ramp-up in expenses that will result
in negative EBITDA during 2015. Positive rating pressure could
emerge if Alkermes is successful in launching aripiprazole lauroxil
later this year and experiences a fast sales uptake, and continues
to advance its late-stage pharmaceutical pipeline.

The affirmation of the Ba3 Corporate Family rating reflects solid
growth in key revenue-generating products, strong potential from
several pipeline products, and low debt levels relative to revenues
and to cash on hand.

The Ba3 Corporate Family Rating reflects Alkermes' limited size and
scale relative to pharmaceutical peers and its high reliance on
collaboration partners on key products. The company has high
revenue concentration among several marketed schizophrenia
products, but revenue should diversify over time with growth in
Vivitrol and pipeline launches including aripiprazole lauroxil. The
ratings are supported by Alkermes' expertise in proprietary drug
delivery technologies, high gross margins, and good revenue growth
prospects over the next several years from existing products and
potential pipeline launches. Moody's anticipate that by year-end
2015, Alkermes will have three major Phase III programs in
progress. Alkermes' EBITDA will be negative in 2015 and early 2016
as it funds higher R&D costs related to these programs, and invests
in the aripiprazole lauroxil launch. Despite a negative impact on
near-term credit ratios, Moody's view these investments positively
because of their good commercial potential, which could drive
significant future growth for the company.

The SGL-1 rating reflects very good liquidity arising from $801
million of cash and investments that can absorb negative cash flow
in 2015.

The outlook is stable, with Moody's expectations for negative 2015
EBITDA offset by solid opportunities in the pipeline and from the
anticipated 3Q2015 launch of aripiprazole lauroxil which should
lead to a return to positive EBITDA by 2017.

Moody's could upgrade Alkermes' ratings if: the company's key
products continue to grow, aripiprazole lauroxil is approved and
experiences fast sales uptake, pipeline momentum for ALKS 5461,
ALKS 3831 and ALKS 8700 is positive, and if debt/EBITDA is
sustained below 3.0 times. Conversely, Moody's could downgrade
Alkermes' ratings if growth rates falter due to competitive
dynamics or business disruption, pipeline execution is weak, the
company performs debt-financed M&A, or if debt/EBITDA is sustained
above 4.0 times.

The principal methodology used in these ratings was 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.

Alkermes, Inc. is a US subsidiary of Dublin, Ireland-based Alkermes
plc (collectively "Alkermes"). Alkermes is a specialty
biopharmaceutical company that develops long-acting medications for
the treatment of central nervous system. During 2014, net revenues
totaled approximately $619 million.


ALLISON TRANSMISSION: Moody's Hikes Corp. Family Rating to 'Ba2'
----------------------------------------------------------------
Moody's Investors Service upgraded Allison Transmission, Inc.'s
Corporate Family Rating (CFR) to Ba2 from Ba3. Moody's also
affirmed the company's senior secured rating of Ba2 and assigned a
Ba2 to the new $470 million incremental term loan, the proceeds of
which will be used, along with cash on the balance sheet, to
refinance the company's $471 million of 7.125% senior notes due
2019. The B2 rating on the existing senior notes was affirmed,
reflecting the expectation for covenant removal on any remaining
notes following the company's current tender offer and consent
solicitation. Moody's affirmed the company's Speculative Grade
Liquidity Rating of SGL-1. The outlook is stable.

The following ratings were upgraded:

Allison Transmission, Inc.

  -- Corporate Family Rating, to Ba2 from Ba3

  -- Probability of Default Rating, to Ba2-PD from Ba3-PD

The following ratings were assigned:

Allison Transmission, Inc.

  -- Senior secured term loan B4 at Ba2 (LGD3)

The following ratings were affirmed:

Allison Transmission, Inc.

  -- Senior secured revolver at Ba2 (LGD3)

  -- Senior secured term loan B2 at Ba2 (LGD3)

  -- Senior secured term loan B3 at Ba2 (LGD3)

  -- Senior notes due 2019 at B2 (LGD6)

  -- Speculative Grade Liquidity Rating at SGL-1

The upgrade of Allison Transmission's CFR to Ba2 recognizes Moody's
belief that the company has become increasingly well positioned to
weather the cyclicality in the medium- and heavy-duty truck
markets. Indeed, one of the main risks to the company is the high
degree of cyclicality in the commercial vehicle markets and Moody's
believe that the company has the operating flexibility and
liquidity to contend with a future downturn. Moody's expectation
for Allison Transmission to continue exhibiting strong fundamentals
while maintaining prudent financial policies and a preeminent
market position result in a sustainable business profile and place
the company well in its rating category with the ability to hold up
solidly during another down cycle. This resilience is supported by
several factors that include the company's: importance to its end
markets, high market share, strong margins, and modest reinvestment
requirements. The solid margins that the company generates reflects
the value proposition that Allison Transmission provides its
customers and Moody's expect them to hold up well even in softer
markets. Notably, during the 2009 downturn, the company had EBITA
margins of approximately 20% and positive free cash flow of about
$80 million on a Moody's adjusted basis. Importantly, the company
has an excellent liquidity profile that supports its ability to
contend with its cyclical end markets. The company's financial
policies are an important consideration in the rating and Moody's
expects the company to continue to manage its capital prudently
with a balance between its various stakeholders including the
return of cash to shareholders.

While Moody's expect the company to continue to maintain solid
credit metrics for its rating category and a very competitive
position in its end markets, an upgrade during the intermediate
term is unlikely. Given the company's current financial policies
which result in a target ratio of debt to EBITDA of 3.5 to 4.0x
(after Moody's standard adjustments and assuming the current cash
level is maintained), an upgrade would not result solely from
performance and credit metric improvements. Rather, the current
balance between business risk and financial policies limit further
upward momentum. However, if additional balance sheet strengthening
develops over time and is sustainable, the ratings could be
upgraded. Metrics that might contribute to a higher rating include
debt/EBITDA below 2.75x and EBITA/interest approaching 5.0x while
the company maintains its currently strong level of EBITA margins
and solid free cash flow generation.

Factors which could result in a lower rating include debt / EBITDA
above 4.0x and EBITA / interest below 3.5x. Other potential factors
include more aggressive returns of capital to shareholders, higher
target leverage levels, a significant drop in EBITA margins or a
meaningful decline in free cash flow including as a result of
adverse changes in working capital management.

Allison Transmission designs and manufactures fully automatic
transmissions for commercial and military vehicles. Revenues in
2014 were approximately $2.1 billion with a market distribution of:
North American on-highway -- 47%; outside North America on-highway
-- 12%; defense -- 7%; service parts, support equipment and other
-- 21%; North American off-highway -- 5%; outside North America
off-highway -- 4%; and North American hybrid transit bus -- 4%.

The principal methodology used in these ratings was Global
Automotive Supplier Industry published in May 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.


ALTEGRITY INC: Gets Final OK to Incur Up to $90M of DIP Financing
-----------------------------------------------------------------
The U.S. Bankruptcy Court authorized, on a final basis, Altegrity,
Inc., et al., to (i) obtain postpetition secured
debtor-in-possession financing up to an aggregate principal amount
of $90,000,000 from Cantor Fitzgerald Securities, as administrative
agent and collateral agent, for a consortium of lenders; and (ii)
use cash collateral.

As reported in the Troubled Company Reporter on Feb. 25, 2015,
after a final hearing on the DIP financing, the loan can increase
to $45 million while the rest of the money will be available upon
the implementation of a Chapter 11 plan, Bill Rochelle and Sherri
Toub, bankruptcy columnists for Bloomberg News, reported.

The Debtors also obtained interim authority to use cash collateral
securing their prepetition indebtedness.  As of the Petition Date,
the Debtors had funded debt facilities in place with a face amount
of $1.80 billion, of which $1.60 billion is secured debt and $140.2
million is unsecured debt.

                        About Altegrity Inc.

Altegrity Inc. provides background investigations for the U.S.
government; employment background and mortgage screening for
commercial customers; technology-driven legal services and
software for data management; and investigative, analytic,
consulting, due diligence, and security services.  Altegrity is
principally owned by investment funds affiliated with Providence
Equity Partners.

Altegrity Inc. and 37 of its affiliates filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Lease Case No. 15-10226) on Feb. 8, 2015.
Jeffrey S. Campbell signed the petitions as president and chief
financial officer.  The Debtors disclosed total assets of $1.7
billion and total liabilities of $2.1 billion as of June 30, 2014.

M. Natasha Labovitz, Esq., Jasmine Ball, Esq., and Craig A. Bruens,
Esq., at Debevoise & Plimpton LLP serve as the Debtors' counsel.
Joseph M. Barry, Esq., Ryan M. Bartley, Esq., and Edmon L. Morton,
Esq., at Young, Conaway, Stargatt & Taylor, LLP, act as the
Debtors' Delaware and conflicts counsel.  Stephen Goldstein and
Lloyd Sprung, at Evercore Group, LLC, are the Debtors' investment
bankers.  Kevin M. McShea and Carrianne J. M. Basler, at
Alixpartners LLP serve as the Debtors' restructuring advisors.
Prime Clerk LLC is the Debtors' claims and noticing agent.
PricewaterhouseCoopers LLP serves as the Debtors' independent
auditors.

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


ALTEGRITY INC: PwC Approved as Independent Auditor and Consultant
-----------------------------------------------------------------
The U.S. Bankruptcy Court authorized on March 20, 2015, Altegrity,
Inc., et al., to employ PricewaterhouseCoopers LLP as their
independent auditor and financial consultant in connection with
their Chapter 11 cases nunc pro tunc to the Commencement Date.

PwC will provide these services to the Debtor:

   A. auditing services relating to the Debtors' 2014 year-end
audit, including:

      a. auditing the consolidated financial statements of the
      Debtors at Sept. 30, 2014, and for the year then ending, and

      providing the Debtors with an audit report related to those
      financial statements;

      b. communicating with the audit committee and management
      about any matters that PwC believes may require material
      modifications to the quarterly financial information to make

      it conform with accounting principles generally accepted in
      the United States; and

      c. examining evidence supporting the amounts and disclosures

      in the financial statements, assessing accounting principles

      used and significant estimates made by management, and
      evaluating the overall financial statement presentation.

   B. bankruptcy-related services, including:

      a. assisting the Debtors with bankruptcy petitions, the plan

      of reorganization, and other documentation customarily
      issued by a debtor or required by the bankruptcy court;

      b. advising the Debtors in connection with the Debtors' data
      accumulation and preparation of various schedules, account
      analyses, and reconciliations, including reconciliations of
      claims; and

      c. providing general and technical accounting advice with
      respect to planning and preparing for the bankruptcy process

      well as statutory filings, including the schedule of assets
      and liabilities, statements of financial affairs, monthly
      operating reports and schedules prepared pursuant to
      Bankruptcy Rule 2015.3.

   C. tax compliance and consulting services, including:

      a. preparing tax returns for the year ended Sept. 30, 2014;

      b. preparing requisite state corporate income tax returns
      for such period; and

      c. completing the Debtors' Schedule UTP.

  D. international tax consulting services, including:
  
      a. preparing preliminary evaluation of existing structure
      and future structuring opportunities, including, but not
      limited to, tax advice on the potential integration of non-
      US subsidiaries under a single foreign holding company;

      b. reviewing of CFC and FTC attributes to identify planning
      opportunities; and

      c. providing advice on foreign VAT and WHT regulations, and
      the necessary required compliance.

   E. international tax services, including:

      a. preparing US federal, state and local individual income
      tax returns for the authorized employees and foreign income
      tax returns required under foreign law; and

      b. providing other tax documents, calculations or other
      certain tax consulting services relating to such matters.

The Debtors are informed that PwC intends to complement, and not
duplicate, the services to be rendered by any other professional
retained in the chapter 11 cases, and that PwC understands that the
Debtors have chosen Evercore Group LLC to act as its investment
banker and financial advisor and AlixPartners LLP to act as its
restructuring advisor.  

The Debtors and PwC agreed to certain services based on a "fixed
fee" structure.  Pursuant to that Engagement Letter, the Debtors
and PwC agreed to a fixed fee in the aggregate amount of
$2,261,8153 for the audit services, billed according to the
following amounts and timetable: (i) $45,000 on Feb. 25, 2014; (ii)
$400,000 on Aug. 1, 2014; (iii) $350,000 on Sept. 1, 2014; (iv)
$350,000 on October 1, 2014; (v) $350,000 on Nov. 1, 2014; and (vi)
$257,800 on Dec. 1, 2014.

Pursuant to the amendment letter dated Oct. 10, 2014, the Dec. 1
fixed fee was adjusted upward to $399,000 to reflect additional
fees and expenses.  In addition, on Jan. 6, 2015, the Debtors
agreed to an additional payment of $450,000 to further reflect
additional fees and expenses in connection with the audit services.
As of the Commencement Date, all fixed fee amounts owed
pursuant to the audit engagement letter have been paid.  

Pursuant to the Jan. 13, 2015, amendments to the audit engagement
letter, the Debtors and PwC have agreed that going forward the
audit services will be based on these hourly rates:

   Personnel                          Applicable Hourly Rates
   ---------                          -----------------------
Audit Partner                              $677 - $727
Audit Manager                              $320 - $337
Audit Senior Associate & Associates        $126 - $234
TS Specialist Partner                      $775 - $970
TS Specialist Managing Director            $682 - $761
TS Specialist Director                     $573 - $708
TS Specialist Manager                      $400 - $575
TS Specialist Senior Associate &
   Associates                              $234 - $443
FSR Specialist Partner                        $797
FSR Specialist Director                       $672
FSR Specialist Experienced Associate          $166
Tax Specialist Partner                        $666
Tax Specialist Manager                        $341
Tax Specialist Senior Associate &
   Associates                              $180 - $256
Administrative                              $96 - $109

PwC has estimated $180,000 in additional fees associated with the
interim review on quarterly statements for fiscal year 2015, and
$500,000 in fees that may be incurred in relation to the
Incremental Bankruptcy Services.  Such fees are subject to increase
if there is a significant change in the scope of PwC's services or
a change in the Debtors' personnel.

PwC's fees related to the Bankruptcy Engagement Letter would be
based on these hourly rates:

   Personnel                          Applicable Hourly Rates
   ---------                         ------------------------
Partner/Principal                          $775 - $970
Managing Director                          $682 - $761
Director/Senior Manager                    $573 - $708
Manager                                    $400 - $575
Associate/Senior Associate                 $234 - $443
Administrative                                $109

The fees for compliance services provided in connection with the
Tax Compliance Engagement Letter are based on a fixed fee
aggregating to $555,700, billed according to these amounts and
timetable: (i) $111,000 on March 15, 2015; (ii) $111,000 on April
15, 2015; (iii) $111,000 on May 15, 2015; (iv) $111,000 on June 15,
2015; and (v) $110,700 upon completion of the services provided
thereunder.  Such fees are subject to increase if there is a
significant change in the scope of PwC's services or a change in
the Debtors' personnel.  

Any additional tax consulting services not related to the
preparation and review of tax returns, in addition to the
International Tax Consulting Services, would be billed separately
at these hourly rates:

   Personnel                        Pittsburgh  Tax Specialists
   ---------                        ----------  ---------------
Partner                                $688       $688 - $975
Managing Director                      $610       $650 - $900
Director                               $465       $470 - $850
Manager                                $360       $370 - $700
Senior Associate                       $270       $275 - $500
Associate                              $190       $200 - $325

Under the terms and conditions of the International Assignment
Engagement Letter, the Debtors and PwC agreed to fixed fees for
bundled and non-bundled services estimated at $3,875 per individual
for bundled services.  Specific non-bundled rates are disclosed
within the International Assignment Engagement Letter.

During the year immediately preceding the Commencement Date, the
Debtors paid PwC $6,524,810  As set forth in the Ryan Declaration,
the Debtors paid PwC fees and expenses aggregating $2,418,284 in
the 90 days prior to the Commencement Date.

Additionally, on Feb. 4, 2015, the Debtors provided PwC a payment
in the amount of $245,927 with respect to services PwC anticipated
would be rendered prior to the Commencement Date, of which $153,808
exceeded amounts actually owed for services rendered during the
prepetition period.  PwC intends to apply the remaining $153,808
against any amounts payable to it during these chapter 11 cases
until such amount is depleted.

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

                        About Altegrity Inc.

Altegrity Inc. provides background investigations for the U.S.
government; employment background and mortgage screening for
commercial customers; technology-driven legal services and software
for data management; and investigative, analytic, consulting, due
diligence, and security services.  Altegrity is principally owned
by investment funds affiliated with Providence Equity Partners.

Altegrity Inc. and 37 of its affiliates filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Lease Case No. 15-10226) on Feb. 8, 2015.
Jeffrey S. Campbell signed the petitions as president and chief
financial officer.  The Debtors disclosed total assets of $1.7
billion and total liabilities of $2.1 billion as of June 30, 2014.

M. Natasha Labovitz, Esq., Jasmine Ball, Esq., and Craig A. Bruens,
Esq., at Debevoise & Plimpton LLP serve as the Debtors' counsel.
Joseph M. Barry, Esq., Ryan M. Bartley, Esq., and Edmon L. Morton,
Esq., at Young, Conaway, Stargatt & Taylor, LLP, act as the
Debtors' Delaware and conflicts counsel.  Stephen Goldstein and
Lloyd Sprung, at Evercore Group, LLC, are the Debtors' investment
bankers.  Kevin M. McShea and Carrianne J. M. Basler, at
Alixpartners LLP serve as the Debtors' restructuring advisors.
Prime Clerk LLC is the Debtors' claims and noticing agent.
PricewaterhouseCoopers LLP serves as the Debtors' independent
auditors.

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


ALTEGRITY INC: US Trustee to Continue Creditors Meeting on April 2
------------------------------------------------------------------
The U.S. trustee overseeing the Chapter 11 case of Altegrity Inc.
will continue the meeting of creditors on April 2, at 2:00 p.m.,
according to a filing with the U.S. Bankruptcy Court for the
District of Delaware.

The meeting will be held at J. Caleb Boggs Federal Building, Room
5209, 844 King St., in Wilmington, Delaware.

The court overseeing the bankruptcy case of a company schedules the
meeting of creditors usually about 30 days after the bankruptcy
petition is filed.  The meeting is called the "341 meeting" after
the section of the Bankruptcy Code that requires it.

A representative of the company is required to appear at the
meeting and answer questions under oath.  The meeting is presided
over by the U.S. trustee, the Justice Department's bankruptcy
watchdog.

                        About Altegrity Inc.

Altegrity Inc. provides background investigations for the U.S.
government; employment background and mortgage screening for
commercial customers; technology-driven legal services and software
for data management; and investigative, analytic, consulting, due
diligence, and security services.  Altegrity is principally owned
by investment funds affiliated with Providence Equity Partners.

Altegrity Inc. and 37 of its affiliates filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Lease Case No. 15-10226) on Feb. 8, 2015.
Jeffrey S. Campbell signed the petitions as president and chief
financial officer.  The Debtors disclosed total assets of $1.7
billion and total liabilities of $2.1 billion as of June 30, 2014.

M. Natasha Labovitz, Esq., Jasmine Ball, Esq., and Craig A. Bruens,
Esq., at Debevoise & Plimpton LLP serve as the Debtors' counsel.
Joseph M. Barry, Esq., Ryan M. Bartley, Esq., and Edmon L. Morton,
Esq., at Young, Conaway, Stargatt & Taylor, LLP, act as the
Debtors' Delaware and conflicts counsel.  Stephen Goldstein and
Lloyd Sprung, at Evercore Group, LLC, are the Debtors' investment
bankers.  Kevin M. McShea and Carrianne J. M. Basler, at
Alixpartners LLP serve as the Debtors' restructuring advisors.
Prime Clerk LLC is the Debtors' claims and noticing agent.
PricewaterhouseCoopers LLP serves as the Debtors' independent
auditors.


AMERICAN TIRE: Moody's Assigns B2 Rating on New $720MM Term Loan
----------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to American Tire
Distributor, Inc.'s ("ATDI") proposed $720 million senior secured
term loan due 2021.  At the same time, Moody's affirmed the
company's B2 Corporate Family Rating (CFR), B2-PD Probability of
Default Rating (PDR) and Caa1 rating on senior subordinated notes.
The company's Speculative Grade Liquidity rating was also affirmed
at SGL-3. The ratings outlook remains stable.

Proceeds from the proposed six-year $720 million term loan along
with modest cash will be used to retire the company's existing term
loan due 2018 (about $714 million outstanding) and pay related fees
and expenses. Concurrently, the company plans to amend its
asset-based credit facility (unrated by Moody's), increasing the
capacity under its Canadian revolver by $40 million and extending
maturities on all tranches to 2020. The rating is contingent upon
the transaction closing as proposed, and the receipt and review of
final documentation.

As the proposed refinancing results in no material change in debt,
Moody's estimates that this transaction will have no material
impact on leverage, which is an important factor to the affirmation
of ratings. Moreover, Moody's notes that the refinancing will
marginally improve ATDI's liquidity profile given extension of debt
maturities, increased capacity under ABL, as well as expected
interest expense savings resulting from favorable pricing on the
proposed facilities. However, such improvements are not sufficient
to warrant higher rating consideration considering ADTI's high debt
leverage, aggressive financial policies and acquisitive growth
strategies.

Issuer: American Tire Distributors, Inc.

Ratings assigned:

  -- Proposed $720 million senior secured term loan due 2021,
     assigned B2 (LGD3)

The following ratings will be withdrawn upon closing of the
refinance:

  -- $300 million senior secured term loan due 2018, B2 (LGD3)

  -- $340 million senior secured term loan due 2018, B2 (LGD3)

  -- $80 million senior secured term loan due 2018, B2 (LGD3)

Ratings affirmed:

  -- Corporate Family Rating, affirmed at B2

  -- Probability of Default Rating, affirmed at B2-PD

  -- $855 million senior subordinated notes due 2022, affirmed at
     Caa1 (LGD5)

  -- Speculative Grade Liquidity rating, affirmed at SGL-3

  -- Rating outlook: Stable

The B2 CFR reflects the company's high leverage, aggressive
financial policy, and significant product concentration in the tire
distribution sector. The rating is also constrained by ATDI's
acquisitive growth strategy, whereby the company has made extensive
use of its revolver to finance acquisitions and capital
expenditures for distribution center openings. As a wholesale
distributor, the company has characteristically low margins and
high fixed costs, which heighten its sensitivity to fluctuations in
unit sales volumes. Nevertheless, the rating is supported by the
long-term stability of replacement tire demand, as well as ATDI's
good market position, diverse customer base, adequate liquidity and
track record of deleveraging after acquisitions. The company should
also benefit from favorable industry conditions in the near term.
Moody's expects ATDI to generate low-single-digit revenue and
earnings growth in 2015 as a result of continued growth in miles
driven, modest macroeconomic improvement in the US, and lower
gasoline prices and positive industry-wide pricing momentum
following the introduction of tariffs on Chinese imports.

The stable outlook reflects Moody's expectation for low- to
mid-single-digit revenue and earnings growth in the near term and
maintenance of at least an adequate liquidity profile, with
modestly positive free cash flow generated through 2015. Moody's
expects that ATDI's debt to EBITDA will trend towards the low
6-times over the next 12-18 months.

The ratings could be downgraded if ATDI experiences a significant
deterioration in unit volume, operating margins or liquidity, or if
the company loses a major supplier relationship. An increasingly
aggressive program of debt-financed acquisitions or shareholder
distributions could also put pressure on ratings. Lower ratings
could be considered if debt to EBITDA remains above 6.5 times on
sustained basis, or if EBITDA less Capex to interest expense is
maintained below 1.5 times.

The ratings could be upgraded if the company improves its liquidity
profile, including sustained strong positive free cash flow and
higher revolver availability. In addition, an upgrade would require
the company to demonstrate conservative financial policies while
successfully managing the integration of acquisitions. Credit
metrics such as debt to EBITDA of 5.0 times and interest coverage
EBITDA less Capex to interest of over 2.0 times could prompt higher
rating consideration.

The principal methodology used in these ratings was Global
Distribution & Supply Chain Services published in November 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.

American Tire Distributors, Inc., ("ATDI") headquartered in
Huntersville, NC, is a wholesale distributor of tires (over 95% of
sales), custom wheels, and related tools. It operates more than 140
distribution centers in the US and Canada, with $5 billion of
revenues for the twelve months ended Jan. 3, 2015.  The company is
controlled by TPG Capital, L.P. (46.7%) and Ares Management, L.P.
(46.7%), with remaining shares held by management.


ARCHDIOCESE OF SAINT PAUL: Amends Schedules of Assets & Debt
------------------------------------------------------------
The Archdiocese of Saint Paul and Minneapolis filed with the
Bankruptcy Court amended schedules of assets and liabilities,
disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $11,076,500
  B. Personal Property           $34,131,510
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $14,392,856
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $687,253
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                          $878,797
                                 -----------      -----------
        TOTAL                    $45,208,010      $15,958,906

The Debtor disclosed $45,203,010 in assets, including $34,126,510
in real property in the prior iteration of the schedules.  Also, in
the prior iteration of the schedules, the Debtor disclosed
$15,890,460 in total liabilities on account of $810,351 in
unsecured non-priority claims.

A copy of the schedules is available for free at:

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

                    About Archdiocese of St. Paul

The Archdiocese of Saint Paul and Minneapolis was originally
established by the Vatican in 1850 and serves a geographical area
consisting of 12 greater Twin Cities metro-area counties in
Minnesota, including Ramsey, Hennepin, Anoka, Carver, Chisago,
Dakota, Goodhue, Le Sueur, Rice, Scott, Washington, and Wright
counties.  There are 187 parishes and approximately 825,000
Catholic individuals in the region.  These individuals and
parishes
are served by 3999 priests and 173 deacons.

The Archdiocese of St. Paul and Minneapolis filed for Chapter 11
protection (Bankr. D. Minn. Case No. 15-30125) in Minnesota on
Jan.
16, 2015, saying it has large and growing liabilities related to
child sexual abuse and that its pension obligations are
underfunded.

The Debtor disclosed $45,203,010 in assets and $15,890,460 in
liabilities as of the Chapter 11 filing.

The Debtor has tapped Briggs and Morgan, P.A., as Chapter 11
counsel; BGA Management LLC d/b/a Alliance Management as financial
advisor; Lindquist & Vennum LLP as attorney.

Eleven other dioceses have commenced Chapter 11 bankruptcy cases
in
the United States to settle claims from current and former
parishioners who say they were sexually molested by priests.

                     *   *   *

According to the Court's docket, the Debtor's exclusivity period
for filing a Chapter 11 plan and disclosure statement ends on May
18, 2015.

Governmental proofs of claims are due July 15, 2015.




ARMONK SNACK: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Armonk Snack Mart, Inc.
           aka Friendly Service of New Rochelle, Inc.
           aka Friendly Service Armonk, Inc.
        25 Saint Charles Street
        Thornwood, NY 10504

Case No.: 15-22375

Nature of Business: The Debtor owns and manages a gasoline
                    service station and convenience store
                    located at 360 Main Street, Armonk,
                    New York.

Chapter 11 Petition Date: March 24, 2015

Court: United States Bankruptcy Court
       Southern District of New York (White Plains)

Debtor's Counsel: Anne J. Penachio, Esq.
                  PENACHIO MALARA LLP
                  235 Main Street, Sixth Floor
                  White Plains, NY 10601
                  Tel: (914) 946-2889
                  Fax: (914) 946-2882
                  Email: apenachio@pmlawllp.com

Estimated Assets: Not indicated

Estimated Liabilities: Not indicated

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


ARMTEC HOLDINGS: S&P Lowers CCR to 'SD' on Missed Interest Payment
------------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its long-term
corporate credit rating on Concord, Ont.-based Armtec Holdings Ltd.
to 'SD' (selective default) from 'CCC-'.

Standard & Poor's also lowered its issue-level rating on Armtec's
senior unsecured notes to 'D' (default) from 'C'.  The '6' recovery
rating on the notes is unchanged, indicating S&P's expectation of
negligible (0%-10%) recovery in the event of default, based on its
criteria.

"The downgrade follows Armtec's decision to miss the C$6.7 million
interest payment due March 22, 2015, on its senior unsecured
notes," said Standard & Poor's credit analyst Jamie Koutsoukis.
"Although the notes allow for a 30-day grace period following the
interest payment date, our rating actions reflect our view that the
company will not be able to make the payment within this period,
which we consider a default," Ms. Koutsoukis added.

Armtec also announced that, during this 30-day grace period, it
will continue the sale and investment process it began on Feb. 25,
2015, and will continue to review its liquidity, financial
covenants, leverage, and capital structure.



ASHER INVESTMENT: Taps M. Frank & P. Gross as Special Counsel
-------------------------------------------------------------
Asher Investment Properties, LLC, sought and obtained permission
from the Hon. Barry Russell of the U.S. Bankruptcy Court for the
Central District of California to employ Michael F. Frank and Peggi
A. Gross as its special litigation counsel.

The Debtor requires the services of special litigation counsel to
represent it in connection with the prosecution of a lawsuit the
Debtor intends to file against Garry Itkin, Trustee of the Itkin
Living Trust dated March 12, 2008, to seek, among other things:

   -- a determination of the amount of Itkin's secured claim
      against the Estate;

   -- a declaration that Itkin is not a member of the Debtor;

   -- in the alternative, a determination of the nature and
      extent of Itkin's membership interest in the Debtor; and

   -- damages for breach of contract.

Frank and Gross will be paid for their services at these hourly
rates:

       Michael F. Frank          $425
       Peggi A. Gross            $250

Mr. Frank and Ms. Gross will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Ms. Gross does not have a prepetition claim against the Estate.
Mr. Frank has a prepetition claim against the Estate in the sum of
$19,587.50 for services rendered and costs incurred in connection
with representing the Debtor in its litigation against Itkin and
strategic options between May 17, 2014 and the filing of the
petition for relief on June 6, 2014.

Mr. Frank requested that the Debtor provide him with a $5,000
postpetition retainer to be deposited into Frank's Client Trust
Account and applied to fees and expenses for postpetition services
pursuant to the U.S. Trustee's Professional Fee Statement
Procedure.

Mr. Frank and Ms. Gross assured the Court that the firm is a
"disinterested person" as the term is defined under Section 101(14)
of the Bankruptcy Code and does not represent any interest adverse
to the Debtors and their estates.

The Itkin Living Trust dated March 12, 2008 (the "Itkin Trust") is
a secured creditor and a 50% member of the Debtor.  The Itkin
Trust's co-Trustee, Garry Itkin, is also the managing member of the
Debtor based on the express terms of Debtor's restated operating
agreement.  Before the Court entered its ruling, the Itkin Trust
objected to the employment of Michael Frank saying that the Court
should deny the Application to Employ Special Counsel because
Michael Frank is not disinterested and represents interests adverse
to the estate.

Mr. Frank can be reached at:

       Michael F. Frank, Esq.
       9901 Durant Drive, Suite H
       Beverly Hills, CA 90212
       Tel: (310) 277-2559
       Fax: (866) 279-2860
       E-mail: mfrankatty@aol.com

Ms. Gross can be reached at:

       Peggi A. Gross, Esq.
       1875 Century Park East, Suite 1000
       Century City, CA 90067
       Tel: (310) 788-9191
       E-mail: peggigross@gmail.com

The Itkin Trust is represented by:

       Andrew S. Pauly, Esq.
       GREENWALD, PAULY & MILLER,
       1299 Ocean Avenue, Suite 400
       Santa Monica, CA 90401-1007
       Tel: (310) 451-8001
       Fax: (310) 395-5961
       E-mail: apauly@gpfm.com

                    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.



ATLANTIC CITY, NJ: Managers Propose Big Budget Cuts
---------------------------------------------------
Josh Dawsey, writing for The Wall Street Journal, reported that
Atlantic City faces a "financial crisis" and needs to reduce its
workforce and make other cuts to close a $101 million budget gap
this year, emergency managers appointed by New Jersey Gov. Chris
Christie said.

According to the Journal, releasing a much-awaited report on the
city's future, the emergency managers laid out about $130 million
in proposed cuts to close the shortfall.  They anticipated further
challenges for the struggling gambling resort, saying Atlantic City
"simply cannot stand on its own" and probably would need
significant state help for the foreseeable future.


ATLAS PIPELINE: Moody's Raises Notes Rating to Ba2 & Withdraws CFR
------------------------------------------------------------------
Moody's Investors Service upgraded Atlas Pipeline Partners, L.P.'s
senior unsecured notes to Ba2 from B2 and withdrew APL's B1
Corporate Family Rating (CFR), B1-PD Probability of Default Rating
and SGL-3 Speculative Grade Rating. The outlook is stable. These
actions follow the completion of APL's acquisition by Targa
Resources Partners LP (Targa, Ba1 stable) on Feb. 27, 2015 and
concludes our review of APL's ratings that was initiated on October
13, 2014.

Issuer: Atlas Pipeline Partners, L.P.

Upgrades:

  -- Senior Unsecured Rating, Upgraded to Ba2 from B2

Withdrawals:

  -- Corporate Family Rating, Withdrew B1

  -- Probability of Default Rating, Withdrew B1-PD

  -- Speculative Grade Liquidity Rating, Withdrew SGL-3

Outlook Action:

  -- Stable Outlook

APL is now a wholly-owned unrestricted subsidiary of Targa. APL
does not guarantee any of Targa's debt and Targa does not have a
downstream guarantee to APL. However, All of APL's business matters
are controlled and directed by Targa's management. Moody's believe
despite having less debt, the credit profile of Atlas reflects the
fundamental credit risk of Targa, which has a much larger midstream
business and is rated Ba1. Therefore, Moody's upgraded the Atlas
notes to the same Ba2 level as the Targa notes.

