TCR_Public/150506.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Wednesday, May 6, 2015, Vol. 19, No. 126

                            Headlines

ADVANCED MICRO: Incurs $180 Million Net Loss in First Quarter
AKAL IV MANAGEMENT: Voluntary Chapter 11 Case Summary
ALEXZA PHARMACEUTICALS: Promotes E. Kamemoto to EVP R&D & Quality
ALION SCIENCE: Plans to Offer $100 Million Common Shares
ALLEN SYSTEMS: Completes Restructuring; Exits Chapter 11

AMERICAN ENERGY: S&P Lowers CCR to 'B-' on Increased Leverage
ARCH COAL: Moody's Cuts CFR to Caa3, Outlook Negative
ARS CAPITAL: Case Summary & 4 Largest Unsecured Creditors
ASPEN GROUP: Gets $2.4 Million From Securities Offering
ASPEN GROUP: Leon Cooperman Reports 9.9% Stake as of April 23

AVON PRODUCTS: Fitch Cuts Issuer Default Rating to 'BB-'
AVSC HOLDING: Moody's Affirms B2 CFR, Alters Outlook to Negative
AVSC HOLDING: S&P Keeps 'B+' 1st Lien Loan Rating on $180MM Add-on
AVT INC: Files Voluntary Chapter 11 Bankruptcy Petition
BAXANO SURGICAL: Deadline to Remove Suits Extended to June 10

BAY CIRCLE: Case Summary & Largest Unsecured Creditor
BEAZER HOMES: Posts $2 Million Net Loss in Second Quarter
BUILDING #19: Jeffrey D. Sternklar Replaces Duane Morris as Counsel
CACHE INC: Cato Corp. Buys Rights to Retailer's Name
CAESARS ENTERTAINMENT: Andersen Okayed as Claimholders Advisor

CAESARS ENTERTAINMENT: Court OKs Luskin Stern as Conflicts Counsel
CAESARS ENTERTAINMENT: Fee Committee Appointed
CAESARS ENTERTAINMENT: Houlihan Lokey Okayed as Noteholders Advisor
CAESARS ENTERTAINMENT: Jones Day Okayed as Noteholders Counsel
CAESARS ENTERTAINMENT: Settles Atlantic City Mall Lease Row

CAESARS ENTERTAINMENT: Zolfo Cooper Okayed as Noteholders Advisor
CAL DIVE: Creditors' Panel Hires Akin Gump as Co-counsel
CAL DIVE: Creditors' Panel Hires Guggenheim as Investment Banker
CAL DIVE: Creditors' Panel Hires Pepper Hamilton as Co-counsel
CARSON CIVIC CENTER: Voluntary Chapter 11 Case Summary

CASA EN DENVER: Meeting of Creditors Set for May 20
CENTENE CORP: S&P & Affirms 'BB' CCR & Alters Outlook to Positive
CHENIERE ENERGY: S&P Affirms 'B+' Corp. Credit Rating
CONNEAUT LAKE: Court Moves Hearing on Plan Filing to May 11
CTI BIOPHARMA: Delays 2015 Annual Meeting Indefinitely

CUMULUS MEDIA: Crestview Partners Holds 28.5% of Class A Shares
CUMULUS MEDIA: Extends CEO's Term Until 2018
CUMULUS MEDIA: Posts $12 Million Net Loss in First Quarter
D & L PRESS: Case Summary & 20 Largest Unsecured Creditors
DELTA TECHNOLOGY: Receives NASDAQ Listing Non-Compliance Notice

DEWEY & LEBOEUF: Jury Selections Begins in Leaders' Criminal Trial
DR. TATTOFF: Weinberg & Company Replaces SingerLewak as Auditors
DUNE ENERGY: Creditors Committee Taps McKool Smith as Counsel
ERG RESOURCES: Plans July 16 Auction for All Assets
ERG RESOURCES: Wants Until May 30 to File Schedules

FEDGAR LLC: Case Summary & 5 Largest Unsecured Creditors
FREEDOM INDUSTRIES: Scheming to Limit Spill Cleanup, Regulators Say
GAMK HOLDING: Case Summary & 5 Largest Unsecured Creditors
GELTECH SOLUTIONS: Issues $150,000 Convertible Note to Reger
GENERAL MOTORS: Customers to Expand Car-Price Lawsuit

GEOMET INC: Amends 2014 Annual Report
GRAINGER FARMS: Voluntary Chapter 11 Case Summary
GRAND CENTREVILLE: Court Denies Allowance of Wells Fargo Claim
HALCON RESOURCES: S&P Lowers Corporate Credit Rating to 'SD'
HERCULES OFFSHORE: Reports $57.1 Million Net Loss in 1st Quarter

iHEARTCOMMUNICATIONS INC: Incurs $385M Net Loss in First Quarter
IMPLANT SCIENCES: Four Directors Refuse Re-Election to Board
INTERFACE SECURITY: Moody's Affirms 'B3' CFR, Outlook Stable
INTERLEUKIN GENETICS: Amends 2014 Annual Report
ISTAR FINANCIAL: Incurs $22.6 Million Net Loss in First Quarter

JACKSONVILLE BANCORP: Stockholders Elect 2 Directors to Board
JOE'S JEANS: Amends 2013 Credit Agreement with CIT Group
LEVEL 3: Completes Offering of $1.5 Billion Senior Notes
LEVEL 3: Posts $122 Million Net Income in First Quarter
LEVITT HOMES: Case Summary & 20 Largest Unsecured Creditors

LONGVIEW POWER: Wachs Technical Secured Claim Disputed
LOUIS BULLARD: Supreme Court Rejects Homeowner's Bankruptcy Appeal
MAIN STREET COMMONS: Case Summary & 4 Top Unsecured Creditors
MALIBU ASSOCIATES: May 8 Final Hearing on DIP Financing
MARKET STREET: Judge Dismisses Bankruptcy Case

MARQUETTE TRANSPORTATION: Moody's Withdraws All Ratings
MAUI LAND: Incurs $1.1 Million Net Loss in First Quarter
MCVISTA DEL LAGO: Case Summary & 10 Largest Unsecured Creditors
NAVISTAR INTERNATIONAL: To Present at 2015 Wells Fargo Conference
OPTIM ENERGY: Court OKs Sale Process for Gas Plant Portfolio

PATERSON NJ: Moody's Lowers Underlying Rating to Ba1
PATRIOT COAL: Moody's Lowers CFR to 'Ca', Outlook Stable
PBF LOGISTICS: S&P Assigns 'B+' CCR & Rates $300MM Notes 'B+'
PHARMACYTE BIOTECH: Appoints Thomas Liquard to Board
RADIOSHACK CORP: Judge Approves Third Bidding Round for Leases

REVEL AC: ACR Energy's Bid to Delay Plan Outline Release Denied
RIVERBED TECHNOLOGY: S&P Assigns 'B' Corp. Credit Rating
RIVERWALK JACKSONVILLE: Agreed Order on Cash Collateral Use Okayed
ROADRUNNER ENTERPRISES: Hearing on Cash Use on May 6
ROADRUNNER ENTERPRISES: May 6 Hearing on Further Use of EVB Cash

RR ROYAL RANCH: Voluntary Chapter 11 Case Summary
SBTICKETS.COM: Super Bowl Ticket Seller Files for Bankruptcy
SIGA TECHNOLOGIES: Can Assume Procurement Contract with BARDA
SIXTH STREET PLAZA: Case Summary & 10 Largest Unsecured Creditors
SOUTHERN STAR: S&P Affirms 'BB+' Senior Unsecured Rating

SPECTRUM ANALYTICAL: Bank Moves for Bankruptcy Court Abstention
SPECTRUM ANALYTICAL: Files for Ch. 11 to Stop Receivership
SPECTRUM ANALYTICAL: Wants Time to File Creditor Matrices
STAG INDUSTRIAL: Fitch Raises Preferred Stock Rating to 'BB+'
SUN BANCORP: Reports $2.77 Million Net Income in First Quarter

TDL FARMS: Case Summary & 19 Largest Unsecured Creditors
TRANS-LUX CORP: Signs $1.5M Credit Agreement with BFI Capital
UNI-PIXEL INC: Acquires Assets From Atmel and CIT
WALTER ENERGY: Moody's Lowers CFR to 'Ca', Outlook Stable
WBH ENERGY: Hedge Fund Defends Stalking Horse Bid

[*] Berman, Riguera Join Blank Rome's Commercial Litigation Group
[*] Couche-Tard Clarifies Ch.11 Notice Referencing to Circle K
[*] Former Bankruptcy Judge Peter Bowie Joins Ballard Spahr
[*] Greenberg Traurig Adds Senior Counsel Peter Gruenberger in NY
[*] Kelley Kronenberg Adds Bankruptcy Practice Group


                            *********

ADVANCED MICRO: Incurs $180 Million Net Loss in First Quarter
-------------------------------------------------------------
Advanced Micro Devices, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $180 million on $1.03 billion of net revenue for the three
months ended March 28, 2015, compared to a net loss of $20 million
on $1.39 billion of net revenue for the three months ended March
29, 2014.

As of March 28, 2015, the Company had $3.42 billion in total
assets, $3.41 billion in total liabilities and $17.0 million in
total stockholders' equity.

The Company's cash and cash equivalents and marketable securities
consisted of money market funds, commercial paper and corporate
bonds.  As of March 28, 2015, its cash and cash equivalents and
marketable securities of $906 million were lower compared to $1
billion as of Dec. 27, 2014.  The decrease was primarily due to
lower sales and the timing of related collections, as well as the
timing of debt interest payments made during the first quarter of
2015.  During the first quarter of 2015, the Company also used $22
million for purchases of property, plant and equipment.  The
percentage of cash and cash equivalents and marketable securities
held domestically increased from 89% as of Dec. 27, 2014, to 92% as
of March 28, 2015, as a result of the repatriation of cash from
China.

The Company's debt and capital lease obligations as of March 28,
2015, were $2.3 billion compared to $2.2 billion as of Dec. 27,
2014.  During the first quarter of 2015, the Company received $58
million net proceeds from its Secured Revolving Line of Credit.

"We believe our cash and cash equivalents and marketable securities
balance along with the savings from our 2014 Restructuring Plan and
our Secured Revolving Line of Credit will be sufficient to fund
operations, including capital expenditures, over the next 12
months.  We believe that in the event we decide to obtain external
funding, we may be able to access the capital markets on terms and
in amounts adequate to meet our objectives," the Company said in
the report.

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

                        http://is.gd/OgGOLB

                   About Advanced Micro Devices

Sunnyvale, California-based Advanced Micro Devices, Inc., is a
global semiconductor company.  The Company's products include x86
microprocessors and graphics.

For the year ended Dec. 27, 2014, the Company reported a net loss
of $403 million on $5.50 billion of net revenue compared to a net
loss of $83 million on $5.29 billion of net revenue for the year
ended Dec. 28, 2013.

                          *     *     *

As reported by the TCR on April 22, 2015, Standard & Poor's Ratings
Services said it lowered its corporate credit rating on Sunnyvale,
Calif.-based Advanced Micro Devices Inc. to B- from B.  "The
downgrade reflects AMD's recently sharpened revenue declines, weak
industry conditions and intense competition from Intel in PC
markets, and the challenges it faces to grow in targeted
enterprise, embedded, and semi-custom product markets to offset PC
business declines," said Standard & Poor's credit analyst John
Moore.

As reported by the TCR on June 5, 2014, Fitch Ratings had upgraded
the long-term Issuer Default Rating (IDR) for AMD (NYSE: AMD) to
'B-' from 'CCC'.  The upgrade primarily reflects AMD's improved
financial flexibility from recent refinancing activity, which
extends meaningful debt maturities until 2019.

In the April 24, 2015, edition of the TCR, Moody's Investors
Service lowered Advanced Micro Devices, Inc's corporate family
rating to B3 from B2.  The downgrade of the corporate family rating
to B3 reflects AMD's prospects for operating losses over the next
year and negative free cash flow, in contrast to our previous
expectations of modest profitability and positive free cash flow.


AKAL IV MANAGEMENT: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: AKAL IV Management Inc.
           aka Irving Hospirality Inc
        820 S MacArthur Blvd #105-317
        Coppell, Tx 75019

Case No.: 15-31941

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: May 4, 2015

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

Judge: Hon. Barbara J. Houser

Debtor's Counsel: John J. Gitlin, Esq.
                  LAW OFFICES OF JOHN GITLIN
                  16901 Park Hill Dr.
                  Dallas, TX 75248
                  Tel: (972) 385-8450
                  Fax: (972) 385-8460
                  Email: johngitlin@gmail.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $100,000 to $500,000

The petition was signed by Parminder "Paul" Singh, vice president.

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


ALEXZA PHARMACEUTICALS: Promotes E. Kamemoto to EVP R&D & Quality
-----------------------------------------------------------------
Dr. Edwin S. Kamemoto has been promoted to the newly created
position of executive vice president, R&D and Quality of Alexza
Pharmaceuticals, Inc.  In this new role, Dr. Kamemoto will be
responsible for research and development, regulatory affairs,
clinical research, pharmacovigilance, and the quality functions at
Alexza.  Dr. Lori H. Takahashi has been promoted to the newly
created position of vice president, Pharmaceutical R&D and Quality.
In this new role, Dr. Takahashi will be responsible for product
research and development, toxicology, pharmacokinetics/ADME
(PK/ADME), analytical development, and day-to-day leadership of the
quality functions at Alexza.

Edwin S. Kamemoto, PhD, has served as Alexza's senior vice
president, regulatory affairs since 2014.  Dr. Kamemoto joined
Alexza in 2006 as associate director, regulatory affairs, and was
promoted to director, regulatory affairs in 2007, to senior
director, regulatory affairs in 2008, to executive director,
regulatory affairs in 2010, and to vice president, regulatory
affairs in 2012.  From 2004 to 2006, Dr. Kamemoto was a consultant
for CATO Research, a contract research organization.  From 1995 to
2004, he held various scientific and regulatory affairs managerial
positions at Nektar Therapeutics.  He also held previous
scientific-related positions at Collagen Corporation/Celtrix
Pharmaceuticals and Glycomed.  Dr. Kamemoto received a PhD in
biochemistry from UCLA, completed a postdoctoral fellowship in the
Department of Pharmacology at Stanford University, and received a
BS in chemistry and biology from University of Hawaii.

Lori H. Takahashi, PhD, has served as Alexza's executive director,
Non-Clinical R&D, where she was in charge of product R&D,
toxicology, PK/ADME, and analytical development.  Dr. Takahashi
joined Alexza in 2005 as senior director, PK/ADME & Analytical
Development.  Previous to Alexza, Dr. Takahashi was the Director of
Drug Metabolism at Gilead Sciences, Inc. from 2003 to 2004 and,
prior to that position, headed the PK/ADME group for Elan
Pharmaceuticals, Inc. from 2001 to 2003.  She also served as a
Staff Scientist I, II, Senior Scientist and Research Fellow for the
Affymax Research Institute (wholly-owned subsidiary of Glaxo
Wellcome) from 1994 to 2001.  Dr. Takahashi holds a PhD in
chemistry from Texas A&M University and M and BS degrees in
chemistry from San Jose State University.

Dr. Kamemoto will receive a base annual salary of $350,000.  In
connection with the promotion, the compensation committee of the
Board granted Dr. Kamemoto a stock option to purchase 35,000 shares
of the Company's common stock.  The Option was granted under and in
accordance with the terms and conditions of the Company's 2005
Equity Incentive Plan.

Pursuant to the Plan and the Related Agreements, the Option will
vest as to 25% of the underlying shares of common stock on
April 28, 2016, and will vest as to the remaining underlying shares
monthly over the following 36 months, provided in each case that
Dr. Kamemoto remains employed by the Company through each
applicable vesting date.  The exercise price for the Option is
$1.95, the closing price for the Company's Common Stock on the
Nasdaq Capital Market on the date of that grant.

                           About Alexza

Mountain View, California-based Alexza Pharmaceuticals, Inc., was
incorporated in the state of Delaware on Dec. 19, 2000, as FaxMed,
Inc.  In June 2001, the Company changed its name to Alexza
Corporation and in December 2001 became Alexza Molecular Delivery
Corporation.  In July 2005, the Company changed its name to Alexza
Pharmaceuticals, Inc.

The Company is a pharmaceutical development company focused on the
research, development, and commercialization of novel proprietary
products for the acute treatment of central nervous system
conditions.

Alexza Pharmaceuticals reported a net loss of $36.7 million in 2014
compared to a net loss of $39.6 million in 2013.  As of
Dec. 31, 2014, Alexza had $61.6 million in total assets, $113
million in total liabilities, and a $51.7 million total
stockholders' deficit.

Ernst & Young LLP, in Redwood City, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company has recurring
losses from operations and has a net capital deficiency that raise
substantial doubt about its ability to continue as a going concern.


ALION SCIENCE: Plans to Offer $100 Million Common Shares
--------------------------------------------------------
Alion Science and Technology Corporation intends to offer shares of
its common stock at a proposed maximum aggregate offering price of
$100 million, according to a document filed with the Securities and
Exchange Commission.

Prior to this offering, there has been no public market for the
common stock.  It is currently estimated that the initial public
offering price per share will be between $_______ and $______.     
      The Company intends to list the common stock on _______ under
the symbol "     ".

A full-text copy of the registration statement is available at:

                       http://is.gd/HdEhsW

                       About Alion Science

Alion Science and Technology Corporation, based in McLean,
Virginia, is an employee-owned company that provides scientific
research, development, and engineering services related to
national defense, homeland security, and energy and environmental
analysis.  Particular areas of expertise include communications,
wireless technology, netcentric warfare, modeling and simulation,
chemical and biological warfare, program management.