At closing of the acquisition, APL repaid the outstanding balance
($385 million at December 31, 2014) under its $800 million secured
revolving credit facility and terminated the facility. On January
15, 2015, Targa launched a cash tender offer to redeem all of APL's
$1.55 billion senior unsecured notes under the change of control
provision in APL's notes indenture, and concurrently issued senior
unsecured notes to fund the tender offer. As of February 27, 2015,
98% of the holders of 4.75% $400 million notes, 93% of 5.875% $650
million notes and 28% of the 6.625% $500 million notes were
tendered. There are roughly $415 million of remaining APL notes
that Targa plans to call/redeem at a future date. Targa has already
issued debt at the Targa legal entity level to take out some of the
APL's notes and remains committed to eliminating the remaining APL
notes when practicable.

Moody's is also withdrawing APL's CFR, PDR and SGL ratings.

The stable outlook reflects Targa's stable credit outlook. Any
fundamental change to the credit profile of Targa or a change to
Targa's note rating will impact APL notes ratings. The APL notes
could be upgraded if Targa is upgraded and vice versa.

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

Atlas Pipeline Partners, L.P. is primarily engaged in the
gathering, processing, and transportation segments of the midstream
natural gas industry in Texas and Mid-Continent regions.


BERNARD L. MADOFF: SIPC Praises Defender Recovery Agreement
-----------------------------------------------------------
The Securities Investor Protection Corporation praised the latest
achievement of Madoff Trustee Irving H. Picard, who on March 23
filed a motion in the United States Bankruptcy Court for the
Southern District of New York seeking approval of a $93 million
recovery agreement with Defender Limited and related entities.

Under the agreement, the trustee was able to "clawback" 100 percent
of the fraudulent transfers and preference payments made to
Defender, a Madoff feeder fund.  The use of this recovery tool by
Picard and future Securities Investor Protection Act (SIPA)
trustees is now at risk under a Second Circuit Court of Appeals
ruling that is the subject of petitions for certiorari by SIPC and
Picard to the U.S. Supreme Court.

SIPC President Stephen Harbeck said: "This settlement is one of
many recent significant additions to the Trustee's fund of
'customer property.' It shows the critical importance of the
'clawback' powers the Bankruptcy Code and the Securities Investor
Protection Act provide to trustees seeking to recover fraudulent
transfers.  The settlement is a continuation of the Trustee's
efforts to maximize the return to victims.  It will make for a far
more equitable distribution to those Madoff customers who have not
yet received a return of all of their principal."

The total amount distributed in the Madoff liquidation proceeding
to date exceeds $7.2 billion, which includes more than $823 million
in committed advances from SIPC.  When additional settlements
awaiting distribution are taken into account, the total recovery to
date in the Madoff liquidation proceeding totals $10.64 billion.

                          About SIPC

The Securities Investor Protection Corporation --
http://www.sipc.org-- is the U.S. investor's first line of defense
in the event of the failure of a brokerage firm owing customers
cash and securities that are missing from customer accounts.  SIPC
either acts as trustee or works with an independent court-appointed
trustee in a brokerage insolvency case to recover funds.

The statute that created SIPC provides that customers of a failed
brokerage firm receive all non-negotiable securities -- such as
stocks or bonds -- that are already registered in their names or in
the process of being registered.  At the same time, funds from the
SIPC reserve are available to satisfy the remaining claims for
customer cash and/or securities held in custody with the broker for
up to a maximum of $500,000 per customer.  This figure includes a
maximum of $250,000 on claims for cash.  From the time Congress
created it in 1970 through December 2013, SIPC has advanced $ 2.1
billion in order to make possible the recovery of $133 billion in
assets for an estimated 772,000 investors.

                    About Bernard L. Madoff

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

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

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

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

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

From recoveries in lawsuits coupled with money advanced by SIPC,
Mr. Picard has commenced distributions to victims.  The fifth pro
rata interim distribution slated of Jan. 15, 2015, totaled
$322 million, and brought the amount distributed to eligible
claimants to $7.2 billion, which includes more than $823 million in
advances committed to the SIPA Trustee for distribution to allowed
claimants by the SIPC.

As of Nov. 30, 2014, the SIPA Trustee has recovered or reached
agreements to recover approximately $10.5 billion since his
appointment in December 2008.


BROCADE COMMUNICATIONS: Moody's Raises Corp. Family Rating to Ba1
-----------------------------------------------------------------
Moody's Investors Service upgraded Brocade Communications Systems,
Inc.'s corporate family rating to Ba1 from Ba2 and probability of
default rating to Ba1-PD from Ba2-PD. Moody's also upgraded the
company's unsecured convertible notes due 2020 and unsecured notes
due 2023 to Ba1 from Ba2.  The ratings upgrades were driven by
Brocade's continued stable performance as well as the expectation
that the company will maintain a leadership position in the storage
area networking industry and remain a relevant niche player in the
Ethernet business.  Though longer term concerns remain about the
evolution of storage area network architectures and the role of the
Fibre Channel standard, Moody's expects Brocade's expertise in
storage and Ethernet networks will ensure them a prominent role in
the industry.  The ratings outlook is stable.

The Ba1 corporate family rating reflects Brocade's leadership
position within the storage area networking (SAN) market, its
strong niche position in the Ethernet data (enterprise) networking
market and its conservative credit metrics. The ratings are
constrained by the company's relatively small scale compared to its
main competitor, Cisco, and as well the challenge of maintaining
market position as the storage and data networking markets evolve.
However, the company's strong capital structure gives it
flexibility to manage through technology cycles related to the
introduction of new SAN and Ethernet architectures and subsequent
market adoption. Leverage, as of January 31, 2015 was 1.7x and free
cash flow to debt was approximately 44% (pro forma for the January
2015 convertible debt offering and subsequent secured note
paydown).

Near-term prospects for Brocade's Fibre Channel ("FC") based SAN
businesses remain good though it is still unclear whether in the
long term the industry will evolve away from a Fibre Channel
dominated standard to an Ethernet or IP based platform and at what
pace the shift will occur. Similarly the introduction of flash
based storage is driving changes in storage architecture, though
Fibre Channel appears to be maintaining a critical role. Given the
potential shifts, a strong capital structure, including low
leverage and large cash balances, is critical to the rating.

Brocade's Ethernet business, though with a modest market position,
continues to show success with its VDX Ethernet Fabric and MLXe
offerings. Brocade remains a small niche player however with
significant reliance on federal spending in this segment.

Brocade's SGL-1 speculative grade liquidity rating reflects a very
good liquidity profile driven by the company's strong
cash-generating capabilities (expected free cash flow of greater
than $400 million over the next 12 to 18 months) and expectations
for maintaining significant cash balances ($1.4 billion as of
January 31, 2015).

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

Issuer: Brocade Communications Systems, Inc.

  -- Corporate Family Rating, Upgraded to Ba1 from Ba2

  -- Probability of Default Rating, Upgraded to Ba1-PD from
     Ba2-PD

  -- Senior Unsecured Conv./Exch. Bond/Debenture, Upgraded to Ba1
     (LGD4) from Ba2 (LGD4)

  -- Senior Unsecured Regular Bond/Debenture, Upgraded to Ba1
     (LGD4) from Ba2 (LGD4)

  -- Speculative Grade Liquidity Rating, Affirmed SGL-1

  -- Outlook, Remains Stable

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

Brocade Communications Systems, Inc. is a leading producer of
storage area network equipment and a niche provider of data network
equipment. Brocade, with revenues of $2.2 billion for the twelve
months ended January 31, 2015, is headquartered in San Jose, CA.


C WONDER: Court OKs Sale of Remaining Assets for $2.05M
-------------------------------------------------------
The U.S. Bankruptcy Court authorized C. Wonder, LLC, et al., to
sell of certain their remaining assets to Burch Acquisition LLC
pursuant to an assets purchase agreement, as amended.

The aggregate purchase price for the assets will equal $2,050,000,
exclusive of and in addition to the assumption of the assumed
liabilities.

The Court also approved the designation rights agreement relating
to the leasehold interests of the Debtors in the 1115-1117 Broadway
property attached as Exhibit A to the amendment is approved.

On March 10, the Debtors notified the Court that an auction
scheduled for March 11, was canceled because no qualified bids for
the purchased assets were received prior to the March 9 bid
deadline.

On Feb. 6, 2015, the Court approved the form of stalking horse APA
for the sale of certain the Debtors' remaining assets, subject to
higher and otherwise better offers.

The purchased assets comprise, among other things:

   a) all tangible personal property owned or used by any Seller at
the 1115 Broadway, New York, New York location, including, without
limitation, all equipment, computers, furniture, furnishings,
fixtures and office supplies;

   b) the (i) Agreement of Lease dated May 4, 2011 with Eleven
Fifteen Associates for the premises located at 1115 Broadway, 5th
Floor, New York City, (ii) Agreement of Lease dated Feb. 28, 2013,
with Eleven Fifteen Associates for the premises located at 1115
Broadway, 3rd Floor, New York City, the Sublease dated Feb. 27,
2014, as amended, with Poppin Inc. for the premises located at 1115
Broadway, 3rd Floor, New York City, and (iv) the Storage Unit
Agreement dated Sept. 18, 2013 with Eleven Fifteen Associates for
Storage Locker 26, together with all fixtures, structures,
improvements and other appurtenances thereto and thereon; (c)
certain contracts that the purchase may request that the sellers
assign to the proposed purchaser;

   d) all interests of Sellers in and to all Intellectual Property
that relates in any way to the business (and all avoidance actions
related thereto) (for the sake of clarity, the avoidance actions do
not include other avoidance actions related to the business,
including, but not limited to, avoidance actions against trade
creditors, landlords and the Debtors' insiders);

On March 9, the Debtors filed a first amendment to the APA
reflecting non-material modifications to the APA.  A copy of the
document is available for free at:

   http://bankrupt.com/misc/CWonder_183_122_1stA_BurchAPA.pdf

                        Oracle's Objection

Oracle America, Inc., successor in interest to Responsys, a
creditor and contract counter-party in the cases, submitted a
rights reservation although the sale motion does not expressly
identify any Oracle agreements.

To the extent the sale motion operates to assume and assign any
Oracle software, the Debtors may not do so without Oracle's
consent, because the underlying Oracle agreements are licenses of
intellectual property.

Oracle is represented by:

         Mark F. Magnozzi, Esq.
         Amish R. Doshi, Esq.
         MAGNOZZI & KYE, LLP
         23 Green Street, Suite 302
         Huntington, NY 11743
         Tel: (631) 923-2858
         Fax: (631) 923-2860

                          About C. Wonder

Founded by J. Christopher Burch in 2010, C. Wonder is a specialty
retailer with retail stores in the United States.  With
headquarters in New York, the company sells women's clothing,
jewelry, shoes, handbags and other accessories as well as select
home goods under the C. Wonder brand.  The Company maintains two
distribution centers in New Jersey.

The Company opened its first retail store in New York in 2011.  By
2014, the Company had expanded its operations to include 29
locations across 13 states including its flagship location in
Soho, New York.  Amid mounting losses, C. Wonder closed 16 of its
retail stores by the end of 2014.   C. Wonder closed 9 additional
stores in January 2015.  As of the bankruptcy filing, C. Wonder had
four retail stores in the U.S. (Soho, Flat Iron, Time Warner Center
and Manhasset).

C. Wonder LLC and its affiliates sought Chapter 11 bankruptcy
protection (Bankr. D.N.J. Lead Case No. 15-11127) in Trenton, New
Jersey on Jan. 22, 2015.  The cases are assigned to Judge Michael
B. Kaplan.

The Debtors tapped Cole, Schotz, Meisel, Forman & Leonard, P.A., as
counsel, and Marotta, Gund, Budd & Dzera, LLC, as crisis management
services provider.

As of the Filing Date, the Debtors had assets with a book value of
$43.7 million and liabilities of $61.0 million.

The U.S. Trustee for Region 3 appointed three members to the
Official Committee of Unsecured Creditors.  The Creditors'
Committee has tapped Porzio, Bromberg & Newman, P.C., as counsel,
and CBIZ Accounting, Tax & Advisory of New York, LLC, as financial
advisors.


CAL DIVE: U.S. Trustee Forms 5-Member Creditors Committee
---------------------------------------------------------
Andrew R. Vara, Acting United States Trustee for Region 3, formed a
five-member committee of unsecured creditors in the Chapter 11 case
of Cal Dive International, Inc.

The Committee members are:

   1. The Bank of New York Mellon Trust Company, N.A.
      Attn: Dennis Roemlein
      601 Travis, 16th Floor
      Houston, TX 77002
      Tel: (713) 483-6531
      Fax: (713) 483-6979

   2. Waveny Master Fund, LP
      Attn: Adam Steinberg
      One Letterman Drive, Building D Suite D4700
      San Francisco, CA 94126
      Tel: (415) 635-0120

   3. AQR Funds – AQR Diversified Arbitrage Fund
      Attn: Melinda Franek
      2 Greenwich Plaza, Third Floor
      Greenwich, CT 06830
      Tel: (203) 742-3007
      Fax: (203) 742-3077

   4. Cashman Equipment Corp.
      Attn: Kim Marie Shaughnessy
      41 Brooks Drive Suite 1005
      Braintree, MA 02184
      Tel: (617) 908-1982
      Fax: (781) 535-6220

   5. Smith Marine Towing Corp.
      Attn: Kirk Smith
      P.O. Box 2120
      Morgan City, LA 70381
      Tel: (985) 631-9420
      Fax: (985) 631-6655

                   About Cal Dive International

Cal Dive International, Inc., headquartered in Houston, Texas, is
a marine contractor that provides manned diving, pipelay and pipe
burial, platform installation and salvage, and light well
intervention services to the offshore oil and natural gas industry
on the Gulf of Mexico OCS, Northeastern U.S., Latin America,
Southeast Asia, China, Australia, West Africa, the Middle East,
and Europe, with a diversified fleet of dive support vessels and
construction barges.

Cal Dive had decided not to pay $2.2 million in interest due Jan.
15, 2015, on its 5.00% convertible senior notes due 2017.

Cal Dive and its U.S. subsidiaries filed simultaneous voluntary
petitions (Bankr. D. Del. Lead Case No. 15-10458) on March 3,
2015.  Through the Chapter 11 process, the Company intends to sell
non-core assets and intends to reorganize or sell as a going
concern its core subsea contracting business.

The Debtors tapped Richards, Layton & Finger, P.A., as counsel,
O'Melveny & Myers LLP, as co-counsel; and Kurtzman Carson
Consultants, LLC, as claims and noticing agent.


CALIFORNIA RESOURCES: Moody's Cuts CFR to 'Ba2', Outlook Stable
---------------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family Rating of
California Resources Corporation to Ba2 from Ba1 in light of
expected weaker financial performance.  The company's unsecured
notes, term loan, and revolving credit facility were also
downgraded to Ba2 from Ba1.  CRC's Speculative Grade Liquidity
Rating was moved to SGL-3 from SGL-2. The outlook is stable.

"At the time of CRC's spin off from Occidental Petroleum
Corporation, leverage was elevated and the original Ba1 rating
reflected the earnings power for CRC with $100 oil prices," said
Stuart Miller, Vice President and Senior Credit Officer at Moody's.
"The dramatic drop in oil prices in light of the high leverage has
weakened CRC's risk profile to the point that a Ba2 rating is more
appropriate. The company has slashed its capital budget to live
within cash flow in 2015. However, absent asset sales, weaker cash
flow generation will make it more difficult to realize meaningful
debt reduction in 2015 and 2016."

Ratings actions:

California Resources Corporation

  -- Corporate Family Rating (CFR): Ba2 from Ba1

  -- Probability of Default Rating (PD): Ba2-PD from Ba1-PD

  -- Senior unsecured notes: Ba2, LGD4 from Ba1, LGD4

  -- Senior unsecured revolving credit facility: Ba2, LGD4 from
     Ba1, LGD4

  -- Senior unsecured term loan: Ba2, LGD4 from Ba1, LGD4

  -- Speculative Grade Liquidity Rating (SGL): SGL-3 from SGL-2

  -- Outlook: Stable

The downgrade of the CFR to Ba2 is in response to the difficult
pricing environment for an oil-focused producer with limited
commodity price hedge protection, unlike most of its peers that
have had hedging programs in place for a number of years. The
unfortunate timing of the spin off from Occidental Petroleum
Corporation (Occidental, A2 stable) just as oil prices began their
abrupt slide has left the company exposed to low oil prices, high
leverage, and more limited financial flexibility than what was
originally expected. CRC is burdened with over $6 billion of debt,
the result of a similar sized dividend to Occidental prior to the
spin off. As a result, CRC's leverage metrics are weaker than most
Ba1 and Ba2 exploration and production companies.

However, CRC's Ba2 CFR is supported by the company's large scale
and legacy production as one of the largest operators in
California. At year end 2014, the company reported roughly 550
million barrels of oil equivalent (Boe) of proved developed
reserves and nearly 160,000 Boe of production per day. This scale
is larger than all of the other oil-focused Ba1 companies rated by
Moody's. The quality of CRC's reserve base is another
credit-supportive strength. CRC's production is relatively mature
with a well-defined, and shallow decline rate. The reserves are
well-diversified and have a reserve life index that is longer than
most peers.

In 2015, CRC plans to limits its capital expenditures to levels
that can be funded by internally generated cash flow. The company
has reduced the number of rigs working to 3 in March 2015 from 28
in October 2014. Moody's believes this level of spending and
drilling activity could lead to a small decline in production in
2015 compared to 2014. In addition, with the reinvestment of its
cash flow, there is little to no ability to reduce the company's
debt burden and leverage will remain elevated.

As part of the rating action, Moody's changed the Speculative Grade
Liquidity Rating to SGL-3 to reflect CRC's adequate liquidity
profile. Because CRC targets to have breakeven cash flow in 2015,
there is little reliance on external financing sources. Its $2
billion unsecured revolving credit facility had $360 million drawn
at year end 2014. In February 2015, the credit facility was amended
to allow debt to EBITDA to grow to 8.25x by year end 2015. In
return, a liquidity requirement was added that effectively reduces
availability under the revolving credit facility to $1.25 billion
and the rating trigger was modified so that a Ba3 CFR would give
the lenders a semi-annual borrowing base to govern availability, as
well as collateral security. Should the credit facility become a
secured class of debt, there would likely be a downgrade of the
bond rating to one notch below the CFR. Our liquidity assessment
acknowledges that the credit facility is currently unsecured
providing the company with the opportunity to monetize assets to
generate back-door liquidity. Monetization of assets could be used
to reduce outstanding debt or to supplement the capital budget.

The stable outlook reflects CRC's large scale, despite the
difficult pricing environment. A downgrade could occur if the
company materially out spends its cash flow, and finances the
out-spend with increased borrowings. A downgrade could also occur
if market conditions appear to be poised to deteriorate further in
2016 and it looks likely that the company will generate negative
free cash flow. It is unlikely that the ratings will be upgraded
given current cash flow and leverage expectations. To be considered
for an upgrade, the ratio of retained cash flow to debt should be
projected to be sustained above 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.

CRC is a medium-sized independent, exploration and production
company with operations exclusively in California. It was spun out
of Occidental Petroleum in November 2014. The company is
headquartered in Los Angeles, California.


CENTRAL ENGINEERING: Holcim Has No Lien on Debtor's Property
------------------------------------------------------------
In the adversary complaint CENTRAL ENGINEERING & CONSTRUCTION
ASSOCIATES, INC., Plaintiff, v. HOLCIM (US), INC., Defendant, ADV.
PRO. NO. 14-50028 (Bankr. S.D. Ind.), Bankruptcy Judge Jeffrey
Graham entered a ruling on the Plaintiff's Motion for Summary
Judgment and on the Defendant's Cross-Motion for Summary Judgment.

Central Engineering & Associates, Inc., was in the engineering and
construction business, who bought cement on account from Holcim
(US).  Central fell behind on its payments and so, Holcim filed
suit.  In November 2011, the Hancock Circuit Court entered summary
judgment in favor of Holcim for $81,758.

Holcim made efforts to collect on its claim.  Prior to June 2013,
Holcim also filed a financing statement with the Indiana Secretary
of State asserting that it has a lien on Central's property by
virtue of the Hancock Circuit Court decision.

Not long after, Central began to conduct an informal liquidation
and engaged Ritchie Bros. to conduct a sale of its heavy equipment
and other property.  Before the sale, however, several creditors
claim they were entitled to secured status.  Consequently, Central
disputed the claims and to preserve the sale, filed a voluntary
Chapter 11 petition on Nov. 5, 2013 (Bankr. S.D. Ind. Case No.
13-11739).

On Nov. 19, 2013, Holcim filed a secured claim in the amount of
$82,592.05 based on the strength of its Financing Statement.
Central eventually filed the adversary complaint to determine the
validity of Holcim's asserted lien.

On review, Judge Graham finds that Holcim did not obtain a lien by
virtue of its judgment and, but for the funds garnished in
Central's accounts at the State Bank of Lizton, Holcim did not levy
and execute on the personal property described in the Financing
Statement.  As such, the Bankruptcy Court can find no basis upon
which to conclude that Holcim had a lien, perfected or otherwise,
on Central's personal property.

Accordingly, Judge Graham concludes that summary judgment in favor
of Central and against Holcim is appropriate.

A copy of Judge Graham's Findings of Fact and Conclusions of Law on
Cross-Motions for Summary Judgment dated March 16, 2015 is
available at http://is.gd/HhmvIZfrom Leagle.com.


CHASSIX HOLDINGS: Has Procedures for Sec. 503(b)(9) Claims
----------------------------------------------------------
Chassix Holdings, Inc., et al., sought entry of an order (i)
approving procedures for the assertion of unpaid claims pursuant to
Section 503(b)(9) of the Bankruptcy Code and the resolution,
allowance, and satisfaction thereof and (ii) prohibiting vendors
from pursuing 503(b)(9) claims outside the procedures.

In the ordinary course of business, the Debtors purchased on credit
a variety of raw materials, component parts, supplies, equipment,
and other goods for use in their casting and machining operations.
As of the Petition Date, the Debtors were in possession of certain
goods that had been delivered to them by various vendors or other
parties, but for which the Debtors had not yet made payment.  The
Debtors estimate that the value of the unpaid goods delivered
within 20 days before the Petition Date is $60,000,000.

Under the proposed procedures, any vendor asserting a 503(b)(9)
Claim must prepare a proof of claim and mailed so as to be received
no later than the 75-day after the Petition Date.  The Debtors will
have 75 days after the 503(b)(9) claim filing deadline to file with
the Court and serve any objections to timely filed claims.  Vendors
will have until 30 days after the filing of the applicable
objection to file with the Court and serve on the attorneys for the
Debtors any replies to the objections.

                       About Chassix Holdings

Chassix is a global manufacturer and supplier of aluminum and iron
chassis sub-frame components and powertrain products with both
casting and machining capabilities.  Based in Southfield,
Michigan, Chassix and its subsidiaries operate 23 manufacturing
facilities across six countries, providing safety critical
automotive components, having content on approximately 64% of the
largest platforms in North America.  Their product mix maintains an
even balance among trucks, minivans and SUVs, as well as small and
medium size cars and cross-over vehicles.

For the twelve months ended Dec. 31, 2014, the Debtors generated
$1.37 billion in revenue on a consolidated basis.  As of Dec. 31,
2014, the Debtors had $833 million in assets and $784 million in
liabilities on a consolidated basis.

Chassix Holdings, Inc., et al., sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 15-10578) in Manhattan on March 12,
2015, with a Chapter 11 plan that was negotiated with lenders and
customers.

Chassix Holdings estimated $500 million to $1 billion in assets and
debt.

The Debtors have tapped Weil, Gotshal & Manges LLP, as attorneys;
Lazard Freres & Co, LLC, as investment banker; FTI Consulting,
Inc. to provide an interim CFO and additional restructuring
services; and Prime Clerk LLC, as claims and noticing agent.


CHASSIX HOLDINGS: Proposes Lazard as Investment Banker
------------------------------------------------------
Chassix Holdings, Inc., et al., ask the U.S. Bankruptcy Court for
the Southern District of New York for approval to employ Lazard
Freres & Co. LLC, as investment banker, nunc pro tunc to the
Petition Date.

Lazard is already familiar with the Debtors' operations.  The
Debtors engaged Lazard on Oct. 3, 2014.  In addition to advising
management and negotiating with the Debtors' various key
constituencies regarding a potential restructuring, prior to the
Petition Date, professionals at Lazard assisted the Debtors in
securing debtor-in-possession financing as well as interim
financing that provided the Debtors with the necessary short-term
incremental liquidity to allow for a safe and structured entry into
Chapter 11.

Lazard will continue to provide investment banking services,
including, but not limited to:

   -- Reviewing and analyzing the Debtors' businesses, operations,
and financial projections;

   -- Evaluating the Debtors' potential debt capacity in light of
their projected cash flows;

   -- Assisting in the determination of a capital structure for the
Debtors;

   -- Assisting in the determination of a range of values for the
Debtors on a going concern basis;

   -- Advising the Debtors on tactics and strategies for
negotiating with certain of its stakeholders;

   -- Rendering financial advice to the Debtors and participating
in meetings or negotiations with their stakeholders and/or rating
agencies or other appropriate parties in connection with any
Restructuring;

   -- Advising the Debtors on the timing, nature, and terms of new
securities, other consideration or other inducements to be offered
pursuant to any Restructuring;

   -- Advising and assisting the Debtors in evaluating a potential
Financing transaction by the Debtors, and, if requested, contacting
potential sources of capital as the Debtors may designate and
assisting the Debtors in implementing such a
Financing;

   -- Assisting the Debtors in preparing documentation within
Lazard's area of expertise that is required in connection with any
Restructuring;

   -- Assisting the Debtors in identifying and evaluating
candidates for any potential Sale Transaction, advising the Debtors
in connection with negotiations and aiding in the consummation of
any Sale Transaction;

   -- Attending meetings of the Debtors' Board of Directors and
their committees with respect to matters on which Lazard has been
engaged to advise hereunder;

   -- Providing testimony, as necessary, with respect to matters on
which Lazard has been engaged to advise hereunder in any proceeding
before the Court; and

   -- Providing the Debtors with other financial advice.

The Debtors have agreed to pay Lazard the proposed compensation set
forth in the Engagement Letter whose principal terms are:

  (a) Monthly Fees: A monthly fee of $150,000 until the earlier of
completion of the Restructuring or the termination of Lazard's
engagement pursuant to the Engagement Letter.  Additionally, 50% of
any Monthly Fees paid in excess of $750,000 will be credited
(without duplication) against any Restructuring Fee subsequently
payable.

  (b) Restructuring Fee: A fee equal to $3,250,000, payable upon
the consummation of a Restructuring.  A percentage of the Monthly
Fees, Sale Transaction Fee(s), and Financing Fee(s) will be
credited (without duplication) against any Restructuring Fee
subsequently payable, provided that the maximum credit will be
$2,250,000 and the minimum Restructuring Fee shall be $1,000,000.
In addition, the Board of Directors of Chassix may elect to
increase the Restructuring Fee by up to $1,000,000.

  (c) Sale Transaction Fee: A fee payable upon consummation of any
Sale Transaction equal to the greater of (A) 1% of the Aggregate
Consideration and (B) $500,000, provided that for any Sale
Transaction, the Sale Transaction Fee will be capped at $2,250,000.
Additionally, 100% of any Sale Transaction Fees paid will be
credited (without duplication) against any Restructuring Fee
subsequently payable.

  (d) Financing Fee: A fee payable upon consummation of any
Financing equal to the greater of (A) 1% of the aggregate gross
proceeds and (B) $500,000.  Additionally, 66.67% of any Financing
Fees paid will be credited (without duplication) against any
Restructuring Fee subsequently payable.

  (e) Reimbursement of Expenses: The Debtors have agreed to
reimburse Lazard for all reasonable expenses incurred by Lazard as
set forth in the Engagement Letter, including the reasonable legal
expenses.

The Debtors have agreed to certain indemnification and related
obligations pursuant to an indemnification letter dated Oct. 3,
2014.

Prior to the Petition Date, the Debtors paid Lazard aggregate fees
of $900,000 and reimbursed Lazard for aggregate expenses of
$85,500.  Of these payments, $600,000 in fees and $79,000 in
reimbursed expenses were paid in the 90 days before the bankruptcy
filing.

To the best of the Debtors' knowledge, Lazard is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code, as required by Section 327(a).

The firm can be reached at:

         Andrew Yearley
         Managing Director
         LAZARD FRERES & CO. LLC
         30 Rockefeller Plaza
         New York, New York

                       About Chassix Holdings

Chassix is a global manufacturer and supplier of aluminum and iron
chassis sub-frame components and powertrain products with both
casting and machining capabilities.  Based in Southfield,
Michigan, Chassix and its subsidiaries operate 23 manufacturing
facilities across six countries, providing safety critical
automotive components, having content on approximately 64% of the
largest platforms in North America.  Their product mix maintains an
even balance among trucks, minivans and SUVs, as well as small and
medium size cars and cross-over vehicles.

For the twelve months ended Dec. 31, 2014, the Debtors generated
$1.37 billion in revenue on a consolidated basis.  As of Dec. 31,
2014, the Debtors had $833 million in assets and $784 million in
liabilities on a consolidated basis.

Chassix Holdings, Inc., et al., sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 15-10578) in Manhattan on March 12,
2015, with a Chapter 11 plan that was negotiated with lenders and
customers.

Chassix Holdings estimated $500 million to $1 billion in assets and
debt.

The Debtors have tapped Weil, Gotshal & Manges LLP, as attorneys;
Lazard Freres & Co, LLC, as investment banker; FTI Consulting,
Inc. to provide an interim CFO and additional restructuring
services; and Prime Clerk LLC, as claims and noticing agent.


CHASSIX HOLDINGS: Proposes to Honor Tooling & Warranty Programs
---------------------------------------------------------------
Chassix Holdings, Inc., et al., ask the U.S. Bankruptcy Court for
the Southern District of New York for approval to:

  (a) perform and honor their prepetition obligations related to
their tooling and warranty programs as they deem appropriate, and
  
  (b) continue, renew, replace, implement new, and/or terminate the
tooling and warranty programs as they deem appropriate, in the
ordinary course of business;

Marcia L. Goldstein, Esq., at Weil, Gotshal & Manges LLP, avers
that the Debtors' customers are the lifeblood of their businesses
and their loyalty and continued support and patronage is critical
to the success of these chapter 11 cases.  According to Ms.
Goldstein, the continuation of the tooling and warranty programs on
an uninterrupted basis is critical to maintain this support and
loyalty.  

                       About Chassix Holdings

Chassix is a global manufacturer and supplier of aluminum and iron
chassis sub-frame components and powertrain products with both
casting and machining capabilities.  Based in Southfield,
Michigan, Chassix and its subsidiaries operate 23 manufacturing
facilities across six countries, providing safety critical
automotive components, having content on approximately 64% of the
largest platforms in North America.  Their product mix maintains an
even balance among trucks, minivans and SUVs, as well as small and
medium size cars and cross-over vehicles.

For the twelve months ended Dec. 31, 2014, the Debtors generated
$1.37 billion in revenue on a consolidated basis.  As of Dec. 31,
2014, the Debtors had $833 million in assets and $784 million in
liabilities on a consolidated basis.

Chassix Holdings, Inc., et al., sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 15-10578) in Manhattan on March 12,
2015, with a Chapter 11 plan that was negotiated with lenders and
customers.

Chassix Holdings estimated $500 million to $1 billion in assets and
debt.

The Debtors have tapped Weil, Gotshal & Manges LLP, as attorneys;
Lazard Freres & Co, LLC, as investment banker; FTI Consulting,
Inc. to provide an interim CFO and additional restructuring
services; and Prime Clerk LLC, as claims and noticing agent.


CHASSIX HOLDINGS: Taps FTI to Provide Restructuring Officer
-----------------------------------------------------------
Chassix Holdings, Inc., et al., ask the U.S. Bankruptcy Court for
the Southern District of New York for approval to employ FTI
Consulting, Inc., and to provide the Debtors with an interim chief
financial officer and certain additional personnel.

The Engagement Letter, effective as of Jan. 23, 2015, provides that
David J. Woodward, a senior managing director with FTI, will serve
as the Debtors' Interim CFO in connection with the Debtors'
restructurings.  The Engagement Letter further provides for the
services of additional staff of FTI to assist the Debtors with
their restructuring process.

Mr. Woodward has over 34 years of financial, operating, and mergers
and acquisitions experience in a variety of industrial sectors,
including more than 25 years of experience in the transportation
(automotive and heavy truck) industries.

FTI is familiar with the Debtors' businesses, financial affairs,
and capital structure.  Prior to the Petition Date, FTI was
retained by the Debtors, pursuant to engagement letter dated Oct.
3, 2014, to provide financial advisory and consulting services to
the Debtors.

Under the New Engagement Letter, FTI will provide Mr. Woodward to
serve as the Debtors' Interim CFO reporting to the Debtors' chief
executive officer, J. Mark Allan, and the members of the Debtors'
board of directors.  Mr. Woodward, along with the FTI
professionals, will have such duties as the CEO and/or the board of
directors may from time to time determine, including, without
limitation, such duties and responsibilities as are customary of an
Interim CFO at a company of similar size and operations.  These
services are necessary to enable the Debtors to maximize the value
of their estates and successfully complete their restructuring.

FTI will receive a monthly, non-refundable advisory fee of $125,000
per month for the services of Mr. Woodward.  In addition, the
customary hourly rates, subject to periodic adjustments, charged by
FTI professionals anticipated to be assigned to this case are as
follows:

         Position                            Rate per Hour
         --------                            -------------
         Senior Managing Directors           $800 to $925
         Directors / Managing Directors      $580 to $765
         Consultants/Senior Consultants      $300 to $550
         Administrative / Paraprofessionals  $125 to $250

The Engagement Letter contains standard indemnification language
with respect to FTI's services.

FTI currently holds $250,000 "on account" to be held as an
"evergreen retainer" and as continuing security for the payment of
fees and expenses to FTI and to be applied to any unpaid amounts
due to FTI at the completion of their engagement, with the unused
portion of the retainer refunded to the Debtors upon payment in
full of all fees and expenses.

Based upon Woodward's declaration, the Debtors submit that FTI is a
"disinterested person," as that term is defined in Section 101(14)
of the Bankruptcy Code.

The firm can be reached at:

         FTI CONSULTING INC
         223 West Monroe Street
         Chicago, IL 60606
         Attn: David J. Woodward
         Tel: (312) 252-4058
         Fax: (312) 759-8119
         E-mail: david.woodward@fticonsulting.com

                       About Chassix Holdings

Chassix is a global manufacturer and supplier of aluminum and iron
chassis sub-frame components and powertrain products with both
casting and machining capabilities.  Based in Southfield,
Michigan, Chassix and its subsidiaries operate 23 manufacturing
facilities across six countries, providing safety critical
automotive components, having content on approximately 64% of the
largest platforms in North America.  Their product mix maintains an
even balance among trucks, minivans and SUVs, as well as small and
medium size cars and cross-over vehicles.

For the twelve months ended Dec. 31, 2014, the Debtors generated
$1.37 billion in revenue on a consolidated basis.  As of Dec. 31,
2014, the Debtors had $833 million in assets and $784 million in
liabilities on a consolidated basis.

Chassix Holdings, Inc., et al., sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 15-10578) in Manhattan on March 12,
2015, with a Chapter 11 plan that was negotiated with lenders and
customers.

Chassix Holdings estimated $500 million to $1 billion in assets and
debt.

The Debtors have tapped Weil, Gotshal & Manges LLP, as attorneys;
Lazard Freres & Co, LLC, as investment banker; FTI Consulting,
Inc. to provide an interim CFO and additional restructuring
services; and Prime Clerk LLC, as claims and noticing agent.


CLIFFS NATURAL: Agrees to Sell Its Chromite Assets in Canada
------------------------------------------------------------
Cliffs Natural Resources Inc. has entered into a definitive
agreement to sell its Chromite assets in Northern Ontario, Canada
to Noront Resources Ltd. for $20 million.  The transaction is
comprised of the chromite deposits and associated claims held by
Cliffs.

The sale of these assets to Noront, an experienced mining company
with a strategic interest in the Ring of Fire region, further
demonstrates execution of Cliffs' strategy which includes divesting
non-core assets and focusing on being the major supplier of iron
ore pellets to the North American steel industry.

Completion of the sale is subject to the satisfaction of certain
closing conditions.

Moelis & Company acted as financial advisor to Cliffs Natural
Resources Inc.

                   About Cliffs Natural Resources

Cliffs Natural Resources Inc. is a mining and natural resources
company.  The Company is a major supplier of iron ore pellets to
the U.S. steel industry from its mines and pellet plants located
in Michigan and Minnesota.  Cliffs also produces low-volatile
metallurgical coal in the U.S. from its mines located in West
Virginia and Alabama.  Additionally, Cliffs operates an iron ore
mining complex in Western Australia and owns two non-operating
iron ore mines in Eastern Canada. Driven by the core values of
social, environmental and capital stewardship, Cliffs' employees
endeavor to provide all stakeholders operating and financial
transparency.

Other information on the Company are available at
http://www.cliffsnaturalresources.com/     

On Jan. 27, 2015, Bloom Lake General Partner Limited and certain of
its affiliates, including Cliffs Quebec Iron Mining ULC commenced
restructuring proceedings in Montreal, Quebec, under the Companies'
Creditors Arrangement Act (Canada).  The initial CCAA order will
address the Bloom Lake Group's immediate liquidity issues and
permit the Bloom Lake Group to preserve and protect its assets for
the benefit of all stakeholders while restructuring and sale
options are explored.

As of Dec. 31, 2014, the Company had $3.16 billion in total assets,
$4.89 billion in total liabilities and a $1.73 billion total
deficit.

The Company reported a net loss of $8.31 billion in 2014 following
net income of $362 million in 2013.

                          *    *     *

As reported by the TCR on Feb. 3, 2015, Standard & Poor's Ratings
Services said it lowered its corporate credit rating on Cliffs
Natural Resources Inc. to 'B' from 'BB-'.  The downgrade of
Cleveland-based Cliffs Natural Resources is driven by a revision
of the company's financial risk profile to "highly leveraged" from
"aggressive" as a result of S&P's lowered iron ore price
assumptions.  The 24% cut to $65 per metric ton marked the
third downward revision since early 2014, when S&P's forecast
prices were more than $100 per metric ton.

The TCR reported in March 2015 that Moody's Investors Service
downgraded Cliffs Natural Resources Inc. Corporate Family Rating
and Probability of Default Rating to 'B1' and 'B1-PD'
respectively.
"The downgrade in the CFR to 'B1' reflects expectations for a
weaker
performance in the Asia Pacific iron ore (APIO) segment, which has
a greater exposure to the movement of iron ore prices in the
seaborne market", said Carol Cowan, Moody's senior vice president.


COMPUWARE CORP: S&P Assigns 'B' CCR; Outlook Stable
---------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B'
corporate credit rating to Detroit-based Compuware Corp.  The
outlook is stable.

"At the same time, we assigned our 'BB-' issue-level rating and '1'
recovery rating to the company's $145 million senior secured asset
sale facility.  The '1' recovery rating indicates our expectation
for very high (90% to 100%) recovery of principal in the event of a
default.  We also assigned our 'B' issue-level rating and '3'
recovery rating to the company's $100 million revolving credit
facility ($50 million drawn at close) and $1.29 billion senior
secured first-lien term loans (a $340 million B-1 tranche due 2019
and a $950 million B-2 tranche due 2020.)  The '3' recovery rating
indicates our expectation for meaningful (50% to 70% higher half of
the range) recovery of principal in the event of a default.
Additionally, we assigned our 'CCC+' issue-level rating and '6'
recovery rating to the company's $460 million second-lien term
loan.  The '6' recovery rating indicates our expectation for
negligible (0% to 10%) recovery of principal in the event of a
default," S&P said.

S&P also withdrew its preliminary 'B' corporate credit rating on
Compuware Holdings LLC, which was the holding company of the legal
borrower prior to consummation of the acquisition.  Compuware Corp.
is now the legal borrower.

"The ratings reflect our assessment of Compuware's business risk
profile as 'weak,' incorporating its relatively narrow market focus
in the large global software market, declining revenues in the
company's higher-margin mainframe segment, and historically weak,
but improving, profitability," said Standard & Poor's credit
analyst Kenneth Fleming.

Good growth and an improved market position in the application
performance management (APM) segment, a high level of contractually
recurring revenues, and a diversified customer base partially
offset these factors.  The ratings also reflect S&P's assessment of
Compuware's financial risk profile as "highly leveraged," with pro
forma fiscal-2015 adjusted leverage in excess of 12x, or in excess
of 8x when S&P excludes its treatment of non-common equity as
debt.

The stable outlook reflects S&P's expectation that continued growth
in APM revenues and high recurring mainframe revenues will enable
Compuware to generate modest revenue growth in the near term.  S&P
expects the company to successfully integrate Keynote and realize
cost savings and synergies through fiscal 2016.  In addition, S&P
expects the company to maintain positive annual FOCF (excluding
transaction-related expenses.)  The rating does not incorporate any
near-term acquisitions following the proposed transaction.

Compuware's "highly leveraged" financial risk profile and S&P's
expectation that the company's financial sponsor ownership will
preclude sustained debt reduction over the intermediate term
constrain the potential for positive rating actions.

S&P could lower the rating if the company faces significant
integration issues, an accelerated decline in mainframe revenues,
or increased pricing pressure, leading to a decline in total
revenues and EBITDA levels, and negative cash flow (excluding
transaction costs), such that S&P views liquidity as "less than
adequate."



CREEKSIDE ASSOCIATES: Wants Plan Filing Exclusivity Until Aug. 18
-----------------------------------------------------------------
Creekside Associates, Ltd., asks the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania to extend (a) the period by which
it has the exclusive right to file a chapter 11 plan through and
including Aug. 18, 2015; and (b) the period by which it has the
exclusive right to solicit acceptance of that plan through and
including Oct. 19, 2015.  

This is the Debtor's first request for an extension of its
exclusive periods.

The Debtor's initial exclusive filing period will expire on April
20, 2015 and the initial solicitation period will expire on June
18, 2015.

Jesse N. Silverman, Esq., at Dilworth Paxson LLP, tells the Court
that the Debtor has not been dilatory in the Chapter 11 case.
However, he notes, the fact that the retention of its bankruptcy
counsel was not approved until approximately two months after the
Petition Date has unavoidably caused some delay in the Debtor's
progress towards a successful reorganization.  With the objection
to the Debtor's bankruptcy counsel's retention and the uncertainty
this caused behind it, the Debtor and its bankruptcy counsel can
fully focus their attention and efforts on addressing critical
restructuring issues and move toward proposing and confirming a
plan of reorganization, Mr. Silverman says.  

Furthermore, according to Mr. Silverman, to advance the Chapter 11
case, the Debtor has asked the Court to establish a bar date for
the filing of claims so that it can identify any unknown or
unanticipated issues that need to be addressed through the plan or
through litigation.

                    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.

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



CTI BIOPHARMA: 2015 Annual Meeting Scheduled for June 30
--------------------------------------------------------
CTI Biopharma Corp. disclosed in a document filed with the
Securities and Exchange Commission that its 2015 annual meeting of
shareholders has been scheduled for June 30, 2015.  The record date
for the Annual Meeting has been set as the close of business on
April 24, 2015.

Because the date of the Annual Meeting has been changed by more
than 30 days from the anniversary of the Company's 2014 annual
meeting of shareholders, the deadline for the submission of
proposals by shareholders for inclusion in the Company's proxy
materials relating to the Annual Meeting in accordance with Rule
14a-8 under the Securities Exchange Act of 1934, as amended, will
be the close of business on April 3, 2015, which the Company
believes is a reasonable time before it expects to begin to print
and send its proxy materials.  To be eligible for inclusion in the
Company's proxy materials, shareholder proposals must comply with
the requirements of Rule 14a-8 and with the Company's second
amended and restated bylaws.  Those proposals should be delivered
to: CTI BioPharma Corp., 3101 Western Avenue, Suite 600, Seattle,
Washington 98121, Attention: Secretary.

The deadline of April 3, 2015, applies only to shareholder
proposals that are eligible for inclusion in the Annual Meeting in
accordance with Rule 14a-8.

                   Amends Articles of Incorporation

The Amended and Restated Articles of Incorporation of CTI BioPharma
Corp. became effective upon its filing with the Secretary of State
of the State of Washington on March 23, 2015. The Amended and
Restated Articles (i) restates the Company's articles of
incorporation to incorporate the several amendments to the articles
that became effective between June 19, 2008, through Feb. 27, 2015,
and (ii) eliminates all references to the various series of
preferred stock that were previously authorized but no longer have
any shares outstanding.

                        About CTI BioPharma

CTI BioPharma Corp. (NASDAQ and MTA: CTIC) --
http://www.ctibiopharma.com/-- formerly known as Cell
Therapeutics, Inc., is a biopharmaceutical company focused on
the acquisition, development and commercialization of novel
targeted therapies covering a spectrum of blood-related cancers
that offer a unique benefit to patients and healthcare providers.
The Company has a commercial presence in Europe and a late-stage
development pipeline, including pacritinib, CTI's lead product
candidate that is currently being studied in a Phase 3 program for
the treatment of patients with myelofibrosis.  CTI BioPharma is
headquartered in Seattle, Washington, with offices in London and
Milan under the name CTI Life Sciences Limited.

CTI Biopharma reported a net loss attributable to common
shareholders of $96 million in 2014, compared with a net loss
attributable to common shareholders of $49.6 million in 2013.
As of Dec. 31, 2014, the Company had $92.3 million in total assets,
$52.4 million in total liabilities, $1.44 million in common stock
purchase warrants and $38.5 million in total shareholders' equity.

                         Bankruptcy Warning

The Company believes that its present financial resources, together
with additional milestone payments projected to be received under
certain of its contractual agreements, its ability to control costs
and expected net sales of PIXUVRI, will only be sufficient to fund
its operations through mid-third quarter of 2015.  This raises
substantial doubt about the Company's ability to continue as a
going concern.  Further, the Company has incurred net losses since
inception and expect to generate losses for the next few years
primarily due to research and development costs for pacritinib,
PIXUVRI, Opaxio and tosedostat.  The Company's available cash and
cash equivalents were $70.9 million as of
Dec. 31, 2014.

The Company said it will need to raise additional funds.  It may
seek to raise such capital through public or private equity
financings, partnerships, collaborations, joint ventures,
disposition of assets, debt financings or restructurings, bank
borrowings or other sources of financing.  However, the Company has
a limited number of authorized shares of common stock available for
issuance and additional funding may not be available on favorable
terms or at all.

"If additional funds are raised by issuing equity securities,
substantial dilution to existing shareholders may result.  If we
fail to obtain additional capital when needed, we may be required
to delay, scale back or eliminate some or all of our research and
development programs, reduce our selling, general and
administrative expenses, be unable to attract and retain highly
qualified personnel, refrain from making our contractually required
payments when due (including debt payments) and/or may be forced to
cease operations, liquidate our assets and possibly seek bankruptcy
protection," the Company states in the 2014 Annual Report.


DICKINSON COUNTY: Moody's Affirms Ba2 Revenue Bonds Rating
----------------------------------------------------------
Moody's Investors Service affirmed Dickinson County Healthcare
System's (DCHS) Ba2 rating. This action affects approximately $21
million of Series 1999 fixed rate revenue bonds outstanding. The
outlook is revised to stable from negative.

The outlook change to stable reflects DCHS's rebound in financial
performance and liquidity in FY 2014 due to expense management and
revenue enhancements. These changes mitigated soft volumes and
expense challenges that negatively affected FY 2013.

The affirmation of the Ba2 rating reflects DCHS's distinctly
leading market position over a broad service area with very limited
acute care competition. These favorable attributes are offset by
DCHS's history of variable financial performance given its small
scope of operations and high reliance on a small number of
physicians. While improved, DCHS maintains weak relative liquidity
metrics compared to like size peers. DCHS is also pressured by
significant defined benefit pension obligations.

The outlook revision to stable reflects DCHS's rebound in financial
performance and liquidity in FY 2014 due to expense management and
revenue enhancements.  Moody's expect DCHS to maintain adequate
operating margins and to continue to improve liquidity ratios over
time.

What could make the rating go up:

- Maintenance of operating cash flow margins and liquidity
   ratios more in-line with Baa medians

- Stronger debt coverage ratios

- Organic growth that results in greater critical mass as an
   enterprise; lower reliance on key admitters for volumes

What could make the rating go down:

- Reversion to weaker operating margins

- Reversion to weaker liquidity ratios or debt coverage metrics

- New competitive presence that drives down market position

DCHS is a small hospital ($96 million in revenues) based in Iron
Mountain, MI. DCHS is a public health facilities organization and
is a component unit of Dickinson County.

The only rated series of DCHS debt are the Series 1999 bonds. The
Series 1999 bonds are secured by a pledge of net revenues and
investment income of DCHS as defined in the bond documents. A debt
service reserve fund (DSRF) is in place in support of the Series
1999 bonds. The bonds are not secured by a mortgage pledge.
Management is considering issuing private placement debt to refund
the Series 1999 bonds.

The principal methodology used in this rating was Not-for-Profit
Healthcare Rating Methodology published in March 2012.


DILLARD'S INC: Fitch Affirms 'BB' Rating on Capital Securities
--------------------------------------------------------------
Fitch Ratings has affirmed the long-term Issuer Default Rating
(IDR) for Dillard's, Inc. (Dillard's) at 'BBB-'.  The Rating
Outlook is Stable.

KEY RATING DRIVERS

The ratings reflect Dillard's positive comparable store sales
(comps) trends over the past five years, which have exceeded the
industry average for most of this time frame, and an EBITDA margin
that has stabilized in the 12% range over the last two years.
Dillard's has significantly narrowed the gap to the strong
operators that have EBITDA margins in the 13%-14% range.  Fitch
expects Dillard's to generate comps growth in the 1%-2% range over
the next 24 months and EBITDA margin to remain flat-to-modestly
higher.

While Dillard's credit metrics are strong for the 'BBB-' rating
category with adjusted debt/EBITDAR currently at 1.1x, the ratings
continue to incorporate Dillard's below industry-average sales
productivity (as measured by sales per square foot) and operating
profitability and geographical concentration relative to its higher
rated investment-grade department store peers.  Fitch expects
Dillard's will continue to maintain or grow its market share
modestly of the overall apparel and accessories category in the
near to intermediate term, although long-term secular trends in the
department store space remain negative and the decline in mall
traffic has accelerated.  Fitch expects Dillard's leverage to
remain in the low-1x range over the next three years.

Dillard's is the sixth largest department store chain in the U.S.
in terms of sales with retail revenue of $6.5 billion on 277 stores
and 20 clearance centers in 29 states concentrated in the
southeast, central and southwestern U.S.  Dillard's comps have
continued their positive trajectory since 2010, although growth
moderated since 2013 to 1% versus the 3%-4% range between 2010 and
2012.  Dillard's has experienced positive comp growth by improving
its merchandise assortment towards more upscale brands, better
in-store execution, and strong inventory control.

The company continues to focus on closing underperforming stores,
closing a net 29 units or approximately 10% of its square footage
since the end of 2007.  However, Dillard's annual sales per square
foot at approximately $130 is significantly lower than other
well-operated mid-tier department store peers, which are in the
$180-$200 range (based on gross square footage) and could constrain
further improvement in EBITDA margin.

From a store investment perspective, capex is expected to
moderately increase to the $160 million range in 2015, from $152
million in 2014, versus an average of roughly $110 million in 2010
- 2013, to support increasing investments in store updates (in the
higher sales generating or more productive areas of the store),
online growth initiatives and some modest new store openings
expected in 2015/2016.

Liquidity remains strong, supported by a cash balance of $404
million as of Jan. 31, 2015, and $904 million available under its
$1 billion credit facility, net of letters of credit outstanding.
The company generated approximately $450 million in free cash flow
(FCF; before special dividends) in 2014, the highest level since
2009, reflecting EBITDA growth and some working capital benefit.
FCF generation has been approximately $400 million on average over
the last five years, and Fitch expects Dillard's to maintain this
level going forward, assuming modest working capital uses and a
modest increase in capex.  Given no debt maturities until early
2018, Fitch expects Dillard's will direct excess cash flow toward
share buybacks and/or increased dividends including any one-time
special dividends.

The $1 billion senior credit facility, which is due to mature on
July 1, 2018, is rated one notch above the IDR at 'BBB' as the
facility is secured by 100% of the inventories at Dillard's, Inc.'s
unrestricted operating subsidiaries.  The $615 million of senior
unsecured notes are rated at par with the IDR, while the $200
million in capital securities due 2038 are rated two notches below
the IDR reflecting their structural subordination.  Fitch notes
that Dillard's owns 88% of its retail square footage, which is
currently unencumbered.

KEY ASSUMPTIONS

   -- Comps growth in the 1%-2% range over the next 24 months and
      EBITDA margin to remain flat-to-modestly higher, driven by
      continued improvement in its merchandise assortment towards
      more upscale brands, better in-store execution, and strong
      inventory control;

   -- Maintain or grow its market share modestly of the overall
      apparel and accessories category in the near- to
      intermediate-term, although long-term secular trends in the
      department store space remain negative and the decline in
      mall traffic has accelerated;

   -- Leverage to remain in the low-1x range;

   -- FCF of approximately $400 million annually, which Fitch
      expects will be directed toward share buybacks and/or
      increased dividends including any one-time special
      dividends.

RATING SENSITIVITIES

A positive rating action could result in the event that Dillard's
continues to generate above-industry-average comparable store gains
and EBITDA margin improves to the 13% - 14% range.

A negative rating action could result in the event of a return to
negative sales trends and/or a more aggressive financial posture,
leading to an increase in leverage ratio of more than 2.5x and/or
reduced financial flexibility.

Fitch has affirmed Dillard's ratings as:

   -- Long-term IDR at 'BBB-';
   -- $1 billion secured credit facility at 'BBB';
   -- Senior unsecured notes at 'BBB-';
   -- Capital securities at 'BB'.

The Rating Outlook is Stable.



DYNASIL CORP: Gerald Entine Reports 17.3% Stake as of March 20
--------------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Gerald Entine disclosed that as of March 20, 2015, he
beneficially own 2,846,325 shares of common stock of Dynasil
Corporation of America, which represents 17.33 percent of the
shares outstanding.  On March 20, 2015, the Reporting Person
donated an aggregate of 588,000 shares of Dynasil common stock to
educational institutions in the Boston area.  Following these
donations, Dr. Entine's family trust continues to hold 2,846,325
shares of Dynasil common stock.  A copy of the regulatory filing is
available for free at http://is.gd/wDHF4K

                           About Dynasil

Watertown, Mass.-based Dynasil Corporation of America (NASDAQ:
DYSL) -- http://www.dynasil.com/-- develops and manufactures   
detection and analysis technology, precision instruments and
optical components for the homeland security, medical and
industrial markets.

Dynasil Corp reported net income attributable to common
stockholders of $2.07 million for the year ended Sept. 30, 2014,
compared to a net loss attributable to common stockholders of $8.72
million for the year ended Sept. 30, 2013.

As of Dec. 31, 2014, Dynasil corp had $25.5 million in total
assets, $11.5 million in total liabilities and $13.9 million in
total stockholders' equity.


ENDEAVOUR INT'L: EOC Files Schedules of Assets & Debt
-----------------------------------------------------
Endeavour Operating Corporation filed schedules of assets and
liabilities.  The schedules, as amended on Feb. 25, 2015, provide
these information:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                       N/A
  B. Personal Property          $808,358,297
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                       N/A
  E. Creditors Holding
     Unsecured Priority
     Claims                                               N/A
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                    $1,242,480,297
                                ------------   --------------
        TOTAL                   $808,358,297   $1,242,480,297

A copy of the schedules is available for free at:

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

                   About Endeavour International

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

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

As of June 30, 2014, the Company had $1.55 billion in total
assets, $1.55 billion in total liabilities, $43.7 million in
series c convertible preferred stock, and a $41.5 million
stockholders' deficit.

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

The U.S. Trustee for Region 3 has appointed three members to the
Official Committee of Unsecured Creditors in the Chapter 11 cases
of Endeavour Operating Corporation and its debtor affiliates.  The
Committee is represented by David M. Bennett, Esq., Cassandra
Sepanik Shoemaker, Esq., and Demetra L. Liggins, Esq., at Thompson
& Knight LLP, and Neil B. Glassman, Esq., Scott D. Cousins, Esq.,
and Evan T. Miller, Esq., at Bayard, P.A.  Alvarez & Marsal North
America, LLC, serves as financial advisors to the Committee, while
UpShot Services LLC serves as website administrator.

                        *     *     *

U.S. Bankruptcy Judge Kevin J. Carey in of Delaware, on Dec. 22,
2014, approved the disclosure statement explaining Endeavour
Operating Corporation, et al.'s joint plan of reorganization.

The Amended Plan, dated Dec. 19, 2014, provides that it is
supported by creditors who collectively hold 82.99% of the March
2018 Notes Claims (Class 3), 70.88% of the June 2018 Notes Claims
(Class 4), 99.75% of the 7.5% Convertible Bonds Claims (Class 5),
and 69.08% of the Convertible Notes Claims (Class 6).  The Amended
Plan also provides that holders of general unsecured claims will
recover an estimated 15% of the total claims amount, which is
estimated to be $6,000,000.

The hearing to consider confirmation of the Amended Joint Plan of
Reorganization, dated Dec. 23, 2014, of Endeavour Operating
Corporation and its affiliated debtors, including Endeavour
International Corporation, has been adjourned to a date to be
determined.



ENERGY FUTURE: Committee Has Until April 17 for Challange
---------------------------------------------------------
The Bankruptcy Court approved a stipulation extending until April
17, 2015, the deadline for the Official Committee of Unsecured
Creditors to challenge the stipulation and admission contained in
the final cash collateral order.

The stipulation was entered among Texas Competitive Electric
Holdings Company LLC (TCEH), Energy Future Competitive Holdings
Company LLC (EFCH), certain of TCEH's direct and indirect
subsidiaries, and Wilmington Trust, N.A., as successor collateral
agent and successor administrative agent under that certain credit
agreement dated as of Oct. 10, 2007.

On Feb. 19, 2015, the Committee sought standing to bring alleged
claims and causes of action on behalf of the TCEH Debtors.

The stipulation also provides that:

   -- each of the movants will be permitted to file and serve a
reply to the objections by 40 p.m., on April 1;

   -- the hearing on standing motion will be held on April 14, at
9:30 a.m.

                        About Energy Future

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

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

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

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

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

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

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

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

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


ENERGY FUTURE: Court Approves $5.4 Billion DIP Financing
--------------------------------------------------------
The U.S. Bankruptcy Court in an amended final order authorized
Energy Future Intermediate Holding Company LLC and EFIH Finance
Inc. to obtain postpetition financing.  The Court also authorized
the Debtors to:

  -- grant liens and provide superpriority administrative expense
claims;  

  -- use cash collateral; and

  -- issue roll-up debt to the extent authorized by the settlement
orders.

Pursuant to a Senior Secured Superpriority Debtor-In-Possession
Credit Agreement with the financial institutions from time to time
party thereto as lenders, certain funds and accounts advised or
sub-advised by Fidelity Management & Research Company or its
affiliates, Pacific Investment Management Company LLC, as
investment manager for various funds and accounts,  and other
backstop parties, Deutsche Bank AG New York Branch, as
administrative agent and collateral agent, and other agents and
entities from time to time party thereto, the Debtors have acccess
to a secured postpetition financing on a superpriority basis,
consisting of a superpriority term loan in an aggregate principal
amount of $5,400,000,000.

The loan is necessary to allow the EFIH Debtors to consummate the
EFIH First Lien Repayment, EFIH First Lien Settlement, EFIH Partial
Second Lien Repayment, and to administer and preserve the value of
their estates and satisfy other corporate expenses.

The EFIH Debtors have been unable to obtain financing from sources
other than EFIH Fist lien DIP lenders on terms more favorable that
the EFIH Fist Lien DIP financing.

A copy of Final DIP Order is available for free at:

http://bankrupt.com/misc/EnergyFuture_3856_74_AFinalorder_DIP.pdf

                        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 assets of $36.4 billion in
book value and 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.



ESTERLINE TECHNOLOGIES: Moody's Rates EUR330MM Unsec Notes at Ba2
-----------------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to TA Mfg Limited
(UK)'s EUR330 million (approximately $350 million dollar
equivalent) unsecured notes due 2023.  TA Mfg is a wholly owned
subsidiary of Esterline Technologies Corporation.  Proceeds of the
proposed private placement offering are expected to be used to
repay borrowings outstanding under the company's existing senior
secured bank credit facility.  Concurrently, all of Esterline's
existing ratings were affirmed including its Ba1 Corporate Family
Rating and SGL-2 Speculative Grade Liquidity rating. Esterline's
ratings outlook remains stable.

The proposed transaction is viewed to be debt neutral as the
proceeds from the proposed notes issuance are expected to be used
to repay currently outstanding bank debt. The proposed senior
unsecured notes are rated Ba2, one notch below the Ba1 CFR,
reflecting their junior position in the capital structure relative
to the company's secured credit facility and term loan. At the same
time, Esterline is currently negotiating an amendment and
restatement of its existing secured credit facility. The amended
credit facility is expected to be comprised of a $500 million
revolving facility and a $250 million delayed-draw term loan
facility. The company has stated that if the delayed-draw term loan
were to be utilized, it is intended to be used for working capital
and/or repayment or refinancing of its existing indebtedness and
related expenses.

Ratings assigned:

Issuer: TA Mfg Limited (UK)

  -- EUR330 million unsecured notes due 2023, at Ba2 (LGD-5)

Ratings affirmed:

Issuer: Esterline Technologies Corp.

  -- Corporate Family Rating, at Ba1

  -- Probability of Default Rating, at Ba1-PD

  -- $250 million senior unsecured notes due 2020, at Ba2 (LGD-5)

  -- Speculative grade liquidity rating, at SGL-2

  -- Outlook, Stable

The assigned ratings are subject to Moody's review of the final
terms and conditions of the proposed transaction.

Esterline's Ba1 CFR continues to reflect the company's
well-established and diversified position across platforms and
geographies in the development and manufacture of highly engineered
products within its primary aerospace and defense markets as well
as approximate 20% exposure to industrial and other end-markets.
The strength in the commercial aerospace business also supports the
ratings. The ratings consider the company's good liquidity profile
including expectations for consistent positive annual free cash
flow generation. In addition, the ratings also consider growth in
EBITDA along with debt reduction that has resulted in improved
credit metrics over the past three years. Esterline currently
remains well-positioned at the Ba1 rating level with debt to EBITDA
of below 3.0 times and EBIT to interest coverage above 5.0 times.

These positive considerations are counterbalanced by key risk
factors considered in the ratings including the fiscal budget
pressures on defense spending both in the U.S. and Europe and
concerns relating to the company's ability to absorb working
capital requirements to support commercial aerospace ramp up
activity. Importantly, the ratings are also constrained by the
company's increasingly shareholder-friendly financial policy, as
evidenced by Esterline's recently-announced increased share
repurchase authorization by $200 million to $400 million. The
company still has $55 million available under its current program.

Esterline's SGL-2 rating reflects a good liquidity profile
supported by consistent free cash flow generation, availability
under the company's revolving credit facility and ample headroom
under financial maintenance covenants. The company's ability to
sell certain unpledged assets abroad as a source of liquidity also
supports the rating.

The stable outlook is supported by Esterline's good liquidity
profile as well as degree of revenue visibility provided by its
backlog and expectation of continued healthy demand in the
commercial aerospace market counterbalanced by softness in certain
areas of the defense business.

Developments that could establish negative pressure on the ratings
include significant declines in revenues and margins, a meaningful
reduction in free cash flow or an elevation of Esterline's debt to
EBITDA above 3.5 times on a sustained basis and EBIT to interest
falling to the 3.3 times level.

Factors that could lead to a positive outlook or stronger ratings
include achieving greater revenue scale, while maintaining strong
margins and generating ample free cash flow. In addition, a
continued balanced approach to financing share repurchases such
that debt to EBITDA is at 2.5 times or below and demonstrating EBIT
to interest coverage of at or above 4.5 times on a sustained basis
would also be considered.

The principal methodology used in these ratings was Global
Aerospace and Defense Industry published in April 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.

Esterline Technologies Corporation, headquartered in Bellevue,
Wash., serves primarily aerospace and defense customers with highly
engineered products for applications including avionics,
human-machine interface, thermal protection, wire management,
sensing, electrical connection and power distribution. The company
operates in three business segments: Avionics and Controls, Sensors
and Systems and Advanced Materials. Revenues for the twelve months
ending Jan. 30, 2015 totaled approximately $2.0 billion.


ESTERLINE TECHNOLOGIES: S&P Affirms 'BB+' CCR; Outlook Stable
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB+' corporate
credit rating on Esterline Technologies Corp.  The outlook is
stable.

"At the same time, we assigned our 'BB+' issue rating to the
proposed EUR330 million unsecured notes to be issued by Esterline's
U.K. subsidiary TA Mfg Ltd.  The recovery rating is '3', indicating
our expectations of meaningful recovery (50%-70%; upper half of the
range) in a payment default scenario.  We also assigned our 'BB+'
issue rating to Esterline's proposed amended and restated $750
million secured credit facility, which comprises a $500 million
five year revolver and a $250 million delayed draw term loan.  The
recovery rating is also '3', indicating our expectation for
meaningful recovery (50%-70%; upper half of the range) in a payment
default scenario," S&P said.

"We do not expect overall debt levels to change as a result of
Esterline's proposed refinancing transactions, although they will
improve liquidity and lower interest expense," said credit analyst
Christopher Denicolo.

The outlook is stable.  Credit metrics are currently appropriate
for the rating and S&P expects them to remain so for the next 12
months.  S&P expects Esterline's diversified revenue base,
contributions from acquisitions, and a strong commercial aerospace
market to offset possible delays or reduced orders for military
products.  S&P also expects the company to continue to use excess
cash to pay debt, to pursue small to midsize acquisitions, or for
modest share repurchases.