The Company reported a net loss of $44 million for the year ended
Sept. 30, 2014, a net loss of $36.6 million for the year ended
Sept. 30, 2013, and a net loss of $41.4 million for the year ended
Sept. 30, 2012.

                           *     *     *

As reported by the TCR on Aug. 26, 2014, Standard & Poor's Ratings
Services raised its corporate credit rating on McLean, Va.-based
Alion Science and Technology Corp. to 'B-' from 'SD'.

"The rating action follows Alion's completed exchange offer and a
simultaneous refinancing transaction, whereby the company
refinanced nearly its entire capital structure, except for about
$24 million of 10.25% senior unsecured notes, which will mature in
February 2015," said Standard & Poor's credit analyst Jenny Chang.

In the May 23, 2014, edition of the TCR, Moody's Investors Service
affirmed, among other things, Alion Science & Technology
Corporation's ratings including the Caa2 Corporate Family Rating.
The affirmation of Alion's Caa2 corporate family rating reflects
the company's continued high leverage and weak interest coverage
metrics that are not anticipated to improve meaningfully in the
near-term, Moody's said.


ALLEN SYSTEMS: Completes Restructuring; Exits Chapter 11
--------------------------------------------------------
Allen Systems Group, Inc. on May 4 disclosed that it has formally
completed its financial restructuring and has emerged from Chapter
11 as a stronger company, well-positioned to deliver exceptional
value to its customers.  ASG exits the restructuring process with a
significantly reduced debt load, healthy operating cash flow, and
the support of its new owners who are some of the largest and most
sophisticated institutional investors in the world.  ASG's quick
exit from Chapter 11 comes just over two months after the Company's
Chapter 11 filing.

"Our emergence from Chapter 11 marks the start of a new beginning
for our company," said John C. DiDonato, president of ASG.  "As a
result of the financial restructuring, we now have a more
serviceable level of debt and the capital to sustainably operate,
invest in, and grow the business."

Throughout the Chapter 11 process, ASG fully honored all
commitments to its customers, suppliers and employees while
managing day-to-day operations as usual.

"We want to thank our customers and business partners for their
loyal support throughout this process," continued Mr. DiDonato.  "I
would also like to thank our employees for their hard work,
dedication and immeasurable contribution. During our restructuring,
we continued to operate without disruption and to execute on our
plans.  As a result, we delivered a very successful first quarter,
and we anticipate that this momentum will carry us forward into the
remainder of the year."

             Continued Investment in Product Portfolio

ASG's product portfolio includes Mobius, an enterprise scale
content management system ideal for purpose-built applications;
Rochade-Becubic, an expanding data governance solution suite that
helps enterprises maximize value from their data with minimum risk;
CloudFactory, a powerful workspace solution that delivers a
compelling user experience while reducing the operating costs for
hybrid cloud environments; Atempo, a proven data protection and
digital assets archiving solution; and a comprehensive suite of IT
operational and application management tools to help enterprises
get more value from their operations.

"This restructuring gives us the confidence to continue investing
in our products and services," said Ernest Scheidemann, executive
vice president and chief financial officer of ASG.  "With our
improved cash flow, we now have the financial flexibility and
resources to expand the business and execute on our long-term
strategies."

              Corporate Governance and Ownership

ASG is owned by funds managed by or affiliated with KKR Credit
Advisors (US) LLC ("KKR Credit"), an affiliate of Kohlberg Kravis
Roberts & Co. L.P. ("KKR"); Franklin Square Capital Partners;
Blackstone's credit arm GSO Capital Partners LP; Ellis Lake Master
Fund L.P.; Cetus Capital, LLC, Stone Lion Portfolio L.P.; and other
leading institutional investors.

"Throughout the restructuring, ASG and its executive team have
remained dedicated to delivering value to the market," said Brad
Marshall, senior managing director of GSO Capital Partners LP.  "We
are excited about its product direction and strategy for lasting
success, and we anticipate our ongoing support will help ASG
continue to meet its goals of advancing IT solutions to address
industry demands and customer requirements."

"We believe this restructuring will create significant value for
ASG customers, business partners and employees," said Nikhil
Srivastava, director of Kohlberg Kravis Roberts & Co (KKR).  "ASG
has built strong customer equity through its IT solutions, and we
are optimistic about future growth as the Company continues to
deliver superior IT products."

As part of the Company's financial restructuring, a new board of
directors was announced. The new board includes Brad Colman of GSO
Capital Partners LP, Michelle Hour of Kohlberg Kravis Roberts & Co
(KKR), as well as independent directors Paul A. Lacy and Eric C.
Salzman, who served on ASG's board of directors during the
restructuring process.

The Company's existing senior management will continue to serve
under the oversight of President John DiDonato and the new Board.

                       About Allen Systems

Allen Systems Group, Inc., and two affiliates provide
mission-critical enterprise information technology ("IT")
management software solutions to large enterprises and small and
medium-sized businesses.  Founded in 1986 by Arthur L. Allen in
Naples, Florida, ASG has more than 100 offices worldwide, primarily
in the United States and Europe.  As of Feb. 17, 2015, ASG had
1,054 employees in 114 locations in 25 countries.

Allen Systems and two affiliates sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Case No. 15-10332) in Delaware on Feb.
18, 2015.  The case is assigned to Judge Kevin J. Carey.

The Debtor tapped Pachulski Stang Ziehl & Jones LLP as counsel;
Latham & Watkins LLP as special counsel; and Epiq Bankruptcy
Solutions as claims and noticing agent.

Allen Systems estimated $100 million to $500 million in assets and
$500 million to $1 billion in debt.


AMERICAN ENERGY: S&P Lowers CCR to 'B-' on Increased Leverage
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Oklahoma City-based oil and gas exploration and
production (E&P) company American Energy – Permian Basin LLC
(AEPB) to 'B-' from 'B'.

S&P also lowered its issue-level rating on the company's secured
credit facility to 'B+' from 'BB-', and its issue-level rating on
the company's senior unsecured debt to 'CCC' from 'CCC+'.  The
recovery rating on the senior secured credit facility is '1',
reflecting S&P's expectation for very high (90% to 100%) recovery.
The recovery rating on the senior unsecured debt is '6', reflecting
S&P's expectation for negligible (0% to 10%) recovery in the event
of payment default.

At the same time, S&P lowered its corporate credit rating on
parent/holding company American Energy - Permian Holdings LLC
(AEPH) to 'B-' from 'B', and S&P's issue-level rating on the
holding company's exchangeable subordinated junior notes to 'CCC'
from 'CCC+' (recovery rating: '6').

"The negative outlook reflects our view that leverage could
approach levels we would view as unsustainable and liquidity could
deteriorate further over the next 12 months," said Standard &
Poor's credit analyst Carin Dehne-Kiley.

"The downgrade reflects our increased estimates for leverage over
the next one to two years because AEPB has significantly reduced
capital spending plans to preserve liquidity and reduced production
targets in response to lower commodity prices.  The company has
lowered its 2015 capital budget to $450 million from about $1.0
billion, and expects production to average 20,000 to 24,000 barrels
of oil equivalent per day (boe/d) versus 26,000 to 30,000 boe/d
previously.  As a result, we now expect leverage to significantly
increase this year and in 2016, approaching levels we would view as
unsustainable.  In addition, we expect liquidity to weaken in 2016
if the company is unable to raise external capital, either by
increasing the size of its borrowing base or raising external
capital," S&P said.

S&P's ratings on AEPB reflect S&P's view of the company's "weak"
business risk profile, "highly leveraged" financial risk profile,
and "less than adequate" liquidity.

S&P could lower the ratings if leverage continued to weaken, with
FFO to debt well below 12% for a sustained period, or if liquidity
deteriorated.  This would most likely occur if the company were
unable to achieve its production growth targets in 2015, or if it
were unable to raise external capital.

S&P could revise the outlook to stable if it expected leverage to
stabilize at FFO to debt of about 12% and liquidity to improve.



ARCH COAL: Moody's Cuts CFR to Caa3, Outlook Negative
-----------------------------------------------------
Moody's Investors Service downgraded the corporate family rating of
Arch Coal, Inc to Caa3 from Caa1 and the probability default rating
to Caa3-PD from Caa1-PD. The downgrade follows the continued stress
on the coal sector, and the resulting deterioration in the
company's credit metrics. At the same time, Moody's downgraded the
ratings on the senior secured term loan and bank revolving facility
to Caa1 from B2, the second lien notes to Caa3 from Caa1, and all
unsecured notes to Ca, from Caa2. Moody's also affirmed the
Speculative Grade Liquidity rating of SGL-3. The outlook is
negative.

Downgrades:

Issuer: Arch Coal, Inc.

  -- Corporate Family Rating (Local Currency), Downgraded to Caa3
     from Caa1

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

  -- Senior Secured Bank Credit Facility (Local Currency),
     Downgraded to Caa1, LGD2 from B2, LGD2

  -- Senior Secured Regular Bond/Debenture (Local Currency),
     Downgraded to Caa3, LGD3 from Caa1, LGD3

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

Affirmations:

Issuer: Arch Coal, Inc.

  -- Speculative Grade Liquidity Rating, Affirmed SGL-3

Outlook Actions:

Issuer: Arch Coal, Inc.

  -- Outlook, Remains Negative

The downgrade reflects the continued pressure on the company's
credit profile, and a capital structure that is deemed untenable in
the current commodity price environment. The CFR reflects the
extremely weak debt protection metrics and high leverage (over 17x
as measured by the debt/EBITDA ratio for the twelve months ended
December 31, 2014), which Moody's do not expect to improve given
weak metallurgical and thermal coal market conditions. Moody's
believe that metallurgical and thermal coal prices are unlikely to
recover within the next eighteen months to a level that would
contribute to a meaningful turnaround in performance. Consequently,
Moody's expect further strain on the company's liquidity and debt
protection measures.

The negative outlook reflects our expectation that market
conditions, particularly for met coal, will remain depressed into
2016 and that Arch's performance will continue to be pressured by
the weak fundamentals, thereby significantly heightening the risk
of default.

While the potential for an upgrade is limited at this time, the
ratings or outlook could be favorably impacted should metallurgical
and/or thermal coal prices recover and/or leverage declines. A
downgrade would result should liquidity deteriorate meaningfully.

The principal methodology used in these ratings was Global Mining
Industry published in August 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.

Arch Coal is one of the largest US coal producers which operates in
all of the major US coal basins. The company's production consists
mainly of low-sulfur thermal coal from its Power River Basin mines
and thermal and metallurgical coal from Appalachia. Over the twelve
months ended December 31, 2014 the company sold close to 135
million tons of coal and generated revenues of over $2.9 billion.


ARS CAPITAL: Case Summary & 4 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: ARS Capital Investments, LLC
        20426 Attica Road
        Olympia Fields, IL 60461

Case No.: 15-15823

Chapter 11 Petition Date: May 4, 2015

Court: United States Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Hon. Pamela S. Hollis

Debtor's Counsel: Paul M Bach, Esq.
                  SULAIMAN LAW GROUP, LTD.
                  900 Jorie Boulevard, Suite 150
                  Oak Brook, IL 60523
                  Tel: (630)575-8181
                  Email: ecfbach@gmail.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Anthony Scales, managing member.

A list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/flnb15-15823.pdf


ASPEN GROUP: Gets $2.4 Million From Securities Offering
-------------------------------------------------------
Aspen Group, Inc. closed on its offering to warrant holders whereby
it issued 14,636,584 shares of common stock to the holders in
exchange for their early exercise of warrants at the reduced
exercise price of $0.155.  One of the participating warrant holders
is an executive officer of the Company.  The Company received gross
proceeds of $2,268,670.  The offering closed in two tranches of
7,556,884 shares and 7,079,700 shares on April 23rd and April 29th,
respectively.

Additionally, on April 29th, two warrant holders cashlessly
exercised a total of 600,000 warrants and were issued 110,526
shares of common stock in connection with a reduced exercise price
of $0.155.  In contrast to the warrants held by the warrant holders
(except for the warrants which were exercised by the executive
officer), these warrants were not registered with the Securities
and Exchange Commission.  As a result, the Company agreed to amend
these warrants to provide for a cashless exercise right.

On April 27, 2015, the Company, as pledgee, sold 654,850 shares of
the Company's outstanding common stock for $101,502.  These shares
were pledged by Higher Education Management Group, Inc. in order to
secure repayment of amounts owed by it to the Company.

The total proceeds from the transactions were $2,370,172.

                         About Aspen Group

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

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

Aspen Group incurred a net loss of $5.35 million for the year
ended April 30, 2014, a net loss of $6 million in 2012 and a net
loss of $2.13 million in 2011.

As of Jan. 31, 2015, Aspen Group had $4.56 million in total assets,
$3.67 million in total liabilities, and $883,000 in total
stockholders' equity.


ASPEN GROUP: Leon Cooperman Reports 9.9% Stake as of April 23
-------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Leon G. Cooperman disclosed that as of April 23, 2015,
he beneficially owns 12,000,000 shares of common stock of Aspen
Group, Inc. which represents 9.9 percent of the shares outstanding.
A copy of the regulatory filing is available for free at
http://is.gd/2uRPNN

                         About Aspen Group

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

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

Aspen Group incurred a net loss of $5.35 million for the year
ended April 30, 2014, a net loss of $6 million in 2012 and a net
loss of $2.13 million in 2011.


AVON PRODUCTS: Fitch Cuts Issuer Default Rating to 'BB-'
--------------------------------------------------------
Fitch Ratings has downgraded Avon Products, Inc.'s Issuer Default
Rating (IDR) to 'BB-' from 'BB'. The Rating Outlook is Negative.

Fitch has also downgraded the ratings on Avon's credit facility,
term loan notes and senior unsecured notes to 'BB-' from 'BB' and
assigned Recovery Ratings (RR) of 'RR4'. The assignment of the RRs
reflects Fitch's 'Recovery Ratings and Notching Criteria for
Non-Financial Corporates Issuers' criteria dated Nov. 18, 2014,
which allows for the assignment of Recovery Ratings for issuers
with IDRs in the 'BB' category.

KEY RATING DRIVERS

Operating Trends Continue To Decline

The downgrade reflects that two of Avon's key operating metrics,
representative count and volume growth, continue to trend
negatively through the first quarter of 2015, the lengthy
turnaround increases the potential of further market share losses,
and credit protection measures are weakening. The Outlook remains
Negative as stabilization in the key operating metrics is
uncertain.

In particular, Latin America, which is Avon's largest region and
responsible for 55% of 2014's EBITDA, saw declines in volume of -3%
in 1Q'15 (after -3% in 2013 and -4% in 2014) and rep decline of 2%
(after 4% decline in 2014). Intensifying competition from beauty
oriented multinationals and other local competitors such as Grupo
Boticario in Brazil, that also entered direct selling several years
ago, continues. Trends were positive for Europe, Middle East &
Africa (EMEA), which represented 31% or 2014's revenues and 39% of
EBITDA. However, unit sales are likely to be tempered as the
company takes price increases to help offset currency weaknesses in
this region and other select emerging markets.

Adjusted operating margins, which had shown sequential improvement
over the past three years, are expected to decline under the weight
of sales deleveraging caused by a significant F/X translation and
transaction costs as well as overall operational pressure from
volume and representative declines. Fitch expects leverage to
increase to 4x with the pressure on EBITDA in 2015, from 2.7x in
2014. Leverage is expected to remain in the 4x range if EBITDA
remains in the $650 million range versus approximately $960 million
in 2014. FFO Adjusted Leverage is expected to increase to over 6x
in 2015 from 4.5x in 2014.

Avon is investing in restructuring efforts, product launches, its
representatives and dividends. These are future draws on internally
generated liquidity from operating cash flow, which has declined
sequentially from $782 million in 2009 to $274 million through the
latest 12 months (LTM). Dividends and capital expenditures have had
to be ratcheted downward and cash balances drawn for debt
repayment, FCPA settlement payments, and other cash needs.

LIQUIDITY ADEQUATE BUT DECLINING

Cash balances are unrestricted and available for debt repayment but
have declined to $670 million at the end of March 2015 from $1.2
billion as recently as 2013. While FCF improved to $232 million in
2013 after a $300 million dividend cut, it declined to $119 million
last year. Even if the $67 million first quarter 2015 FCPA payment
was excluded, FCF is down to $110 million at the LTM. Management's
guidance for $100 million free cash flow (before roughly $101
million in dividends) means the company is unlikely to generate
cash internally. Fitch expects FCF to be modestly negative in the
-$50 million range in 2015. Unexpected costs, lower profitability
or investments would lead to further declines in cash which had
been a large and key component of the company's liquidity.

HIGH DEGREE OF F/X VOLATILITY

Negative F/X translation and transaction are having an outsized
impact on Avon's recent financial performance as almost all of its
profits and cash flows are being generated outside the U.S., with a
strong orientation towards the emerging markets of Brazil and
Russia. The real and the ruble have had an average annual
devaluation against the US$ in 2014 of 9% and 21% respectively.
These currencies and others such as the Turkish Lira and Euro have
continued to weaken this year. The company absorbed $315 million of
F/X translation and transaction costs in 2014. The run rate this
year is higher after $135 million was recorded in the first quarter
of 2015, though the impact should be highest in the first three
quarters.

If or when the U.S. dollar weakens, some of the noise around the
company's financial performance would be removed. However, in the
interim, the amount and value of cash generated outside the U.S.
that is needed to meet $225 million of annual dollar-based interest
and dividend payments is being eroded and internally generated cash
flows is limited. Fitch had previously noted the currency mis-match
as a risk for note-holders.

Most companies in the household and personal care space generate
more than 30% of revenues internationally but tend to be highly
profitable both in their home markets and on a consolidated basis
with EBITDA margins in the 20% to 26% range vs Avon's 11%. All
companies in the sector are being impacted by the strong dollar,
but with a larger and more profitable U.S. component, the negative
impact on cash flows is relatively muted vis a vis Avon. As a
result and compounded by the business model, the cushion in Avon's
credit metrics are required to be meaningfully higher than those
that are typically be found in peers.

KEY ASSUMPTIONS

   -- Currencies hold at current levels negatively impacting
      revenues about 17% this year in line with management's April

      2015 guidance;

   -- Constant dollar revenues down around 1% mainly as negative
      volume trends continue at a slightly higher pace when the
      company prices for currencies in slowing economies;

   -- EBITDA margin down roughly 200bps and in line with
      management's public guidance, with annual EBITDA declining
      to the $650 million range in 2015 and 2016;

  -- FCF is modestly negative in 2015;

  -- The company refinances its March 2016, 2.375% $250 million
     senior unsecured notes rather than pay down with cash on hand

     in order to preserve immediate liquidity.

RATINGS SENSITIVITIES

Positive:

   -- Stabilizing the Outlook is dependent on Avon's ability to
      achieve flat to positive consolidated volume and active
      representative growth over the next few quarters and
      generate positive annual FCF of at least $100 million.

  -- An upgrade is not likely in the next 12 - 18 months due to
     the slow pace of turnaround and negative operating trends in
     most markets. However, if there is a significant turnaround
     in the business and positive FCF can be maintained over the
     $200 million level an upgrade could be considered.

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

   -- If sales declines accelerate, which would be exemplified by
      active representative and volume declines accelerating
      towards the mid-single digits; further margin compression;
      negative FCF and sustained increases in leverage over 4x.

Fitch has taken the following rating actions on Avon:

   -- Long-term IDR downgraded to 'BB-' from 'BB';
   -- Bank credit facility downgraded to 'BB-/RR4' from 'BB';
   -- Senior unsecured notes downgraded to 'BB-/RR4' from 'BB';
   -- Short-term IDR affirmed at 'B';
   -- Commercial paper affirmed at 'B'.



AVSC HOLDING: Moody's Affirms B2 CFR, Alters Outlook to Negative
----------------------------------------------------------------
Moody's Investors Service revised AVSC Holding Corp.'s ("AVSC," dba
PSAV) ratings outlook to negative from stable. The change in
outlook was prompted by increased leverage that will result from
the company's planned use of incremental debt from an add-on term
loan to fund a distribution to the company's owners. Concurrently,
Moody's affirmed the company's B2 Corporate Family Rating, B2-PD
Probability of Default Rating, B1 first lien credit facilities
rating and its Caa1 second lien term loan rating.

AVSC plans to raise an incremental $165 million add-on to the
company's existing $540 million senior secured first lien term loan
to fund a distribution to private equity shareholders Broad Street
Principal Investments and Olympus Partners, and pay associated fees
and expenses. In addition, the company will be upsizing its
revolving credit facility by $15 million to $75 million. Moody's
expects the facility will be undrawn at closing.

The change in outlook to negative from stable reflects Moody's view
that AVSC's financial risk profile will remain elevated over the
next 12 months. The proposed transaction will raise leverage by
approximately 1.0 turn to 5.75 times based on December 31, 2014
lease-adjusted debt/EBITDA incorporating the financing and full
year earnings contribution from the recent acquisitions of American
AVC and AVC Live. The higher debt load will position AVSC weakly in
the B2 rating, and the ratings could be downgraded if the
increasingly aggressive financial policy does not support sustained
deleveraging despite continued earnings growth. Moody's expects the
company to generate very modest free cash flow over the next 12
months, which will inhibit the company's ability to materially
repay debt and reduce its high leverage to below 5.0 times.

Moody's took the following rating actions on AVSC Holdings Corp.:

  -- Corporate Family Rating, affirmed at B2

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

  -- $60 million (to be upsized to $75 million) senior secured
     revolving credit facility due 2019, affirmed at B1 (LGD3)

  -- $540 million (to be upsized to $700 million) senior secured
     first lien term loan due 2021, affirmed at B1 (LGD3)

  -- $180 million senior secured second lien term loan due 2022,
     affirmed at Caa1 (from LGD5 to LGD6)

  -- Outlook, revised to negative from stable

AVSC's B2 CFR reflects the company's high pro forma leverage,
estimated at 5.75 times as of December 31, 2014, aggressive
financial policy evidenced by the proposed shareholder
distribution, weak operating margins and its significant exposure
to cyclical business travel. In Moody's view, debt leverage is high
in the context of the company's cyclical business and high levels
of upfront cash investments needed to acquire and retain customers.
Moody's expects leverage to decline to mid-5.0 range by year-end
2015 from modest earnings growth driven by good demand for
outsourced audio visual meeting and event services. Moody's also
anticipates that the company will augment organic growth with
periodic acquisitions, to be partially funded with incremental
debt. AVSC's same store hotel sales tend to correlate with U.S.
lodging industry group revenue per-available room (RevPar) trends
and Moody's expects RevPar to grow 6-7% over the next 12-18 months.
Although the intermediate term demand outlook is favorable, AVSC's
revenue growth could be interrupted during periods of weak of
declining business travel and discretionary business spending in
the U.S.

AVSC has some revenue concentration with large hotels chains,
although the company contracts individually with hotels, and its
national footprint combined with significant market share relative
to its much smaller competitors reduce the risk of losing an entire
chain's business. The company has employees onsite at customer
locations and has reported high contract renewal rates
historically. However, contract renewals may require upfront
spending on incentives and audio visual equipment, and the capital
requirements can be large and lumpy depending on the timing and
nature of contracts. The rating is also supported by Moody's
expectation that AVSC will maintain at least an adequate liquidity
profile.

The negative rating outlook reflects concerns that the company will
not be able to generate earnings sufficient to substantially
de-lever its capital structure over the next 12-18 months, and that
the company's financial policies might not support sustained
de-leveraging. The ratings outlook could be revised to stable if
the company demonstrates revenue and operating margin stability,
generates meaningful free cash flow and maintains financial
policies that sustain debt/EBITDA below 5.0 times.

The ratings could be downgraded if the company fails to generate
meaningful free cash flow, revenues decline, liquidity weakens, or
margin compression or an increase in debt cause debt/EBITDA to be
sustained over 5 times.

The ratings could be upgraded if AVSC reduces debt such that
financial leverage and free cash to debt are expected to be
sustained below 4.0 times and above 8%, respectively, in a
downturn. AVSC would also need to maintain sufficient liquidity to
manage through periods of cyclical earnings pressure.

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

AVSC Holding Corp. ("AVSC"), operating under the brand name PSAV,
is an international provider of audio visual equipment and event
technology support within the hotel, resort and conference center
industry. The company generated revenues of $1.3 billion for fiscal
2014. The company is owned by Goldman Sachs affiliate Broad Street
Principal Investments and Olympus Partners since January 24, 2014.


AVSC HOLDING: S&P Keeps 'B+' 1st Lien Loan Rating on $180MM Add-on
------------------------------------------------------------------
Standard & Poor's Ratings Services said that its issue-level
ratings on U.S.-based event audiovisual service provider AVSC
Holding Corp.'s senior secured first lien term loan and revolving
credit facility remain 'B+' with a recovery rating of '2' following
the company's announcement that it is amending its credit facility,
and upsizing its first-lien term loan and revolving credit
facility.  The revolving credit facility is increasing to $75
million from $60 million and the term loan is increasing to $700
million from $535 million.  The '2' recovery rating on the debt
indicates S&P's expectation for substantial (70% to 90%; higher
half of the range) recovery in the event of a payment default.  The
issue-level rating on the second-lien term loan remains 'CCC+' with
a recovery rating of '6', indicating S&P's expectation for
negligible (0% to 10%) recovery in the event of a payment default.
The corporate credit rating on AVSC remains 'B' with a stable
outlook.

S&P expects that AVSC will use proceeds to fund a dividend
distribution to shareholders.  Pro forma for the transaction,
AVSC's debt leverage increased by about a turn to 5.5x, which is
consistent with a "highly leveraged" financial risk profile
assessment.  The transaction will increase the company's annual
interest expense by approximately $5 million to almost $45 million.
The company's interest coverage ratio will decrease to the low-4x
area.

The 'B' corporate credit rating on the company reflects S&P's
expectation that the company's financial risk profile will remain
"highly leveraged" because of its private equity ownership,
substantial debt leverage, and capital intensity.  S&P views AVSC's
business risk profile as "weak" because of its cash flow
concentration in the hotel meetings and conferences business,
cyclicality of business travel, and the pressure to increase the
commissions to venue-hosting hotels.  S&P expects leverage to
decrease to the low-5x area over the next 12 months, fueled by the
company's EBITDA growth and recent acquisition.

RATINGS LIST

AVSC Holding Corp.
Corporate Credit Rating             B/Stable/--
  Senior Secured
  First-lien term loan               B+
   Recovery Rating                   2H
  Revolving credit facility          B+
   Recovery Rating                   2H
  Second-lien term loan              CCC+
   Recovery Rating                   6



AVT INC: Files Voluntary Chapter 11 Bankruptcy Petition
-------------------------------------------------------
AVT, Inc. on May 4 disclosed that they have commenced a voluntary
filing for restructuring and court protection under Chapter 11 of
the United States Bankruptcy Code.  AVT expects the court will
authorize the company to conduct business as usual while it
develops a reorganization plan.  

AVT management states that the company's core vending and automated
retailing business remains strong, and that the filing is related
to past attempts at diversification into unrelated businesses.

AVT management believes that the filing will allow the company to
not only continue operations, but to emerge on an even stronger
footing, with a solid foundation for future success.

Wayne Salvino, the newly installed president of AVT, said that the
company has a strong and fundamentally sound business, and that the
filing does not mean that AVT is going out of business.

"We are convinced that the rehabilitative process of chapter 11 is
the best way to protect our company and provide a path to future
success," Mr. Salvino commented.  "We remain committed to our roots
in developing patentable and proprietary technologies, and plan to
continue to operate as an innovative leader in the automated
retailing industry."

The company indicated that it expects to provide additional details
with respect to the filing as they become available.

                             About AVT

AVT -- http://www.autoretail.com-- is a manufacturer of automated
retailing systems and custom vending machines.


BAXANO SURGICAL: Deadline to Remove Suits Extended to June 10
-------------------------------------------------------------
U.S. Bankruptcy Judge Christopher Sontchi has given Baxano Surgical
Inc. until June 10, 2015, to file notices of removal of lawsuits
involving the company.

                       About Baxano Surgical

Based in Raleigh, North Carolina, Baxano Surgical Inc. develops,
manufactures and markets minimally invasive medical products
designed to treat degenerative conditions of the spine affecting
the lumbar region.  As of March 31, 2013, over 13,500 fusion
procedures and 7,000 decompression procedures have been performed
globally using its products.

Baxano Surgical filed a Chapter 11 bankruptcy petition (Bankr. D.
Del. Case No. 14-12545) on Nov. 12, 2014.  The case is assigned to
Judge Christopher S. Sontchi.

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

The Debtor has tapped John D. Demmy, Esq., at Stevens & Lee, P.C.,
in Wilmington, Delaware, as bankruptcy counsel.  The Debtor is also
employing the law firm of Goodwin Proctor LLP as special counsel,
and the law firm of Hogans Lovell as special healthcare regulatory
counsel.  The Debtor is engaging Tamarack Associates to,among other
things, provide John L. Palmer as CRO.  Houlihan
Lokey is serving as the Debtor's investment banker.  Rust
Consulting Omni is the claims and noticing agent.

The Debtor filed with the Court a Chapter 11 liquidating plan
following the sale of all of its operating assets.

Following the Effective Date, a liquidation trustee will liquidate
the remaining accounts receivable, rights to return of deposits,
refunds of unearned insurance premiums and preference claims.  In
addition, assuming a law firm can be identified that is willing to
undertake an investigation of the viability of any Causes of Action
against current and former directors and officers, on terms
acceptable to the Liquidation Trustee, the investigation will be
undertaken.

The Official Committee of Unsecured Creditors selected Pillsbury
Winthrop Shaw Pittman LLP and Morris, Nichols, Arsht & Tunnell LLP
as co-counsel.  The Committee also tapped Urbanowicz Consulting,
LLC, as consultant.


BAY CIRCLE: Case Summary & Largest Unsecured Creditor
-----------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

     Debtor                                     Case No.
     ------                                     --------
     Bay Circle Properties, LLC                 15-58440
     6100 Peachtree Industrial Boulevard
     Norcross, GA 30071-5721

     DCT Systems Group, LLC                     15-58441

     Sugarloaf Centre, LLC                      15-58442

     Nilhan Developers, LLC                     15-58443

     NRCT, LLC                                  15-58444

Nature of Business: Single Asset Real Estate
       
Chapter 11 Petition Date: May 4, 2015

Court: United States Bankruptcy Court
       Northern District of Georgia (Atlanta)

Debtors' Counsel: John A. Christy, Esq.
                  SCHREEDER, WHEELER & FLINT, LLP
                  1100 Peachtree Street, Suite 800
                  Atlanta, GA 30309-4516
                  Tel: 404-681-3450
                  Fax: 404 681 1046
                  Email: jchristy@swfllp.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Chuck Thakkar, manager.

Bay Circle listed Wells Fargo Bank, National Association, as its
largest unsecured creditor.

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

             http://bankrupt.com/misc/ganb15-58440.pdf


BEAZER HOMES: Posts $2 Million Net Loss in Second Quarter
---------------------------------------------------------
Beazer Homes USA, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.99 million on $299 million of total revenue for the three
months ended March 31, 2015, compared to a net loss of $7.97
million on $270 million of total revenue for the same period a year
ago.

For the six months ended March 31, 2015, the Company reported a net
loss of $24.3 million on $565 million of total revenue compared to
a net loss of $13.1 million on $563 million of total revenue for
the same period in 2014.

As of March 31, 2015, the Company had $2.03 billion in total
assets, $1.77 billion in total liabilities and $259 million in
total stockholders' equity.

"We are encouraged by the solid start to the spring selling
season," said Allan Merrill, CEO of Beazer Homes.  "Driven by job
growth, strong affordability and low inventory levels, the selling
environment during our fiscal second quarter reflected an
improvement in homebuyer demand.  With our substantially larger
backlog, stable gross margins and fixed cost leverage, we expect to
achieve a $20 million improvement in Adjusted EBITDA for fiscal
2015 versus last year, excluding certain unexpected warranty and
litigation settlement costs."

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

                        http://is.gd/SJHMdN

                         About Beazer Homes

Beazer Homes USA, Inc. (NYSE: BZH) -- http://www.beazer.com/--
headquartered in Atlanta, is one of the country's 10 largest
single-family homebuilders with continuing operations in Arizona,
California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada,
New Jersey, New Mexico, North Carolina, Pennsylvania, South
Carolina, Tennessee, Texas, and Virginia.  Beazer Homes is listed
on the New York Stock Exchange under the ticker symbol "BZH."

                           *     *     *

Beazer carries a 'B-' issuer credit rating, with "negative"
outlook, from Standard & Poor's.

In January 2013, Moody's Investors Service raised Beazer's
corporate family rating to 'Caa1' from 'Caa2' and probability of
default rating to 'Caa1-PD' from 'Caa2-PD'.  The ratings upgrade
reflects Moody's increasing confidence that Beazer's credit
metrics, buoyed by a strengthening housing market, will gradually
improve for at least the next two years and that the company may be
able to return to a modestly profitable position as early as fiscal
2014.


BUILDING #19: Jeffrey D. Sternklar Replaces Duane Morris as Counsel
-------------------------------------------------------------------
The Official Committee of Unsecured Creditors of Building #19, Inc.
and its affiliated debtors seek to retain retain Jeffrey D.
Sternklar LLC and Jeffrey D. Sternklar as its counsel in connection
with the Debtors' Chapter 11 cases, nunc pro tunc to Jan. 12,
2015.

Mr. Sternklar was once a partner at Duane Morris LLP, the
Committee's general counsel.  While at DM, Mr. Sternklar was
principally responsible for providing services to the Committee.  
Mr. Sternklar withdrew as a partner from Duane Morris on Jan. 9,
2015, and now practices law at JDSLLC.

The Committee asserts that it is necessary and appropriate for it
to retain JDSLLC and Mr. Sternklar to provide, among other things,
these services, which include the services for which Duane Morris
was retained previously:

    a. Advise the Committee with respect to its rights, duties and

       powers in the Chapter 11 case;

    b. Assist and advise the Committee in its consultations with
       the Debtors relative to the administration of the Chapter
       11 case;

    c. Assist the Committee in analyzing the claims of the
       Debtors' creditors and the Debtors' capital structure and
       in negotiating with holders of claims and equity interests;

    d. Aassist the Committee in its investigation of the acts,
       conduct, assets, liabilities and financial condition of the

       Debtors and of the operation of the Debtors' businesses;

    e. Assist the Committee in its investigation of the acts,
       conduct, assets, liabilities and financial condition of the

       Debtors' insiders and affiliates;

    f. Assist the Committee in its negotiations with the Debtors
       or any third party concerning matters related to, among
       other things, the assumption or rejection of certain leases

       of non-residential real property and executory contracts,
       asset dispositions, financing of other transactions and the

       terms of one or more plans of reorganization or liquidation

       for the Debtors and accompanying disclosure statements and
       related plan documents;

    g. Assist and advise the Committee as to its communications to

       the general creditor body regarding significant matters in
       the Debtors' Chapter 11 case;

    h. Represent the Committee at all hearings and other
       proceedings before the Bankruptcy Court;

    i. Review and analyze motions, applications, orders,
       statements, operating reports and schedules filed with the
       Court and advise the Committee as to their propriety, and,
       to the extent deemed appropriate by the Committee, support,

       join or object thereto, as applicable;

    j. Assist the Committee in preparing pleadings and applications

       as may be necessary in furtherance of the Committee's
       interests and objectives;

    k. Assist the Committee in its review and analysis of all of
       the Debtors' various agreements;

    l. Prepare, on behalf of the Committee, any pleadings,
       including without limitation, statements, motions,
       applications, memoranda, adversary complaints, objections or

       comments in connection with any matter related to the
       Debtors or the Chapter 11 cases;

    m. Assist the Committee in attempting to negotiate, document
       and implement a comprehensive settlement with the Debtors'
       shareholders, and their affiliates and family members, and

    n. Perform other legal services as may be required or are
       otherwise deemed to be in the interests of the Committee in

       accordance with the Committee's powers and duties as set
       forth in the Bankruptcy Code, the Bankruptcy Rules or other

       applicable law, excluding services as will be provided
       to the Committee by Posternak, Blankstein & Lund, LLP, which

       has been retained by order of the Court as special
       litigation counsel to the Committee.