S&P could raise the ratings if management adopted a financial
policy that resulted in FFO to debt staying above 45%.

S&P could lower the ratings if FFO to debt declines to below 25% as
a result of increased debt from acquisitions, and it does not
improve in a timely manner.



ETHAN ALLEN: S&P Raises CCR to 'BB' Then Withdraws Rating
---------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Ethan Allen Interiors Inc. to 'BB' from 'BB-'.  S&P is
also raising the issue-level rating on the $150 million senior
secured facility to 'BBB' from 'BB+'.  The recovery rating is
unchanged at '1', indicating S&P's expectation of very high (90% to
10%) recovery in the event of payment default.  The outlook is
stable.

S&P then withdrew all ratings at the company's request.

The rating actions follow the planned redemption of Ethan Allen's
$200 million senior unsecured notes due Oct. 2015 (of which about
$130 million were still outstanding at the time of redemption),
with about $75 million drawn on its senior secured facility and
about $61 million in cash.  Because Ethan Allen's credit profile
improves with the successful completion of the redemption, S&P
raised the ratings.

S&P is withdrawing the ratings in a separate action at the
company's request.



FALCON STEEL: Equity Holders Oppose Exclusivity Extension
---------------------------------------------------------
Falcon Steel Company and New Falcon Steel, LLC's third motion for
an extension their exclusive period is facing an objection from the
Ad Hoc Committee of Equity Security Holders.

The Debtors are asking the Court to extend the exclusive period to
solicit acceptances of their Chapter 11 plan by four weeks until
April 15, 2015, so that period will not expire prior to the hearing
on the confirmation of the Debtors' Plan.

The Debtors say they have worked with their principal creditors to
formulate the Plan.  They need additional time to obtain
confirmation thereof.

The Ad Hoc Committee, in its objection, asserted that the motion
must be denied because, among other things, (1) the Debtor served
the motion only on a handful of creditors, maybe 50 out of 240
creditors; (2) for insufficient reason and; (3) for insufficient
grounds.  The Ad Hoc Committee is comprised of Vichien
Nopratvarakorn, David Smith, and Jeff Jones, each shareholders of
Falcon Steel.

The confirmation hearing for the Debtor's Plan is set for March 30,
2015.

                    About Falcon Steel Company

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

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

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

Bankruptcy Judge D. Michael Lynn, in an amended order, directed
the joint administration of the case of Falcon Steel Company and
New Falcon Steel, LLC (Lead Case No. 14-42585).

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

The Debtors have tapped Forshey & Prostok, LLP, as general counsel
and employ Decker, Jones, McMackin, McClane, Hall & Bates, P.C. as
special corporate counsel.  Ryan LLC acts as property tax
consultant.  The Debtors also tapped Western Operations LLC as
financial consultant, and Rylander, Clay & Opitz, LLP, as
accountants.

The U.S. Trustee has appointed a five-member panel to serve as the
official unsecured creditors committee in the Debtors' cases.  The
Committee has tapped McCathern, PLLC, as counsel.

Falcon Steel Co., filed a plan to emerge from bankruptcy
protection, saying it has secured new orders and reached a deal to
refinance a $17.5 million bank loan.



FALCON STEEL: Wants to Use Cash Collateral Until April 15
---------------------------------------------------------
Falcon Steel Company, and New Falcon Steel, LLC, notified the U.S.
Bankruptcy Court of a second stipulation on an extension of the
agreed final order for use of cash collateral and providing partial
adequate protection.  The stipulation provides for, among other
things, extending until April 15, 2015, the termination of the cash
collateral order.  The stipulation was entered among the Debtors,
the Official Committee of Unsecured Creditors, and Texas Capital
Bank, National Association.

                    About Falcon Steel Company

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

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

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

Bankruptcy Judge D. Michael Lynn, in an amended order, directed
the joint administration of the case of Falcon Steel Company and
New Falcon Steel, LLC (Lead Case No. 14-42585).

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

The Debtors have tapped Forshey & Prostok, LLP, as general counsel
and employ Decker, Jones, McMackin, McClane, Hall & Bates, P.C. as
special corporate counsel.  Ryan LLC acts as property tax
consultant.  The Debtors also tapped Western Operations LLC as
financial consultant, and Rylander, Clay & Opitz, LLP, as
accountants.

The U.S. Trustee has appointed a five-member panel to serve as the
official unsecured creditors committee in the Debtors' cases.  The
Committee has tapped McCathern, PLLC, as counsel.

Falcon Steel Co., filed a plan to emerge from bankruptcy
protection, saying it has secured new orders and reached a deal to
refinance a $17.5 million bank loan.



FAMILY CHRISTIAN: Bankruptcy Could Have Long-Term Effects
---------------------------------------------------------
Ann Byle at Publishers Weekly reports that agents admitted that
Family Christian, LLC's bankruptcy could have long-term effects.

"This has hurt publishers, and has trickled down to authors and
agents.  It's one thing for a huge New York house to have a
retailer go broke owing them a million dollars -- it isn't easy,
but they would weather the storm.  But when a medium-sized or
smaller publisher suddenly is told they won't be paid the
half-million they are owed, that's a huge blow," Publishers Weekly
quoted MacGregor Literary, Inc president Chip MacGregor as saying.

According to Publishers Weekly, a publisher said in a March 2, 2015
email letter to agents and authors that the "short-term impact of
this unexpected event in our company's cash flow has presented us
with a significant challenge.  We have taken steps to shore up this
cash flow crunch, and fully expect to send your royalty payment
within the month of March."

Publishers Weekly quoted Books & Such Literary Management founder
Janet Kobobel Grant as saying, "I think we'll see much more of the
affects of FCS's Chapter 11 in the next round of royalty
statements, especially in terms of more returns and a downturn in
royalties earned for our best-selling authors."

Publishers Weekly relates that The Evangelical Christian Publishers
Association has conducted a survey on the impact of the the
bankruptcy and is yet to release the results.

                     About Family Christian

Family Christian Holding, LLC, is the sole owner and member of
Family Christian, LLC, which operates and runs Family Christian
stores, one of the largest retail sellers of Christian books,
music, DVDs, church supplies, and other faith based merchandise.

Family Christian, LLC, Family Christian Holding, LLC, and
FCS Giftco, LLC, filed Chapter 11 bankruptcy petitions (Bankr.
W.D. Mich. Lead Case No. 15-00643) on Feb. 11, 2015.  The petition
was signed by Chuck Bengochea as president and CEO.  The Debtors
estimated assets and liabilities of $50 million to $100 million.

The Debtors are being represented by Todd Almassian, Esq., at
Keller & Almassian PLC, and Erich Durlacher, Esq., Brad Baldwin,
Esq., Bryan Glover, Esq., at Burr & Forman LLP as counsel.

The Court ordered the joint administration of the Chapter 11 cases
of Family Christian LLC, Family Christian Holding LLC and FCS
Giftco LLC under Case No. 15-00643.

The U.S. Trustee for Region 9 appointed seven creditors of to serve
on the official committee of unsecured creditors.


FCC HOLDINGS: Clingman & Hanger Selected as Liquidating Trustee
---------------------------------------------------------------
FCC Holdings, Inc., et al., and the Official Committee of Unsecured
Creditors in consultation with Bank of Montreal, selected:

          Clingman & Hanger Management Associates, LLC
          Teresa S. Hanger, principal
          880 Technology Park Drive
          Glen Allen, VA 23059
          Tel: (804) 550 7911 (x 105)
          Fax: (804) 550-7915
          E-mail: THanger@ClingmanHanger.com

as a liquidating trustee.

As reported in the Troubled Company Reporter on March 20, 2015,
Judge Christopher S. Sontchi, on March 18, 2015, confirmed the
first amended joint plan of orderly liquidation of the Debtors
after determining that the plan satisfies the confirmation
requirements under Section 1129 of the Bankruptcy Code.

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

The Plan Confirmation Order provides that the Texas Comptroller
will have an Allowed Administrative Claim in the amount of $21,351,
payable on or as soon as practicable after the Effective Date and
the Debtors will not be required to file a final franchise tax
return in Texas.  The Texas Comptroller releases any further tax
liability with respect to those periods and tax types; and the
Debtors release the Texas Comptroller from all claims relating to
those periods and tax types, including any rights of refund.

With respect to any Allowed Priority Tax Claim of the State of
Michigan, Department of Treasury, in the event that the Debtors or
the Liquidating Trustee elect to pay the Allowed Priority Tax Claim
over time, the Debtors and the Liquidating Trustee agree to pay
interest on the Allowed Priority Tax Claim at a rate of 4.25%.

With respect to any Allowed Priority Tax Claim of the State of
Nevada, Department of Taxation, in the event that the Debtors or
the Liquidating Trustee elect to pay the Allowed Priority Tax Claim
over time, the Debtors and the Liquidating Trustee agree to pay
interest on the Allowed Priority Tax Claim at a rate of 0.75%
monthly or, alternatively, 9% annually.

                 Objections to Plan Confirmation

The State of Nevada, on relation of its Department of Taxation, a
Creditor, objected to the Debtors' First Amended Plan, stating
that:

   1. the Debtors' Plan fails to provide for payment of statutory
interest;

   2. the Debtors' Plan fails to provide default language for
nonpayment or late payment of priority claims; and

   3. the Debtors' plan impermissibly includes releases to
non-debtors.

The Department filed a prepetition claim on Dec. 16, 2014, in the
amount of $14,745 of which $13,332 is entitled to priority
treatment.

                     Responses to Objection

The Debtors, in response to the objection of the Former Employees,
stated that pursuant to the settlement, the Debtors, Bank of
Montreal (on behalf of the lenders), IEC Corporation, and the
Committee agree to the release of certain claims and liabilities
set forth in the Plan and in the final cash collateral order.
Further, pursuant to the Settlement, the Debtors, BMO, IEC and the
Committee agreed that IEC will fund $100,000 to the Liquidating
Trust and acquire any and all potential preference actions against
non-insiders under section 544 and 547 of the Bankruptcy Code.

The Debtors assert that:

   I. the settlement agreement is fair and in the best interests of
the Debtors' estates, is a proper exercise of the Debtors' business
judgment, and must be approved.

  II. the Section 11.02 release provision is fair and equitable and
must be approved.

III. Section 11.03 only releases claims of the Former Employees in
their capacity as officers, directors and employees of the
Debtors.

The Official Committee of Unsecured Creditors joined the reply
filed by the Debtors to the objection of Former Employees to
confirmation of First Amended Plan.

On March 11, Former Employees consisting of Aaron Anderson, Erik
Brodie, Deborah Calamaro, David Knobel, Michael Knowles, Martin
Najarro, Sandra May, Jeffrey Pierne, Joseph Sous and Michael
Schwam, objected to the Plan confirmation.

                        About FCC Holdings

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

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

Prior to the Petition Date, the Company, which currently operates
under the name "Anthem Education," had three sets of schools --
the14 Florida Career College schools; the 22 Anthem Education
schools; and the 5 US Colleges schools.

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

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

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

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


FEDERAL RESOURCES: Creditor Balks at Commingling of Assets & Debt
-----------------------------------------------------------------
Creditor Aspen Land Conservation, LLC, objected to Federal
Resources Corporation and Camp Bird Colorado, Inc.'s motion to use
cash to pay postpetition operational expenses.

On Dec. 28, 2014, the Debtors entered into a loan agreement with
certain entities owned or controlled by Bentley J. Blum (the
lenders).  The loan allows Federal and Camp Bird to borrow up to
$500,000 to be used to pay administrative and operational expenses
associated with their bankruptcy proceedings.

Under the terms of the loan, Federal and Camp Bird will be jointly
and severally liable for the loan balance, regardless of how the
loan proceeds are allocated between the Debtors.

Aspen Land asserted that, among other things:

   1. the Debtors must be prohibited from any future commingling
of assets or liabilities; and

   2. the loan entitles lenders to administrative priority
claims in Camp Bird's bankruptcy for funds used to benefit
Federal.

                    About Federal Resources

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


FRANK WOOD BOYCE: Cal. App. Affirms Dismissal of Suit v. Lender
---------------------------------------------------------------
The Court of Appeals of California, Second District, Division Six,
affirmed the dismissal of the case, F. WOOD BOYCE, Plaintiff and
Appellant, v. T.D. SERVICE COMPANY et al., Defendants and
Respondents, 2d Civil No. B255958 (Cal. App.).

F. Wood Boyce sued his lender for "wrongful foreclosure" because a
$1.155 million deed of trust was placed in a mortgage investment
pool before the foreclosure.  Boyce also sued the
transferees/assignees to the promissory note and deed of trust, the
foreclosure trustee and company that processed the foreclosure
documents, and the person who purchased the property.

Wells Fargo Bank, N.A. -- which assumed interest on the deed of
trust from Pacific Mortgage Group, the original lender -- obtained
relief from the Bankruptcy Court overseeing Boyce's bankruptcy case
to foreclose.  Wells Fargo sold the property to Dave Kerr.

The trial court ruled that the action was subject to a res
judicata/collateral estoppel bar and sustained, without leave to
amend, demurrers to the First Amended Complaint.

The Appeals Court affirmed, saying the doctrine of res judicata, of
which collateral estoppel is a part, encompasses both claim
preclusion and issue preclusion.

A copy of the Appeals Court's March 23, 2015 decision is available
at http://is.gd/lLt1Mcfrom Leagle.com.

Ronald H. Freshman, Esq., argues for Plaintiff and Appellant.

Lawrence J. Dreyfuss, Esq., at The Dreyfuss Firm, for T. D. Service
Company, argues for Defendant and Respondent.  He may be reached
at:

     Lawrence J. Dreyfuss, Esq.
     THE DREYFUSS FIRM
     7700 Irvine Center Drive, Suite 710
     Irvine, CA 92618

Lisa Edgar-Dickman, Esq. -- lmedgar@comcast.net -- argues for PMG
Mortgage Inc., dba Pacific Mortgage Group and Sandeep Bhasin,
Defendants and Respondents.

Shulman Bunn, Esq., Stephanie J Shulman, Esq. and PDatricia Snyder,
Esq., argue for Dave Kerr, Defendant and Respondent.

Nina Huerta, Esq. -- nhuerta@lockelord.com -- at Locke Lord for
Wells Fargo Bank, N.A., as Trustee for Option One Mortgage Loan
Trust 2007-2, Asset Backed Certificates, Series 2007-2; Homeward
Residential, Inc., and Power Default Services, Inc., Defendants and
Respondents.

Boyce filed an emergency Chapter 11 bankruptcy petition on April 4,
2011 to stay the foreclosure.  He declared the house was worth
$630,000 and that he owed $1,182,166.69 on the note. (In re Frank
Wood Boyce, United States Bankruptcy Court, Central Dist. Calif.,
Case No. 9:11-bk-11564-RR.)


FUNDAMENTAL LONG TERM: Court Approves $20MM Compromise
------------------------------------------------------
Bankruptcy Judge Michael G. Williamson approved two separate
compromises that will bring $20 million to the Chapter 7 estate of
Fundamental Long Term Care, Inc.

After nearly 11 years of litigation, including at least 27 lawsuits
and 15 appeals before 13 different courts and 17 judges in 5
states, the Bankruptcy Court finally considered the merits of every
claim for that relief six probate estates and the chapter 7 trustee
in this case had against 16 defendants they claim are responsible
for more than $2 billion in empty-chair verdicts against Trans
Health Management, Inc. ("THMI"), the Debtor's wholly owned
subsidiary, and THMI's former corporate parent, Trans Health Care,
Inc. ("THI").  At the conclusion of the trial on the merits of
those claims, which involved nearly 100 hours of testimony and more
than 3,000 exhibits, the Court tentatively ruled in favor of the
Trustee and Probate Estates on one claim for successor liability
and sent the Probate Estates, the Trustee, and the parties who were
potentially liable on that claim (along with anyone else who was
interested) to mediation.  The mediation resulted in the two
separate compromises.

"This Court will approve the proposed compromises and bar orders
conditioned on the entry of a final, nonappealable order enjoining
the Probate Estates from pursuing any claims arising out of the
nucleus of facts set forth in the adversary complaint in this
proceeding," Judge Williamson said.  "The Probate Estates are free
to appeal any of this Court's orders. They are likewise free to
litigate their negligence claims against the THI Receiver in the
Jones and Sasser cases and complete the new trial in Webb. But they
are enjoined from (i) pursuing any pending proceedings
supplementary; (ii) litigating their civil rights claim against the
GTCR Group, GECC, and Ventas; and (iii) pursuing any claims against
the GTCR Group, GECC, Ventas, and Schron as "real parties in
interest" in the Townsend, Jones, or Sasser cases. In short, there
will be no sequel."

"Everything has to come to an end, sometime," according to Judge
Williamson in his March 20, 2015 Memorandum Opinion available at
http://is.gd/gcrWfKfrom Leagle.com.

The adversary case is, Estate of Juanita Jackson, et al.,
Plaintiffs, v. General Electric Capital Corporation, et al.,
Defendants, ADV. NO. 8:13-AP-00893-MGW CONSOLIDATED(Bankr. M.D.
Fla.).

The bankruptcy case is, In re: Fundamental Long Term Care, Inc.,
Chapter 7, Debtor, CASE NO. 8:11-BK-22258-MGW (Bankr. M.D. Fla.)


GLOBAL COMPUTER: April 14 Hearing on Bid for Case Dismissal
-----------------------------------------------------------
The Bankruptcy Court will convene a hearing on April 14, 2015, at
11:00 a.m., to consider Global Computer Enterprises, Inc.'s motion
to dismiss its Chapter 11 case.

The Debtor stated that it has more than $19 million in cash to pay
general unsecured and priority claims in the total amount of $12
million, including the settlement with John Tayloy McConkie of the
U.S. Department of Justice on behalf of the United States of
America in the amount of $9 million.

Because all creditors with allowed claims can be paid in full as of
April 14, 2015, and because every dollar spent on the Official
Committee of Unsecured Creditors' Plan process -- including the
solicitation procedures, the disbursing agent, ongoing professional
fees and other administrative costs -- would be taken from the
return to equity, the Debtor submits that it is in the best
interest of the estate to pay all the claims in April and provide
for a structured dismissal.

In the alternative, if the Court finds that a structured dismissal
is not appropriate, the Debtor requests approval of its Disclosure
Statement and hearing on confirmation of the Debtor's 100% full
payment Plan without solicitation procedures.

The Debtor is represented by:

         David I. Swan, Esq.
         MCGUIREWOODS LLP
         1750 Tysons Boulevard, Suite 1800
         Tysons Corner, VA 22102-4215
         Tel: (703) 712-5365
         Fax: (703) 712-5246
         E-mail: dswan@mcguirewoods.com

                      About Global Computer

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

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

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

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



GOLDEN RULE: S&P Raises Rating on Education Bonds From BB+
----------------------------------------------------------
Standard & Poor's Ratings Services raised its long-term rating to
'BBB-' from 'BB+' on the Danbury Higher Education Authority, Texas'
education bonds issued for Golden Rule School Inc.  In addition,
Standard & Poor's assigned its 'BBB-' long-term rating to the
corporation's series 2015A and 2015B education revenue refunding
bonds; S&P notes that, post issuance, the series 2008A and B bonds
will be refunded by the series 2015A and B bonds.  The outlook is
stable.

"The 'BBB-' rating reflects our opinion of Golden Rule's
long-standing operations, growing enrollment, history of break-even
to positive operations culminating in a small surplus for fiscal
2014, and solid liquidity with approximately 219 days' cash on
hand," said Standard & Poor's credit analyst Ashley Ramchandani.
"The rating further reflects our view of the school's indefinite
capital spending plans, which could materially compress the
school's cash position if implemented," added Ms. Ramchandani.

Following issuance, total pro forma debt will be approximately $7.6
million.  Management anticipates using the proceeds of the series
2015 bonds to fully refund the series 2008A and 2008B bonds.



GROUPE BIKINI: To Be Acquired by La Vie en Rose
-----------------------------------------------
CBC News reported that La Vie en Rose will buy bankrupt Bikini
Village for an undisclosed sum and continue to run the chain under
the two seperate brand names.

According to the report, a spokesman said only 48 of Bikini
Village's 52 stores will continue to operate if the deal with La
Vie goes through, while 100 jobs at the company's Montreal head
office will be lost in the process.

The deal is expected to close at the end of this month if approved
by the Superior Court overseeing Bikini Village's creditor
proceedings, CBC said.

The Troubled Company Reporter, on Feb. 20, 2015, reported that
Quebec-based swimwear retailer Groupe Bikini Village Inc. filed for
bankruptcy protection in order to gain time to find a partner or
buyer after posting a series of million-dollar quarterly losses.
The company said it needs cash in order to help it reach
profitability after announcing it is seeking creditor protection
under the Bankruptcy and Insolvency Act.


HANGER INC: S&P Retains 'BB-' CCR on CreditWatch Negative
---------------------------------------------------------
Standard & Poor's Ratings Services stated that its ratings on
Hanger Inc., including the 'BB-' corporate credit rating, remain on
CreditWatch, where S&P placed them with negative implications on
Dec. 16, 2014.

"The CreditWatch update follows the company's 8-K announcement that
the company has received another waiver from its banks to extend
its filing requirement of its Sept. 30, 2014, 10-Q quarterly
filing; its Dec. 31, 2014, 10-K annual filing; and its March 31,
2015, 10-Q quarterly filing with the SEC," said Standard & Poor's
credit analyst Tahira Wright.  The waiver will prevent a technical
default on its credit facility.  The company is currently in the
process of reviewing accounting treatment around inventory and will
restate prior quarter financial statements to properly reflect
previous periods.  The company has not received a notification of
debt acceleration stemming from the violation of the reporting
covenant from its trustee for its unsecured notes.

S&P expects to resolve the CreditWatch once the company completes
its financial statement restatement efforts and files its quarterly
and annual financial statements for the periods ending Sept. 30,
2014, Dec. 31, 2014, and March 31, 2015.



HC2 HOLDINGS: Moody's Says $30MM Debt Add-On is Credit Neutral
--------------------------------------------------------------
Moody's Investors Service said HC2 Holdings Inc. proposed $30
million tack-on to its existing $250 million senior secured notes
is credit neutral.  The company's B3 corporate family rating and
stable outlook remain unchanged at the present time.  The
additional $30 million of debt will only modestly increase the
company's financial leverage and the proceeds will enhance its
liquidity in the short term, but the company is expected to apply
the proceeds towards acquisitions.

Located in New York City, HC2 Holdings Inc. is a holding company
whose principal focus is on acquiring or entering into combinations
with businesses in diverse segments. The company's principal
holdings include controlling interests in Schuff International, a
North American steel fabrication and erection company and Global
Marine Systems Limited, a UK-based offshore engineering company,
focused on subsea cable installation and maintenance. In addition
to Schuff and Global Marine, HC2 owns or has investments in other
businesses, including in the telecommunications services (PGTi,
Novatel Wireless), life sciences (Genovel Orthopedics, BeneVir
Biopharm, GemDerm Aesthetics), technology(NerVve Technologies, DMi)
and energy (American Natural Gas) sectors. HC2 is owned by
Harbinger Group, Inc. (B2 stable) and its affiliates (24.2%) and
other public shareholders (75.8%).


HC2 HOLDINGS: S&P Retains 'B' Rating on Sr. Notes Following Add-On
------------------------------------------------------------------
Standard & Poor's Ratings Services said its 'B' issue-level rating
and '4' recovery rating on Herndon, Va.-based operating holding
company HC2 Holdings Inc.'s senior notes due 2019 are unaffected by
its proposed $30 million add-on.  The '4' recovery rating indicates
an average (30%-50%; upper half of the range) recovery in the event
of a default.  The company will use the proceeds from he issuance
for working capital for HC2 and its subsidiaries and general
corporate purposes, including the financing of future acquisitions
and investments.  The senior notes will be unconditionally
guaranteed by HC2's direct restricted subsidiaries (not including
Schuff International Inc. [Schuff] or Global Marine Holdings LLC
[GMSL]).

S&P's rating on HC2 reflects the company's weak asset diversity,
with portfolio concentration in two companies (Schuff and GMSL),
limited financial flexibility, with significant asset value in
controlled companies, and a short track record, with the stated
investment strategy of seeking controlling equity stakes and
maintaining ownership over an extended time horizon.  S&P expects
coverage metrics will remain stretched and potentially volatile
over the next two years, given the company's asset profile and
limited track record.

RECOVERY ANALYSIS

Simulated default and valuation assumptions (mil. US$)
   -- Simulated year of default: 2018
   -- EBITDA at emergence: 75
   -- EBITDA multiple: 5x

Simplified waterfall
   -- Net enterprise value (after 7% admin. Costs): 349
   -- Valuation split in % (obligors/non-obligors): 2/98
   -- Collateral value available to secured creditors: 107
   -- Secured first-lien debt: 295
   -- Recovery expectations: 30% to 50% (upper half of the range)

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

RATINGS LIST

HC2 Holdings Inc.
Corporate Credit Rating         B/Stable/--
  Senior notes due 2019          B
  Recovery rating                4H



HERCULES OFFSHORE: Files Fleet Status Report as of March 23
-----------------------------------------------------------
Hercules Offshore, Inc. posted on its Web site at
http://www.herculesoffshore.com/a report entitled "Hercules
Offshore Fleet Status Report".  The Fleet Status Report includes
the Hercules Offshore Rig Fleet Status (as of March 23, 2015),
which contains information for each of the Company's drilling rigs,
including contract dayrate and duration.  The Fleet Status Report
also includes the Hercules Offshore Liftboat Fleet Status Report,
which contains information by liftboat class for February 2015,
including revenue per day and operating days.  The Fleet Status
Report can be found under the Investor Relations portion of the
Company's Web site, a copy of which is available for free at:

                        http://is.gd/477R9O

                      About Hercules Offshore

Hercules Offshore Inc. (NASDAQ: HERO) --
http://www.herculesoffshore.com/-- provides shallow-water       
drilling and marine services to the oil and natural gas
exploration and production industry in the United States, Gulf of
Mexico and internationally.  The Company provides these services
to integrated energy companies, independent oil and natural gas
operators and national oil companies.  The Company operates in six
business segments: Domestic Offshore, International Offshore,
Inland, Domestic Liftboats, International Liftboats and Delta
Towing.

Hercules Offshore reported a net loss of $216 million in 2014,
compared to a net loss of $68.1 million in 2013.  As of Dec. 31,
2014, the Company had $2 billion in total assets, $1.38 billion in
total liabilities and $615 million in equity.

                           *     *     *

The TCR report in March 2015 that Moody's Investors Service
downgraded Hercules Offshore, Inc.'s Corporate Family Rating to
Caa2 from B2.  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 reported by the TCR on March 2, 2015, Standard & Poor's Ratings
Services lowered its corporate credit rating on Houston-based
Hercules Offshore Inc. to 'CCC+' from 'B-'.

"The downgrade reflects our expectation of deteriorating liquidity
over the next year, as well as the company's escalating debt
leverage," said Standard & Poor's credit analyst Stephen Scovotti.




HEXION INC: Cuts CEO's Base Salary to $850,000
----------------------------------------------
The Compensation Committee of the Board of Managers of Hexion
Holdings LLC, the indirect parent of Hexion Inc., approved, at
Craig O Morrison's recommendation, a 22.9% reduction of his base
salary, from $1,102,500 to $850,000, according to a document filed
with the Securities and Exchange Commission.

Mr. Morrison, Hexion Inc.'s president and chief executive officer,
recommended that his base salary be reduced in light of his reduced
responsibilities as a result of the separation of Momentive
Performance Materials Inc.'s business.

On March 17, 2015, the Compensation Committee met to review the
annual base salaries of its named executive officers.  

                          About Hexion Inc.

Hexion Inc., formerly known as Momentive Specialty Chemicals, Inc.,
headquartered in Columbus, Ohio, is a producer of thermoset resins
(epoxy, formaldehyde and acrylic).  The company is also a supplier
of specialty resins for inks and specialty coatings sold to a
diverse customer base as well as a producer of commodities such as
formaldehyde, bisphenol A, epichlorohydrin, versatic acid and
related derivatives.

Hexion reported a net loss of $148 million in 2014 following a net
loss of $634 million in 2013.  As of Dec. 31, 2014, Hexion had
$2.67 billion in total assets, $5.02 billion in total liabilities
and a $2.35 billion total deficit.

                           *     *     *

The TCR reported on Oct. 3, 2014, that Standard & Poor's Ratings
Services lowered its corporate credit rating on Momentive
Specialty by one notch to 'CCC+' from 'B-'.  "The downgrade follows
MSC's significant use of cash in the first half of 2014 and our
expectation that lackluster cash flow from operations and elevated
capital spending will cause free operating cash flow to be
significantly negative in 2014 and 2015," said Standard & Poor's
credit analyst Cynthia Werneth.

As reported by the TCR on Dec. 15, 2014, Moody's Investors Service
lowered the Corporate Family Rating of Momentive to 'Caa1' from
'B3'.  "Due to elevated leverage, heavy capital spending on new
capacity in 2014 and 2015, and the lack of meaningful improvement
in financial performance, Moody's have lowered Momentive
Specialty's rating," stated John Rogers, senior vice president at
Moody's.


HIPCRICKET INC: Files ESW-Sponsored Chap. 11 Reorganization Plan
----------------------------------------------------------------
Hipcricket, Inc., filed with the U.S. Bankruptcy Court for the
District of Delaware a plan of reorganization sponsored by ESW
Capital, LLC.

According to the explanatory disclosure statement, ESW Capital, as
plan sponsor, will receive the Reorganized Debtor's new equity in
exchange for: (i) $4.5 million in cash, plus (ii) an amount equal
to the cure amounts up to $500,000, plus (iii) amounts approved by
the Court with respect to the Debtor's key employee incentive plan
up to $255,000, plus (iv) bid protections in the amount of
$325,000, plus (v) an overbid in the amount of $3,170,000, minus
(vi) the net amount of the replacement debtor in possession
financing facility outstanding as of the closing date (which is
expected to be less than $4.5 million, the maximum amount of the
ESW DIP Facility.

Pursuant to ESW's plan sponsorship bid, the Debtor and ESQ Capital
negotiated a replacement postpetition financing facility, providing
up to $4.5 million in financing, on substantially similar terms as
the DIP Facility provided by SITO Mobile.

On the Effective Date, the DIP Claim will be Allowed and, pursuant
to the Subscription Option, the DIP Lender will have the option to
exchange a total of up to $3,000,000 in satisfaction of such amount
of its Allowed DIP Claim for up to a total of 600 shares, equal to
60%, of the issued New Equity, at a rate of $5,000 of its Allowed
DIP Claim for one (1) share of New Equity, and (ii) the DIP Lender,
on account of being the holder of the Allowed DIP Claim, will
receive, from the Consideration, payment in Cash of the remaining
amount of the Allowed DIP Claim after the DIP Lender has exercised
the Subscription Option to receive its share of the New Equity.

Pursuant to the Plan, the only class entitled to vote is Class 3
(General Unsecured Claims).

The Debtor proposes this plan confirmation schedule:

   Voting Deadline                          May 1, 2015
   Plan & Disclosure Statement Objection
      Deadline                              May 1, 2015
   Deadline to File Voting Certification    May 6, 2015
   Plan and Disclosure Statement Hearing    May 11, 2015

A full-text copy of the Disclosure Statement dated March 20, 2015,
is available at http://bankrupt.com/misc/HIPCRICKETds0320.pdf

                       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 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 to serve on
an official committee of unsecured creditors.  The Committee
retained Cooley LLP as lead counsel, Pepper Hamilton LLP as
Delaware counsel, and Getzler Henrich & Associates, LLC, as
financial advisor.



HYDROCARB ENERGY: Incurs $1.95 Million Net Loss in Second Quarter
-----------------------------------------------------------------
Hydrocarb Energy Corp. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.95 million on $646,000 of revenues for the three months ended
Jan. 31, 2015, compared to a net loss of $1.27 million on $990,000
of revenues for the same period a year ago.

For the six months ended Jan. 31, 2015, Hydrocarb reported a net
loss of $3.73 million on $1.85 million of revenues compared to a
net loss of $2.86 million on $2.82 million of revenues for the same
period during the prior year.

As of Jan. 31, 2015, the Company had $27.5 million in total assets,
$20.65 million in total liabilities and $6.89 million in total
equity.

"The Company has not generated any significant revenues from
ongoing operations and incurred net losses since inception.  These
matters raise substantial doubt about the Company's ability to
continue as a going concern.  The condensed consolidated financial
statements do not include any adjustments relating to the
recoverability and classification of asset amounts or the
classification of liabilities that might be necessary should the
Company be unable to continue as a going concern," the Company
states in the Report.

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

                        http://is.gd/0dBUx0

                      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.


IDERA PHARMACEUTICALS: SVP and CMO Brenner Resigns
--------------------------------------------------
Louis Brenner, M.D., resigned his positions as senior vice
president and chief medical officer of Idera Pharmaceuticals, Inc.,
to accept a new role as the chief operating officer of a
privately-held biotechnology company.  This change will become
effective April 3, 2015, according to a document filed with the
Securities and Exchange Commission.