Mr. Sternklar's hourly billing rate at JDSLLC is $400, which is
almost half the billing rate charged by DM for Mr. Sternklar's time
in 2015.  While Mr. Sternklar's hourly rate may be subject to
periodic adjustments (typically as of January 1 of each calendar
year) to reflect economic and other conditions, the Committee
nevertheless anticipates that the costs of Mr. Sternklar's services
will be reduced substantially from the costs incurred for Mr.
Sternklar's services at Duane Morris.

It is possible that Mr. Sternklar may use the services of a
paralegal or assistant in this case.  Mr. Sternklar intends to
charge the hourly rate of $200 for the services of that paralegal.


The Committee believes Mr. Sternklar and JDSLLC do not represent
and do not hold any interest adverse to the Debtors' estate or
their creditors in the matters upon which he is to be engaged.

                   About Building #19, Inc.

Building #19, Inc., and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code on Nov. 1, 2013 (Bankr. D. Mass.
Case No. 13-16429).  The other debtors are (a) Paperworks #19,
Inc., Case No. 13-16430; (b) Beth's Basics, Inc., Case No.
13-16433; (c) Furniture #19, Inc., Case No. 13-16431; (d) PB&J
Kids
#19, Inc., Case No. 13-16434; and (e) Footwear #19 Plus, Inc. Case
No. 13-16432.

Donald Ethan Jeffery, Esq., and Harold B. Murphy, Esq., at Murphy
&
King, Professional Corporation, in Boston, Massachusetts, serve as
the Debtors' bankruptcy counsel. The Tron Group, LLC, serve as
their financial advisers.

The U.S. Trustee for Region 1 appointed five members to the
official committee of unsecured creditors.  Newburg & Company LLP
is the financial advisor to the Committee.



CACHE INC: Cato Corp. Buys Rights to Retailer's Name
----------------------------------------------------
Sara Randazzo, writing for Daily Bankruptcy Review, reported that
going-out-of-business sales at Cache Inc.'s some 200 stores may
have signaled the end of the brick-and-mortar retailer, but the
Cache name could live on following the sale of the women's clothing
chain's intellectual property.

According to the report, Judge Mary Walrath in Wilmington, Del.,
signed off on the sale of Cache's intellectual property and
customer lists to Cato Corp., a chain of more than 1,300 women's
clothing and accessories stores.

                       About CACHE, Inc.

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

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

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

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

The Debtors had total assets of $53.7 million and total
liabilities
of $51.1 million as of Sept. 27, 2014.  In its schedules, the
Debtor disclosed $38,793,006 in assets and $84,113,066 in
liabilities.      

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


CAESARS ENTERTAINMENT: Andersen Okayed as Claimholders Advisor
--------------------------------------------------------------
The Statutory Committee of Unsecured Claimholders (the "UCC") of
Caesars Entertainment Operating Company, Inc., et al. sought and
obtained permission from the Hon. Benjamin Goldgar of the U.S.
Bankruptcy Court for the Northern District of Illinois to retain
G.C. Andersen Partners, LLC as gaming industry advisors to the UCC,
nunc pro tunc to March 10, 2015.

G.C. Andersen will provide such gaming industry advisory services
to the UCC and its legal advisors as they deem appropriate and
feasible in order to advise the UCC in the course of these chapter
11 cases, including but not limited to the following:

  -- advising the UCC on the current state of the gaming market;

  -- advising the UCC on the performance and valuation of
     properties and operations transferred by the Debtors
     prepetition;

  -- advising the UCC on the actual and projected performance of
     the Debtors' ongoing gaming operations;

  -- assisting in the review of activities amongst the Debtors and

     their affiliates, including cost allocations;

  -- assisting in the review and/or preparation of information and

     analysis necessary for the confirmation of a plan and related

     disclosure statement in these chapter 11 proceedings;

  -- evaluating restructuring proposals and alternatives from a
     gaming industry standpoint;

  -- assisting in the prosecution of UCC responses/objections to
     the Debtors' motions, including attendance at depositions and

     provision of expert reports/testimony on case issues as
     required by the UCC;

  -- providing testimony, as necessary and appropriate, with
     respect to gaming industry matters in any proceeding before
     the Court; and

  -- rendering such other gaming industry advisory services as may

     from time to time be agreed upon by the UCC and Andersen,
     including, but not limited to, providing expert testimony,
     and other expert and advisory support related to any
     threatened, expected, or initiated litigation.

G.C. Andersen will be paid at these hourly rates:

       Partners                       $900
       Associates/Analysts            $350

G.C. Andersen will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Gregory C. Bousquette, partner of G.C. Andersen, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

G.C. Andersen can be reached at:

       Gregory C. Bousquette
       G.C. ANDERSEN PARTNERS, LLC
       135 East 57th Street
       23rd Floor
       New York, NY 10022
       Tel: (212) 842-1600

                   About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.,
is one of the world's largest casino companies.  Caesars casino
resorts operate under the Caesars, Bally's, Flamingo, Grand
Casinos, Hilton and Paris brand names.  The Company has its
corporate headquarters in Las Vegas.  Harrah's announced its
re-branding to Caesar's in mid-November 2010.

In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., announced that holders of
more than 60% of claims in respect of CEOC's 11.25% senior secured
notes due 2017, CEOC's 8.5% senior secured notes due 2020 and
CEOC's 9% senior secured notes due 2020 have signed the Amended and
Restated Restructuring Support and Forbearance Agreement, dated as
of Dec. 31, 2014, among Caesars Entertainment, CEOC and the
Consenting Creditors.  As a result, The RSA became effective
pursuant to its terms as of Jan. 9, 2015.

Appaloosa Investment Limited, et al., owed $41 million on account
of 10% second lien notes in the company, filed an involuntary
Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case
No. 15-10047) on Jan. 12, 2015.  The bondholders are represented by
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP.

CEOC and 172 other affiliates -- operators of 38 gaming and resort
properties in 14 U.S. states and 5 countries -- filed Chapter 11
bankruptcy petitions (Bank. N.D. Ill.  Lead Case No. 15-01145) on
Jan. 15, 2015.  CEOC disclosed total assets of $12.3 billion and
total debt of $19.8 billion as of Sept. 30, 2014.

Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.

Kirkland & Ellis serves as the Debtors' counsel.  AlixPartners is
the Debtors' restructuring advisors.  Prime Clerk LLC acts as the
Debtors' notice and claims agent.  Judge Benjamin Goldgar presides
over the cases.

The U.S. Trustee has appointed seven noteholders to serve in the
Official Committee of Second Priority Noteholders and nine members
to serve in the Official Unsecured Creditors' Committee.

The U.S. Trustee appointed Richard S. Davis as Chapter 11
examiner.

                         *     *     *

The Troubled Company Reporter, on April 27, 2015, reported that
Fitch Ratings has affirmed and withdrawn the Issuer Default Ratings
(IDR) and issue ratings of Caesars Entertainment Operating Company
(CEOC).  These actions follow CEOC's Chapter 11 filing on Jan. 15,
2015.  Accordingly, Fitch will no longer provide ratings or
analytical coverage for CEOC.

In addition, Fitch has affirmed the IDR and issue rating of
Chester Downs and Marina LLC (Chester Downs) and the ratings have
been simultaneously withdrawn for business reasons.


CAESARS ENTERTAINMENT: Court OKs Luskin Stern as Conflicts Counsel
------------------------------------------------------------------
Richard J. Davis, the Court-appointed examiner in the chapter 11
cases of Caesars Entertainment Operating Company, Inc., et al.,
sought and obtained permission from the Hon. Benjamin Goldgar of
the U.S. Bankruptcy Court for the Northern District of Illinois to
employ Luskin, Stern & Eisler LLP as the Examiner's special
conflicts counsel in connection with the Chapter 11 Cases, nunc pro
tunc to March 25, 2015.

The Examiner requires Luskin Stern to:

   (a) take all necessary actions to assist and advise the
       Examiner in the discharge of his duties and
       responsibilities under the Examiner Order, other orders of
       this Court, and applicable law;

   (b) assist the Examiner in the preparation of reports,
       pleadings, motions, applications, notices, orders and other

       documents necessary in the discharge of the Examiner's
       duties;

   (c) represent the Examiner at hearings and other proceedings
       before this Court (and, to the extent necessary, any other
       court);

   (d) analyze and advise the Examiner regarding any legal issues
       that may arise in connection with the discharge of his
       duties;

   (e) assist the Examiner with interviews, examinations and the
       review of documents and other materials in connection with
       the Examiner's investigation;

   (f) perform all other necessary legal services on behalf of the

       Examiner in connection with the Chapter 11 Cases; and

   (g) assist the Examiner in undertaking any additional tasks or
       duties that the Court may direct or that the Examiner may
       determine are necessary and appropriate in connection with
       the discharge of his duties.

Luskin Stern will be paid at these hourly rates:

       Michael Luskin             $720
       Richard Stern              $720
       Nathan Eisler              $720
       Lucia Chapman              $630
       Matthew O'Donnell          $607.50
       Richard Favata             $607.50
       Stephan Hornung            $513
       Alex Talesnick             $351
       Kristen Jensen             $351
       Genna Grossman             $292.50
       Catherine Trieu            $220.50

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

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

Luskin Stern can be reached at:

       Michael Luskin, Esq.
       LUSKIN, STERN & EISLER LLP
       Eleven Times Square
       New York, NY 10036
       Tel: (212) 597-8200
       Fax: (212) 974-3205
       E-mail: luskin@lsellp.com

                   About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.,
is one of the world's largest casino companies.  Caesars casino
resorts operate under the Caesars, Bally's, Flamingo, Grand
Casinos, Hilton and Paris brand names.  The Company has its
corporate headquarters in Las Vegas.  Harrah's announced its
re-branding to Caesar's in mid-November 2010.

In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., announced that holders of
more than 60% of claims in respect of CEOC's 11.25% senior secured
notes due 2017, CEOC's 8.5% senior secured notes due 2020 and
CEOC's 9% senior secured notes due 2020 have signed the Amended and
Restated Restructuring Support and Forbearance Agreement, dated as
of Dec. 31, 2014, among Caesars Entertainment, CEOC and the
Consenting Creditors.  As a result, The RSA became effective
pursuant to its terms as of Jan. 9, 2015.

Appaloosa Investment Limited, et al., owed $41 million on account
of 10% second lien notes in the company, filed an involuntary
Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case
No. 15-10047) on Jan. 12, 2015.  The bondholders are represented by
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP.

CEOC and 172 other affiliates -- operators of 38 gaming and resort
properties in 14 U.S. states and 5 countries -- filed Chapter 11
bankruptcy petitions (Bank. N.D. Ill.  Lead Case No. 15-01145) on
Jan. 15, 2015.  CEOC disclosed total assets of $12.3 billion and
total debt of $19.8 billion as of Sept. 30, 2014.

Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.

Kirkland & Ellis serves as the Debtors' counsel.  AlixPartners is
the Debtors' restructuring advisors.  Prime Clerk LLC acts as the
Debtors' notice and claims agent.  Judge Benjamin Goldgar presides
over the cases.

The U.S. Trustee has appointed seven noteholders to serve in the
Official Committee of Second Priority Noteholders and nine members
to serve in the Official Unsecured Creditors' Committee.

The U.S. Trustee appointed Richard S. Davis as Chapter 11
examiner.

                         *     *     *

The Troubled Company Reporter, on April 27, 2015, reported that
Fitch Ratings has affirmed and withdrawn the Issuer Default Ratings
(IDR) and issue ratings of Caesars Entertainment Operating Company
(CEOC).  These actions follow CEOC's Chapter 11 filing on Jan. 15,
2015.  Accordingly, Fitch will no longer provide ratings or
analytical coverage for CEOC.

In addition, Fitch has affirmed the IDR and issue rating of
Chester Downs and Marina LLC (Chester Downs) and the ratings have
been simultaneously withdrawn for business reasons.


CAESARS ENTERTAINMENT: Fee Committee Appointed
----------------------------------------------
U.S. Bankruptcy Judge A. Benjamin Goldgar in Chicago issued an
order appointing a fee committee to the Caesars Entertainment
Operating Company case to review and report on monthly invoices as
well as on all interim and final applications for compensation,
various news sources reported.

According to BankruptcyData, the order states, "The Fee Committee
consists of five members: (i) one member appointed by and
representative of the Debtors; (ii) one member appointed by and
representative of the Statutory Committee of unsecured
claimholders; (iii) one member appointed by and representative of
the official committee of second priority noteholders; (iv) one
member appointed by and representative of the U.S. Trustee; and (v)
one independent member....The Court finds Professor Rapoport to be
a disinterested person, and her selection is approved....The
Independent Member serves as Chairperson of the fee committee and
is responsible for, among other things, (a) scheduling meetings,
(b) overseeing collection, distribution, and review of monthly
invoices and applications; (c) overseeing collection, distribution,
and review of other information needed by the Fee Committee and (d)
filing and serving reports and recommendations concerning
applications."

Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that Judge Goldgar formed the committee on his own
terms, rejecting the proposal submitted by proponents.

According to Bloomberg, the committee is headed by Nancy B.
Rapoport, a professor at the University of Nevada William S. Boyd
School of Law and an expert on legal ethics and fees.  Caesars, the
Justice Department's bankruptcy watchdog, and the two creditor
panels are also on the committee, although the creditor
representatives have only a half vote each, the Bloomberg report
said.  Judge Goldgar said Ms. Rapoport can break ties, the report
related.

                     About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.,
is one of the world's largest casino companies.  Caesars casino
resorts operate under the Caesars, Bally's, Flamingo, Grand
Casinos, Hilton and Paris brand names.  The Company has its
corporate headquarters in Las Vegas.  Harrah's announced its
re-branding to Caesar's in mid-November 2010.

In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., announced that holders of
more than 60% of claims in respect of CEOC's 11.25% senior secured
notes due 2017, CEOC's 8.5% senior secured notes due 2020 and
CEOC's 9% senior secured notes due 2020 have signed the Amended
and Restated Restructuring Support and Forbearance Agreement,
dated
as of Dec. 31, 2014, among Caesars Entertainment, CEOC and the
Consenting Creditors.  As a result, The RSA became effective
pursuant to its terms as of Jan. 9, 2015.

Appaloosa Investment Limited, et al., owed $41 million on account
of 10% second lien notes in the company, filed an involuntary
Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case
No. 15-10047) on Jan. 12, 2015.  The bondholders are represented
by
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor, LLP.

CEOC and 172 other affiliates -- operators of 38 gaming and resort
properties in 14 U.S. states and 5 countries -- filed Chapter 11
bankruptcy petitions (Bank. N.D. Ill.  Lead Case No. 15-01145) on
Jan. 15, 2015.  CEOC disclosed total assets of $12.3 billion and
total debt of $19.8 billion as of Sept. 30, 2014.

Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.

Kirkland & Ellis serves as the Debtors' counsel.  AlixPartners is
the Debtors' restructuring advisors.  Prime Clerk LLC acts as the
Debtors' notice and claims agent.  Judge Benjamin Goldgar presides
over the cases.

The U.S. Trustee has appointed seven noteholders to serve in the
Official Committee of Second Priority Noteholders and nine members
to serve in the Official Unsecured Creditors' Committee.

The U.S. Trustee appointed Richard S. Davis as Chapter 11
examiner.


CAESARS ENTERTAINMENT: Houlihan Lokey Okayed as Noteholders Advisor
-------------------------------------------------------------------
The Official Committee of Second Priority Noteholders of Caesars
Entertainment Operating Company, Inc., et al. sought and obtained
permission from the Hon. Benjamin Goldgar of the U.S. Bankruptcy
Court for the Northern District of Illinois to retain Houlihan
Lokey Capital, Inc. as financial advisor and investment banker,
nunc pro tunc to Feb. 5, 2015.

The Noteholder Committee requires Houlihan Lokey to:

   (a) assess financial issues relating to a restructuring of the
       Debtors' obligations, or strategic transactions involving
       the Debtors, including, among other things, a sale of the
       Debtors, or their assets, in whole, or in part;

   (b) develop and evaluating options and implementing strategies
       for a financial restructuring, reorganization and/or other
       strategic alternatives for the Debtors, including
       developing a plan of reorganization for the Debtors and
       participating in the negotiations among the Noteholder
       Committee, the Debtors, the Statutory Committee of
       Unsecured Claimholders, and the Debtors' other creditors
       and parties in interest;

   (c) evaluate asset transfer transactions and the performance of

       such assets before and after the transfers;

   (d) evaluate and analyze other transactions carried out by the
       Debtors prior to the commencement of the Cases;

   (e) represent the Noteholder Committee in negotiations with the

       Debtors and third parties with respect to any of the
       foregoing;

   (f) evaluate the assets and liabilities of the Debtors;

   (g) analyze business plans, forecasts, and related financial
       projections of the Debtors;

   (h) provide such financial analyses as the Noteholder Committee

       may require in connection with the Cases;

   (i) analyzing the capital structure of the Debtors;

   (j) evaluate financing and capital raising alternatives
       available to the Debtors;

   (k) provide testimony in court on behalf of the Noteholder
       Committee with respect to any of the foregoing, if
       necessary; and

   (l) provide such other financial advisory and investment
       banking services as may be required by additional issues
       and developments not anticipated on the date on which
       Houlihan Lokey's retention becomes effective (the
       "Effective Date"), as described in Section 5 of the
       Engagement Agreement.