                            About Idera

Cambridge, Massachusetts-based Idera Pharmaceuticals, Inc., is a
clinical stage biotechnology company engaged in the discovery and
development of novel synthetic DNA- and RNA-based drug candidates
that are designed to modulate immune responses mediated through
Toll-like Receptors, or TLRs.  The Company has two drug
candidates, IMO-3100, a TLR7 and TLR9 antagonist, and IMO-8400, a
TLR7, TLR8, and TLR9 antagonist, in clinical development for the
treatment of autoimmune and inflammatory diseases.

Idera Pharmaceuticals reported a net loss attributable to common
stockholders of $39.2 million in 2014, a net loss applicable to
common stockholders of $21.09 million in 2013 and a net loss
applicable to common stockholders of $22.5 million in 2012.

As of Dec. 31, 2014, the Company had $51.4 million in total assets,
$8.02 million in total liabilities and $43.4 million in total
stockholders' equity.


INTELLIPHARMACEUTICS INT'L: Annual Meeting Set for April 21
-----------------------------------------------------------
Intellipharmaceutics International Inc. notified the Securities and
Exchange Commission that an annual and special meeting of
shareholders of the Company will be held at The National Club, 303
Bay Street, Toronto, Ontario on Tuesday, April 21, 2015, at 10:30
a.m. (Toronto time) for the following purposes:

  1. To receive the audited consolidated financial statements of
     the Company for the financial year ended Nov. 30, 2014, and
     the auditor's report thereon;

  2. To elect six directors;

  3. To reappoint the auditor and to authorize the directors to
     fix the auditor's remuneration;

  4. To pass a resolution to approve all unallocated options,
     rights and entitlements under the Company's stock option
     plan; and

  5. To transact such further and other business as may properly
     come before the Meeting or any adjournments thereof.

The specific details of the matters proposed to be put before the
Meeting are set forth in the Management Proxy Circular prepared for
the Meeting, a copy of which is available at:

                        http://is.gd/d58nFb

Shareholders with questions about notice-and-access can call the
Company toll-free at 1-800-275-0139.  Shareholders may obtain paper
copies of the Management Proxy Circular free of charge up to and
including the date of the Meeting, including any adjournment of the
Meeting at the same toll-free number.  A request for paper copies
which are required in advance of the Meeting should be sent so that
it is received by the Company by at least five business days in
advance of the proxy deposit date of the meeting, in order to allow
sufficient time for the shareholders to receive the paper copies
and to return their relevant voting document by their due date.

                      About Intellipharmaceutics

Toronto, Canada-based Intellipharmaceutics International Inc. is
incorporated under the laws of Canada.  Intellipharmaceutics is a
pharmaceutical company specializing in the research, development
and manufacture of novel and generic controlled-release and
targeted-release oral solid dosage drugs.  Its patented
Hypermatrix(TM) technology is a multidimensional controlled-
release drug delivery platform that can be applied to the
efficient development of a wide range of existing and new
pharmaceuticals.  Based on this technology,
Intellipharmaceuticshas a pipeline of product candidates in
various stages of development, including filings with the FDA in
therapeutic areas that include neurology, cardiovascular,
gastrointestinal tract, diabetes and pain.

Intellipharmaceutics reported a net loss of $3.85 million on $8.76
million of revenues for the year ended Nov. 30, 2014, compared to a
net loss of $11.5 million on $1.52 million of revenues for the year
ended Nov. 30, 2013.  As at Nov. 30, 2014, the Company had $7.87
million in total assets, $2.96 million in total liabilities and
$4.91 million in shareholders' equity.

Deloitte LLP, in Toronto, Canada, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Nov. 30, 2014, citing that the Company's recurring losses
from operations and the accumulated deficit cast substantial doubt
about its ability to continue as a going concern.


ITR CONCESSION: IFM Buys Toll Road Operator for $5.73 Billion
-------------------------------------------------------------
Reuters reports that Australia's IFM Investors said it had agreed
to pay $5.73 billion to buy ITR Concession Co LLC, the bankrupt
operator of a major U.S. toll road, making its biggest overseas
investment.

Reuters relates that IFM Investors, which is owned by 30 Australian
pension funds and manages $43 billion, said the purchase of ITR
Concession gave its investors access to core infrastructure in the
world's largest capital market.

"ITR represents a rare opportunity to acquire a large,
high-quality, US-denominated transportation asset, giving our
investors direct linkage to US GDP and CPI," IFM's global head of
infrastructure, Kyle Mangini, said in an emailed statement obtained
by Reuters.

According to Reuters, ITR put itself up for sale when it filed for
bankruptcy in September after it was unable to support its
$6 billion in debt. The company, owned by units of Spanish
infrastructure company Ferrovial SA and Australia's Macquarie Group
Ltd, had paid $3.8 billion to the state of Indiana in 2006 for the
right to operate the toll road for 75 years, the report notes.

Reuters says that soon after the deal closed, the United States
slid into a deep recession. Traffic volume on the toll road in 2013
was 10.7 percent below the 2007 level, Reuters relates citing
documents filed with U.S. Bankruptcy Court in Chicago. It is
currently used by nearly 130,000 vehicles a day, the report notes.

Reuters reports that IFM Investors said the road's strategic
importance to the North American transportation network ensured
that it remained a valuable asset.

"ITR is a core infrastructure asset with defensive characteristics,
demonstrated by strong financial resilience during the recession,"
Reuters quotes Mr. Mangini as saying.

ITR will use money raised from the sale toward repayments to its
creditors, Reuters adds.

                       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.


JOHN DAVIE WAGGETT: Court Narrows Suit Against Select Portfolio
---------------------------------------------------------------
Bankruptcy Judge Stephani W. Humrickhouse granted, in part, the
motion filed by the Bank of New York Mellon Trust and Select
Portfolio Servicing to dismiss the lawsuit filed by John Davie
Waggett and Nancy Charlene Floyd Waggett.  Specifically, the
defendants' motion to dismiss is granted, without prejudice, with
respect to the plaintiffs' third, fourth and eighth claims for
relief and denied with respect to the plaintiffs' second, fifth and
sixth claims for relief.

The defendants foreclosed on the Waggetts' property.

John Davie Waggett and Nancy Charlene Floyd Waggett, the
plaintiffs, filed a voluntary petition (Bankr. E.D.N.C. Case No.
09-04152-8-SWH) seeking relief under Chapter 11 of the United
States Bankruptcy Code on May 19, 2009.  On September 16, 2009, the
Waggetts filed their proposed chapter 11 plan of reorganization,
which was subsequently amended on February 2, 2010.  On April 28,
2011, the court entered the order confirming plan, which was later
supplemented by order entered on March 9, 2012.

The case is, JOHN DAVIE WAGGETT, NANCY CHARLENE FLOYD WAGGETT,
Plaintiffs, v. SELECT PORTFOLIO SERVICING, INC. AND BANK OF NEW
YORK MELLON F/K/A BANK OF NEW YORK, AS TRUSTEE FOR THE CERTIFICATE
HOLDERS OF CWALT, INC., ALTERNATIVE LOAN TRUST 2005-27, MORTGAGE
PASS-THROUGH CERTIFICATES SERIES 2005-27, Defendants, Adv. Proc.
No. 14-00096-8-SWH  (Bankr. E.D.N.C.).  A copy of the Court's March
23, 2015 Amended Order is available at http://is.gd/sCugdpfrom
Leagle.com.


JULIAN SALIM: Judgment Debt to VCI Not Dischargeable Under Ch. 7
----------------------------------------------------------------
Bankruptcy Judge Elizabeth Stong issued a memorandum decision on
the summary judgment motion filed by VW Credit Inc. (VCI) to the
extent that VCI established that it is entitled to summary judgment
on its claim under Section 523(a)(6) of the Bankruptcy Code that a
certain "Judgment Debt" owed by Julian Salim to VCI,  including
VCI's attorneys' fees and costs and expenses to protect its
collateral, is not dischargeable in Mr. Salim's Chapter 7
bankruptcy case because it arose from a willful and malicious
injury by Mr. Salim to VCI or its property. In all other respects,
the Motion for Summary Judgment is denied, the judge ruled.

A copy of the judge's March 16, 2015 Memorandum Decision available
at http://is.gd/NKBwNdfrom Leagle.com.  

The case is In re: JULIAN SALIM, Chapter 7, Debtor. VW CREDIT,
INC., Plaintiff, v. JULIAN SALIM, Defendant, CASE NO. 13-42974-ESS,
ADV. PRO. NO. 13-01442-ESS, (Bankr. E.D.N.Y.)

The debt at issue (the "Judgment Debt"), in the amount of
$1,146,758.11, arose out of two agreements made between VCI and Big
Apple Volkswagen, LLC, with respect to VCI's financing of Big
Apple's automotive sales. Mr. Salim, who initially held a 35%
equity interest in Big Apple and later became the company's
majority owner, executed a personal guaranty of Big Apple's
obligations under the Loan Agreements.

VCI brought an action against Big Apple, Mr. Salim, and others in
the U.S. District Court for the Southern District of New York,
alleging that Big Apple breached the Loan Agreements by failing to
remit payments to VCI for the automobiles that it sold. The
District Court held that Mr. Salim and two other Big Apple members,
John Koeppel and Grzegorz Samborski, were personally liable for Big
Apple's breach of the Loan Agreements. The District Court entered
judgment in favor of VCI and against Mr. Salim in the amount of
$1,146,758.11, comprised of the value of the "sale out of trust"
remaining after VCI's recovery from the liquidation of Big Apple's
inventory, together with attorneys' fees and other expenses.

Big Apple Volkswagen LLC sought bankruptcy protection (Bankr.
S.D.N.Y. Case No. 11-11388) in Manhattan on March 30, 2011.  The
Debtor, an auto dealer on Boston Post Road in the Bronx, New York,
filed for Chapter 11 protection to prevent Volkswagen Credit Inc.
from taking possession.  The lender, according to the Debtor,
confiscated the keys and titles to the dealership's 76 new and
seven used autos.

Jason A. Little, Esq. -- jlittle@deilylawfirm.com -- Deily &
Glastetter LLP, Albany, NY, Jonathan R. Miller, Esq. --
jonathan.miller@lawyer.com -- The Law Office of Jonathan R. Miller,
Titusville, NJ, Attorneys for VW Credit, Inc.

George Bassias, Esq. -- gbassias@bassiaslaw.com --, Astoria, NY,
Phillip Jaffe, Esq., New York, NY, Attorneys for Julian Salim.


KARMALOOP INC: Gets $3 Million From Comvest-Led Group
-----------------------------------------------------
Karmaloop, Inc., received an investment of $3 million led by
Comvest Partners along with co-lender CapX Partners to support the
restructuring.

The Company has begun a formal restructuring as part of a 363 sale
process.  The restructuring and new funding provides an opportunity
to address existing debt that was incurred to support the launch of
four new business divisions and development of television content
between 2011 and 2013.  The Company said that over time, these
ventures proved not to be economically feasible and the debt that
remained as a vestige of these past efforts was hindering working
capital for the core business.  The main property, Karmaloop.com,
has continued to dominate the streetwear space, with more than 500
brands and close to 4 million monthly unique visitors.

The Company, subject to court approval, has secured
debtor-in-possession financing from a lending group led by Comvest
Partners to support reorganization efforts and the forthcoming Sec.
363 sale process.  The Comvest-led lending group has also submitted
an offer to convert a portion of its debt to equity to own the
business should no higher or better offer emerge through the
Section 363 sale process.  The Company has retained retail and
consumer products investment bank specialist Consensus to assist in
marketing the Company for sale.

"Comvest is a big believer in Karmaloop and we are excited to
partner with management to restructure and grow the business," said
Daniel Lee, Managing Director of Comvest Partners.  "The Karmaloop
team has built a unique, market-leading platform through its
15-year history, and will now be poised to continue building the
company without the strain of debt."

Said Karmaloop CEO and Founder Greg Selkoe, "The Karmaloop brand is
solid and powerful, we simply have been carrying too much debt from
past ancillary business startups that were discontinued.  We're
excited to be able to restructure Karmaloop to focus on and enhance
our core business strategy and continue to execute on our plans for
profitability.  This restructuring will assist with our strategic
move to vendor direct."

The Company's eponymous website will continue full operations
during this process, as will the Company's wholly-owned European
website StreetAmmo, the Company's PLNDR division, its off-price
members-only sale section, and its Kazbah division, the Company's
underground brand marketplace.

Said Consensus's CEO Michael O'Hara, "Karmaloop  provides a buyer
with the unique opportunity to immediately gain access to an
established online platform with real scale that has an unusually
passionate customer base.  Karmaloop has few if any direct
competitors, and its core demographic is increasingly influential
and affluent."

Gaby Wilson, writing for Mtv.com, relates that Roc-A-Fella Records
and Rocawear co-founder Damon Dash and Kanye West might be looking
to buy the brand.  The report quoted Mr. Selkoe as saying, "A lot
of people have expressed interest in partnering with Karmaloop.  I
have tons of respect for Damon and Kanye and for what they've done
professionally, and we're keeping lines of communication open with
a number of interested parties."

                           About Comvest

Comvest Partners is a private investment firm providing equity and
debt capital to middle-market companies across the U.S.  With
nearly $2.0 billion of assets under management, the firm includes
seasoned, senior level operating executives who partner with
management and entrepreneurs to grow businesses and create
long-term value.  Since 2000, Comvest has invested more than $2.0
billion of capital in over 140 public and private companies.

                       About Karmaloop Inc.

Karmaloop, Inc., founded in 1999 by Gregory Selkoe, is a
cross-platform digital commerce and media property company that
specializes in the sale of global streetwear fashion and culture.
Karmaloop specializes in the sale of over 400 brands of apparel,
shoes and accessories via an e-commerce business model, primarily
using the Web site http://wwww.karmaloop.com/ The company has  
nearly 5 million monthly unique visitors, 2.2 million Facebook
followers and 800,000 Twitter followers.

On March 23, 2015, Karmaloop, Inc. and KarmaloopTV, Inc. filed
voluntary Chapter 11 bankruptcy petitions in the United States
Bankruptcy Court for the District of Delaware (Lead Case No.
15-10635).  The cases are assigned to Judge Kevin J. Carey.

The Debtors tapped Burns & Levinson LLP and Womble Carlyle
Sandridge & Rice, LLP as attorneys; CRS Capstone Partners LLC as
financial advisor and Capstone's Brian L. Davies, Jr., as
restructuring officer; and Omni Management Group, LLC as claims and
noticing agent.


LES SERRES: Savoura Files for Bankruptcy
----------------------------------------
Christina DiMartino at The Produce News reports that on Feb. 5
major creditors of the Savoura trademark, which claims to be the
largest greenhouse tomato producer in Quebec, asked the court to
appoint a receiver under the Bankruptcy & Insolvency Act.

The company, founded under the name Les Serres du St-Laurent Inc.,
and headquartered in Portneuf, QC, began in business in 1988 headed
by the Gosselin and Gauvin families, the report discloses.  Marie
Gosselin, president of the company, also served as president of the
Quebec Produce Marketing Association in 2014, and is immediate past
president, The Produce News says.

The Produce News notes that Raymond Chabot was chosen to initiate
an assets sales process to allow the secured creditors, the Banque
Nationale and Banque Royale their guarantors.

An unnamed source told The Produce News that the company has been
actively seeking buyers, namely other greenhouse companies in
Canada.

The company owes a total of $20 million to its creditors, including
$10 million to the Banque Nationale and $6 million to the Banque
Royale Investissement Quebec, The Produce News discloses.


LONGVIEW POWER: Gets Nod to Sign Docs for $275M Exit Financing
--------------------------------------------------------------
The U.S. Bankruptcy Court authorized Longview Power, LLC, et al.,
to enter into the exit financing commitment letter and the fee
letter with Morgan Stanley Senior Funding, Inc.; KKR Capital
Markets LLC, KKR Corporate Lending LLC; and Third Avenue Trust;
(ii) pay associated fees and expenses; and (iii) furnish related
indemnities.

The Debtor sought to obtain certain senior secured loan facilities
in aggregate principal amount of up to $275 million to (i) repay
extensions of credit under the DIP facility; (ii) repay the
DunkardCreek Lender Claims; (iii) to fund the special outage
account; (iv) fund a cash collateralized letters of credit needed
on the closing date, which will not exceed $25 million.

A copy of the terms of the financing is available for free at:

  http://bankrupt.com/misc/LongviewP_1858_1824_ord_exit_letter.pdf

                       About Longview Power

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

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

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

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

Judge Brendan Linehan Shannon on March 16, 2015, confirmed the
Debtors' Second Amended Joint Plan of Reorganization.  The Plan
incorporates the settlement among the Debtors, First American Title
Insurance Company, and their contractors Amec Foster
Wheeler North America, Kvaerner, and Siemens Energy, Inc.


LPATH INC: Holds Investor Update Conference Call
------------------------------------------------
Lpath, Inc., hosted a conference call and live webcast on
March 24, 2015, to update investors on the progress of Lpath's
programs.  

                            About LPath

San Diego, Calif.-based Lpath, Inc. is a biotechnology company
focused on the discovery and development of lipidomic-based
therapeutics, an emerging field of medical science whereby
bioactive lipids are targeted to treat human diseases.

LPath reported a net loss of $6.56 million in 2013, a net loss of
$2.75 million in 2012, and a net loss of $3.11 million in 2011.

The Company's balance sheet at Sept. 30, 2014, showed $26.7 million
in total assets, $4.73 million in total liabilities, and $21.9
million in total stockholders' equity.


MCCLATCHY CO: Morgan Stanley Owns 6.3% of Class A Shares
--------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, Morgan Stanley disclosed that as of March 11, 2015, it
beneficially owns 3,946,445 shares of Class A common stock of
McClatchy Co., which represents 6.3 percent of the shares
outstanding.  A copy of the regulatory filing is available for free
at http://is.gd/LJNKSr

                    About The McClatchy Company

Sacramento, Cal.-based The McClatchy Company (NYSE: MNI)
-- http://www.mcclatchy.com/-- is a media company that provides
both print and digital news and advertising services.  Its
operations include 30 daily newspapers, community newspapers,
websites, mobile news and advertising, niche publications, direct
marketing and direct mail services.  Its owned newspapers include,
among others, the (Fort Worth) Star-Telegram, The Sacramento Bee,
The Kansas City Star, the Miami Herald, The Charlotte Observer, and
The (Raleigh) News & Observer.  The Company holds interest in
digital assets which include CareerBuilder, LLC, Classified
Ventures, LLC, HomeFinder, LLC, and Wanderful Media.

McClatchy Co reported net income of $374 million on $1.14 billion
of net revenues for the year ended Dec. 28, 2014, compared with net
income of $18.8 million on $1.21 billion of net revenues for the
year ended Dec. 29, 2013.

As of Dec. 28, 2014, the Company had $2.55 billion in total assets,
$2.05 billion in total liabilities and $503.38 million in
stockholders' equity.

                           *     *     *

McClatchy carries a 'Caa1' corporate family rating from Moody's
Investors Service.  In May 2011, Moody's changed the rating
outlook from stable to positive following the company's
announcement that it closed on the sale of land in Miami for
$236 million.  The outlook change reflects Moody's expectation
that McClatchy will utilize the net proceeds to reduce debt,
including its underfunded pension position, which will reduce
leverage by approximately half a turn and lower required
contributions to the pension plan over the next few years.

As reported by the TCR on April 2, 2014, Standard & Poor's Ratings
Services affirmed all ratings on U.S. newspaper company The
McClatchy Co., including the 'B-' corporate credit rating, and
revised the rating outlook to stable from positive.  The outlook
revision to stable reflects S&P's expectation that the
timeframe for a potential upgrade lies beyond the next 12 months,
and could also depend on the company realizing value from its
digital minority interests.


MEDICURE INC: Settles $156,000 in Debt Through Shares Issuance
--------------------------------------------------------------
Medicure Inc. disclosed that it issued 108,206 of its common shares
at a deemed price of $1.44 per common share extinguishing $156,000
of amounts owing to certain members of the Board of Directors and a
consultant under shares for debt agreements originally entered into
and announced on Jan. 27, 2015.  These shares will be subject to
resale restrictions for a period of four months from the date of
issuance under applicable securities legislation.

                         About Medicure Inc.

Based in Winnipeg, Manitoba, Canada, Medicure Inc. (TSX/NEX:
MPH.H) -- http://www.medicure.com/-- is a biopharmaceutical
company engaged in the research, development and commercialization
of human therapeutics.  The Company has rights to the commercial
product, AGGRASTAT(R) Injection (tirofiban hydrochloride) in the
United States and its territories (Puerto Rico, U.S. Virgin
Islands, and Guam).  AGGRASTAT(R), a glycoprotein GP IIb/IIIa
receptor antagonist, is used for the treatment of acute coronary
syndrome (ACS) including unstable angina, which is characterized
by chest pain when one is at rest, and non-Q-wave myocardial
infarction.

Medicure Inc. reported a net loss of C$1.63 million for the year
ended May 31, 2014, compared to a net loss of C$2.57 million for
the year ended May 31, 2013.

As of Aug. 31, 2014, the Company had C$5.60 million in total
assets, C$9.92 million in total liabilities and a C$4.32 million
total deficiency.

Ernst & Young LLP, issued a "going concern" qualification on the
consolidated financial statements for the year ended May 31, 2014.
The independent auditors noted that Medicure Inc. has experienced
losses and has accumulated a deficit of $128 million since
incorporation and has a working capital deficiency of $869,000 as
at May 31, 2014.  These conditions, the auditors said, raise
substantial doubt about its ability to continue as a going concern.


MF GLOBAL: SIPC Says Lauds Payouts for 72% of Unsec. Claims
-----------------------------------------------------------
With the filing on March 25 of a motion with the U.S. Bankruptcy
Court for the Southern District of New York that would clear the
way for the distribution to MF Global Inc. (MFGI) general creditors
of $461 million, the Securities Investor Protection Corporation
(SIPC) lauded the work of MFGI liquidation Trustee James W.
Giddens.

SIPC President Stephen Harbeck said:  "With this new step forward,
Trustee Giddens will have achieved distributions to date covering
nearly three quarters -- 72 percent -- of allowed unsecured general
creditor claims.  This is a major milestone in a complicated
liquidation proceeding.  This return to creditors exceeds the
expectations that existed at the outset of the case.  It is yet
another testament to how the Securities Investor Protection Act
works so well when it is called upon in the wake of the failure of
a major firm."

Mr. Harbeck added:  "The SIPC staff has worked with the Trustee and
his staff throughout the case.  The creditors have been very well
served by the efforts of SIPC, the Trustee, his counsel, and
consultants.  Thanks to all who made this excellent result
possible."

To date, the MFGI liquidation under SIPA has resulted in
distributions for 100 percent of customer claims ($6.7 billion);
100 percent of secured, administration and priority general
claimants ($32.3 million); and 39 percent of unsecured general
claimants ($518.7 million).

                           About SIPC

The Securities Investor Protection Corporation --
http://www.sipc.org-- is the U.S. investor's first line of defense
in the event of the failure of a brokerage firm owing customers
cash and securities that are missing from customer accounts.  SIPC
either acts as trustee or works with an independent court-appointed
trustee in a brokerage insolvency case to recover funds.

The statute that created SIPC provides that customers of a failed
brokerage firm receive all non-negotiable securities -- such as
stocks or bonds -- that are already registered in their names or in
the process of being registered.  At the same time, funds from the
SIPC reserve are available to satisfy the remaining claims for
customer cash and/or securities held in custody with the broker for
up to a maximum of $500,000 per customer.  This figure includes a
maximum of $250,000 on claims for cash.  From the time Congress
created it in 1970 through December 2013, SIPC has advanced $ 2.1
billion in order to make possible the recovery of $133 billion in
assets for an estimated 772,000 investors.

                       About MF Global

New York-based MF Global -- http://www.mfglobal.com/-- was one of
the world's leading brokers of commodities and listed derivatives.

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

On Oct. 31, 2011, MF Global Holdings Ltd. and MF Global Finance USA
Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case
Nos. 11-15059 and 11-5058), after a planned sale to
Interactive Brokers Group collapsed.  As of Sept. 30, 2011, MF
Global had $41 million in total assets and $39.7 million in total
liabilities.

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

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

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

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

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

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

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

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

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


NASSAU ENTERPRISES: Case Summary & 4 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Nassau Enterprises LLC
        c/o GC Realty Advisors, LLC
        115 Broadway, Suite 302
        New York, NY 10006

Case No.: 15-10714

Chapter 11 Petition Date: March 25, 2015

Court: United States Bankruptcy Court
       Southern District of New York (Manhattan)

Debtor's Counsel: Mark A. Frankel, Esq.
                  BACKENROTH FRANKEL & KRINSKY, LLP
                  800 Third Avenue, 11th Floor
                  New York, NY 10022
                  Tel: (212) 593-1100
                  Fax: (212) 644-0544
                  Email: mfrankel@bfklaw.com

Total Assets: $300,000

Total Liabilities: $2.37 million

The petition was signed by David Goldwasser, managing member of GC
Realty Advisors, LLC, Debtor's managing member.

A list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/nysb15-10714.pdf


NASSAU TOWER: Hearing on Closing of Case Reset for March 30
-----------------------------------------------------------
The Bankruptcy Court rescheduled until March 30, 2015, at 11:00
a.m., the hearing to consider the closing of the Chapter 11 case of
Nassau Tower Realty, LLC.  The hearing was originally scheduled for
March 16.

The Acting U.S. Trustee, objected to the closing, stating that to
date, the Debtor has not paid its fourth quarter 2014 statutory
fees, which was due Jan. 31, 2015.

In addition, according to the U.S. Trustee, the Debtor must provide
disbursement information from Jan. 1, 2015 through the date the
case is closed in order to determine the statutory quarterly fee
due for the first quarter of 2015.  Without receipt of the
disbursement information from Jan. 1, to the date the case is
closed, the amount of statutory quarterly fees outstanding, if any,
cannot be determined to finality, the U.S. Trustee said.

The U.S. Trustee insists that the fees must be paid prior to
closure of the case.

As reported in the Troubled Company Reporter on Feb. 26, 2015, the
Court signaled it will close the Chapter 11 bankruptcy case of the
Debtor after March 17, unless an objection to the closing is timely
filed with the court.

                        About Nassau Tower

Bay Head, N.J.-based Nassau Tower Realty LLC filed for Chapter 11
relief (Bankr. D.N.J. Case No. 13-24984) on July 9, 2013.  The
Hon. Judge Michael B. Kaplan presides over the case.  Paul
Maselli, Esq., and Kimberly Pelkey Sdeo, Esq., at Maselli Warren,
P.C., represent the Debtor as counsel.  The Debtor estimated
assets of $10 million to $50 million and debts of $10 million to
$50 million.

The Debtor is the owner of 17 parcels of real estate.  It owns
13 parcels in New Jersey, 3 parcels in Pennsylvania, one parcel in
Maine.  Most of the properties generate income in the form of
rents paid by tenants.

The petition was signed by Louis Mercatanti, officer of Nassau
Holdings, Inc.

The Court confirmed the Debtor's Chapter 11 Plan on Sept. 18,
2014.



NII HOLDINGS: Gets Court Approval to Sell Wireless Biz in Mexico
----------------------------------------------------------------
NII Holdings Inc. received court approval to sell its wireless
business in Mexico to an affiliate of AT&T Inc.

U.S. Bankruptcy Judge Shelley Chapman on March 23 approved the sale
of the company's wireless business to New Cingular Wireless
Services Inc., which offered $1.875 billion.

In his decision, the bankruptcy judge said the $1.875 billion offer
made by New Cingular is "fair and reasonable" and is in the "best
interests" of NII Holdings and its creditors.  A copy of the court
order is available for free at http://is.gd/GYdh6D

The company's wireless business was supposed to be sold at an
auction on March 20, with New Cingular's offer serving as the
stalking horse bid.  NII Holdings, the parent of Nextel operators
in Latin America, canceled the auction after it didn't receive
competing bids.

Rothschild Inc., NII Holdings' financial adviser, said it tried to
contact major international telecommunications companies but no one
expressed an interest to buy the wireless business.

"No party believed it would be able to make an offer that was
higher or otherwise better than the offer received from the
purchaser," J. Nicholas Melton, Rothschild's managing director,
said in a declaration.

AT&T had said in January that it wanted to buy NII Holdings'
wireless business to create a larger Mexican wireless player that
will have a better chance of competing with billionaire Carlos
Slim's America Movil.

The company plans to combine Nextel Mexico with Iusacell, Mexico's
third-largest wireless operator which has over 8 million
subscribers.  AT&T acquired Iusacell in November for $1.7 billion.


AT&T had said combining Nextel Mexico with Iusacell would help
create a North American mobile service area covering 400 million
consumers and businesses in Mexico and the U.S.

                         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.


NNN 1818 MARKET: Co-Tenants Join In Daymark's Bid for Dismissal
---------------------------------------------------------------
NNN 1818 Market Street 1, LLC, and 13 other entities join in the
motion filed by Daymark Properties Realty, Inc., to dismiss the
Chapter 11 cases of three debtors -- NNN 1818 Market Street 16,
LLC, NNN 1818 Market Street 21, LLC and NNN 1818 Market Street 37,
LLC.

The Joining Parties are fourteen LLCs, each of which owns a
co-tenancy, or "tenancy-in-common," interest in real estate, an
office building in Philadelphia.  The Joining Parties own roughly
39% of those interests; by contrast, the three debtors composed of
NNN 16, NNN 21 and NNN 37 together own less than 12%.

On behalf of the Joining Parties, Robert Barnes, Esq., of Allen
Matkins Leck Gamble Mallory & Natsis LLP, contends that "[t]he
chapter 11 cases were commenced in bad faith, solely to delay
pending litigation, and serve no legitimate reorganization purpose.
The cases represent an abuse of [the Bankruptcy] Court's equity
jurisdiction and should be dismissed."

In a separate filing, Mr. Barnes also notes that the independent
manager did not in fact consent to the bankruptcy filings by the
Debtors. He maintains that the Debtors couldn't file bankruptcy
petitions without the consent of the independent manager.  Daniel
P. O'Keefe, who signed the petitions, was only a member, not a
manager, Mr. Barnes points out.  "Literally the very first document
filed in these cases, the voluntary petitions, were false, and the
cases should be dismissed for that reason alone," says Mr. Barnes.

The allegations that the voluntary petitions were false and without
consent were filed on behalf of the following parties, each of
whose name is in the Form "NNN 1818 Market Street LLC": 2, 9, 10,
11, 14, 15, 20, 23, 24, 25, 26, 30, and 35.  NNN 1818 Market 1,
LLC, apparently does not wish to be part of this bankruptcy
dispute, Mr. Barnes says.

                Daymark Replies Back

Daymark Properties Realty, Inc., responded to the objections lodged
by Debtors NNN 1818 Market Street 16, LLC, et al., to the Dismissal
Motion.

On behalf of Daymark, Michael D. Breslauer, Esq., of Solomon Ward
Seidenwurm & Smith, LLP, said: "The issues here are not what
Daymark has done or not done, not whether there's a "better 20
deal" out there for the Debtors' three principals and not whether
it might be theoretically possible that the Debtors can propose a
plan.  The issue is whether the cases were filed without the good
faith required of all debtors seeking the Court's and the
Bankruptcy Code's equity jurisdiction.  And on this issue, one
which the Debtors carry the burden of persuasion, there is no
credible and persuasive argument put forth in opposition.  The
Three Cases [of NNN 1818 Market Street 16, LLC, NNN 1818 Market
Street 21, LLC and NNN 1818 Market Street 37, LLC] should be
dismissed, the removed actions remanded in connection with that
dismissal. The parties' disputes should then be resolved by
tribunals having jurisdiction to hear and decide all issues."

The attorneys for NNN 1818 Market Street 1, et al., can be reached
at:

         Patrick E. Breen, Esq.
         Vincent M. Coscino, Esq.
         Robert R. Barnes, Esq.
         ALLEN MATKINS LECK GAMBLE MALLORY & NATSIS LLP
         515 South Figueroa Street, Ninth Floor
         Los Angeles, California 90071-3309
         Tel: (213) 622-5555
         Fax: (213) 620-8816
         E-mail: bbarnes@allenmatkins.com

Daymark's attorneys can be reached at:

         Michael D. Breslauer, Esq.
         SOLOMON WARD SEIDENWURM & SMITH, LLP
         401 B Street, Suite 1200
         San Diego, California 92101
         Tel: 619.231.0303
         Fax: 619.231.4755
         E-mail: mbreslauer@swsslaw.com

                   About NNN 1818 Market Street

NNN 1818 Market Street 16, LLC, filed a Chapter 11 bankruptcy
petition on Jan. 5, 2015. The Debtor estimated assets and debt of
$10 million to $50 million.  Two affiliates, NNN 1818 Market Street
21, LLC and and NNN 1818 Market Street 37, LLC sought bankruptcy
protection on Jan. 6, 2015.  The cases are jointly administered
under the lead case of NNN 1818 Market Street 16, LLC, Case No.
15-10111.

The Debtors are fractional owners of 1818 Beneficial Bank Place, a
37-story, Class-A office building (located in the prestigious West
of Broad office submarket in Philadelphia.  Specifically, the
Debtors are tenants-in-common (TIC) holding 3 of 38 TICs holding
fractional percentage interests in the property located at 1818
Market Street, Philadelphia.

John L. Smaha, Esq., at Smaha Law Group serves as the Debtors'
counsel.