Houlihan Lokey will be paid the following Fee Structure:

  -- Monthly Fees: In addition to the other fees provided for
     herein, upon the Effective Date, and on every monthly
     anniversary of the Effective Date during the term of the
     Engagement Agreement, the Debtors shall pay Houlihan Lokey,
     without notice or invoice, a nonrefundable cash fee of
     $250,000 (the "Monthly Fee"). Each Monthly Fee shall be
     earned upon Houlihan Lokey's receipt thereof in consideration

     of Houlihan Lokey accepting this engagement and performing
     services.  50.0% of the Monthly Fees paid to Houlihan Lokey
     after the 12th Monthly Fee has been paid and 100.0% of the
     Monthly Fees paid to Houlihan Lokey after the 24th Monthly
     Fee has been paid shall be credited against the Deferred Fee
     to which Houlihan Lokey may become entitled, except that, in
     no event, shall such Deferred Fee be reduced below zero.

  -- Deferred Fee: In addition to the other fees provided for
     herein, the Debtors shall pay Houlihan Lokey a cash fee (the
     "Deferred Fee") of $2,500,000. The Deferred Fee shall be
     earned and payable upon the effective date of a Chapter 11
     plan of reorganization or liquidation with respect to the
     Debtors, the terms of which are approved in writing by
     holders of more than 2/3 in dollar amount of the Debtors'
     Second Priority Notes and approved by a majority of the
     Noteholder Committee (an "Approved Plan"). The Deferred Fee
     shall be increased to $5,500,000 in the event that Houlihan
     Lokey delivers, at the written direction and approval of the
     Noteholder Committee, a bona fide plan of reorganization
     proposal package (which will include a business plan
     evaluation, capital structure analysis, cash flow forecast,
     and detailed summary of all of the material terms of a plan
     of reorganization for the Debtors, including the material
     terms for any transactions, related agreements, and
     supplemental documents contemplated in the plan, all in
     sufficient detail to permit counsel to the Noteholder
     Committee to draft a plan of reorganization suitable for
     filing) for the restructuring of the Debtors to the
     representatives of the Debtors and/or their affiliates (the
     "Noteholder Committee Proposal"). The Noteholder Committee
     may, in its sole discretion, waive the requirement for the
     delivery of a Noteholder Committee Proposal on the condition
     that the Noteholder Committee receives a bona fide plan
     settlement proposal from the Debtors. In such case,
     the Deferred Fee shall increase to $5,500,000 upon (i) the
     Noteholder Committee's written acceptance of an evaluation
     package from Houlihan Lokey consisting of an analysis of the
     feasibility and valuation of such plan settlement proposal
     and (ii) such plan settlement proposal becoming an Approved
     Plan. The Deferred Fee shall be paid on the effective date of

     an Approved Plan.

  -- Recovery Fee: In addition to the other fees provided for
     herein, the Debtors shall pay Houlihan Lokey a cash fee (the
     "Recovery Fee") equal to twenty-five basis points (25bps,
     or 0.25%) of Aggregate Gross Consideration ("AGC")distributed

     to holders of Second Priority Notes above $1.577 billion
     pursuant to an Approved Plan.

William H. Hardie, III, managing director of Houlihan Lokey,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.

Houlihan Lokey can be reached at:

       HOULIHAN LOKEY CAPITAL, INC.
       123 North Wacker Dr., 4th Fl.
       Chicago, IL 60606
       Tel: (312) 456-4700
       Fax: (312) 346-0951

                   About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.,
is one of the world's largest casino companies.  Caesars casino
resorts operate under the Caesars, Bally's, Flamingo, Grand
Casinos, Hilton and Paris brand names.  The Company has its
corporate headquarters in Las Vegas.  Harrah's announced its
re-branding to Caesar's in mid-November 2010.

In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., announced that holders of
more than 60% of claims in respect of CEOC's 11.25% senior secured
notes due 2017, CEOC's 8.5% senior secured notes due 2020 and
CEOC's 9% senior secured notes due 2020 have signed the Amended and
Restated Restructuring Support and Forbearance Agreement, dated as
of Dec. 31, 2014, among Caesars Entertainment, CEOC and the
Consenting Creditors.  As a result, The RSA became effective
pursuant to its terms as of Jan. 9, 2015.

Appaloosa Investment Limited, et al., owed $41 million on account
of 10% second lien notes in the company, filed an involuntary
Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case
No. 15-10047) on Jan. 12, 2015.  The bondholders are represented by
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP.

CEOC and 172 other affiliates -- operators of 38 gaming and resort
properties in 14 U.S. states and 5 countries -- filed Chapter 11
bankruptcy petitions (Bank. N.D. Ill.  Lead Case No. 15-01145) on
Jan. 15, 2015.  CEOC disclosed total assets of $12.3 billion and
total debt of $19.8 billion as of Sept. 30, 2014.

Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.

Kirkland & Ellis serves as the Debtors' counsel.  AlixPartners is
the Debtors' restructuring advisors.  Prime Clerk LLC acts as the
Debtors' notice and claims agent.  Judge Benjamin Goldgar presides
over the cases.

The U.S. Trustee has appointed seven noteholders to serve in the
Official Committee of Second Priority Noteholders and nine members
to serve in the Official Unsecured Creditors' Committee.

The U.S. Trustee appointed Richard S. Davis as Chapter 11
examiner.

                         *     *     *

The Troubled Company Reporter, on April 27, 2015, reported that
Fitch Ratings has affirmed and withdrawn the Issuer Default Ratings
(IDR) and issue ratings of Caesars Entertainment Operating Company
(CEOC).  These actions follow CEOC's Chapter 11 filing on Jan. 15,
2015.  Accordingly, Fitch will no longer provide ratings or
analytical coverage for CEOC.

In addition, Fitch has affirmed the IDR and issue rating of
Chester Downs and Marina LLC (Chester Downs) and the ratings have
been simultaneously withdrawn for business reasons.


CAESARS ENTERTAINMENT: Jones Day Okayed as Noteholders Counsel
--------------------------------------------------------------
The Official Committee of Second Priority Noteholders (the
"Noteholder Committee") of Caesars Entertainment Operating Company,
Inc., et al. sought and obtained permission from the Hon. Benjamin
Goldgar of the U.S. Bankruptcy Court for the Northern District of
Illinois to retain Jones Day as its counsel, nunc pro tunc to Feb.
5, 2015.

Jones Day is authorized to provide the Noteholder Committee with
the professional services as described in the Application and in
the Mester Declaration. Specifically, but without limitation, Jones
Day may render the following legal services:

   (a) advise the Noteholder Committee with respect to its rights,

       duties and powers in these Chapter 11 Cases;

   (b) assist the Noteholder Committee in analyzing the claims of
       the Debtors' creditors and negotiating with holders of
       claims and equity interests;

   (c) assist the Noteholder Committee in its investigation of the

       Debtors' and its affiliates' acts, conduct, assets,
       liabilities and financial condition;

   (d) assist the Noteholder Committee in its analysis of, and
       negotiations with, the Debtors or any third parties
       concerning matters related to, among other things, the
       assumption or rejection of certain leases of non-
       residential real property and executory contracts, asset
       dispositions, ancillary state court or regulatory
       litigation, financing of other transactions and the terms
       of one or more plans of reorganization and accompanying
       disclosure statements and related plan documents;

   (e) assist and advise the Noteholder Committee with respect to
       communications with its constituents regarding significant
       matters in these Chapter 11 Cases;

   (f) represent the Noteholder Committee at all hearings and
       other proceedings before the Court;

   (g) review and analyze motions, applications, orders,
       statements, operating reports and schedules filed with the
       Court and advise the Noteholder Committee with respect to
       such filings;

   (h) advise the Noteholder Committee with respect to any
       legislative, regulatory or governmental activities;

   (i) assist the Noteholder Committee in preparing pleadings and
       applications as may be necessary in furtherance of the
       Noteholder Committee's interests and objectives;

   (j) prepare motions, applications, memoranda, adversary
       complaints, objections or other case analyses;

   (k) investigate and analyze any claims against the Debtors'
       non-debtor affiliates; and

   (l) perform such other legal services as may be required or are

       otherwise deemed to be in the interests of the Noteholder
       Committee in accordance with its powers and duties as set
       forth in the Bankruptcy Code, Bankruptcy Rules or other
       applicable law.

Jones Day will be paid at these hourly rates:

       Partners & Of Counsel       $575-$1,200
       Counsel                     $575-$825
       Associates                  $300-$850
       Paralegals                  $200-$375

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

Joshua M. Mester, partner of Jones Day, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.

Jones Day can be reached at:

       Joshua M. Mester, Esq.
       JONES DAY
       555 South Flower Street
       Fiftieth Floor
       Los Angeles, CA 90071
       Tel: (213) 489-3939
       Fax: (213) 243-2539

                   About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.,
is one of the world's largest casino companies.  Caesars casino
resorts operate under the Caesars, Bally's, Flamingo, Grand
Casinos, Hilton and Paris brand names.  The Company has its
corporate headquarters in Las Vegas.  Harrah's announced its
re-branding to Caesar's in mid-November 2010.

In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., announced that holders of
more than 60% of claims in respect of CEOC's 11.25% senior secured
notes due 2017, CEOC's 8.5% senior secured notes due 2020 and
CEOC's 9% senior secured notes due 2020 have signed the Amended and
Restated Restructuring Support and Forbearance Agreement, dated as
of Dec. 31, 2014, among Caesars Entertainment, CEOC and the
Consenting Creditors.  As a result, The RSA became effective
pursuant to its terms as of Jan. 9, 2015.

Appaloosa Investment Limited, et al., owed $41 million on account
of 10% second lien notes in the company, filed an involuntary
Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case
No. 15-10047) on Jan. 12, 2015.  The bondholders are represented by
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP.

CEOC and 172 other affiliates -- operators of 38 gaming and resort
properties in 14 U.S. states and 5 countries -- filed Chapter 11
bankruptcy petitions (Bank. N.D. Ill.  Lead Case No. 15-01145) on
Jan. 15, 2015.  CEOC disclosed total assets of $12.3 billion and
total debt of $19.8 billion as of Sept. 30, 2014.

Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.

Kirkland & Ellis serves as the Debtors' counsel.  AlixPartners is
the Debtors' restructuring advisors.  Prime Clerk LLC acts as the
Debtors' notice and claims agent.  Judge Benjamin Goldgar presides
over the cases.

The U.S. Trustee has appointed seven noteholders to serve in the
Official Committee of Second Priority Noteholders and nine members
to serve in the Official Unsecured Creditors' Committee.

The U.S. Trustee appointed Richard S. Davis as Chapter 11
examiner.

                         *     *     *

The Troubled Company Reporter, on April 27, 2015, reported that
Fitch Ratings has affirmed and withdrawn the Issuer Default Ratings
(IDR) and issue ratings of Caesars Entertainment Operating Company
(CEOC).  These actions follow CEOC's Chapter 11 filing on Jan. 15,
2015.  Accordingly, Fitch will no longer provide ratings or
analytical coverage for CEOC.

In addition, Fitch has affirmed the IDR and issue rating of
Chester Downs and Marina LLC (Chester Downs) and the ratings have
been simultaneously withdrawn for business reasons.


CAESARS ENTERTAINMENT: Settles Atlantic City Mall Lease Row
-----------------------------------------------------------
Law360 reported that U.S. Bankruptcy Judge A. Benjamin Goldgar in
Illinois approved a $3.8 million settlement between Caesars
Atlantic City and prominent Philadelphia developer Bart Blatstein
in their dispute over control of the ground lease at The Pier Shops
at Caesars in Atlantic City.

According to the report, Judge Goldgar signed off on a settlement
between Caesars AC and Blatstein, his companies Pier Renaissance LP
and Tower Investments Inc.

                     About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.,
is one of the world's largest casino companies.  Caesars casino
resorts operate under the Caesars, Bally's, Flamingo, Grand
Casinos, Hilton and Paris brand names.  The Company has its
corporate headquarters in Las Vegas.  Harrah's announced its
re-branding to Caesar's in mid-November 2010.

In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., announced that holders of
more than 60% of claims in respect of CEOC's 11.25% senior secured
notes due 2017, CEOC's 8.5% senior secured notes due 2020 and
CEOC's 9% senior secured notes due 2020 have signed the Amended
and Restated Restructuring Support and Forbearance Agreement,
dated
as of Dec. 31, 2014, among Caesars Entertainment, CEOC and the
Consenting Creditors.  As a result, The RSA became effective
pursuant to its terms as of Jan. 9, 2015.

Appaloosa Investment Limited, et al., owed $41 million on account
of 10% second lien notes in the company, filed an involuntary
Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case
No. 15-10047) on Jan. 12, 2015.  The bondholders are represented
by
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor, LLP.

CEOC and 172 other affiliates -- operators of 38 gaming and resort
properties in 14 U.S. states and 5 countries -- filed Chapter 11
bankruptcy petitions (Bank. N.D. Ill.  Lead Case No. 15-01145) on
Jan. 15, 2015.  CEOC disclosed total assets of $12.3 billion and
total debt of $19.8 billion as of Sept. 30, 2014.

Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.

Kirkland & Ellis serves as the Debtors' counsel.  AlixPartners is
the Debtors' restructuring advisors.  Prime Clerk LLC acts as the
Debtors' notice and claims agent.  Judge Benjamin Goldgar presides
over the cases.

The U.S. Trustee has appointed seven noteholders to serve in the
Official Committee of Second Priority Noteholders and nine members
to serve in the Official Unsecured Creditors' Committee.

The U.S. Trustee appointed Richard S. Davis as Chapter 11
examiner.


CAESARS ENTERTAINMENT: Zolfo Cooper Okayed as Noteholders Advisor
-----------------------------------------------------------------
The Official Committee of Second Priority Noteholders (the
"Noteholder Committee") of Caesars Entertainment Operating Company,
Inc., et al. sought and obtained permission from the Hon. Benjamin
Goldgar of the U.S. Bankruptcy Court for the Northern District of
Illinois to retain Zolfo Cooper, LLC as restructuring and forensic
advisors, nunc pro tunc to Feb. 6, 2015.

The Noteholder Committee requires Zolfo Cooper to:

   (a) assist counsel to the Noteholder Committee in support of
       the financial elements of various Court pleadings filed
       throughout the chapter 11 case;

   (b) monitor the Debtors' cash flow and operating performance,
       including:

       - comparing current actual financial and operating results
         to plans,

       - evaluating the adequacy of financial and operating
         controls,

       - tracking the status of the Debtors'/Debtors'
         professionals' progress relative to developing and
         implementing programs, identifying and disposing of non-
         productive assets, and other such activities, and

       - preparing periodic presentations to the Noteholder
         Committee summarizing findings and observations resulting

         from Zolfo Cooper's monitoring activities;

   (c) analyze and comment on operating and cash flow projections,

       operating results, financial statements, other documents
       and information provided by the Debtors/Debtors'
       professionals, and other information and data pursuant to
       the Noteholder Committee's request;

   (d) advise the Noteholder Committee concerning interfacing with

       the Debtors, other constituencies and their respective
       professionals;

   (e) prepare for and attend meetings of the Noteholder Committee

       and subcommittees thereof;

   (f) advise and assist the Noteholder Committee in investigating

       Intercompany transactions among the Debtors and their non-
       Debtor affiliates;

   (g) review the historical financial and operating performance
       of the Debtors and their affiliates;

   (h) analyze and advise the Noteholder Committee about the
       Debtors' Business Plan included in the proposed Plan of
       Reorganization and related Disclosure Statement;

   (i) analyze the Debtors' current and historical intellectual
       property assets;

   (j) analyze claims and perform investigations of potential
       preferential transfers, fraudulent conveyances, related-
       party transactions and such other transactions as may be
       requested by the Noteholder Committee;

   (k) provide forensic and litigation consulting services at the
       direction of the Noteholder Committee's legal counsel; and

   (l) provide other services as requested by the Noteholder
       Committee.

Zolfo Cooper will be paid at these hourly rates:

       Managing Directors           $775-$925
       Professional Staff           $265-$770
       Support Personnel            $60-$310

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

David MacGreevey, managing director of the firm Zolfo Cooper,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.

Zolfo Cooper can be reached at:

       David MacGreevey
       ZOLFO COOPER, LLC
       Grace Building
       1114 Avenue of the Americas, 41st Floor
       New York, NY 10036
       Tel: (212) 561-4187
       Fax: (212) 213-1749
       E-mail: dmacgreevey@zolfocooper.com

                   About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.,
is one of the world's largest casino companies.  Caesars casino
resorts operate under the Caesars, Bally's, Flamingo, Grand
Casinos, Hilton and Paris brand names.  The Company has its
corporate headquarters in Las Vegas.  Harrah's announced its
re-branding to Caesar's in mid-November 2010.

In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., announced that holders of
more than 60% of claims in respect of CEOC's 11.25% senior secured
notes due 2017, CEOC's 8.5% senior secured notes due 2020 and
CEOC's 9% senior secured notes due 2020 have signed the Amended and
Restated Restructuring Support and Forbearance Agreement, dated as
of Dec. 31, 2014, among Caesars Entertainment, CEOC and the
Consenting Creditors.  As a result, The RSA became effective
pursuant to its terms as of Jan. 9, 2015.