OPUS EAST: Del. Judge Narrows Suit v. Fiduciaries & Affiliates
--------------------------------------------------------------
Bankruptcy Judge Mary F. Walrath concludes that Jeoffrey L. Burtch,
the chapter 7 trustee of Opus East LLC, is entitled to partial
judgment (and pre-judgment interest) against:

     -- Opus Core, LLC, on Counts 31, 32, and 33 for preferences
and fraudulent transfers, and on Count 47 for revocation of its
certificate of dissolution;

     -- Opus Northwest, LLC, on Counts 35 and 36 for fraudulent
transfers; and

     -- Opus Core, LLC, and Opus Northwest, LLC, on Count 39 for
disallowance of their claims.  

Judgment on the remaining counts will be entered in favor of the
Defendants.

The case is, JEOFFREY L. BURTCH, CHAPTER 7 TRUSTEE FOR THE ESTATE
OF OPUS EAST, LLC, Plaintiff, v. OPUS, LLC, a Minnesota limited
liability company; OPUS CORPORATION, A Minnesota Corporation;
GERALD RAUENHORST 1982 IRREVOCABLE TRUST F/B/O GRANDCHILDREN and
the GERALD RAUENHORST 1982 IRREVOCABLE TRUST F/B/O CHILDREN; KEITH
P. BEDNAROWSKI and LUZ CAMPA, as Trustees thereof; OPUS REAL ESTATE
VII, L.P.; OPUS REAL ESTATE VIII, L.P.; MARK RAUENHORST,
individually; KEITH P. BEDNAROWSKI, individually, LUZ CAMPA,
individually, ADLER MANAGEMENT, LLC; MARSHALL M. BURTON,
individually; OPUS PROPERTY SERVICES, LLC; OPUS 2, LLC; OPUS
ARCHITECTS & ENGINEERS, P.C.; OPUS ARCHITECTS & ENGINEERS, INC.;
OPUS CORE, LLC; OPUS NORTHWEST, LLC; OPUS DESIGN BUILD, LLC; OPUS
DEVELOPMENT CORPORATION; OPUS HOLDING, LLC; OPUS HOLDING, INC.;
OPUS AE GROUP, INC., Defendants, Adv. Proc. No. 11-52423
(MFW)(Bankr. Del.).

The Chapter 7 Trustee's Third Amended Complaint seeks recovery
against former fiduciaries of the Debtor and related business
entities on theories of piercing the corporate veil, breach of
fiduciary duty and aiding and abetting such a breach, successor
liability, avoiding fraudulent and preferential transfers, unjust
enrichment, disallowance and equitable subordination of claims,
revocation of a certificate of dissolution, imposition of a
constructive trust, tortious interference with contract, and
conversion and conspiracy to commit conversion.

A copy of Judge Walrath's March 23, 2015 Opinion is available at
http://is.gd/09XRxgfrom Leagle.com.  

Opus East LLC is a Delaware limited liability company which was
formed on Sept. 14, 1994, to develop and sell commercial real
estate projects in the Northeastern and Mid-Atlantic United States.
It was a merchant builder that developed, built, and sold projects
as soon as possible rather than holding and renting them.

Opus East LLC was part of a large network of real estate companies
(sometimes referred to as the Opus Group) which grew from a
construction company originally founded by Gerald Rauenhorst in
1953.  Opus East LLC successfully operated from 1994 until 2008,
growing its equity from $12 to $75 million.

On September 15, 2008, Lehman Brothers filed bankruptcy, which had
a significant impact on the credit and capital markets, commercial
real estate, and real estate developers.  With the failure of
Lehman Brothers and the subsequent collapse of the financial
markets, Opus East LLC was unable to sell its completed real estate
projects because buyers could not obtain financing.  Opus East LLC
was similarly unable to obtain financing to complete projects in
process. Although Opus East LLC considered filing a chapter 11
reorganization case, it was ultimately forced to file under chapter
7 (Bankr. D. Del. Case No. 09-12261) when it could not obtain
debtor-in-possession financing.


PENN HILLS SCHOOL: Moody's Lowers GO Debt Rating to 'Ba3'
---------------------------------------------------------
Moody's Investors Service downgraded the Penn Hills School
District's (PA) general obligation underlying rating to Ba3 from
Baa1.  Concurrently, Moody's have downgraded the district's
enhanced rating to Ba1 from A2.  The ratings are under review for
possible downgrade.  The rating actions affect $53 million
outstanding bonds.

The downgrade of the underlying rating to Ba3 from Baa1 reflects
the rapid and severe deterioration of the district's financial
position and lack of liquidity to meet current fiscal year
obligations, potentially including debt service, without obtaining
emergency cash flow borrowing. The rating also incorporates the
suburban Pittsburgh (A1 positive) tax base, budgetary pressures
from charter school enrollment, a high debt burden and heavy
budgetary impact from increasing pension contributions.

The enhanced rating downgrade to Ba1 from A2 reflects the bottom-up
approach to assigning the enhanced rating of up to two notches
above the underlying rating as long as there is sufficient state
aid coverage for debt service. The rating also represents the
possibility of Penn Hills having to rely on the state aid intercept
mechanism to make its April 1, 2015 debt service payment, possibly
on a post-default basis.

Both ratings are under review for further downgrade given the lack
of liquidity and need for emergency cash flow borrowing to meet
upcoming payment obligations, including an April 1, 2015 debt
service payment. Failure to meet the April 1 debt service payment
would likely result in an additional multi-notch downgrade. The
outlook applies to the enhanced rating as well. Please refer to the
enhanced rating methodology, State Aid Intercept Programs and
Financings: Pre and Post Default published in July 2013 for further
details.

What could make the rating go up:

- Ability to access the capital market for liquidity needs

- Stabilization of operating position

What could make the rating go down:

- Inability to make April 1, 2015 debt service payment

- Inability to obtain financing for liquidity needs

The district has a population of 42,423 and provided K-12 education
to approximately 3,900 students. It is located in the eastern
central part of Allegheny County in the southwest portion of the
state, approximately 9 miles east of downtown Pittsburgh.

Debt service on the rated debt is secured by a general obligation
limited tax pledge, as debt service is not exempt from the
limitations of Special Session Act 1 (Taxpayer Relief Act).

The principal methodology used in the underlying rating was US
Local Government General Obligation Debt published in January 2014.
The principal methodology used in the enhanced rating was State Aid
Intercept Programs and Financings: Pre and Post Default published
in July 2013.


PINEYBROOK LLC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Pineybrook LLC
        4935 Kingwood Road
        Markleton, PA 15551

Case No.: 15-70202

Chapter 11 Petition Date: March 24, 2015

Court: United States Bankruptcy Court
       Western District of Pennsylvania (Johnstown)

Judge: Hon. Jeffery A. Deller

Debtor's Counsel: Kevin J. Petak, Esq.
                  SPENCE CUSTER SAYLOR WOLFE & ROSE, LLC
                  P.O. Box 280
                  Johnstown, PA 15907-0280
                  Tel: 814-536-0735
                  Fax: 814-539-1423
                  Email: kpetak@spencecuster.com

Total Assets: $728,040

Total Liabilities: $1.57 million

The petition was signed by Daniel A. Ream, member.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/pawb15-70202.pdf


RADIOSHACK CORP: Attorney General Objects Customers' Data Sale
--------------------------------------------------------------
Paula Rosenblum, writing for Forbes, reports that the Texas State
Attorney General's office has filed an objection to RadioShack
Corp.'s sale of customers' data, saying that doing so would breach
the Company's statement that it prides itself on "not selling our
private mailing list."

Benjamin Snyder at Fortune.com relates that personal data -- which
could include information about shoppers' buying behavior -- could
be up for bid in the Company's bankruptcy auctions.  Bloomberg says
that over 13 million e-mail addresses and 65 million customers'
names and addresses are included in the RadioShack auctions.

The Company agreed not to sell customers' data, Bloomberg states,
citing Texas Attorney General Ken Paxton.  

Mr. Paxton asked that each bidder be required to break out its
offer for the data so that the court could recalculate bids if it
were to block the deal, according to Bloomberg.

Bloomberg says that AT&T, clearly concerned that the auction could
give sensitive information to a competitor, is also trying to stop
the Company from sharing some of its consumer data and wants the
records destroyed.  AT&T, according to the Bloomberg, claims that
some of the data about shopping habits actually belongs to the
telecom company.

The court, Bloomberg relates, has appointed a privacy ombudsman to
handle issues related to sensitive data, and that official hasn't
yet ruled publicly on either challenge.

Bloomberg reports that Standard General has won the auction and is
awaiting bankruptcy court approval.  Citing people familiar with
the process, Tom Hals at Reuters says that Standard General has
raised its bid to buy about 1,740 stores of the Company.

                  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.


RICE ENERGY: Moody's Gives B3 Rating on New $400MM Proposed Notes
-----------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to Rice Energy
Inc.'s proposed offering of $400 million of senior unsecured notes
due 2023.  At the same time, the company's Speculative Grade
Liquidity Rating (SGL) was changed to SGL-2 from SGL-3. Rice's B2
Corporate Family Rating (CFR) and other debt ratings are
unaffected, and the rating outlook remains positive.  The proceeds
from the proposed notes offering will be used to fund capital
expenditures.

"The change to Rice's SGL rating reflects the company's improved
liquidity profile as a result of proposed bond offering, with
strong pro forma cash balances and credit facility availability to
fund the company's cash flow outspending," commented Gretchen
French, Moody's Vice President. "Our positive outlook on Rice
reflected in our March 19, 2015 rating action remain unchanged."

Ratings List:

Ratings Assigned:

  -- Senior unsecured notes due 2023 -- assigned at B3 (LGD 5)

Moody's current ratings for Rice Energy Inc. are:

  -- Corporate Family Rating of B2

  -- Probability of Default Rating of B2-PD

  -- Senior unsecured notes due 2022 rating of B3 (LGD5)

  -- Speculative Grade Liquidity Assessment (SGL) - changed to
     SGL-2 from SGL-3

  -- Rating Outlook -- Positive

The B3 rating on Rice's senior unsecured notes reflects both Rice's
overall probability of default, to which Moody's assigns a PDR of
B2-PD, and a loss given default of LGD 5. The size of the potential
senior secured claims relative to the unsecured notes outstanding
results in the senior notes being notched one rating below the B2
CFR under Moody's Loss Given Default Methodology. The senior notes
benefit from upstream guarantees from all subsidiaries except for
its midstream subsidiaries. The notes are unsecured and
contractually subordinated to the senior secured credit facility's
potential priority claim to the company's assets. The borrowing
base under the revolver is currently $550 million, with the next
redetermination scheduled for April 2015.

Rice's SGL-2 Speculative Grade Liquidity Rating reflects good
liquidity over the next 12-15 months. Constraining Rice's liquidity
profile is its high level of capital spending, as Rice will
outspend internally generated cash flow through at least 2016. This
will deplete its cash balances and increase its reliance on its
revolvers to fund project based capital expenditures, as well as
provide for growing letters of credit needs for its firm
transportation contracts. Supporting Rice's liquidity profile are
strong sources of capital, with good revolver availability across
the consolidated company, high cash balances, good projected
covenant compliance, and alternative liquidity provided by its
midstream business.

Pro-forma for the $400 million bond issuance Rice will have full
availability under its $550 million borrowing base credit facility
and about $649 million in cash on the balance sheet (as of December
31, 2014 reported numbers). Rice's borrowing base credit facility
has $1.5 billion of commitments, and Moody's expect the borrowing
base to grow as Rice ramps up its drilling program. The borrowing
base revolving credit facility matures in January 2019, and
requires that Rice maintain a minimum current ratio of 1.0x and a
minimum interest coverage ratio of 2.5x. Moody's expect Rice to
remain well in compliance with these covenant ratios through
mid-2016. Rice also has a $300 million revolver at Rice Midstream
Holdings that is secured by its midstream assets, including the
General Partner of its midstream MLP. The Midstream Holdings
revolver matures in 2019 and has a maximum debt/EBITDA covenant of
4.25x and a minimum EBITDA/Interest covenant of 2.5x. Rice's
midstream MLP, Rice Midstream Partners, also has a $450 million
secured revolver (secured by the MLP's assets, but non-recourse to
Rice). The MLP's revolver matures in 2019 and has a maximum
debt/EBITDA covenant of 4.75x and a minimum EBITDA/Interest
covenant of 2.5x. As of December 31, 2014, Rice has no cash
drawings under any of its revolvers, but did have letters of credit
of $67 million outstanding under its borrowing base revolver.

Rice's B2 CFR benefits from the company's low cost, early entry
position in the Marcellus Shale, where it has established a
favorable acreage position and demonstrated strong drilling and
operating performance relative to peers, both of which support
continued, visible production and cash flow growth potential. In
addition, the company has proven its willingness to use equity to
finance acreage acquisitions. However, the company faces several
years of outspending cash flow as it further develops and holds its
acreage positions in both the Marcellus and still early stage Utica
shale, which entails both execution risk and the need to maintain
strong access to funding sources.

Rice's rating continues to be constrained by the company's
improving but still short operating history compared to higher
rated, B1 exploration and production (E&P) peers, with an overall
high portfolio decline rate and production concentration in the
Marcellus. Although, with the formation of a midstream master
limited partnership (MLP) in late 2014, Rice has expanded its
sources of liquidity and partially monetized its valuable midstream
infrastructure, the MLP formation has also increased the company's
structural complexity. The high payouts associated with the MLP,
along with expectations of increased debt at both the MLP and at
Rice's retained midstream business, will constrain Rice's
consolidated retained cash flow/debt metrics

An upgrade could be considered if Rice successfully grows
production at sound returns while also maintaining sufficient
liquidity and debt/average daily production less than $25,000 per
barrel of oil equivalent (boe)/day and retained cash flow/debt of
at least 15%.

A downgrade is possible if debt to average daily production is
sustained above $30,000 boe/day or liquidity tightens.

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.

Rice Energy Inc. is an exploration and production company with
operations in the Appalachian Basin. Rice is headquartered in
Canonsburg, Pennsylvania.


RICE ENERGY: S&P Rates Proposed $400MM Sr. Unsecured Notes 'B-'
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B-' issue-level
rating to Rice Energy Inc.'s proposed $400 million senior unsecured
notes.  The recovery rating on the notes is '5', indicating S&P's
expectation for modest (high end of the 10% to 30% range) recovery
in the event of a payment default.  The company plans to use the
proceeds from the notes issuance for general corporate purposes,
including capital spending.

All of S&P's other ratings on Rice Energy, including the 'B'
corporate credit rating, remain unchanged.  The outlook remains
stable.

The ratings on Rice Energy reflect S&P's assessments of the
company's "vulnerable" business risk profile and "aggressive"
financial risk profile.

RATINGS LIST

Rice Energy Inc.
Corporate credit rating                     B/Stable/--


New Ratings
Rice Energy Inc.
$400 mil proposed sr unsecd notes          B-
  Recovery rating                           5H



RICHARD HINDIN: Del. Chancery Court Rules on EagleBank Dispute
--------------------------------------------------------------
Master Abigail M. Legrow of the Court of Chancery of Delaware
recommends that the Court grant the motion of defendant EagleBank
to cancel the notice of pendency that plaintiff Richard Hindin
filed in connection with a dispute between the parties regarding
title to an ocean front property in Bethany Beach.

That dispute culminated in the defendant recording a deed in lieu
of foreclosure, which the plaintiff executed several months before
and which transferred title in the property to the defendant. The
plain terms of the parties' agreement, confirmed in a series of
documents signed by the plaintiff over a number of years, show that
the plaintiff defaulted on his obligations and the bank was
entitled to record the deed.

"Because the plaintiff has not shown there is a probability that a
final judgment will be entered in his favor on the claims
challenging title to the property, I recommend that the Court grant
the motion. This is my final report," Master Legrow said.

Hindin is a resident of the District of Columbia.  EagleBank, based
in Bethesda, Maryland, is the successor in interest to Fidelity &
Trust Bank.

On January 11, 2005, Hindin entered into a loan agreement with
Fidelity, evidenced by a Commercial Line of Credit Agreement &
Disclosure, under which Fidelity loaned Hindin $2 million for an
initial two-year term.  As security for the loan, Hindin granted
Fidelity a mortgage on 15 Heather Lane, Bethany Beach, Delaware.
The Mortgage was the third lien recorded on the Property. The Bank
became Fidelity's successor in interest to the Mortgage and the
Credit Agreement on August 31, 2008.  The maturity date of the loan
was extended several times.

On Nov. 27, 2009, Hindin filed a petition in the Bankruptcy Court
for the Eastern District of Virginia seeking relief under Chapter
11 of the Bankruptcy Code.  The bankruptcy court approved Hindin's
proposed reorganization plan on Sept. 19, 2011.  

The case is, RICHARD HINDIN, Plaintiff/Counterclaim Defendant, v.
EAGLEBANK, a Maryland Corporation, Defendant/Counterclaim
Plaintiff, C.A. No. 9272-ML (Del. Chancery).

A copy of Master Legrow's Final Report dated March 23, 2015, is
available at http://is.gd/PUinFBfrom Leagle.com.

Attorneys for Plaintiff:

     John G. Harris, Esq.
     David B. Anthony, Esq.
     BERGER HARRIS, LLP
     1105 North Market Street, 11th Floor
     Wilmington, DE 19801
     Tel: (302) 655-1140
     E-mail: jharris@bergerharris.com
             danthony@bergerharris.com

Attorneys for Defendant:

     John C. Phillips, Jr., Esq.
     Lisa C. McLaughlin, Esq.
     Stephen A. Spence, Esq.
     PHILLIPS, GOLDMAN & SPENCE, P.A.
     1200 North Broom Street
     Wilmington, DE 19806-4204
     Tel: (302) 655-4200
     Fax: (302) 655-4210
     E-mail: jcp@pgslaw.com
             lcm@pgslaw.com
             sws@pgslaw.com


RODNEY WILSON: Judge Dismisses CFG's Fraudulent Transfer Suit
-------------------------------------------------------------
The adversary complaint CUSTOM FOOD GROUP, LP, Plaintiff, v. JONELL
McCULLOCH, Defendant, No. 14-05018 (Bankr. N.D. Tex.), stems from
the alleged sale of a house Rodney Wayne Wilson and Donna Lynn
Wilson owned in Ruidoso, New Mexico, to Jonell  McCulloch for
$130,000; the sale took place less than a month prior to the
Wilson's filing for bankruptcy.  Ms. McCulloch is Donna Wilson's
mother.

Custom Food Group (CFG) has contended throughout the Wilsons'
bankruptcy proceedings that the transfer of the house to Ms.
McCulloch, as well as the Wilsons' payments for the upkeep of that
property, was a fraudulent transfer.  

The Wilsons filed their bankruptcy case on October 4, 2011 (In Re
Rodney Wilson, Bankr. N.D. Tex. Case No. 11-50396).  The Wilsons'
bankruptcy case was subsequently converted to chapter 7; a trustee,
Myrtle McDonald, was appointed on September 27, 2013.

In a March 16, 2015 Memorandum Opinion available at
http://is.gd/PuYYhFfrom Leagle.com, Bankruptcy Judge Robert L.
Jones agrees with Ms. McCulloch that CFG does not have standing to
bring the adversary complaint.  Thus, the judge granted Ms.
McCulloch motion CFG's complaint.


SEANERGY MARITIME: Announces Delivery of Capesize Vessel
--------------------------------------------------------
Seanergy Maritime Holdings Corp. announced the delivery of the
Capesize dry bulk vessel M/V Leadership of 171,199 dwt.  The vessel
was acquired from an unaffiliated third party and was built by
Imabari-Koyo, Japan in 2001.

As previously announced, the gross acquisition cost of the M/V
Leadership was $17.3 million.  The acquisition cost has been funded
by a senior secured loan agreement with a reputable financial
institution and by the previously announced funding arrangement
with one of the Company's major shareholders.

Stamatis Tsantanis, the Company's chairman & chief executive
officer, stated:  "We are very pleased to announce that the Company
took delivery of its first vessel following the successful
completion of our financial restructuring.  In addition we managed
to secure a loan facility from a reputable financial institution to
fund a significant part of the transaction despite the challenging
banking environment in the dry bulk sector.  The remaining part of
this acquisition was funded by a funding arrangement with one of
our major shareholders."

"We believe that Seanergy is in a unique position to rebuild its
fleet at the lowest part of the dry bulk market of the last 20
years.  We are also exploring other investment opportunities that
we expect to generate significant value to our shareholders."

                          About Seanergy

Athens, Greece-based Seanergy Maritime Holdings Corp. is an
international company providing worldwide seaborne transportation
of dry bulk commodities.  The Company owns and operates a fleet
of seven dry bulk vessels that consists of three Handysize, two
Supramax and two Panamax vessels.  Its fleet carries a variety of
dry bulk commodities, including coal, iron ore, and grains, as
well as bauxite, phosphate, fertilizer and steel products.

Seanergy Maritime reported net income of $10.90 million on $23.07
million of net vessel revenue for the year ended Dec. 31, 2013, as
compared with a net loss of $194 million on $55.6 million of
net vessel revenue for the year ended Dec. 31, 2012.

Ernst & Young (Hellas) Certified Auditors Accountants S.A., in
Athens, Greece, issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31,
2013.  The independent auditors noted that the Company, as of
December 31, 2013 continued to be in breach of certain terms and
covenants of the loan facility with its remaining lender, and had
a working capital deficit and an accumulated deficit.  Following
the disposal of its entire fleet subsequent to December 31, 2013
in the context of its restructuring plan, the Company is unable to
generate sufficient cash flow to meet its obligations and sustain
its continuing operations.  These conditions raise substantial
doubt about the Company's ability to continue as a going concern.

As of Sept. 30, 2014, the Company had $3.13 million in total
assets, $317,000 in total liabilities and $2.82 million in total
shareholders' equity.


SHIVSHANKAR PARTNERSHIP: Bankr. Court Denies Plan Confirmation
--------------------------------------------------------------
Judge Suzanne H. Bauknight denied confirmation of the Second
Amended Plan of Reorganization proposed by Shivshankar Partnership
LLC in a March 6, 2015 Memorandum available at http://is.gd/QqhIMn
from Leagle.com.

Tennessee State Bank and the United States Trustee have objected to
confirmation.

Judge Bauknight opined that the Debtor has not met its burden to
prove that the Second Amended Plan is feasible.

TARPY, COX, FLEISHMAN & LEVEILLE, PLLC, T. Lynn Tarpy, Esq.,
Knoxville, Tennessee, Attorneys for Debtor.

GENTRY, TIPTON & MCLEMORE, PC, Maurice K. Guinn, Esq. --
mkg@tennlaw.com -- Knoxville, Tennessee, Attorneys for Tennessee
State Bank.

SAMUEL K. CROCKER, ESQ., UNITED STATES TRUSTEE, Kimberly C.
Swafford, Esq., Howard H. Baker, Jr., Knoxville, Tennessee,
Attorneys for United States Trustee.

Shivshankar Partnership LLC, based in Alcoa, Tenn., filed for
Chapter 11 bankruptcy (Bankr. E.D. Tenn. Case No. 14-30843) on
March 17, 2014, on the eve of a foreclosure sale of its real
property.


SRS PROPERTY: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: SRS Property Investment, Inc
        1951 W. Main Street
        Stroudsburg, PA 18360

Case No.: 15-01167

Chapter 11 Petition Date: March 24, 2015

Court: United States Bankruptcy Court
       Middle District of Pennsylvania (Wilkes-Barre)

Judge: Hon. Robert N Opel II

Debtor's Counsel: Erik Mark Helbing, Esq.
                  LAW OFFICES OF ERIK M. HELBING
                  1328 Second Avenue
                  Berwick, PA 18603
                  Tel: 570-498-5544
                  Email: Erik_Helbing_Esq@yahoo.com

Estimated Assets: Not indicated

Estimated Liabilities: Not indicated

The petition was signed by Nicholas Revella, president.

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


SUNOCO LP: Moody's Assigns 'Ba2' CFR, Outlook Stable
----------------------------------------------------
Moody's Investors Service assigned first time ratings to Sunoco LP
and co-issuer Sunoco Finance Corp. including a Ba2 Corporate Family
Rating, a Ba2-PD Probability of Default Rating and a Ba3 rating to
its proposed offering of $800 million senior unsecured notes due
2023.  Moody's also assigned an SGL -3 Speculative Grade Liquidity
Rating.  The rating outlook is stable.  The proceeds of the
financing will be used for acquisition financing and to repay
borrowings outstanding under SUN's revolving credit facility.

"This inaugural notes issue continues the process of financing the
separation of the retail motor fuels business from Energy Transfer
Partners, L.P. (ETP, Baa3 stable) acquired in 2012's Sunoco, Inc.
transaction, and doing so in a tax-efficient manner," commented
Andrew Brooks, Moody's Vice President. "While a planned sequencing
of asset dropdowns into SUN adds to the structural complexity of
this newly re-constituted master limited partnership (MLP), the
geographic reach, extensive scale and prospectively improving
credit metrics are supportive of the assigned Ba2 rating."

Issuer: Sunoco LP

  -- Probability of Default Rating, Assigned Ba2-PD

  -- Speculative Grade Liquidity Rating, Assigned SGL-3

  -- Corporate Family Rating, Assigned Ba2

  -- Senior Unsecured Regular Bond/Debenture (Local Currency),
Assigned Ba3, LGD5

  -- Outlook, Assigned Stable

The Ba2 CFR reflects the growing size, scale and geographic reach
of SUN's wholesale and retail motor fuels business through the
sequenced dropdown of assets from its general partner and ETP, as
well as prospectively improving credit metrics. SUN's earnings
stream is likely to evidence resilience to cyclical economic
conditions reflecting relatively stable consumer demand for motor
fuels and value priced convenience items. The ratings are
constrained by the execution risk associated with the rapid growth
trajectory and continuing acquisition appetite on the part of SUN
and its general partner, as well as the incremental complexity and
calls on cash flow characterizing SUN's MLP structure, a structure
typically not shared by competing motor fuels retailers. The
ratings are also constrained by the company's susceptibility to
swings in profitability due to the volatility in fuel volumes and
prices.

SUN's senior unsecured notes are rated Ba3, one notch below its Ba2
CFR, reflecting their effective subordination to its senior secured
revolving credit facility under Moody's Loss Given Default (LGD)
Methodology.

ETP Retail Holdings, LLC - a wholly owned ETP subsidiary that
indirectly owns the former Sunoco, Inc.'s residual retail fuels
assets - will provide a limited contingent guarantee of SUN's
obligation to pay the principal of the notes. This credit support,
facilitating the tax efficiency of ETP's asset dropdowns, is
structured to be highly conditional, amounting to a deficiency
claim for debt holders on any unrecovered principal in the event of
a SUN bankruptcy, following the full adjudication of such a
bankruptcy.

The SGL-3 reflects Moody's expectation that SUN will have adequate
liquidity into 2016. It further recognizes that as an MLP, SUN can
be expected to distribute most of its cash from operations to its
limited and general partners, requiring it to fund its dropdowns
and growth initiative through externally sourced capital. SUN
maintains a $1.25 billion secured revolving credit facility, under
which $671 million was outstanding as of March 13, 2015. The
revolver has a September 25, 2019 scheduled maturity date. The
facility's 5.5x leverage covenant can be expanded to 6.0x during a
Specified Acquisition period, under which it has operated since
October 7, 2014 in connection with its initial asset dropdown.

In August 2014, ETP acquired Susser Holdings Corporation (Susser,
not rated), an owner/operator of a retail motor fuels and
convenience store system in the southwestern US, and the general
partner of Susser Petroleum Partners LP (SUSP, not rated), a
wholesale distributor of motor fuels to Susser and third parties.
In October, SUSP was re-named Sunoco LP (SUN). Through 2017, in a
series of sequenced asset dropdowns, ETP intends to contribute all
remaining Sunoco, Inc. legacy retail and wholesale assets, and all
of Susser's retail assets, to SUN. Moody's expects the dropdowns to
be financed with a balanced mix of debt and equity through a
roughly two-year dropdown period. On a pro forma basis the combined
entities' asset base will approximate 6,600 locations located
across 31 US states.

The stable outlook reflects Moody's expectation that ETP will
successfully execute on its dropdown strategy to grow the size and
scope of SUN's motor fuels footprint, financing this growth with a
balanced mix of debt and equity while maintaining debt leverage in
a 4.0x-4.5x range during the dropdown period. Presuming a
well-executed growth trajectory, an upgrade could be considered
should debt/EBITDA improve to a sustained level of 3.0x or below.
Deterioration in operating performance resulting in weakening of
liquidity or credit metrics could result in a downgrade. Growth
strategy that negatively impacts liquidity or metrics could also
pressure ratings. Ratings could be downgraded if debt/EBITDA is
sustained above 4.0 times following the two-year dropdown period
ending in 2017.

The methodologies used in these ratings were Global Midstream
Energy published in December 2010 and Global Retail Industry
published in June 2011.  Other methodologies used include Loss
Given Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009.

Sunoco LP, with a retail motor fuels business and convenience store
operations located across 10 US states, is headquartered in
Houston, Texas.


SUNOCO LP: S&P Assigns 'BB' Corp. Credit Rating; Outlook Stable
---------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'BB'
corporate credit to Sunoco L.P.  The outlook is stable.

At the same time, S&P assigned a 'BB' issue-level rating and a '4'
recovery rating to the senior unsecured notes due 2023.  The '4'
recovery rating (lower half of the range) indicates that lenders
can expect average (30% to 50%) recovery of principal if a payment
default occurs.  At the same time, S&P assigned a 'BB+' issue-level
rating to the company's senior secured revolving credit facility.
S&P also assigned a '2' recovery (lower half of the range) to the
credit facility.  The '2' recovery rating indicates substantial
(70% to 90%) recovery.

The ratings on Sunoco reflect the partnership's "satisfactory"
business risk profile and "aggressive" financial risk profile.  The
"satisfactory" business risk profile incorporates the entity's
large size and scale of operations compared with peers and
generally stable cash flow coming from convenience store sales,
which is offset by its low profit margins and the industry's high
competitive pressures.  The "aggressive" financial risk profile
reflects S&P's expectation for pro forma debt to EBITDA in the 4.5x
area in 2015, adequate liquidity, and the master limited
partnership structure that gives the partnership incentive to
distribute nearly all free cash flow after maintenance expenses to
unitholders each quarter.

"The stable outlook reflects our belief that the partnership will
maintain near-term total debt to EBITDA in the 4.5x area and
adequate liquidity as it funds organic growth and acquires assets
from ETP," said Standard & Poor's credit analyst Nora Pickens.



TENET HEALTHCARE: Fitch Affirms 'B' IDR & Revises Outlook to Neg.
-----------------------------------------------------------------
Fitch Ratings has affirmed the ratings of Tenet Healthcare Corp.
(Tenet; NYSE: THC), including the 'B' long-term Issuer Default
Rating (IDR).  The Rating Outlook is revised to Negative from
Stable.

The rating actions follow Tenet's announcement that it will raise
approximately $2.4 billion of new long-term debt, including $500
million of senior secured notes and $1.9 billion of senior
unsecured notes, to fund a transaction with private equity firm
Welsh, Carson, Anderson & Stowe (Welsh Carson).  The deal will
combine Tenet's ambulatory surgery and imaging centers with those
of Welsh Carson-owned United Surgical Partners International (USPI)
to create a joint venture (JV) majority-owned (50.1%) by Tenet.

Tenet will also acquire Aspen Healthcare Ltd. (Aspen), an operator
of private hospitals and clinics in the U.K., from Welsh Carson.
Tenet expects both transactions to close by the third quarter of
2015.

KEY RATING DRIVERS

   -- Tenet is among the largest for-profit operators of acute
      care hospitals in the U.S. and, through its USPI JV, will
      become the largest operator of ambulatory surgery and
      imaging centers.  Such scale is increasingly important among

      U.S. healthcare providers in order to drive efficiencies
      that offset the effects of an overall constrained
      reimbursement environment.

   -- Incremental debt expected to fund the transaction will
      prolong the de-leveraging horizon Fitch has considered
      following the 2013 acquisition of Vanguard Health Systems,
      Inc. (Vanguard).  Opportunities to repay debt are limited
      over the ratings horizon given the absence of prepayable
      debt in the pro forma capital structure.

   -- The structure of the USPI transaction is unfavorable to
      Tenet's balance sheet initially.  Funding will occur at the
      parent company level rather than at the JV level, which will

      dilute the free cash flow (FCF) benefit to Tenet.
      Furthermore, Fitch expects USPI will use a large portion of
      its FCF to fund strategic M&A, supporting EBITDA growth and
      contributing to de-leveraging over time.

   -- The USPI deal is strategically compelling.  It will improve
      Tenet's overall diversification and payor mix, markedly
      boost Tenet's somewhat laggard position in outpatient
      services, and add to growth potential going forward.  The
      USPI business will also provide Tenet with an offset to
      Fitch's expectation for flat to declining inpatient volumes
      due to a volumes shift toward lower-cost settings.

   -- Fitch expects improving underlying business fundamentals,
      particularly at legacy Vanguard, to combine with lower
      uncompensated care from the coverage expansion components of

      the Affordable Care Act to drive improving FCF generation in

      2015-2016.

   -- Hospital industry management teams are contending with a
      very dynamic operating environment due to the implementation

      of the ACA, the evolution of payment schemes, and other
      regulatory reforms influencing organic operating trends.
      Tenet is now adding the complex partnership-driven business
      model of USPI on top of the ongoing integration of Vanguard,

      which was Tenet's largest major acquisition in recent
      history and included a large schedule of in-progress and
      recently completed capital expansion projects.
RATING SENSITIVITIES

Maintenance of Tenet's current 'B' IDR considers gross debt/EBITDA
trending toward 5.5x over the next one to two years.  De-leveraging
is expected only from EBITDA growth, as Tenet will not have a
material amount of prepayable debt post-deal.

Debt leverage of 5.9x at Dec. 31, 2014 remains elevated from the
2013 acquisition of Vanguard Health Systems, Inc. (Vanguard) and
will be pushed even higher by the transaction.  Fitch estimates pro
forma gross debt/EBITDA of 6.5x, but acknowledges this figure gives
Tenet full credit for the USPI business, which it will initially
only half own.  Additionally, the structure of the USPI transaction
limits the near-term FCF accretion to Tenet because the company is
funding the transaction on its own balance sheet rather than at the
JV level.

Nevertheless, Fitch expects growth- and synergy-driven
de-leveraging post-deal and may consider raising the 5.5x gross
debt/EBITDA target as Tenet's growing share of the JV's cash flows
(growing with Tenet's increasing ownership) add to Fitch's
expectations for materially improved core FCF generation in
2015-2016.

The Negative Rating Outlook illustrates that a downgrade could
result if Fitch does not expect Tenet's cash generation to be
sufficient to fund the bulk of cash outflows associated with future
acquisitions, both of remaining USPI interests from Welsh Carson
and otherwise.  Fitch estimates run-rate FCF at legacy Tenet will
need to trend near $300 million by 2016 in order to avoid
incremental associated debt financing.

A positive rating action is unlikely over the next one to two years
given Tenet's constrained FCF and weak margins.  Furthermore, the
'B' IDR incorporates the expectation for generally improving
operations in the hospital industry due to the ACA and economic
improvement in the near term.

KEY ASSUMPTIONS

   -- Underlying acute care business growth in the low- to mid-
      single digits, mostly driven by commercial payor pricing
      increases with relatively flat volumes, ex-ACA;

   -- Robust inorganic growth opportunities for the USPI JV,
      boosting an otherwise good organic growth outlook possibly
      into the low-double digits;

   -- No debt repayment in 2015-2017 except the refinancing of
      revolver balances;

   -- Tenet and Welsh Carson will exercise put/call options in
      order that Tenet owns 100% of USPI by 2020;

   -- Capital expenditures of $1 billion or more in 2015 and 2016.

Fitch has affirmed these ratings of Tenet:

   -- IDR at 'B';
   -- Senior secured ABL facility at 'BB/RR1';
   -- Senior secured notes at 'BB/RR1';
   -- Senior unsecured notes at 'B-/RR5'.

The Rating Outlook is Negative.



TENET HEALTHCARE: Moody's Places B1 CFR on Review for Downgrade
---------------------------------------------------------------
Moody's Investors Service placed the ratings of Tenet Healthcare
Corporation (Tenet) under review for downgrade, including the
company's B1 Corporate Family Rating and B1-PD Probability of
Default Rating.  

The rating action follows the announcement that Tenet has signed a
definitive agreement to enter into a joint venture with Welsh,
Carson, Anderson & Stowe to combine the ambulatory surgery center
businesses of Tenet and United Surgical Partners International
(USPI). Tenet also announced the acquisition of Aspen Healthcare
Ltd. (Aspen), which operates nine private hospitals and clinics in
the United Kingdom. In order to finance the transactions, Tenet
will issue $2.4 billion of new debt, including the refinancing of
about $1.5 billion of USPI debt. Moody's understands that the
transactions are expected to close in the third quarter of 2015.

"Tenet's joint venture transaction will further delay the expected
reduction in leverage considered in our confirmation of the B1
Corporate Family Rating following the company's acquisition of
Vanguard Health Systems (Vanguard) in the fourth quarter of 2013,
said Dean Diaz, Vice President and Senior Credit Officer at
Moody's. "While the transactions evidence an ongoing appetite for
increasing scale and diversifying across different care settings,
Tenet will have an improved payor mix and geographic diversity, as
well as less reliance on revenue sources from the more capital
intensive and lower margin acute care hospitals following the
transactions," continued Diaz.

The following ratings were placed under review for downgrade:

  -- Senior secured notes, Ba2 (LGD 2)

  -- Senior unsecured notes, B3 (LGD 5)

  -- Corporate Family Rating, B1

  -- Probability of Default Rating, B1-PD

Tenet's current B1 Corporate Family Rating reflects its high
financial leverage, and Moody's anticipation that significant
capital spending requirements will limit free cash flow in the near
term and constrain the ability to meaningfully repay debt. Ratings
also reflect Moody's expectation that industry challenges will
continue, including pricing pressure from changes in Medicare
reimbursement, slow growth in healthcare utilization, and increases
in expenses associated with physician alignment initiatives. The
rating is supported by Tenet's considerable scale, as well as
Moody's anticipation that credit metrics will improve over the next
12 to 18 months to levels more supportive of the B1 rating. The
rating also incorporates Moody's expectation that the company will
remain disciplined in the use of incremental leverage for
acquisitions or shareholder initiatives until leverage is reduced.

Moody's review of Tenet's ratings will focus on the extent of
incremental debt and the resulting capital structure of the company
along with the company's plan to reduce leverage. Moody's review
will also consider expectations around future financial policy,
including share repurchases and additional acquisitions. Moody's
estimates that pro forma debt to EBITDA less minority interest may
not increase significantly but will remain well in excess of 6.5
times following the transaction. Moody's had expected leverage to
return to around 5.0 times within 12 to 18 months after the
acquisition of Vanguard. Moody's will also consider the increased
scale and payor diversification provided by the addition of USPI's
operations as well as opportunities for synergies.

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.

Tenet, headquartered in Dallas, Texas, is one of the largest
for-profit hospital operators by revenues. The company's
subsidiaries operate 80 hospitals as well as 214 outpatient
centers. The company also offers other services, including six
health plans and Conifer Health Solutions, which provides revenue
cycle management, value based care and patient communications
services. Tenet generated revenue of approximately $16.6 billion
for the year ended Dec. 31, 2014.


TENET HEALTHCARE: Signs Joint Venture Agreement with USPI
---------------------------------------------------------
Tenet Healthcare Corporation and Welsh, Carson, Anderson & Stowe
have signed a definitive agreement under which Tenet and United
Surgical Partners International will combine their short-stay
surgery and imaging center assets into a new joint venture.  The
Tenet and USPI joint venture will be the largest provider of
ambulatory surgery in the United States.

Under the terms of the agreement, Tenet will initially own 50.1% of
the joint venture and will consolidate its financial results. Welsh
Carson and the other existing investors in USPI will initially own
the remaining 49.9%.  Tenet will have a path to full ownership of
USPI over the next five years through a put/call structure.

The joint venture will have ownership interests in 244 ambulatory
surgery centers, 16 short-stay surgical hospitals and 20 imaging
centers in 29 states.  It will maintain the USPI brand, as well as
USPI's innovative three-way partnership model with physicians and
leading not-for-profit health systems.  The combined operations
will have partnerships with 50 health systems and more than 4,000
physicians at the facility level.  Bill Wilcox will continue to
lead USPI as chief executive officer, and Brett Brodnax, president
and chief development officer of USPI, will lead the company's
strategy and growth efforts.  Kyle Burtnett, senior vice president
for outpatient services at Tenet, will join USPI as president of
ambulatory services and will take on the additional role of chief
integration officer for the new venture.

"Through strong partnerships with physicians and leading health
systems, USPI has built a network of relationships and facilities
that are providing high quality surgical care across the United
States," said Trevor Fetter, Tenet's president and chief executive
officer.  "Creating this joint venture with the premier operator of
short-stay hospitals and surgery centers has strategic and
financial benefits for both parties.  The partnership accelerates
Tenet's and USPI's shared strategy to expand our ambulatory service
offerings to meet growing consumer demand for services that are
provided in a lower cost, more convenient setting and that are
aligned with the long-term transition to value-based care. In
addition, together Tenet, USPI and Conifer Health Solutions will be
even better positioned as a strategic and capital partner to
not-for-profit health systems.  Financially, this transaction is
expected to be neutral to EPS this year and accretive to EPS in
2016, to sustainably increase our growth and profitability, and
improve our cash flow profile."

Bill Wilcox, chief executive officer of USPI, said, "We share
Tenet's vision and excitement with regard to the benefits of this
transaction and look forward to working with Tenet to grow our
ambulatory services platform.  Tenet is committed to delivering
high quality care and clearly values its partners, and together we
will further establish USPI as the innovative leader in providing
ambulatory solutions for healthcare systems.  The growth potential
of USPI is strengthened as a result of this partnership."

Tenet also has entered into a definitive agreement to acquire from
Welsh Carson the operations of Aspen Healthcare Ltd., which
operates nine private hospitals and clinics in the United Kingdom.
Aspen began as a two hospital system that was acquired by USPI in
April 2000 with backing from Welsh Carson.  USPI grew the system
before a restructuring of the USPI group in 2012, which resulted in
it becoming an independent company majority owned by Welsh Carson.
Tenet is buying Aspen Healthcare from Welsh Carson for
approximately $215 million in cash.  Aspen Healthcare will not be
included in the new joint venture.

"Aspen Healthcare has achieved a strong track record of performance
under Welsh Carson's ownership, and their significant and smart
capital investments in recent years have positioned the company to
drive additional robust growth in the future," said Mr. Fetter.

Both transactions are subject to customary closing conditions,
including in the case of USPI the receipt of regulatory approvals,
and both are expected to close by the third quarter of 2015.

In total, Tenet expects to raise $2.2 billion of debt related to
these transactions, to be used principally to refinance $1.5
billion in existing debt of USPI, make the $0.6 billion in cash
payments to Welsh Carson for USPI and Aspen, and for related
transaction expenses.

These transactions are expected to close by the third quarter of
2015, after which the company intends to update its 2015 guidance.

J.P. Morgan and Lazard acted as financial advisors to Tenet, and
Gibson, Dunn & Crutcher served as Tenet's legal counsel.  Barclays
acted as lead financial advisor to USPI, with Goldman Sachs also
acting as financial advisor, and Ropes & Gray LLP serving as legal
counsel.  For Aspen, Barclays and Goldman Sachs served as financial
advisors.  Barclays has provided committed financing to Tenet as
part of the transaction.

Additional information is available for free at:

                        http://is.gd/0i678q

A full-text copy of the Contribution and Purchase Agreement is
available for free at http://is.gd/U69cYy

                            About Tenet

Tenet Healthcare Corporation is a national, diversified healthcare
services company with 110,000 employees united around a common
mission: to help people live happier, healthier lives.  The company
operates 80 hospitals, 214 outpatient centers, six health plans and
Conifer Health Solutions, a leading provider of healthcare business
process services in the areas of revenue cycle management, value
based care and patient communications.  For more information,
please visit www.tenethealth.com.

Tenet Healthcare reported net income attributable to the Company's
shareholders of $12 million for the year ended Dec. 31, 2014,
compared to a net loss attributable to the Company's shareholders
of $134 million during the prior year.

As of Dec. 31, 2014, Tenet Healthcare had $18.1 billion in total
assets, $16.9 billion in total liabilities, $401 million in
redeemable non-controlling interest in equity of consolidated
subsidiaries, and $785 million in total equity.

                             *    *    *

Tenet carries a 'B' IDR from Fitch Ratings, 'B' corporate credit
rating from Standard & Poor's Ratings Services and 'B1' Corporate
Family Rating from Moody's Investors Service.


TENET HEALTHCARE: To Partner with Baylor Scott on Five Hospitals
----------------------------------------------------------------
Baylor Scott & White Health and Tenet Healthcare Corporation
announced a definitive agreement to partner on providing care
through five North Texas hospitals.  The partnership will focus on
delivering integrated, value-based care to communities in Rockwall,
Collin and Dallas counties.

Through this new partnership, the two organizations will jointly
own Centennial Medical Center, Doctors Hospital at White Rock Lake,
Lake Pointe Medical Center, and Texas Regional Medical Center at
Sunnyvale -- currently owned and operated by a subsidiary of Tenet
-- and Baylor Medical Center at Garland -- currently owned and
operated by Baylor Scott & White Health. Baylor Scott & White
Health will hold a majority ownership interest in the five
hospitals, and all five will operate under the Baylor Scott & White
Health brand.  The transaction is subject to regulatory review and
customary closing conditions.

"This is an exciting step as we partner with a like-minded
organization to create a strong network that will improve the
health of individuals, families and communities across eastern and
northeastern Dallas," says Gary Brock, president and chief
operating officer of Baylor Scott & White Health, North Texas.
"This partnership demonstrates our commitment to advancing
population health in North Texas."

"Our goal is to provide high-quality care for patients and families
in the Dallas area," says Brett Lee, chief executive officer of
Tenet's Dallas Market.  "This partnership will strengthen our
ability to provide better care for patients and better health in
the communities we serve."

Additional details of the definitive agreement include:

   * Governance: The partnership will be governed by a jointly
     appointed board of managers.  In addition, each hospital will
     have a governing board and independent medical staffs and
     medical staff leadership responsible for certain medical
     staff and clinical matters.

   * Branding: Centennial Medical Center, Doctors Hospital at
     White Rock Lake, Lake Pointe Medical Center and Texas
     Regional Medical Center at Sunnyvale will transition to the
     Baylor Scott & White Health brand over a period of time.

   * Operations: Tenet will continue to manage the operations of
     Centennial Medical Center, Doctors Hospital at White Rock
     Lake, Lake Pointe Medical Center and Texas Regional Medical
     Center at Sunnyvale on behalf of the partnership.  Baylor
     Scott & White Health will continue to manage Baylor Medical
     Center at Garland.

   * Leadership and Employees: The leadership teams for each
     hospital will remain in place, and there should be little-to-
     no change for employees at the five hospitals.

   * Medical Staffs: Each hospital will maintain an independent
     medical staff, and physicians will retain their current
     hospital privileges.

   * Community Benefit and Charity Care: Centennial Medical
     Center, Doctors Hospital at White Rock Lake, Lake Pointe
     Medical Center and Texas Regional Medical Center at Sunnyvale

     will adopt certain policies that are integral to Baylor Scott

     & White Health's identity and its traditions, including its
     policies and standards related to charity care and community
     benefit.  Baylor Medical Center at Garland will continue to
     meet or exceed the same standards.

Separately, Tenet's North Texas accountable care organization
recently entered into an affiliation agreement with the Baylor
Scott & White Quality Alliance, effective Feb. 23, 2015.  For
members of the Baylor Scott & White Quality Alliance, a leading
accountable care organization in Texas, this agreement increases
convenient access to coordinated and integrated care by adding four
hospitals, six outpatient centers and more than 170 physicians to
the network.

                     About Baylor Scott & White

Baylor Scott & White Health, the organization formed from the 2013
merger between Baylor Health Care System and Scott & White
Healthcare, is today the largest not-for-profit health care system
in the State of Texas.  With total assets of $9 billion and serving
a population larger than the state of Virginia, Baylor Scott &
White Health has the vision and resources to provide its patients
continued quality care while creating a model system for a
dramatically changing health care environment.  The organization
now includes 49 hospitals, more than 800 access points, more than
5,800 active physicians, 35,000 employees and the Scott & White
Health Plan.

                            About Tenet

Tenet Healthcare Corporation -- http://www.tenethealth.com/-- is a
national, diversified healthcare services company with 110,000
employees united around a common mission: to help people live
happier, healthier lives.  The company operates 80 hospitals, 214
outpatient centers, six health plans and Conifer Health Solutions,
a leading provider of healthcare business process services in the
areas of revenue cycle management, value based care and patient
communications.

Tenet Healthcare reported net income attributable to the Company's
shareholders of $12 million for the year ended Dec. 31, 2014,
compared to a net loss attributable to the Company's shareholders
of $134 million during the prior year.

As of Dec. 31, 2014, Tenet Healthcare had $18.1 billion in total
assets, $16.9 billion in total liabilities, $401 million in
redeemable non-controlling interest in equity of consolidated
subsidiaries, and $785 million in total equity.

                             *    *    *

Tenet carries a 'B' IDR from Fitch Ratings, 'B' corporate credit
rating from Standard & Poor's Ratings Services and 'B1' Corporate
Family Rating from Moody's Investors Service.


TOWERGATE FINANCE: March 27 Hearing on U.S. Recognition
-------------------------------------------------------
Judge Stuart M. Bernstein of the U.S. Bankruptcy Court for the
Southern District of New York will convene a hearing on March 27,
2015, to consider Towergate Finance PLC's petition for recognition
of its English proceeding as the main forum of action for its
restructuring.

The Debtor, an English public limited company, has issued secured
and unsecured debt that it seeks to adjust through two separate but
related schemes of arrangement to be approved by the affected
creditors and ultimately by the English Court under part 26 of the
Companies Act 2006 of England and Wales.  

In order to mitigate the risk of a dissenting creditor suing under
the applicable indentures in U.S. courts to frustrate the Debtor's
successful financial restructuring under the Schemes, the Foreign
Representative files this Petition seeking this Court's aid in
extending the protections granted by the English Court under the
Schemes to the territorial jurisdiction of the United States.

Towergate's trading performance since mid-2014, coupled with the
significant risk that it may have material liabilities under
certain ongoing regulatory investigations into its historic
business practices, has resulted in the Towergate Group facing
financial difficulties, particularly in light of the Debtor's debt
service obligations.  As a result, the Debtor has, since November
2014, been in negotiations with its key creditor constituencies and
other stakeholders with a view to restructuring its capital
structure and financial obligations.  On Feb. 2, 2015, the Debtor,
which relies on cash generated by its operating subsidiaries to
service its debt, did not make an interest payment due on that day
in respect of certain of its senior secured notes.

The Towergate Group's negotiations with an ad hoc group of senior
secured creditors and an ad hoc group of senior unsecured
noteholders recently resulted in an agreed framework for a
financial restructuring that, if approved by at least the senior
secured creditors and, if applicable, its senior unsecured
noteholders, will be implemented through the Schemes.  Only two
classes of the Debtor's creditors -- its Existing Senior Secured
Creditors and its Existing Senior Unsecured Noteholders -- will
have their rights affected by, and will vote on, the relevant
Scheme.  As of the date hereof, holders of 86.2% of the Existing
Senior Secured Debt and holders of approximately 86.9% of the
Existing Senior Unsecured Notes have entered into a lockup and
restructuring agreement with the Debtor pursuant to which they have
agreed to vote in favor of their respective Schemes.

The Debtor thus expects each of the Schemes to be approved by each
of the applicable classes of debt.  This scenario is referred to in
the Scheme documents and herein as the "Composite Restructuring."
Under the Composite Restructuring, the senior secured creditors
will, in consideration for the release and discharge of the
Debtor's Existing Senior Secured Debt, receive a combination of
cash, new debt, equity interests in a new holding company ("TopCo")
and the right to subscribe for new super senior debt and
participate in a back-stopped offering of shares in TopCo.  The
Existing Senior Unsecured Noteholders will, in consideration for
the release and discharge of the Debtor's Existing Senior Unsecured
Notes, receive equity interests in a new holding company controlled
by the Existing Senior Unsecured Noteholders that will be a
shareholder in TopCo and the right to participate in a back-stopped
offering of shares in TopCo.

However, if the Senior Secured Scheme is approved by the Existing
Senior Secured Creditors but the Parallel SUN Scheme is not
approved by the Existing Senior Unsecured Noteholders (or certain
other conditions do not occur), the Composite Restructuring toggles
to an alternative restructuring between the Debtor and the Existing
Senior Secured Creditors.  Under this scenario, the Existing Senior
Secured Creditors will, in consideration for the release and
discharge of the Debtor's Existing Senior Secured Debt, receive the
entire share capital in TopCo, and new senior secured and
subordinated debt and the right to subscribe for new super senior
debt.  In this scenario, the guarantees granted by the Debtor's
Parent and its subsidiaries in respect of the Existing Senior
Unsecured Notes will be released in accordance with a contractual
release mechanism in the Existing Intercreditor Agreement.

In order to effectuate the restructuring contemplated by the
Schemes, the Debtor, through its Scott Egan, the foreign
representative of the Debtor, seeks recognition of the English
Proceeding as a foreign main proceeding and requests the Court
grant full force and effect to the English Court's order approving
the applicable Schemes.  

Pursuant to the indentures governing the senior secured notes and
the senior unsecured notes, the Debtor has expressly consented to
the jurisdiction of any federal or state court located in the
Borough of Manhattan in the City of New York, New York in
connection with any disputes arising out of the relevant
indentures.  

Thus, according to Mr. Egan, absent relief from the U.S. Court
honoring the discharge and release of debts obtained in the
Schemes, a dissenting noteholder in a class that has otherwise
voted in favor of the Schemes could commence a lawsuit in the
United States seeking to obtain more than its pro rata share of its
class's distributions.  

Mr. Egan notes that the English Proceeding grants substantial due
process rights to the Debtor's affected creditors that sufficiently
protect their interests and is consistent with, and not manifestly
contrary to, U.S. public policy.

A copy of the Petition for U.S. Recognition is available for free
at http://bankrupt.com/misc/Towergate_US_Recognition.pdf

                     About Towergate Finance

Towergate Finance is an independently-owned insurance intermediary
company distributing general insurance products in the United
Kingdom through its own brokers and third party brokers, including
mortgage brokers and other mortgage intermediaries.

Towergate Finance is a subsidiary of privately held Towergate
Holdings II Limited and Towergate Partnershipco Limited, which is
owned by investment funds managed by the private equity firm Advent
International Corporation and individual shareholders.

Towergate's corporate headquarters are located in Kent, England,
and it has more than 90 offices across the U.K.  Towergate does not
currently have any operations outside of the U.K.  

The Towergate group's trading performance since mid-2014, coupled
with the significant risk that it may have material liabilities
relating to the ongoing UK Financial Conduct Authority
investigations into its historic business practices, has resulted
in the Towergate Finance and the Group facing financial
difficulties particularly in the context of Towergate Finance's
debt service obligations.  On Feb. 2, 2015, Towergate Finance
failed to make an interest payment due under its floating rate
senior secured notes due 2018.

On Feb. 6, 2015, Towergate proposed with the Chancery Division
(Companies Court) of the High Court of Justice of England and Wales
schemes of arrangement that would adjust its secured and unsecured
debt.  The schemes of arrangement are subject to approval by the
affected creditors and ultimately by the English Court.

To ward off the threat of a lawsuit in the U.S. from a dissenting
investor, Towergate Finance filed for Chapter 15 bankruptcy
protection (Bankr. S.D.N.Y. Case No.  15-10509) in Manhattan in the
United States on March 6, 2015.  Scott Egan, as foreign
representative, signed the petition.  Aaron Javian, Esq., at
Linklaters LLP, in New York, serves as counsel in the U.S. case.


UCI INTERNATIONAL: Moody's Cuts CFR to Caa1, Outlook Negative
-------------------------------------------------------------
Moody's Investors Service downgraded the ratings of UCI
International, Inc. (UCI) -- Corporate Family and Probability of
Default, to Caa1 and Caa1-PD, from B3 and B3-PD, respectively.  UCI
is the parent of United Components, Inc.  In a related action
Moody's downgraded the ratings on UCI's senior secured bank credit
facilities to B1 from Ba3, and senior unsecured note to Caa2 from
Caa1.  The rating outlook remains negative.

The following ratings were downgraded:

UCI International, Inc.

  -- Corporate Family Rating, to Caa1 from B3;

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

  -- $75 million guaranteed senior secured revolving credit due
     2016, to B1 (LGD2) from Ba3 (LGD2);

  -- $288 million (remaining amount) guaranteed senior secured
     term loan due 2017, to B1 (LGD2) from Ba3 (LGD2);

  -- $400 million guaranteed senior unsecured notes due 2019, to
     Caa2 (LGD5) from Caa2 (LGD5).

The downgrade of UCI's Corporate Family Rating to Caa1 incorporates
the risks around the unresolved strategic review of the ownership
of the businesses operated by UCI announced in August 2014 combined
with the near-term January 2016 maturity of the company's $75
million revolving credit facility. The timing and form of the
resolution of the strategic review has not been announced. While
Moody's believes that UCIs performance over the near-term could
stabilize at about $100 million of EBITDA by year-end 2015, this
result is contingent on the stability of pricing pressure in the
company's end markets, the attainment of anticipated cost savings,
and the elimination of restructuring charges related to any
additional cost savings actions. For the year ending December 31,
2014, UCI's Debt/EBITDA approximated 11.8x (inclusive of Moody's
standard adjustments). After excluding factored receivables,
Debt/EBITDA remains high at about 8.8x. UCI's EBITA/Interest was
about 0.9x. Moody's believes that UCI's weak credit metrics
combined with the risks around the ability to resolve the company's
strategic review, extend debt maturities, and stabilize operating
performance could result in a distressed exchange of the senior
unsecured notes.

Despite the above challenges, Moody's continues to consider UCI to
be well positioned in the automotive aftermarkets industry with a
strong market position in: filtration products with leading private
label brands; fuel delivery systems; cooling systems; and vehicle
electronic products. The automotive aftermarket industry benefits
from the increasing age of light vehicles in use, estimated to be
11.4 years in 2014, with the proportion of vehicles over 11 years
of age also increasing. Also supporting, the industry is growth in
average miles driven in the U.S, estimated to be 1.4% in 2014,
compared to 0.6% in 2013.

UCI maintains a weak liquidity profile weighed by the January 26,
2016 maturity of its $75 million revolving credit facility. Moody's
expect the revolving credit maturity and the July 26, 2017 maturity
of the senior secured term loan to be addressed following the
resolution of the strategic review of the ownership of the business
by the company's shareholder, an affiliate of Rank Group Limited.
However, the timing and form of this resolution has not been
determined as of this writing. As of December 31, 2014, the
revolver had $48.5 million of availability after $20 million of
borrowings and $6.5 million of outstanding letters of credit. UCI
should be able to generate nominally positive free cash flow by the
end of 2015, as implemented cost savings are realized, and working
capital levels are normalized following restructuring actions taken
in 2014.

Supporting UCI's liquidity profile was $44.5 million of cash and
cash equivalents as of December 31, 2014, with about $31 million of
this amount at the issuer and guarantor subsidiaries. Financial
covenants under the bank credit facilities are a senior secured
leverage ratio test and interest coverage ratio test. Both are
expected to have sufficient cushion for UCI to access the vast
majority of the revolving credit facility through its maturity on
January 26, 2016.

UCI's accounts receivable factoring program continues to represent
a liquidity risk if these programs are discontinued. Had UCI not
factored accounts receivables, additional accounts receivable of
$284.2 million would have been outstanding as of Dec. 31, 2014.
These factoring arrangements support the commercial relationships
between UCI and certain of its longstanding customers. As such,
these programs are expected to remain largely in place over the
intermediate term.

The negative rating outlook reflects the company's weak credit
metrics along with a weak liquidity profile resulting from the
near-term maturity of the revolving credit facility.

Future events that could drive UCI's ratings lower include: in
Moody's view, continued uncertainty over the timing of the
resolution of the strategic business review; the expectation of
maintaining a weak liquidity profile; or expectations of a
deteriorating economic environment, or market share losses which
would drive lower operating margins. Consideration for a lower
rating would result if any combination of the above factors would
lead to further deterioration in EBITA/Interest, or increase
leverage.

Future events that could potentially improve the company's outlook
or ratings include: improvement in revenues and operating margins
through organic growth and the impact of cost savings actions, and
a resolution of the company's strategic review combined with an
extension of the company's debt maturities. Consideration for a
higher outlook or rating could arise if any combination of these
factors were to result in EBITA/Interest sustained above 1x, and
leverage approaching 6.0x (excluding factored receivables).

The principal methodology used in these ratings was Global
Automotive Supplier Industry published in May 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.

UCI International Inc. headquartered in Lake Forest, Illinois, is a
leading supplier to the light and heavy-duty vehicle aftermarket
for replacement parts, supplying a broad range of filtration, fuel
delivery systems, vehicle electronics and cooling systems products.
The company manufactures under its own proprietary brands such as
Airtex, Wells, ASC and Champ, and under other private labels and
licensing arrangements. Revenues in 2014 were approximately $1
billion. UCI is a wholly owned subsidiary of UCI Holdings Limited
which is owned by an affiliate of Rank Group Limited.


UNITED AMERICAN: Suspending Filing of Reports with SEC
------------------------------------------------------
United American Health Healthcare Corporation filed a Form 15 with
the Securities and Exchange Commission to terminate the
registration of its common stock, no par value.  The Company is
eligible for the the voluntary termination because there were only
92 holders of the Company's common shares as of March 17, 2015.  As
a result, the Company's duty to file reports with the SEC will be
suspended.

                      About United American

Chicago-based United American Healthcare, through its wholly owned
subsidiary Pulse Systems, LLC, provides contract manufacturing
services to the medical device industry, with a focus on precision
laser-cutting capabilities and the processing of thin-wall tubular
metal components, sub-assemblies and implants, primarily in the
cardiovascular market.

The Company disclosed a net loss of $769,000 on $3.23 million of
contract manufacturing revenue for the six months ended Dec. 31,
2013, as compared with net income of $82,000 on $3.83 million of
contract manufacturing revenue for the same period in 2012.

Bravos & Associates, CPA's, in Bloomingdale, Illinois, issued a
"going concern" qualification on the consolidated financial
statements for the year ended June 30, 2013.  The independent
auditors noted that the Company's liabilities and working capital
raise substantial doubt about its ability to continue as a going
concern.

The Company's balance sheet at March 31, 2014, showed $15.0
million in total assets, $13.1 million in total liabilities and
$1.84 million in total shareholders' equity.


UNITED SURGICAL: Tenet Acquisition No Impact on Moody's B2 Rating
-----------------------------------------------------------------
Moody's Investors Service commented that the announced acquisition
of United Surgical Partners International, Inc. (USPI) (B2 stable)
by Tenet Healthcare Corporation (B1 review for downgrade) has no
impact on the company's existing credit ratings.  The total
consideration is valued at $2.6 billion.  There are no immediate
changes to USPI's current ratings, including the B2 Corporate
Family Rating or stable outlook.

The principal methodology used in this rating was the 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.

United Surgical Partners International, Inc. headquartered in
Dallas, TX, owns and operates ambulatory surgery centers and
surgical hospitals in the United States. At Dec. 31, 2014, the
company operated 219 short-stay surgical facilities.



UNIVERSITY GENERAL: U.S. Trustee Forms Creditors Committee
----------------------------------------------------------
United States Trustee Judy A. Robbins formed a nine-member panel of
unsecured creditors in the Chapter 11 cases of University General
Health System, Inc., et al.

The Committee members are:

   1. Hillair Capital Management L.P.
      Attn: Sean M. McAvoy, Managing Member
      Lorton Avenue, Suite 303
      Burlingame, CA 94010
      Tel: 415.306.6945
      E-mail: seanm@hillaircapital.com

   2. Siemens Medical Solutions USA, Inc.
      Attn: Gregory Hauck
      51 Valley Stream Pkwy.
      Malvern, PA 19355
      Tel: 610.219.8598
      Fax: 610.219.8333
      E-mail: gregory.hauck@siemens.com

   3. Vital Weight Control, Inc., d/b/a Neweigh
      Attn: Diane Crumley, President
      5423 Holly Springs Dr.
      Houston, TX 77056-2021
      Tel: 713.201.2347
      Fax: 713.772.8248
      E-mail: dlcrumley10@gmail.com

   4. 683 Capital Partners, LP
      Attn: Joseph Patt, Partner/Head Trader
      3 Columbus Circle, Suite 2205
      New York, NY 10019
      Tel: 212.554.2380
      E-mail: jpatt@683capital.com

   5. Management Affiliates of Northeast Houston, LLC
      Attn: Robert Stephen Grayson, D.O.
      22751 Professional Drive
      Kingwood, TX 77339
      Tel: 281.319-8310
      Fax: 281.476.6612
      E-mail: stephen.grayson@gmail.com

   6. Emergency Medical Group LLC
      d/b/a Elitecare Emergency Center
      Attn: Jeff Addicks, General Counsel
      211 Highland Cross, Suite 275
      Houston, TX 77073
      Tel: 281.784.1500
      Fax: 281.784.1522
      E-mail: jeff.addicks@enfinahealth.com

   7. NEC Kingwood Emergency Center, LP
      d/b/a Kingwood Emergency Center
      Attn: John Decker, CFO
      1120 Broadway, Suite 2320
      Pearland, TX 77584
      Tel: 713.436.5200
      Fax: 713.436.9669
      E-mail: jdecker@nec24.com

   8. Jacinto Medical Group, PA
      Attn: Siraj Jiwani, CEO
      2800 Garth Road
      Baytown, TX 77521
      Tel: 832.724.7466
           281.425.3840
      Fax: 281.425.3898
      E-mail: sjiwani@jacintomedicalgroup.com

   9. RockHill Global LLC
      Attn: Pavel Oliva
      245 E. 58th Street, Suite 19A
      New York NY 10022
      Tel: 212.792.0200
      E-mail: pavel.oliva@rhgllc.com

An organizational meeting to form a creditors committee was
convened in the Offices of the United States Trustee on March 16,
2015.