Appaloosa Investment Limited, et al., owed $41 million on account
of 10% second lien notes in the company, filed an involuntary
Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case
No. 15-10047) on Jan. 12, 2015.  The bondholders are represented by
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP.

CEOC and 172 other affiliates -- operators of 38 gaming and resort
properties in 14 U.S. states and 5 countries -- filed Chapter 11
bankruptcy petitions (Bank. N.D. Ill.  Lead Case No. 15-01145) on
Jan. 15, 2015.  CEOC disclosed total assets of $12.3 billion and
total debt of $19.8 billion as of Sept. 30, 2014.

Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.

Kirkland & Ellis serves as the Debtors' counsel.  AlixPartners is
the Debtors' restructuring advisors.  Prime Clerk LLC acts as the
Debtors' notice and claims agent.  Judge Benjamin Goldgar presides
over the cases.

The U.S. Trustee has appointed seven noteholders to serve in the
Official Committee of Second Priority Noteholders and nine members
to serve in the Official Unsecured Creditors' Committee.

The U.S. Trustee appointed Richard S. Davis as Chapter 11
examiner.

                         *     *     *

The Troubled Company Reporter, on April 27, 2015, reported that
Fitch Ratings has affirmed and withdrawn the Issuer Default Ratings
(IDR) and issue ratings of Caesars Entertainment Operating Company
(CEOC).  These actions follow CEOC's Chapter 11 filing on Jan. 15,
2015.  Accordingly, Fitch will no longer provide ratings or
analytical coverage for CEOC.

In addition, Fitch has affirmed the IDR and issue rating of
Chester Downs and Marina LLC (Chester Downs) and the ratings have
been simultaneously withdrawn for business reasons.



CAL DIVE: Creditors' Panel Hires Akin Gump as Co-counsel
--------------------------------------------------------
The Official Committee of Unsecured Creditors of Cal Dive
International Inc., et al. seeks authorization from the U.S.
Bankruptcy Court for the District of Delaware to retain Akin Gump
Strauss Hauer & Feld LLP as co-counsel, nunc pro tunc to March 17,
2015.

The Committee requires Akin Gump to:

   (a) advise the Committee with respect to its rights, duties and

       powers in the Debtors' chapter 11 cases;

   (b) assist and advise the Committee in its consultations and
       negotiations with the Debtors relative to the
       administration of the Debtors' chapter 11 cases;

   (c) assist the Committee in analyzing the claims of the
       Debtors' creditors and the Debtors' capital structure and
       in negotiating with holders of claims and equity interests;

   (d) assist the Committee in its investigation of the acts,
       conduct, assets, liabilities and financial condition of the

       Debtors and their insiders of the operation of the Debtors'

       businesses;

   (e) assist the Committee in its analysis of, and negotiations
       with, the Debtors or any third party concerning matters
       related to, among other things, the assumption or rejection

       of certain leases of non-residential real property and
       executory contracts, asset dispositions, financing of other

       transactions and the terms of one or more plans of
       reorganization for the Debtors and accompanying disclosure
       statements and related plan documents;

   (f) assist and advise the Committee as to its communications to

       the general creditor body regarding significant matters in
       the Debtors' chapter 11 cases;

   (g) represent the Committee at all hearings and other
       proceedings before this Court;

   (h) review and analyze applications, orders, statements of
       operations and schedules filed with the Court and advise
       the Committee as to their propriety, and to the extent
       deemed appropriate by the Committee, support, join or
       object thereto;

   (i) advise and assist the Committee with respect to any
       legislative, regulatory or governmental activities;

   (j) assist the Committee in preparing pleadings and
       applications as may be necessary in furtherance of the
       Committee's interests and objectives;

   (k) assist the Committee in its review and analysis of all of
       the Debtors' various agreements;

   (l) prepare, on behalf of the Committee, any pleadings,
       including without limitation, motions, memoranda,
       complaints, adversary complaints, objections or comments in

       connection with any matter related to the Debtors or the
       Debtors' chapter 11 cases;

   (m) investigate and analyze any claims against the Debtors'
       non-debtor affiliates; and

   (n) perform such other legal services as may be required or are

       otherwise deemed to be in the interests of the Committee in

       accordance with the Committee's powers and duties as set
       forth in the Bankruptcy Code, Bankruptcy Rules or other
       applicable law.

Akin Gump will be paid at these hourly rates:

       Michael S. Stamer, Partner    $1,250
       Meredith A. Lahaie, Partner   $850
       Kevin M. Eide, Counsel        $750
       Lauren R. Lifland, Associate  $650
       Matthew W. Kinskey, Associate $430
       Partners                      $700–$1,300
       Senior Counsel and Counsel    $545–$930
       Associates                    $410–$775
       Paraprofessionals             $160–$375

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

Michael S. Stamer, member of Akin Gump, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.

Akin Gump responds to the questions set forth in Section D of the
Revised UST Guidelines as follows:

   (a) Akin Gump did not agree to any variations from, or    
       alternatives to, its standard or customary billing
       arrangements for this engagement;

   (b) No rate for any of the professionals included in this
       engagement varies based on the geographic location of the
       bankruptcy case;

   (c) Akin Gump represented the Ad Hoc Group in connection with
       the Debtors' chapter 11 cases prior to its retention by the

       Committee. Akin Gump did not represent the Committee prior
       to the Petition Date; and

   (d) The Committee's professionals have negotiated a budget with

       the Debtors, their lenders and the Committee as part of the

       final order approving the Debtors' debtor-in-possession
       financing. The Committee has approved Akin Gump's proposed
       hourly billing rates and staffing plan. The Akin Gump
       attorneys and paraprofessionals staffed on the Debtors'
       chapter 11 cases, subject to modification depending upon
       further development, are set forth above in paragraph 15.

The Court for the District of Delaware will hold a hearing on the
motion on May 27, 2015 11:00 a.m.  Objections were due April 30,
2015.

Akin Gump can be reached at:

       Michael S. Stamer, Esq.
       AKIN GUMP STRAUSS HAUER & FELD LLP
       One Bryant Park
       Bank of America Tower
       New York, NY 10036-6745
       Tel: (212) 872-1000
       Fax: (212) 872-1002
       E-mail: mstamer@akingump.com

                     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.

Cal Dive disclosed total assets of $571 million and total debt
of $411 million as of Sept. 30, 2015.

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.  The Debtors also
tapped Carl Marks Advisory Group LLC as crisis managers and
appoint F. Duffield Meyercord as chief restructuring officer.

The U.S. Trustee for Region 3 formed a five-member committee of
unsecured creditors in the Chapter 11 case of Cal Dive
International, Inc.


CAL DIVE: Creditors' Panel Hires Guggenheim as Investment Banker
----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Cal Dive
International Inc., et al. seeks authorization from the U.S.
Bankruptcy Court for the District of Delaware to retain Guggenheim
Securities, LLC as exclusive investment banker, nunc pro tunc to
March 23, 2015.

As further set forth in the Engagement Letter, the Committee is
seeking to retain Guggenheim as investment banker to provide a
broad range of services to the Committee, including, but not
limited to:

   (a) to the extent it deems necessary, appropriate and feasible,

       review and analyze the Company's business, financial
       condition and prospects;

   (b) review and analyze the Company's business plans and
       financial projections prepared by the Company's senior
       management, if available;

   (c) evaluate the Company's liquidity and debt capacity;

   (d) advise the Committee regarding the current state of the
       restructuring and capital markets;

   (e) assist the Committee in identifying potential alternative
       sources of liquidity in connection with any debtor-in-
       possession financing, any plan of reorganization or
       liquidation (as the same may be modified from time to time,
       a "Plan") or otherwise;

   (f) provide such specific valuation or other financial analysis

       as the Committee may reasonably request in connection with
       these chapter 11 cases;

   (g) submit affidavits, prepare expert witness testimony, appear

       in court and offer testimony concerning any of the subjects

       encompassed by the other financial advisory services in
       connection with the Bankruptcy Cases, as reasonably
       requested by the Committee;

   (h) evaluate any asset sale processes, including identifying
       potential buyers;

   (i) evaluate potential alternatives in connection with a
       possible Transaction, including any Transaction involving a

       sale of assets;

   (j) represent the Committee in negotiations with the Company
       and third parties with respect to the foregoing;

   (k) attend meetings between the Company and the Committee and
       advise the Committee in connection therewith; and

   (l) provide such other financial advisory and investment
       banking services as may be agreed upon by Guggenheim and
       the Committee in writing during the term of this
       engagement.

The Committee and Guggenheim have agreed to the following
compensation and expense reimbursement (the "Fee and Expense
Structure"):

  -- A monthly fee (the "Monthly Fee") equal to $100,000 per month

     until the expiration or termination of the Engagement Letter.

     The first Monthly Fee(s) shall be paid upon approval of the
     Engagement Letter by the Court and will be made in respect of

     the period from March 23, 2015 (prorated for such month)
     through the month in which payment is made (for the full
     monthly fee for such month).  Thereafter, payment will be due

     and paid by the Debtors in advance on the twentieth day of
     each month during the term of this Engagement Letter.

  -- Upon the consummation of any Transaction, a cash fee (a
     "Transaction Fee") in an amount equal to $1,200,000 if the
     Committee either supports or does not file and prosecute any
     material objection to such Transaction (or, if the Committee
     does file and prosecute any such material objection to such
     Transaction, such objection is either withdrawn, settled or
     otherwise consensually resolved). In addition, 50% of the
     seventh, eighth and ninth Monthly Fees actually received and
     retained by Guggenheim and 100% of the Monthly Fees actually
     received and retained by Guggenheim after the ninth Monthly
     Fee will be credited (but only once), to the extent
     previously paid, upon consummation of a Transaction against
     the Transaction Fee.

  -- In addition to any fees that may be paid to Guggenheim under
     the Engagement Letter, whether or not any Transaction occurs,

     Guggenheim shall be reimbursed, promptly upon receipt of an
     invoice therefore, for all out-of-pocket expenses (including
     reasonable fees and expenses of its counsel, and the
     reasonable fees and expenses of any other independent experts

     retained by Guggenheim) incurred by Guggenheim in connection
     with the engagement contemplated under the Engagement Letter.

James D. Decker, senior managing director of Guggenheim, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

The Court for the District of Delaware will hold a hearing on the
motion on May 27, 2015 11:00 a.m.  Objections were due April 30,
2015.

Guggenheim can be reached at:

       James D Decker
       GUGGENHEIM SECURITIES LLC
       Suite 960
       3414 Peachtree Rd NE
       Atlanta, GA 30326-1307
       Tel: (212) 218-3805
       E-mail: jim.decker@guggenheimpartners.com

                     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.

Cal Dive disclosed total assets of $571 million and total debt of
$411 million as of Sept. 30, 2015.

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.  The Debtors also
tapped Carl Marks Advisory Group LLC as crisis managers and
appoint F. Duffield Meyercord as chief restructuring officer.

The U.S. Trustee for Region 3 formed a five-member committee of
unsecured creditors in the Chapter 11 case of Cal Dive
International, Inc.


CAL DIVE: Creditors' Panel Hires Pepper Hamilton as Co-counsel
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of Cal Dive
International Inc., et al. seeks authorization from the U.S.
Bankruptcy Court for the District of Delaware to retain Pepper
Hamilton LLP as co-counsel, nunc pro tunc to March 17, 2015.

The Committee requires Pepper Hamilton to:

   (a) assist Akin Gump as requested in representing the
       Committee;

   (b) advise the Committee with respect to its rights, duties and

       powers in these cases;

   (c) assist and advise the Committee in its consultations with
       the Debtors relating to the administration of these cases;

   (d) assist the Committee in analyzing the claims of the
       Debtors' creditors and the Debtors' capital structure and
       in negotiating with the holders of claims and, if
       appropriate, equity interests;

   (e) assist the Committee's investigation of the acts, conduct,
       assets, liabilities and financial condition of the Debtors
       and other parties involved with the Debtors, and of the
       operation of the Debtors' business;

   (f) assist the Committee in its analysis of, and negotiations
       with the Debtors or any other third party concerning
       matters related to, among other things, the assumption or
       rejection of certain leases of non-residential real
       property and executory contracts, asset dispositions,
       financing transactions and the terms of a plan of
       reorganization or liquidation for the Debtors;

   (g) assist and advise the Committee as to its communications,
       if any, to the general creditor body regarding significant
       matters in these cases;

   (h) represent the Committee at all hearings and other
       proceedings;

   (i) review, analyze, and advise the Committee with respect to
       applications, orders, statements of operations and
       schedules filed with the Court;

   (j) assist the Committee in preparing pleadings and
       applications as may be necessary in furtherance of the
       Committee's interests and objectives;

   (k) assist the Committee as conflicts counsel, should the need
       arise; and

   (l) perform such other services as may be required and are
       deemed to be in the interests of the Committee in
       accordance with the Committee's powers and duties as set
       forth in the Bankruptcy Code.

Pepper Hamilton will be paid at these hourly rates:

       David B. Stratton, Partner           $790
       Evelyn J. Meltzer, Partner           $510
       John H. Schanne II, Associate        $425
       Christopher A. Lewis, Paralegal      $275

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

David B. Stratton, partner of Pepper Hamilton, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

Pepper Hamilton responds to the questions set forth in Section D of
the U.S. Trustee Guidelines as follows:

   (a) Pepper Hamilton did not agree to a variation of its
       standard or customary billing arrangement for this
       engagement;

   (b) None of the professionals included in this engagement have
       varied their rate based on the geographic location of these

       chapter 11 cases;

   (c) Pepper Hamilton represented the Ad Hoc Group of Convertible
       Noteholders in connection with the debtors' chapter 11
       proceedings prior to its retention by the Committee. Pepper
       Hamilton did not represent the Committee prior to the
       Petition Date; and

   (d) The Committee's professionals have negotiated a budget with

       The Debtors, their lenders and the Committee as part of the

       final order approving the Debtors' debtor-in-possession
       financing. The Committee has approved Pepper Hamilton's
       proposed hourly billing rates and staffing plan. The Pepper

       Hamilton attorneys and paraprofessionals staffed on these
       cases, subject to modification depending upon further
       development.

The Court for the District of Delaware will hold a hearing on the
motion on May 27, 2015 11:00 a.m.  Objections were due April 30,
2015.

Pepper Hamilton can be reached at:

       David B. Stratton, Esq.
       PEPPER HAMILTON LLP
       Hercules Plaza, Suite 5100
       1313 N. Market Street
       Wilmington, DE 19899-1709
       Tel: (302) 777-6500
       Fax: (302) 421-8390
       E-mail: strattond@pepperlaw.com

                     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.

Cal Dive disclosed total assets of $571 million and total debt of
$411 million as of Sept. 30, 2015.

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.  The Debtors also
tapped Carl Marks Advisory Group LLC as crisis managers and
appoint F. Duffield Meyercord as chief restructuring officer.

The U.S. Trustee for Region 3 formed a five-member committee of
unsecured creditors in the Chapter 11 case of Cal Dive
International, Inc.


CARSON CIVIC CENTER: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Carson Civic Center Property, LLC
        3815 Alonzo Avenue
        Encino, CA 91316

Case No.: 15-11573

Chapter 11 Petition Date: May 4, 2015

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

Judge: Hon. Maureen Tighe

Debtor's Counsel: Raymond H Aver, Esq.
                  LAW OFFICES OF RAYMOND H AVER APC
                  1950 Sawtelle Blvd Ste 120
                  Los Angeles, CA 90025
                  Tel: 310-473-3511
                  Fax: 310-473-3512
                  Email: ray@averlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Benjamin Donel, manager.

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


CASA EN DENVER: Meeting of Creditors Set for May 20
---------------------------------------------------
The meeting of creditors of Casa en Denver Inc. and Casa Media
Partners LLC is set to be held on May 20, 2015, at 1:30 pm,
according to a filing with the U.S. Bankruptcy Court for the
Southern District of Florida.

The meeting will take place at Claude Pepper Federal Building, Room
1021, 51 SW First Avenue, in Miami, Florida.

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.

Casa Media Partners, LLC, and Casa en Denver, Inc. commenced
Chapter 11 bankruptcy cases (Bankr. S.D. Fla. Case Nos. 15-16741
and 15-16746) in Miami, Florida on April 15, 2015.  The petition
was signed by Juan Salvador Gonzalez, the chief financial officer.


Judge Hon. Robert A Mark presides over the cases.  The Debtors are
represented by Kristopher Aungst, Esq., at Tripp Scott, P.A., as
their counsel.  According to the docket, the deadline to file
claims for governmental units is on Oct. 13, 2015.


CENTENE CORP: S&P & Affirms 'BB' CCR & Alters Outlook to Positive
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it has revised its
outlook on Centene Corp. to positive from stable.  At the same
time, S&P affirmed its 'BB' long-term counterparty credit and
senior unsecured debt ratings on the company.

"The outlook revision reflects our view that Centene's organic and
inorganic expansion strategies have resulted in meaningfully
increased scale and diversification that is resulting in reductions
in its risk profile," said Standard & Poor's credit analyst Julie
Herman.  "Moreover, we expect to see further diversification and
sustained profitability during the next couple of years."

The positive outlook reflects S&P's expectation that Centene will
continue to improve positioning and reduce potential earnings
volatility through a continued track record of profitable expansion
and increasing contract and state diversification.  For the next
two years, S&P expects revenue growth in excess of 20%, EBIT
margins of at least 3%, and 'BBB' capital redundancies, as well as
appropriate leverage not exceeding 40% on a run-rate basis.