                      About University General

University General Health System, Inc., with headquarters in
Houston, Texas, is a multi-specialty health care provider that
delivers concierge physician- and patient-oriented services. UGHS
and its consolidated subsidiaries operate, amongst others, a
general acute care hospital, ambulatory surgical centers,
hyperbaric wound care centers, diagnostic imaging centers,
physical
therapy centers, and senior living centers.

UGHS owns the University General Hospital, a 72-bed, general acute
care hospital in the heart of the Texas Medical Center in Houston,
Texas.

UGHS and its affiliated entities sought Chapter 11 protection
(Bankr. S.D. Tex. Lead Case No. 15-31086) in Houston, Texas, on
Feb. 27, 2015.  The case is assigned to Judge Letitia Z. Paul.

The Debtors have tapped John F Higgins, IV, Esq., Aaron James
Power, Esq., and Joshua W. Wolfshohl, Esq., at Porter Hedges LLP,
in Houston, Texas, as counsel.  Upshot Services, LLC, is the claims
and noticing agent.



VERISIGN INC: Moody's Affirms 'Ba2' CFR, Outlook Stable
-------------------------------------------------------
Moody's Investors Service assigned a Baa3 rating to VeriSign,
Inc.'s new senior unsecured notes and affirmed Verisign's Ba2
Corporate Family Rating, Ba2-PD Probability of Default rating and
the SGL-1 speculative grade liquidity rating.  Moody's also
affirmed the Baa3 rating for Verisign's existing $750 million of
senior unsecured notes.  The outlook for the ratings is stable. The
company will use net proceeds from new senior notes for general
corporate purposes, including share repurchases.

Pro forma for the $400 million of new debt, Verisign's total debt
to EBITDA (Moody's adjusted, mainly for non cash stock compensation
and capitalized operating leases) will increase from 3.2x to 3.8x,
offsetting the deleveraging since the recapitalization in April
2013. Moody's affirmed Verisign's Ba2 CFR based on the expectation
that leverage will gradually decline to 3.5x over the next 12 to 24
months, and that the company will produce free cash flow in excess
of 22% of total debt over this period.

The large increase in senior unsecured debt relative to Verisign's
subordinated convertible debentures has resulted in reduced junior
debt cushion available to senior notes. As a result, the rating for
Verisign's senior unsecured notes is weakly positioned in the Baa3
rating category and a meaningful increase in senior unsecured debt
levels, including increases in borrowing capacity under the
revolving credit facility, will likely trigger a downgrade of the
rating for the senior notes.

The Ba2 CFR reflects Verisign's strong market position as the
exclusive global registry operator for domain names in the.com top
level domain (TLD). The company provides global registry services
for .com, .net and other generic TLDs under agreements with
Internet Corporation for Assigned Names and Numbers (ICANN), and in
the case of the .com registry, additionally with the U.S.
Department of Commerce (DOC). The rating is further supported by
Verisign's predictability of revenues in its registry operations,
and Moody's expectations of solid free cash flow relative to debt.
Moody's expects Verisign to maintain robust levels of cash relative
to debt.

However, Verisign's revenue growth rates have moderated due to a
maturing U.S. market and increasing competition from new gTLDs
assigned by the ICANN and from country code TLDs in foreign
markets. The company has limited ability to raise prices for the
.com domains under the cooperative agreement with the U.S.
Department of Commerce. The rating is also constrained by
Verisign's concentration of revenue in the .com and .net registry
operations. Furthermore, while Verisign has renewal rights under
its registry operations agreements with ICANN and the DOC, the
company's dependence on the exclusivity agreements and uncertainty
about potential revisions in the terms of the agreements increases
Verisign's business risks.

The Ba2 rating also considers Verisign's moderately high leverage
and its history of significant returns of capital to shareholders.
Moody's does not anticipate increase in debt levels to fund share
buybacks over the next 12 to 18 months.

The SGL-1 liquidity rating reflects Verisign's highly liquid
balance sheet, including cash available at its domestic
subsidiaries, strong free cash flow and availability under the
revolving credit facility.

The stable outlook is based on Moody's expectations that Verisign's
leverage will gradually decline from EBITDA growth toward the mid
3x level and the company should produce free cash flow in excess of
20% of total debt.

Verisign's ratings could be downgraded if aggressive financial
policies or intensifying competition result in a deterioration in
liquidity, including a material erosion in cash and cash
equivalents, or the financial risk profile. Specifically, Moody's
could downgrade Verisign's ratings if Moody's believes that the
company is unlikely to sustain leverage below 4.0x and free cash
flow in excess of about 15% of total debt (both metrics on Moody's
adjusted basis).

Moody's could upgrade Verisign's ratings if the company
demonstrates a commitment to conservative financial policies and
maintains total debt-to-EBITDA below 3.0x (Moody's adjusted), it
generates good operating cash flow growth, and revenue diversity
increases through success in new product initiatives. In addition,
an upgrade would be contingent upon Moody's continued expectations
that the company should be able to renew its exclusive right to
operate the .com registry with ICANN and get approvals from the DOC
at substantially similar terms.

Moody's has assigned the following ratings:

Issuer: VeriSign, Inc.

  -- Proposed Senior Unsecured notes due 2025 --Baa3 (LGD 2)

The following ratings were affirmed:

Issuer: VeriSign, Inc.

  -- Corporate Family Rating -- Ba2

  -- Probability of Default Rating -- Ba2-PD

  -- $750 million of Senior Unsecured notes due 2023 --
     Baa3 (LGD 2)

  -- Speculative Grade Liquidity -- SGL-1

  -- Outlook - Stable

Headquartered in Reston, VA, Verisign provides Internet
infrastructure services. Verisign reported $1.01 billion in revenue
in 2014.

The principal methodology used in these ratings was Global Software
Industry published in October 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.


VERISIGN INC: S&P Affirms 'BB+' Corp. Credit Rating
---------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'BB+'
corporate credit rating on Reston, Va.-based VeriSign Inc.
(Verisign).  The outlook is stable.

At the same time, S&P assigned a 'BB+' issue-level rating to
Verisign's $400 million senior unsecured notes due 2025.  The '3'
recovery rating on these instruments indicate S&P's expectation for
meaningful recovery (50% to 70%) in the event of payment default.
The recovery rating for these instruments is capped at '3' per
S&P's criteria.

"The rating reflects our view of Verisign's 'modest' financial risk
profile reflecting its consistent operating performance and strong
cash flow characteristics despite the additional debt, the proceeds
of which we anticipate will be primarily used for shareholder
returns," said Standard & Poor's credit analyst Andrew Chang.

The stable outlook reflects S&P's expectation that the company will
maintain its market position and stable operating performance while
continuing to pursue a similar level of shareholder returns over
the near term.



VERMILLION INC: George Schuler Reports 13.7% Stake as of March 23
-----------------------------------------------------------------
George Schuler disclosed in a regulatory filing with the Securities
and Exchange Commission that, as of March 23, 2015, he may be
deemed to beneficially own, in the aggregate, 5,907,688 shares of
of common stock of Vermillion, Inc., representing approximately
13.7% of the Shares outstanding.  This amount consists of (A)
1,787,536 Shares held by the Tino Trust; (B) 1,787,536 Shares held
by the Tanya Trust; (C) 1,787,536 Shares held by the Therese Trust;
(D) 188,888 Shares held by the Continuation Trust; (E) 188,888
Shares held by the Grandchildren LLC; (F) 26,000 Shares held by
Gayle Schuler; and (E) 141,304 Shares held by Seascape Partners
L.P.  The percentage is based on a total of 43,115,790 Shares
reported as outstanding as of Feb. 10, 2015, in the Issuer's
registration statement on Form S-3 filed on Feb. 11, 2015.

Jack W. Schuler also reported beneficial ownership of 7,961,368
common shares or 18.5 percent equity stake as of May 13, 2013.

A copy of the regulatory filing is available for free at:

                          http://is.gd/6xSy1I

                           About Vermillion

Vermillion, Inc., is dedicated to the discovery, development and
commercialization of novel high-value diagnostic tests that help
physicians diagnose, treat and improve outcomes for patients.
Vermillion, along with its prestigious scientific collaborators,
has diagnostic programs in oncology, hematology, cardiology and
women's health.

The Company filed for Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 09-11091) on March 30, 2009.  Vermillion's legal
advisor in connection with its successful reorganization efforts
wass Paul, Hastings, Janofsky & Walker LLP.  Vermillion emerged
from bankruptcy in January 2010.  The Plan called for the Company
to pay all claims in full and equity holders to retain control of
the Company.

Vermillion incurred a net loss of $8.81 million in 2013, a net
loss of $7.14 million in 2012 and a net loss of $17.8 million in
2011.

As of Sept. 30, 2014, Vermillion had $18.4 million in total
assets, $5.83 million in total liabilities and $12.6 million in
total stockholders' equity.


VERSO PAPER: Files 2014 Financial Statements of Newpage
-------------------------------------------------------
Verso Paper Holdings, LLC, filed with the Securities and Exchange
Commission a current report on Form 8-K on Jan. 7, 2015, to report,
among other things, the consummation of the acquisition by Verso of
NewPage Holdings Inc.

On March 23, 2015, Verso amended the Form 8-K to provide the
audited consolidated financial statements of NewPage and its
predecessor, NewPage Corporation, as of Dec. 31, 2014, and 2013,
and for the three years ended Dec. 31, 2014, and the unaudited pro
forma condensed combined financial information of Verso and Verso
Holdings.

NewPage Holdings reported a net loss of $328 million on $3.06
billion of net sales for the year ended Dec. 31, 2014, compared to
a net loss of $2 million on $3.05 billion of net sales in 2013.  As
of Dec. 31, 2014, NewPage Holdings had $1.79 billion in total
assets, $1.57 billion in total liabilities and $223 million in
total equity.  A full-text copy of the Report is available for free
at http://is.gd/HilOWV

                            About Verso

Verso is a North American producer of coated papers, including
coated groundwood and coated freesheet, and specialty products.
Verso is headquartered in Memphis, Tennessee, and owns three paper
mills located in Maine and Michigan.  Verso's paper products are
used primarily in media and marketing applications, including
magazines, catalogs and commercial printing applications such as
high-end advertising brochures, annual reports and direct-mail
advertising.  Additional information about Verso is available on
its Web site at http://www.versopaper.com/

Verso Paper reported a net loss of $356 million on $1.29 billion of
net sales for the year ended Dec. 31, 2014, compared with a net
loss of $111 million on $1.38 billion of net sales in 2013.

As of Dec. 31, 2014, Verso Holdings had $900.9 million in total
assets, $1.68 billion in total liabilities and a $780.3 million
total deficit.

                            *    *    *

As reported by the TCR on July 10, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating on Memphis, Tenn.-
based Verso Paper Holdings LLC to 'CC' from 'CCC'.  "The rating
action reflects the announcement that the company plans to conduct
a two-part exchange for its senior secured second-priority notes
and senior subordinated notes," said Standard & Poor's credit
analyst David Kuntz.

The TCR reported on June 24, 2014, that Moody's Investors Service
downgraded Verso Paper's corporate family rating (CFR) to 'Caa3'
from 'B3' and probability of default rating (PDR) to 'Caa3-PD' from
'Caa2-PD'.  Verso's Caa3 CFR reflects the elevated risk
of a default or distressed exchange in the next 12 months, the
company's weak liquidity, high leverage (adjusted leverage over
13x), and the expectation that the company will continue to face
secular demand declines and weak prices for most of the grades of
coated paper it produces.


VISTEON CORP: S&P Affirms 'B+' Rating on HVCC Sale
--------------------------------------------------
Standard & Poor's Ratings Services affirmed its corporate credit
rating on Visteon Corp.  The outlook remains positive.

At the same time, S&P is raising its issue-level rating on the
company's senior secured debt to 'BB' from 'BB-' and revising the
recovery rating to '1' from '2'.  This follows the anticipated
pay-down of structurally senior debt related to HVCC and a further
debt reduction of about $250 million on its term loan,
post-amendment.  The '1' recovery rating indicates S&P's
expectation for a very high recovery (90% to 100%) for debtholders
following a hypothetical payment default.

"The positive outlook reflects our view that there is at least a
one-third probability that Visteon's ongoing transformation into a
business focused on cockpit electronics could lead to a higher
rating over the next 12 months," said Standard & Poor's credit
analyst Nishit K Madlani.

A higher rating assumes that the company improves its profitability
through the successful integration of the electronics business
acquired from Johnson Controls Inc.'s (JCI) automotive electronics
division assets, further cost-cutting initiatives and efficiencies
gained by information technology investment.

S&P's business risk assessment incorporates the company's
participation in the highly competitive, cyclical global auto
supplier market.  Although the company has balanced geographic
concentration, Visteon also has customer concentration with Ford
Motor Co. and Renault/Nissan Alliance.  With the sale of HVCC, the
company has below-average profitability for the auto supplier
sector, with adjusted EBITDA margins of 7.5% to 8.5%.  The path to
a higher rating in part depends on the realization of higher
margins and improved comparability of its operational flexibility
with higher-rated peers.

S&P's financial risk profile assessment reflects its view of the
company's inconsistent free operating cash flow (FOCF) in recent
years, which S&P estimates will be negative in 2015 due to
restructuring cost and positive in 2016, and manageable debt
maturities.  As S&P includes the impact of restructuring on EBITDA,
it expects Visteon's total debt leverage to be nearly 5x in 2015;
however, S&P sees it moving below 3x in 2016 due mostly to
declining restructuring costs and S&P's estimate of modest
synergies arising from the integration of JCI's electronic
business.

S&P considers Visteon's liquidity as "adequate" and its debt
maturities manageable over the next 12 months.

The positive outlook reflects at least a one-in-three likelihood of
an upgrade over the next 12 months based on a credible pathway
toward positive free operating cash flow in 2016 following the sale
of its 70% stake in Halla Visteon Climate Control Corp.

S&P could raise the rating on Visteon if it expects that the
company will achieve and sustain FOCF to total debt of greater than
10%.  S&P would also need to believe that debt leverage will move
well below 4x sustainably and the company's financial policy,
following the CEO-transition, remains supportive of these levels.
For an upgrade, S&P would expect to see a track record of
performance signaled by the successful realization of expected
synergies and cost-savings and underscored by an improving
competitive position in its business over the next 12 months.

S&P could revise the rating outlook to stable if it concludes that
the company cannot sustain debt leverage below 4x and FOCF to total
debt near 10% or higher.  S&P could also revise the outlook to
stable if it believes the company cannot sustainably improve its
competitive position as a result of recent asset transactions.



WEST COAST GROWERS: Meeting of Creditors on April 23
----------------------------------------------------
A meeting of creditors of West Coast Growers, Inc. will be held on
April 23, 2015, at 10:00 a.m. at Fresno Meeting Room 1452.  A
separate meeting of creditors of Salwasser, Inc., is scheduled to
be held at 10:30 a.m. on the same date, according to a notice filed
with the Court.

Deadline for creditors to file their proofs of claim is July 22,
2015.

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

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

                      About West Coast Growers

West Coast Growers, Inc., a Kerman, California-based processor and
distributor of California raisins, sought Chapter 11 bankruptcy
protection (Bankr. E.D. Cal. Case No. 15-11079) on March 20, 2015,
in Fresno, California.  The case is assigned to Judge W. Richard
Lee.

Related entity Salwasser, Inc. (the 100% shareholder of WCG) also
sought bankruptcy protection on March 20, 2015 (Case No. 15-11080).
Charlotte Ellen Salwasser filed a Chapter 11 petition (Case No.
15-10705) on Feb. 26, 2015.  Ms. Salwasser an husband George
Salwasser are the principals and 50% shareholders of Salwasser,
Inc.  Mr. Salwasser is the president of WCG, and Ms. Salwasser is
the vice president and secretary of WCG.

West Coast Growers disclosed total assets of $10.1 million and
total liabilities of $59.6 million.

Hagop T. Bedoyan, Esq., Jacob L. Eaton, Esq., at Lisa A. Holder,
Esq., at Klein, Denatale, Goldner, Cooper, Rosenlieb & Kimball,
LLP, serve as West Coast Growers' attorneys.  Peter L. Fear, Esq.,
at Fear Law Group, P.C., represents Salwasser as counsel.


WPCS INTERNATIONAL: Posts $3.45 Million Net Loss in 3rd Quarter
---------------------------------------------------------------
WPCS International Incorporated filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss attributable to the Company's common shareholders of $3.45
million on $6.36 million of revenue for the three months ended Jan.
31, 2015, compared to a net loss attributable to the Company's
common shareholders of $3.54 million on $6.26 million of revenue
for the same period in 2014.

For the nine months ended Jan. 31, 2015, WPCS reported a net loss
attributable to the Company's common shareholders of $9.59 million
on $20.3 million of revenue compared to a net loss attributable to
the Company's common shareholders of $9.95 million on $15.02
million of revenue for the same period a year ago.

As of Jan. 31, 2015, the Company had $14.8 million in total assets,
$14.8 million in total liabilities and a $36,000 total deficit.

"The Company's continuation as a going concern beyond the next
twelve months from the date of filing and our ability to discharge
our liabilities and commitments in the normal course of business is
ultimately dependent upon the execution of our future plans, which
include our ability to generate future operating income, reduce
operating expenses and produce cash from our operating activities,
which will be affected by general economic, competitive, and other
factors, many of which are beyond our control and our ability to
raise additional funds either through the financing or sale of
assets or raising additional capital through equity or debt
markets.  Presently we have no commitments to raise cash or capital
and these factors raise substantial doubt about the Company's
ability to continue as a going concern," the Company states in the
Report.

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

                        http://is.gd/d7gt13

               About WPCS International Incorporated

WPCS -- http://www.wpcs.com/-- operates in two business segments
including: (1) providing communications infrastructure contracting
services to the public services, healthcare, energy and corporate
enterprise markets worldwide; and (2) developing a Bitcoin trading
platform.

As reported by the TCR on Feb. 7, 2014, WPCS appointed Marcum LLP
as its new independent registered public accounting firm.
CohnReznick LLP resigned on Dec. 20, 2013.

WPCS International incurred a net loss attributable to common
shareholders of $11.2 million for the year ended April 30, 2014,
as compared with a net loss attributable to common shareholders of
$6.91 million for the year ended April 30, 2013.

Marcum LLP, in New York, NY, issued a "going concern"
qualification on the consolidated financial statements for the
year ended April 30, 2014.  The independent auditing firm
noted that the Company has incurred significant losses and needs
to raise additional funds to meet its obligations and sustain its
operations.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.


XRPRO SCIENCES: Reports $569,000 Net Loss for 2014
--------------------------------------------------
XRPro Sciences, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss
applicable to common stock of $569,000 on $542,000 of sales for the
year ended Dec. 31, 2014, compared to a net loss applicable to
common stock of $5.88 million on $708,000 of sales during the prior
year.

As of Dec. 31, 2014, XRPro had $7.63 million in total assets, $2.49
million in total liabilities, $133,000 in convertible redeemable
preferred stock, and $5 million in total stockholders' equity.

"We have a history of annual losses from operations since inception
and we have primarily funded our operations through sales of our
unregistered equity securities and cash flows generated from
government contracts and grants.  The settlement of the Los Alamos
National Security matter has resulted in a gross cash injection of
$7,000,000 (net cash injection of $5,502,000 after legal expenses
and discretionary bonus payments).  The closing of the Private
placement on December 31, 2014 resulted in a gross cash injection
of $5,018,867 and net proceeds of $4,579,858 after placement agent
fees and expenses," the Company said in the Report.

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

                        http://is.gd/QIN1D4

                     About XRpro Sciences, Inc.

XRpro Sciences, Inc., formerly known as Caldera Pharmaceuticals
Inc., provides a unique platform for drug discovery and development
services featuring high throughput screening of ion channel assays
for the pharmaceutical industry.  The Company's proprietary
advances in X-ray fluorescence provide measurements that would
otherwise be difficult or impossible applying other readily
available technologies.  XRpro technology directly measures the
activity of a drug target, without the need for costly and
artifact-causing chemical dyes or radiolabels.  For further
information, please visit www.xrpro.com.

Caldera incurred a net loss applicable to common stock of
$5.88 million in 2013, a net loss of $952,000 in 2012, and a net
loss of $2.35 million in 2011.


ZION PARK: Moody's Cuts GO Debt Rating to Ba1, Outlook Negative
---------------------------------------------------------------
Moody's Investors Service downgraded the rating on Zion Park
District, IL's general obligation (GO) debt to Ba1 from Baa3 and
the rating on the district's general obligation limited tax (GOLT)
debt certificates to Ba2 from Ba1.  The Ba1 rating applies to $1.9
million in outstanding general obligation (GO) alternate revenue
debt and $540,000 in GOLT debt service extension base (DSEB) debt.
The Ba2 rating applies to $400,000 in outstanding GOLT debt
certificates.  The outlook is negative.

The Ba1 rating reflects the district's rapidly declining tax base;
limited revenue raising ability as the district is operating at
property tax rate caps in almost all of its major operating funds,
and narrow Operating Fund cash reserves. Also incorporated in the
rating is the district's reliance regular borrowing to support debt
service payments on outstanding debt, including plans to fully
leverage its debt service extension base (DSEB) to support GO
alternative revenue source debt service.

The district's Ba2 debt certificate rating reflects the lack of a
dedicated property tax levy for repayment of debt service, along
with the district's narrow liquidity position.

The negative outlook reflects our expectation that the district's
finances will remain limited, requiring regular borrowing to pay
debt service on existing debt, as well as expectations for
continued, material tax base declines.

What could make the rating go up (or remove the negative outlook):

- Stabilization or growth in the district's property tax base

- Growth in overall liquidity supported by balanced operations

- Formalized planning toward and the attainment of self
   supporting enterprises

- Discontinuation of the practice of borrowing to support
   recurring debt service on outstanding debt

What could make the rating go down:

- Further deterioration in property tax base valuations

- Recreation Fund tax rate hitting property tax rate cap

- Erosion of operating liquidity

- Increased Enterprise Fund dependency on the General Fund

The district is located in Lake County, IL and is essentially
coterminous with the city of Zion with access to the Chicago and
Milwaukee metropolitan regions. The district operates a swimming
pool, two golf courses, two community centers, and 23 parks.

The district's outstanding GO and GOLT debt represent three
different security types. Approximately $1.9 million is secured by
the district's GO alternate revenue pledge, which is ultimately
secured by the district's property tax pledge that is unlimited by
rate or amount. Roughly $540,000 of outstanding GOLT debt is
secured by the district's DSEB, which benefits from a dedicated
property levy that is limited as to amount but unlimited as to
rate. The district has $400,000 of outstanding debt certificates
which do not benefit from a designated levy.

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


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   Bankr. C.D. Cal. Case No. 15-12646
      Chapter 11 Petition filed March 18, 2015
         represented by: Todd L. Turoci, Esq.
                         THE TUROCI FIRM
                         E-mail: mail@theturocifirm.com

In re American Waste Services, LLC
   Bankr. W.D. La. Case No. 15-10503
      Chapter 11 Petition filed March 18, 2015
         See http://bankrupt.com/misc/lawb15-10503.pdf
         represented by: Robert W. Raley, Esq.
                         ROBERT W. RALEY & ASSOCIATES
                         E-mail: rraley52@bellsouth.net

In re Benjamin L. Hall, Jr.
   Bankr. D. Mass. Case No. 15-10973
      Chapter 11 Petition filed March 18, 2015

In re Sierra Resource Group, Inc.
   Bankr. D. Nev. Case No. 15-11426
      Chapter 11 Petition filed March 18, 2015
         See http://bankrupt.com/misc/nvb15-11426.pdf
         represented by: Seth D. Ballstaedt, Esq.
                         THE BALLSTAEDT LAW FIRM
                         E-mail: seth@ballstaedtlaw.com

In re 40 Lakeview Drive, LLC
   Bankr. D.N.J. Case No. 15-14692
      Chapter 11 Petition filed March 18, 2015
         See http://bankrupt.com/misc/njb15-14692.pdf
         Filed Pro Se

In re Trina M. Hagy
   Bankr. W.D. Wis. Case No. 15-10942
      Chapter 11 Petition filed March 18, 2015

In re Edward Francis Stapleton, III
   Bankr. C.D. Cal. Case No. 15-14204
      Chapter 11 Petition filed March 19, 2015

In re Scarborough-St. James Corporation
   Bankr. D. Del. Case No. 15-10625
      Chapter 11 Petition filed March 19, 2015
         See http://bankrupt.com/misc/deb15-10625.pdf
         represented by: Thomas F. Driscoll, III, Esq.
                         BIFFERATO LLC
                         E-mail: tdriscoll@bifferato.com

In re Dennis F. Rosebrough
   Bankr. S.D. Fla. Case No. 15-15038
      Chapter 11 Petition filed March 19, 2015

In re Guillermo Luna and Lourdes Diana Luna
   Bankr. D. Kan. Case No. 15-20488
      Chapter 11 Petition filed March 19, 2015

In re Eric Nieves
   Bankr.D. Nev. Case No. 15-11481
      Chapter 11 Petition filed March 19, 2015

In re Jorge Tobar
   Bankr. D. Nev. Case No. 15-11483
      Chapter 11 Petition filed March 19, 2015

In re 11 Schenectady Management Corp.
   Bankr. E.D.N.Y. Case No. 15-41159
      Chapter 11 Petition filed March 19, 2015
         Filed Pro Se

In re Angela F. Wilson
   Bankr. E.D.N.Y. Case No. 15-41168
      Chapter 11 Petition filed March 19, 2015

In re Rojo31 Inc.
        dba Tottenville Car Wash and Detail
   Bankr. E.D.N.Y. Case No. 15-41172
      Chapter 11 Petition filed March 19, 2015
         See http://bankrupt.com/misc/nyeb15-41172.pdf
         represented by: Eric C. Zabicki, Esq.
                         PICK & ZABICKI LLP
                         E-mail: dpick@picklaw.net

In re Windolyn A. Turner
   Bankr. E.D.N.C. Case No. 15-01550
      Chapter 11 Petition filed March 19, 2015

In re Gary W. Adkins
   Bankr. W.D.N.C. Case No. 15-10135
      Chapter 11 Petition filed March 19, 2015

In re Jared F. Christiansen
   Bankr. D. Utah Case No. 15-22336
      Chapter 11 Petition filed March 19, 2015

In re OSO Properties, Inc.
   Bankr. S.D.N.Y. Case No. 15-10673
      Chapter 11 Petition filed March 20, 2015
         Filed Pro Se

In re Travis Carter Stephenson and Chelsea Lin Stephenson
   Bankr. D. Colo. Case No. 15-12758
      Chapter 11 Petition filed March 20, 2015
         represented by: Daniel K. Usiak, Jr., Esq.
                         E-mail: daniel@usiaklaw.com

In re Charles Keith Wilkerson
   Bankr. D. Colo. Case No. 15-12784
      Chapter 11 Petition filed March 20, 2015

In re Woodrow Alexander Stewart
   Bankr. M.D. Fla. Case No. 15-02823
      Chapter 11 Petition filed March 20, 2015

In re Mae's Early Childhood Development and Therapeutic Day Care
      Center, Inc.
   Bankr. N.D. Ill. Case No. 15-09929
      Chapter 11 Petition filed March 20, 2015
         See http://bankrupt.com/misc/ilnb15-09929.pdf
         represented by: James L. Hardemon, Esq.
                         LEGAL REMEDIES, CHARTERED
                        E-mail: bknotices@legalremedieschicago.com

In re Onsite Solutions Inc.
   Bankr. D. Mass. Case No. 15-40525
      Chapter 11 Petition filed March 20, 2015
         See http://bankrupt.com/misc/mab15-40525.pdf
         represented by: Michael B. Feinman, Esq.
                         FEINMAN LAW OFFICES
                         E-mail: mbf@feinmanlaw.com

In re Oscar Armando Berrios
   Bankr. D. Nev. Case No. 15-11519
      Chapter 11 Petition filed March 20, 2015

In re J&M Holdings Co., LLC
   Bankr. D.N.J. Case No. 15-14874
      Chapter 11 Petition filed March 20, 2015
         See http://bankrupt.com/misc/njb15-14874.pdf
         represented by: Melinda D. Middlebrooks, Esq.
                         MIDDLEBROOKS SHAPIRO, P.C.
                         E-mail:
middlebrooks@middlebrooksshapiro.com

In re 606 East 242 Street LLC
   Bankr. E.D.N.Y. Case No. 15-41177
      Chapter 11 Petition filed March 20, 2015
         See http://bankrupt.com/misc/nyeb15-41177.pdf
         Filed Pro Se

In re Beauty Supply Etc.
   Bankr. E.D.N.Y. Case No. 15-41191
      Chapter 11 Petition filed March 20, 2015
         See http://bankrupt.com/misc/nyeb15-41191.pdf
         Filed Pro Se

In re Adrienne Aldridge
   Bankr. E.D.N.C. Case No. 15-01552
      Chapter 11 Petition filed March 20, 2015

In re Moxie Towing, LLC
   Bankr. M.D. Pa. Case No. 15-01105
      Chapter 11 Petition filed March 20, 2015
         See http://bankrupt.com/misc/pamb15-01105.pdf
         represented by: Chad J. Julius, Esq.
                         JACOBSON & JULIUS
                         E-mail: cjulius@ljacobsonlaw.com

In re Too Lions LLC
   Bankr. W.D. Wash. Case No. 15-41214
      Chapter 11 Petition filed March 20, 2015
         See http://bankrupt.com/misc/wawb15-41214.pdf
         Filed Pro Se

In re New Paradise Missionary Baptist Church Inc.
   Bankr. E.D. Wis. Case No. 15-22658
      Chapter 11 Petition filed March 20, 2015
         See http://bankrupt.com/misc/wieb15-22658.pdf
         represented by: Richard A. Check, Esq.
                         BANKRUPTCY LAW OFFICE OF RICHARD A. CHECK

                         E-mail: rickchecklaw@aol.com

In re IT'Z ALL 4 U INC
   Bankr. E.D.N.Y. Case No. 15-41202
      Chapter 11 Petition filed March 21, 2015
         See http://bankrupt.com/misc/nyeb15-41202.pdf
         represented by: Michelle Labayen, Esq.
                         LAW OFFICES OF MICHELLE LABAYEN, P.C.
                         E-mail: michelle@bankruptcynyc.com

In re Ohio Scrap Corporation
   Bankr. N.D. Ohio Case No. 15-30858
      Chapter 11 Petition filed March 22, 2015
         See http://bankrupt.com/misc/ohnb15-30858.pdf
         represented by: Mark Mockensturm, Esq.
                         MOCKENSTURM LIMITED
                         E-mail: mark@mockltd.com

In re Superior Towing & Transport, LLC
   Bankr. N.D. Ohio Case No. 15-30859
      Chapter 11 Petition filed March 22, 2015
         See http://bankrupt.com/misc/ohnb15-30859.pdf
         represented by: Mark Mockensturm, Esq.
                         MOCKENSTURM LIMITED
                         E-mail: mark@mockltd.com

In re John Tylka
   Bankr. N.D. Ill. Case No. 15-10334
      Chapter 11 Petition filed March 23, 2015

In re JDE Consulting, LLC
        dba Mid-West Forensic Services
   Bankr. S.D. Ind. Case No. 15-02265
      Chapter 11 Petition filed March 23, 2015
         See http://bankrupt.com/misc/insb15-02265.pdf
         represented by: John C. Hoard, Esq.
                         RUBIN & LEVIN
                         E-mail: johnh@rubin-levin.net

In re Vera Cruz Building Associates, Inc.
   Bankr. D. Mass. Case No. 15-11048
      Chapter 11 Petition filed March 23, 2015
         See http://bankrupt.com/misc/mab15-11048.pdf
         represented by: Norman Novinsky, Esq.
                         NOVINSKY & ASSOCIATES
                         E-mail: nnovinsky@msn.com

In re Francisco Rosas and Martha Rosas
   Bankr. D. Nev. Case No. 15-11550
      Chapter 11 Petition filed March 23, 2015

In re LGD Real Estate Partners, LP
   Bankr. E.D. Pa. Case No. 15-11961
      Chapter 11 Petition filed March 23, 2015
         See http://bankrupt.com/misc/paeb15-11961.pdf
         represented by: Marcia Y. Phillips, Esq.
                         BOWMAN & PARTNERS, LLP
                         E-mail: mphillips@bowmanltd.com

In re East Philadelphia Furniture Services, Inc.
   Bankr. E.D. Pa. Case No. 15-11962
      Chapter 11 Petition filed March 23, 2015
         See http://bankrupt.com/misc/paeb15-11962.pdf
         represented by: David B. Smith, Esq.
                         SMITH KANE
                         E-mail: dsmith@smithkanelaw.com

In re Interdistrict Adversary Transfers
   Bankr. W.D. Pa. Case No. 15-29999
      Chapter 11 Petition filed March 23, 2015
         Filed Pro Se

In re Ramon Fernandez Vega
   Bankr. D.P.R. Case No. 15-02084
      Chapter 11 Petition filed March 23, 2015

In re SRJE Corporation
        dba Delta Signs
   Bankr. N.D. Tex. Case No. 15-41133
      Chapter 11 Petition filed March 23, 2015
         See http://bankrupt.com/misc/txnb15-41133.pdf
         represented by: Behrooz P. Vida, Esq.
                         THE VIDA LAW FIRM, PLLC
                         E-mail: filings@vidalawfirm.com


                            *********

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 ***