"We could raise the rating in the next 12 to 24 months if Centene
is able to enhance positioning and lower risk of earnings and
capital volatility through successful execution on its growth and
diversification strategies," Ms. Herman continued.  "In order for
this to occur, we would need to see the company sustain
profitability, with ROR of at least 3%, showing it can manage its
material growth, as well as increasing presence in complex care
populations."  S&P could also raise the rating if it believes
Centene can sustain its statutory capital redundancy at the 'A'
level through a more-conservative financial policy or stronger
internal cash-flow generation.

"We could lower the rating if Centene's total adjusted capital
redundancy falls below the 'BBB' level per our capital model, which
could be caused by a more-aggressive financial policy or
significant and sustained decline in core earnings due to adverse
claim trends," Ms. Herman added, "or if financial leverage exceeds
40% for a sustained period, resulting in diminished financial
flexibility."



CHENIERE ENERGY: S&P Affirms 'B+' Corp. Credit Rating
-----------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'B+'
corporate credit rating on Cheniere Energy Inc. (CEI).  The outlook
is stable.

"The stable outlook on CEI reflects stable cash flow from CQP,
which is due to stable cash flow from SPLNG and construction at
SPLIQ that is progressing well and that will likely produce large
cash flow beginning in 2017/2018," said Standard & Poor's credit
analyst Terry Pratt.

CEI is a U.S.-based developer and operator of large liquefied
natural gas (LNG) sector projects.

S&P bases the "weak" business risk profile on CEI's reliance on
distributions currently from master limited partnership Cheniere
Energy Partners L.P., which itself has a "fair" business risk
profile and, in the future, from its planned Corpus Christi
liquefaction project.



CONNEAUT LAKE: Court Moves Hearing on Plan Filing to May 11
-----------------------------------------------------------
Keith Gushard at The Meadville Tribune reports that Chief U.S.
Bankruptcy Judge Jeffrey Deller has rescheduled to May 11, at 10:00
a.m., the hearing on Conneaut Lake Park's request for more time to
file a reorganization plan and take on $300,000 new debt.

As reported by the Troubled Company Reporter on April 10, 2015, the
Trustees of Conneaut Lake Park filed asked the Bankruptcy Court to
extend to June 30, the deadline for it to file a Plan and to give
creditors through Aug. 31, to accept or reject the Plan.

The Meadville Tribune relates that attorneys for the Debtor filed
for an expedited motion to get court approval for $300,000 in new
loans, to be used by the Park to pay costs for general
administration of the bankruptcy case, fund ongoing operating
expenses and to make certain capital improvements to the park.

According to The Meadville Tribune, the Park has lined up two
separate $150,000 loans -- one from the Economic Progress Alliance
of Crawford County, which is Crawford County's lead economic
development agency, and the other from the Northwest Regional
Planning and Development Commission, a regional economic
development agency.  The report says that commitment letters from
each agency as well as loan terms were filed on May 4.

                     About Conneaut Lake Park

Conneaut Lake Park is a summer amusement resort, located in
Conneaut Lake, Pennsylvania.

Trustees of Conneaut Lake Park, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. W.D. Pa. Case No. 14-11277) in Erie, Pennsylvania,
on Dec. 4, 2014.  The case is assigned to Judge Thomas P. Agresti.
The Debtor tapped George T. Snyder, Esq., at Stonecipher Law Firm,
in Pittsburgh, as counsel.  The Debtor estimated assets and debt of
$1 million to $10 million.

Trustees of Conneaut Lake Park filed for bankruptcy protection less
than 20 hours before the Crawford County amusement park was
scheduled to go to sheriff's sale for almost $930,000 in back taxes
and related fees.


CTI BIOPHARMA: Delays 2015 Annual Meeting Indefinitely
------------------------------------------------------
CTI BioPharma Corp. filed a current report on March 23, 2015,
reporting that the Company's 2015 annual meeting of shareholders
would take place on June 30, 2015.  The Annual Meeting has been
rescheduled due to administrative and scheduling reasons.

The Company said it will announce the Annual Meeting's new date,
time and related deadlines after a final determination regarding
those items has been made.  The Company will subsequently file and
mail proxy materials as required.

                        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.


CUMULUS MEDIA: Crestview Partners Holds 28.5% of Class A Shares
---------------------------------------------------------------
Crestview Partners II GP, L.P. and its affiliates disclosed in an
amended Schedule 13D filed with the Securities and Exchange
Commission that as of April 27, 2015, they beneficially own
68,537,012 shares of Class A common stock of Cumulus Media Inc.,
which represents 28.5 percent of the shares outstanding.  A copy of
the regulatory filing is available at http://is.gd/pqzTtC

                        About Cumulus Media

Cumulus Media Inc. (CMLS) combines high-quality local programming
with iconic, nationally syndicated media, sports and entertainment
brands in order to deliver premium choices for listeners, provide
substantial reach for advertisers and create opportunities for
shareholders.  As the largest pure-play radio broadcaster in the
United States, Cumulus provides exclusive content that is fully
distributed through approximately 460 owned-and-operated stations
in 90 U.S. media markets (including eight of the top 10), more
than 10,000 broadcast radio affiliates and numerous digital
channels.  Cumulus is well-positioned in the widening digital
audio space through a significant stake in the Rdio digital music
service, featuring 30 million songs on-demand in addition to
custom playlists and exclusive curated channels.  Cumulus is also
the leading provider of country music and lifestyle content
through its NASH brand, which will serve country fans through
radio programming, NASH magazine, concerts, licensed products and
television/video. For more information, visit www.cumulus.com

Cumulus Media put AR Broadcasting Holdings Inc. and three other
units to Chapter 11 protection (Bankr. D. Del. Lead Case No.
11-13674) in 2011 after struggling to pay off debts that topped
$97 million as of June 30, 2011.

Cumulus Media reported net income of $11.8 million on $1.26 billion
of net revenue for the year ended Dec. 31, 2014, compared to net
income of $176 million on $1.02 billion of net revenue for the year
ended Dec. 31, 2013.

As at Dec. 31, 2014, Cumulus Media had $3.74 billion in total
assets, $3.20 billion in total liabilities and $542 million in
total stockholders' equity.

                         Bankruptcy Warning

"The lenders under the Credit Agreement have taken security
interests in substantially all of our consolidated assets, and we
have pledged the stock of certain of our subsidiaries to secure the
debt under the Credit Agreement.  If the lenders accelerate the
required repayment of borrowings, we may be forced to liquidate
certain assets to repay all or part of such borrowings, and we
cannot assure you that sufficient assets will remain after we have
paid all of the borrowings under such Credit Agreement.  If we were
unable to repay those amounts, the lenders could proceed against
the collateral granted to them to secure that indebtedness and we
could be forced into bankruptcy or liquidation.  Our ability to
liquidate assets could also be affected by the regulatory
restrictions associated with radio stations, including FCC
licensing, which may make the market for these assets less liquid
and increase the chances that these assets would be liquidated at a
significant loss.  Any requirement for us to liquidate assets would
likely have a material adverse effect on our business," the Company
said in its annual report for the year ended Dec. 31, 2014.

                           *     *     *

Standard & Poor's Ratings Services, in September 2014, revised its
rating outlook on Atlanta, Ga.-based Cumulus Media to stable from
positive.  S&P also affirmed its 'B' corporate credit and existing
debt ratings on the company.

As reported by the TCR in April 2013, Moody's Investors Service
downgraded Cumulus Media's Corporate Family Rating to 'B2' from
'B1' and Probability of Default Rating to 'B2-PD' from 'B1-PD'.
The downgrades reflect Moody's view that the pace of debt repayment
and delevering will be slower than expected.  Although EBITDA for
fourth quarter of 2012 reflects growth over the same period in the
prior year, results fell short of Moody's expectations.


CUMULUS MEDIA: Extends CEO's Term Until 2018
--------------------------------------------
Cumulus Media Inc. has entered into a multi-year extension of
co-founder Lew Dickey's employment agreement, under which Mr.
Dickey will continue to serve as president and chief executive
officer, and a member of the Board of Directors, through 2018.  He
will continue in his role directing the Company's strategic
development, and will be responsible for day-to-day operational
oversight of Cumulus' broadcasting stations, networks and strategic
investments.  

"Our Board is grateful that Lew Dickey, who has built Cumulus into
a leading national media business, has renewed his commitment to
lead the company into the future.  I look forward to continuing to
collaborate with Lew to build value for our shareholders," said
Board member Jeff Marcus.

Cumulus also announced that long-time director Robert H. Sheridan,
III, of Ridgemont Equity Partners, will retire when his term ends
at the 2015 annual meeting of stockholders, and that the Board has
nominated Mary G. Berner to stand for election to fill the vacancy
created on the Board by Mr. Sheridan's retirement.  Ms. Berner is
the current president and chief executive officer of MPA - The
Association of Magazine Media, the industry association for
multi-platform magazine media companies.  Prior to running MPA, Ms.
Berner led some of the most storied media brands, including
Glamour, TV Guide, W, Women's Wear Daily, Details, Brides, The
Family Handyman and Every Day with Rachael Ray.  She brings to the
Board deep media experience, operational expertise and
cross-platform perspectives.  

"We are fortunate to be adding Mary Berner to our Board, where her
insights and experience will be valuable as we continue to position
the company for long-term success in the changing media landscape,"
Dickey said.

In light of the additional operational responsibilities assumed by
Lew Dickey in November, 2014, the Company announced that veteran
media executive Jeffrey Marcus, currently the Company's lead
director, has been appointed as non-executive Chairman of the Board
of Directors.  Mr. Marcus is a partner with Crestview Partners, the
largest stockholder of Cumulus, where he leads Crestview's media
investment strategy.  He has been a member of the Board of
Directors of Cumulus, and its Lead Director, since Crestview's
investment in Cumulus in September 2011.

                        About Cumulus Media

Cumulus Media Inc. (CMLS) combines high-quality local programming
with iconic, nationally syndicated media, sports and entertainment
brands in order to deliver premium choices for listeners, provide
substantial reach for advertisers and create opportunities for
shareholders.  As the largest pure-play radio broadcaster in the
United States, Cumulus provides exclusive content that is fully
distributed through approximately 460 owned-and-operated stations
in 90 U.S. media markets (including eight of the top 10), more
than 10,000 broadcast radio affiliates and numerous digital
channels.  Cumulus is well-positioned in the widening digital
audio space through a significant stake in the Rdio digital music
service, featuring 30 million songs on-demand in addition to
custom playlists and exclusive curated channels.  Cumulus is also
the leading provider of country music and lifestyle content
through its NASH brand, which will serve country fans through
radio programming, NASH magazine, concerts, licensed products and
television/video. For more information, visit www.cumulus.com

Cumulus Media put AR Broadcasting Holdings Inc. and three other
units to Chapter 11 protection (Bankr. D. Del. Lead Case No.
11-13674) in 2011 after struggling to pay off debts that topped
$97 million as of June 30, 2011.

Cumulus Media reported net income of $11.8 million on $1.26 billion
of net revenue for the year ended Dec. 31, 2014, compared to net
income of $176 million on $1.02 billion of net revenue for the year
ended Dec. 31, 2013.

As at Dec. 31, 2014, Cumulus Media had $3.74 billion in total
assets, $3.20 billion in total liabilities and $542 million in
total stockholders' equity.

                         Bankruptcy Warning

"The lenders under the Credit Agreement have taken security
interests in substantially all of our consolidated assets, and we
have pledged the stock of certain of our subsidiaries to secure the
debt under the Credit Agreement.  If the lenders accelerate the
required repayment of borrowings, we may be forced to liquidate
certain assets to repay all or part of such borrowings, and we
cannot assure you that sufficient assets will remain after we have
paid all of the borrowings under such Credit Agreement.  If we were
unable to repay those amounts, the lenders could proceed against
the collateral granted to them to secure that indebtedness and we
could be forced into bankruptcy or liquidation.  Our ability to
liquidate assets could also be affected by the regulatory
restrictions associated with radio stations, including FCC
licensing, which may make the market for these assets less liquid
and increase the chances that these assets would be liquidated at a
significant loss.  Any requirement for us to liquidate assets would
likely have a material adverse effect on our business," the Company
said in its annual report for the year ended Dec. 31, 2014.

                           *     *     *

Standard & Poor's Ratings Services, in September 2014, revised its
rating outlook on Atlanta, Ga.-based Cumulus Media to stable from
positive.  S&P also affirmed its 'B' corporate credit and existing
debt ratings on the company.

As reported by the TCR in April 2013, Moody's Investors Service
downgraded Cumulus Media's Corporate Family Rating to 'B2' from
'B1' and Probability of Default Rating to 'B2-PD' from 'B1-PD'.
The downgrades reflect Moody's view that the pace of debt
repayment
and delevering will be slower than expected.  Although EBITDA for
fourth quarter of 2012 reflects growth over the same period in the
prior year, results fell short of Moody's expectations.


CUMULUS MEDIA: Posts $12 Million Net Loss in First Quarter
----------------------------------------------------------
Cumulus Media Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $12.01 million for the three months ended March 31, 2015,
compared with a net loss of $9.26 million for the same period a
year ago.

Net revenue for the three months ended March 31, 2015, decreased
$21 million, or 7.2%, to $271.1 million, compared to $292 million
for the three months ended March 31, 2014.  The decrease resulted
from decreases of $18.8 million, $1.6 million, and $1.5 million in
broadcasting advertising, digital advertising, and political
advertising, respectively.  The decrease was partially offset by an
increase of $0.9 million in license fees and other revenue.

As of March 31, 2015, the Company had $3.71 billion in total
assets, $3.18 billion in total liabilities, and $533 million in
total stockholders' equity.

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

                        http://is.gd/qGdl5x

                        About Cumulus Media

Cumulus Media Inc. (CMLS) combines high-quality local programming
with iconic, nationally syndicated media, sports and entertainment
brands in order to deliver premium choices for listeners, provide
substantial reach for advertisers and create opportunities for
shareholders.  As the largest pure-play radio broadcaster in the
United States, Cumulus provides exclusive content that is fully
distributed through approximately 460 owned-and-operated stations
in 90 U.S. media markets (including eight of the top 10), more
than 10,000 broadcast radio affiliates and numerous digital
channels.  Cumulus is well-positioned in the widening digital
audio space through a significant stake in the Rdio digital music
service, featuring 30 million songs on-demand in addition to
custom playlists and exclusive curated channels.  Cumulus is also
the leading provider of country music and lifestyle content
through its NASH brand, which will serve country fans through
radio programming, NASH magazine, concerts, licensed products and
television/video. For more information, visit www.cumulus.com

Cumulus Media put AR Broadcasting Holdings Inc. and three other
units to Chapter 11 protection (Bankr. D. Del. Lead Case No.
11-13674) in 2011 after struggling to pay off debts that topped
$97 million as of June 30, 2011.

                         Bankruptcy Warning

"The lenders under the Credit Agreement have taken security
interests in substantially all of our consolidated assets, and we
have pledged the stock of certain of our subsidiaries to secure the
debt under the Credit Agreement.  If the lenders accelerate the
required repayment of borrowings, we may be forced to liquidate
certain assets to repay all or part of such borrowings, and we
cannot assure you that sufficient assets will remain after we have
paid all of the borrowings under such Credit Agreement.  If we were
unable to repay those amounts, the lenders could proceed against
the collateral granted to them to secure that indebtedness and we
could be forced into bankruptcy or liquidation.  Our ability to
liquidate assets could also be affected by the regulatory
restrictions associated with radio stations, including FCC
licensing, which may make the market for these assets less liquid
and increase the chances that these assets would be liquidated at a
significant loss.  Any requirement for us to liquidate assets would
likely have a material adverse effect on our business," the Company
said in its annual report for the year ended Dec. 31, 2014.

                           *     *     *

Standard & Poor's Ratings Services, in September 2014, revised its
rating outlook on Atlanta, Ga.-based Cumulus Media to stable from
positive.  S&P also affirmed its 'B' corporate credit and existing
debt ratings on the company.

As reported by the TCR in April 2013, Moody's Investors Service
downgraded Cumulus Media's Corporate Family Rating to 'B2' from
'B1' and Probability of Default Rating to 'B2-PD' from 'B1-PD'.
The downgrades reflect Moody's view that the pace of debt repayment
and delevering will be slower than expected.  Although EBITDA for
fourth quarter of 2012 reflects growth over the same period in the
prior year, results fell short of Moody's expectations.


D & L PRESS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: D & L Press, Inc.
        1219 E. Broadway Road
        Phoenix, AZ 85040

Case No.: 15-05395

Chapter 11 Petition Date: May 4, 2015

Court: United States Bankruptcy Court
       District of Arizona (Phoenix)

Judge: Hon. Brenda K. Martin

Debtor's Counsel: Thomas G. Luikens, Esq.
                  AYERS & BROWN, P.C.
                  4227 N. 32nd St., 1st Fl.
                  Phoenix, AZ 85018-4757
                  Tel: 602-468-5700
                  Email: Thomas.Luikens@azbar.org

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Michael Pinch, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/azb15-05395.pdf


DELTA TECHNOLOGY: Receives NASDAQ Listing Non-Compliance Notice
---------------------------------------------------------------
Delta Technology Holdings Limited, formerly CIS Acquisition Ltd.,
on May 4 disclosed that on April 21, 2015, it received a
notification of deficiency from Listing Qualifications of The
NASDAQ Stock Market LLC based on the Company's failure to pay
certain fees required by Listing Rule 5250(f).

Pursuant to a decision by the NASDAQ Hearings Panel dated
December 11, 2014, the Company's warrants will be subject to
delisting if the Company's ordinary shares underlying the warrants
are not approved for trading on NASDAQ on or before April 29,
2015.

In the Letter, NASDAQ informed the Company that this deficiency
serves as an additional basis for delisting the Company's
securities from NASDAQ.  The Letter also stated that the Panel will
consider this matter in their decision regarding the Company's
continued listing on NASDAQ and the Company should present its
reviews with respect to this additional deficiency to the Panel no
later than April 28, 2015.

The Company subsequently paid the fees required by Listing Rule
5250(f) to NASDAQ.

              About Delta Technology Holdings Ltd.

Founded in 2007, Delta is a China-based fine and specialty chemical
company producing and distributing organic compound including
para-chlorotoluene ("PCT"), ortho-chlorotoluene ("OCT"), PCT/OCT
downstream products, unsaturated polyester resin ("UPR"), maleic
acid ("MA") and other by-product chemicals.  The end application
markets of the Company's products include Automotive,
Pharmaceutical, Agrochemical, Dye & Pigments, Aerospace, Ceramics,
Coating-Printing, Clean Energy and Food Additives.  Delta has
approximately 300 employees, 25% of whom are highly-qualified
experts and technical personnel.  The Company serves more than 380
clients in various industries.


DEWEY & LEBOEUF: Jury Selections Begins in Leaders' Criminal Trial
------------------------------------------------------------------
Reuters reported that jury selection has kicked off in New York
state court in the criminal trial of three former leaders of
defunct law firm Dewey & LeBoeuf.

According to the report, potential jurors began filling out
questionnaires in the trial against former Dewey chair Steven
Davis, ex-executive director Stephen DiCarmine and former chief
financial official Joel Sanders.  The three men face grand larceny,
scheme to defraud and other charges, the report said.

                      About Dewey & LeBoeuf

Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y.
Case No. 12-12321) to complete the wind-down of its operations.
The firm had struggled with high debt and partner defections.
Dewey disclosed debt of $245 million and assets of $193 million in
its chapter 11 filing late evening on May 29, 2012.

Dewey & LeBoeuf LLP operated as a prestigious, New York City-
based, law firm that traced its roots to the 2007 merger of Dewey
Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird
-- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in
1929.  In recent years, more than 1,400 lawyers worked at the firm
in numerous domestic and foreign offices.

At its peak, Dewey employed about 2,000 people with 1,300 lawyers
in 25 offices across the globe.  When it filed for bankruptcy,
only 150 employees were left to complete the wind-down of the
business.

Dewey's offices in Hong Kong and Beijing are being wound down.
The partners of the separate partnership in England are in process
of winding down the business in London and Paris, and
administration proceedings in England were commenced May 28.  All
lawyers in the Madrid and Brussels offices have departed.  Nearly
all of the lawyers and staff of the Frankfurt office have
departed, and the remaining personnel are preparing for the
closure.  The firm's office in Sao Paulo, Brazil, is being
prepared for closure and the liquidation of the firm's local
affiliate.  The partners of the firm in the Johannesburg office,
South Africa, are planning to wind down the practice.

The firm's ownership interest in its practice in Warsaw, Poland,
was sold to the firm of Greenberg Traurig PA on May 11 for
$6 million.  The Pension Benefit Guaranty Corp. took $2 million of
the proceeds as part of a settlement.

Judge Martin Glenn oversees the case.  Albert Togut, Esq., at
Togut, Segal & Segal LLP, represents the Debtor.  Epiq Bankruptcy
Solutions LLC serves as claims and notice agent.  The petition was
signed by Jonathan A. Mitchell, chief restructuring officer.

JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the
lenders under the Revolver Agreement, hired Kramer Levin Naftalis
& Frankel LLP.  JPMorgan, as Collateral Agent for the Revolver
Lenders and the Noteholders, hired FTI Consulting and Gulf
Atlantic Capital, as financial advisors.  The Noteholders hired
Bingham McCutchen LLP as counsel.

The U.S. Trustee formed two committees -- one to represent
unsecured creditors and the second to represent former Dewey
partners.  The creditors committee hired Brown Rudnick LLP led by
Edward S. Weisfelner, Esq., as counsel.  The Former Partners hired
Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt &
Winters, LLP, as counsel.

FTI Consulting, Inc. was appointed secured lender trustee for the
Secured Lender Trust.  Alan Jacobs of AMJ Advisors LLC, was named
Dewey's liquidation trustee.  Scott E. Ratner, Esq., Frank A.
Oswald, Esq., David A. Paul, Esq., Steven S. Flores, Esq., at
Togut, Segal & Segal LLP, serve as counsel to the Liquidation
Trustee.

Dewey's liquidating Chapter 11 plan was approved by the bankruptcy
court in February 2013 and implemented in March.  The plan created
a trust to collect and distribute remaining assets.  The firm
estimated that midpoint recoveries for secured and unsecured
creditors under the plan would be 58.4 percent and 9.1 percent,
respectively.


DR. TATTOFF: Weinberg & Company Replaces SingerLewak as Auditors
----------------------------------------------------------------
Dr. Tattoff, Inc. dismissed SingerLewak LLP as its independent
registered public accounting firm effective April 27, 2015,
according to a document filed with the Securities and Exchange
Commission.  The dismissal was approved by the audit committee of
the Company's board of directors.

During the fiscal years ended Dec. 31, 2014, and 2013, SingerLewak
LLP's reports on the Company's financial statements did not contain
an adverse opinion or disclaimer of opinion, and were not qualified
or modified as to uncertainty, audit scope or accounting
principles, except that they had raised an uncertainty and concern
regarding the Company's ability to continue as a going concern
during those periods.

The Company said the dismissal was not a result of any
disagreement.

On April 27, 2015, the Company engaged Weinberg & Company as its
new independent registered public accounting firm beginning with
the quarterly period ended March 31, 2015, and for its fiscal year
ended Dec. 31, 2015.  The change in the Company's independent
registered public accounting firm was approved by the Audit
Committee.  During the two most recent fiscal years and through
April 27, 2015, neither the Company nor anyone on its behalf
consulted with Weinberg & Company.

                        About Dr. Tattoff

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

Dr. Tattoff reported a net loss of $6.58 million on $4.31 million
of revenues for the year ended Dec. 31, 2014, compared with a net
loss of $4.3 million on $3.65 million of revenues for the same
period a year ago.

As of Dec. 31, 2014, the Company had $2.25 million in total assets,
$12.1 million in total liabilities and a $9.86 million total
shareholders' deficit.

SingerLewak LLP, in Los Angeles, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company's current
liabilities exceeded its current assets by approximately $6.49
million, has a shareholders' deficit of  $9.86 million, has
suffered recurring losses and negative cash flows from operations,
and has an accumulated deficit of approximately $18.3 million at
Dec. 31, 2014.  This raises substantial doubt about the Company's
ability to continue as a going concern, according to the regulatory
filing.


DUNE ENERGY: Creditors Committee Taps McKool Smith as Counsel
-------------------------------------------------------------
The Official Committee of Unsecured Creditors of Dune Energy, Inc.,
et al., seek to retain McKool Smith, P.C., as counsel, nunc pro
tunc to March 24, 2015.

As counsel, McKool Smith is expected to render these legal services
to the Committee:

   a. Advise the Committee with respects to its rights, powers,
      and duties in the case;

   b. Assist and advise the Committee in its consultations with
      the Debtors in relation to the administration of the case;
      and

   c. Assist the Committee in analyzing the claims of the
      Debtors' creditors and in negotiating with those creditors.

The current hourly rates of principals for McKool Smith range from
$540 to $1,145.  Other attorney hourly rates, including counsel
positions, range from $355 to $695.  The hourly rates charged for
legal assistants range from $95 to $340.

Hugh M. Ray, III, principal at the firm, attests that McKool Smith
is a "disinterested person" as that term is defined in Sec. 101(14)
of the Bankruptcy Code.

The Firm can be reached at:

         McKool Smith P.C.
         Attn: Hugh Ray Jr and Basil Umari
         600 Travis Street, Suite 7000
         Houston, Texas 77002
         Phone: (713) 485-7300
         E-mail: hray@mckoolsmith.com
                 bumari@mckoolsmith.com

A hearing on the matter will be convened on May 18, 2015 at 1:30
p.m.

                        About Dune Energy

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

Affiliates Dune Energy, Inc. (Bankr. W.D. Tex. Case No. 15-10336),
Dune Operating Company (Bankr. W.D. Tex. Case No. 15-10337), and
Dune Properties, Inc. (Bankr. W.D. Tex. Case No. 15-10338) filed
separate Chapter 11 bankruptcy petitions on March 8, 2015.  The
petitions were signed by James A. Watt, president and chief
executive officer.

Judge Christopher H. Mott presides over the case.  Charles A.
Beckham, Jr., Esq., Kourtney P. Lyda, Esq., and Kelli M.
Stephenson, Esq., at Haynes And Boone, LLP, serve as the Debtors'
bankruptcy counsel.  Deloitte Transactions And Business Analytics
LLP is the Debtors' restructuring advisors.  Parkman Whaling LLC
is the Debtors' sale professionals.

The Debtors listed $229 million in total assets and $144 million
in
total debts as of Sept. 30, 2014.  In their schedules, Dune Energy
Inc., et al., disclosed $263,337,172 in assets and    $107,981,306
in liabilities.

The U.S. trustee overseeing the Chapter 11 case of Dune Energy
appointed three creditors to serve on the official committee of
unsecured creditors.

                        *   *   *

The deadline for creditors to file proofs of claim is July 13,
2015.  For governmental units, the deadline to file proofs of
claim
is not later than 180 days from the Petition Date.


ERG RESOURCES: Plans July 16 Auction for All Assets
---------------------------------------------------
Texas oil and gas producer ERG Resources, LLC, sought bankruptcy
protection to pursue a quick sale of the assets as a going concern
by holding an auction mid-July.

The Debtors had been actively seeking a purchaser or investor since
2012.  The Debtors hired Macquarie Bank to gauge interest in a
divestiture or third party investment.  In May 2014, ERG signed a
definitive purchase agreement with Goldleaf Jewelry Co., a publicly
traded jewelry and gold mining company based in China.  The U.S.
government, however, objected to the sale to Goldleaf due to
national security concerns.  Recent marketing efforts by Macquarie
failed to yield a buyer.

The Debtors were unable to obtain any additional funding for a sale
process outside of bankruptcy.  Accordingly, the Debtors and their
prepetition lenders determined that the Debtors should commence
Chapter 11 cases to effectuate a going concern sale of the assets.

The Debtors' prepetition lenders have agreed to provide the Debtors
with a postpetition debtor in possession financing facility to
finance the sale process.  The DIP Facility sets forth several
milestones for the Debtors' sale process, including a requirement
that the Debtors consummate any sale of the assets by no later than
90 days after the Petition Date.

The Debtors do not expect that any bids will be submitted in excess
of the full amount of the prepetition lenders' claims. However, if
the Debtors comply with the sale-related milestones in the DIP
Facility, as well as certain other milestones in other
restructuring agreements with the Debtors' prepetition lenders, the
lenders will waive any deficiency claim in connection with a plan
for the Debtors, thereby providing a significant benefit to
unsecured creditors.

The Debtors ask the U.S. Bankruptcy Court for the Northern District
of Texas to approve these bidding and sale procedures:

    * Each interested person or entity by May 20, 2015, must
execute a confidentiality agreement and documents demonstrating a
bona fide interest to purchase the assets;

    * A potential bidder who desires to be a qualified bidder must
submit required bid documents not later than noon (Central Time) on
June 26, 2015;

    * To qualify, a bid must, among other things, provide a cash
consideration equal to or greater than $250 million, include a
deposit of 10% of the cash purchase price, provide for a closing
not later than July 29, 2015, and provide for an irrevocable offer
to purchase the assets until Aug. 31, 2015;

    * The Debtors may select a stalking horse bidder, upon the
consent of the DIP Lenders;

    * In the event that the Debtors timely receive at least one
qualified bid, an auction will be conducted at the offices of Jones
Day, 717 Texas Avenue, Suite 3300, Houston, Texas 77002 on July 16,
2015 at 10:00 a.m. (Central Time); and

    * The prepetition lenders and DIP lenders will be entitled to
credit bid some or all of their indebtedness at the auction.

                         Capital Structure

As of the Petition Date, the Debtors owe $372 million in aggregate
principal under a first-lien secured indebtedness in the form of a
senior credit facility from lenders and CLMG Corp., as
administrative agent.  These obligations are secured by liens on
substantially all of the Debtors' assets.  Scott Y. Wood, the
owner, signed in his individual capacity a conditional guaranty
regarding the obligations arising under the credit agreement.  

The Debtors' other liabilities include (a) a hedge arrangement with
BP Energy Company; (b) royalty obligations to 194 royalty owners in
pay status in California and Texas; (c) obligations arising under
employment contracts; (d) trade debt of $10.5 million owing to 300
vendors; and (e) lease obligations, with office expenses for leased
properties at $729,000 annually.

                        First Day Motions

Aside from the sale motion, the Debtors on the Petition Date filed
motions to:

   -- jointly administer their Chapter 11 cases;
   -- maintain their bank accounts;
   -- extend the time to file their schedules and statements;
   -- bar utilities from discontinuing service;
   -- pay prepetition employee wages and benefits;
   -- maintain certain customer practices;
   -- pay certain prepetition taxes;
   -- pay prepetition obligations on account of royalties; and
   -- obtain DIP financing.

A copy of CFO R. Kelly Plato's declaration in support of the
first-day pleadings is available for free at:

    http://bankrupt.com/misc/ERG_1st_Day_Affidavit.pdf

                       About ERG Resources

ERG Resources, LLC, is a privately owned oil & gas producer that
was formed in 1996.  Since 2010, ERG Resources and ERG Operating
Co. have been primarily engaged in the exploration and production
of crude oil and natural gas in the Cat Canyon Field in Santa
Barbara County, California.  ERG Resources owns 19,027 gross lease
acreage in the Cat Canyon Field.  ERG Resources also owns and
operates oil & gas leases representing 683 gross acres of leasehold
located in Liberty County, Texas.  The Company's corporate
headquarters is located in Houston, Texas.  Scott Y. Wood, through
two of his affiliates, owns 100% of the membership units in ERG
Intermediate Holdings LLC, the parent company.

ERG Intermediate Holdings, ERG Resources and three affiliates
sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No.
15-31858) on April 30, 2015, in Dallas, Texas.

The Debtors tapped Jones Day as counsel; DLA Piper as co-counsel;
AP Services, LLC, to provide a CRO; and Epiq Bankruptcy Solutions,
LLC.

ERG Intermediate estimated $100 million to $500 million in assets
and debt.


ERG RESOURCES: Wants Until May 30 to File Schedules
---------------------------------------------------
ERG Resources, LLC, and its debtor-affiliates ask the Bankruptcy
Court to extend until May 30, 2015, their deadline to file their
schedules of assets and liabilities and executory contracts,
statements of financial affairs, and initial Bankruptcy Rule 2015.3
reports.

Completing the Schedules and Statements requires the Debtors to
collect, review and assemble a substantial amount of information.
The Debtors' businesses are large and complex, including
approximately $400 million of liabilities and hundreds of
relationship parties.  Given the size and complexity of the
Debtors' businesses and financial affairs and the critical matters
that the Debtors' management and professionals were required to
address prior to commencement of the Chapter 11 cases, and must
address in the early days of these cases, the requested limited
extension of the deadline is warranted, Tom A. Howley, Esq., at
Jones Day tells the Court.

                       About ERG Resources

ERG Resources, LLC, is a privately owned oil & gas producer that
was formed in 1996.  Since 2010, ERG Resources and ERG Operating
Co. have been primarily engaged in the exploration and production
of crude oil and natural gas in the Cat Canyon Field in Santa
Barbara County, California.  ERG Resources owns 19,027 gross lease
acreage in the Cat Canyon Field.  ERG Resources also owns and
operates oil & gas leases representing 683 gross acres of leasehold
located in Liberty County, Texas.  The Company's corporate
headquarters is located in Houston, Texas.  Scott Y. Wood, through
two of his affiliates, owns 100% of the membership units in ERG
Intermediate Holdings LLC, the parent company.

ERG Intermediate Holdings, ERG Resources and three affiliates
sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No.
15-31858) on April 30, 2015, in Dallas, Texas.

The Debtors tapped Jones Day as counsel; DLA Piper as co-counsel;
AP Services, LLC, to provide a CRO; and Epiq Bankruptcy Solutions,
LLC.

ERG Intermediate estimated $100 million to $500 million in assets
and debt.


FEDGAR LLC: Case Summary & 5 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Fedgar, LLC
        P.O Box 370777
        Decatur, GA 30037

Case No.: 15-58445

Chapter 11 Petition Date: May 4, 2015

Court: United States Bankruptcy Court
       Northern District of Georgia (Atlanta)

Debtor's Counsel: Paul Reece Marr, Esq.
                  PAUL REECE MARR, P.C.
                  300 Galleria Parkway, N.W., Suite 960
                  Atlanta, GA 30339
                  Tel: 770-984-2255
                  Fax: (770) 984-0044
                  Email: paul@paulmarr.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Marc H. Roberts, managing partner.

A list of the Debtor's five largest unsecured creditors is
available for free at http://bankrupt.com/misc/ganb15-58445.pdf


FREEDOM INDUSTRIES: Scheming to Limit Spill Cleanup, Regulators Say
-------------------------------------------------------------------
The Associated Press reported that West Virginia state regulators
say Freedom Industries "embarked upon a scheme" to get concessions
on cleanup obligations at the site of last year's chemical spill.

According to the report, in Charleston bankruptcy court, the
Department of Environmental Protection objected to Freedom's
liquidation proposal, saying the company is requesting to pay $2.5
million to lawyers and professionals in the bankruptcy case.

As previously reported by The Troubled Company Reporter, Freedom
Industries filed a Chapter 11 plan offering creditors, including
those damaged by the disaster, about $3 million of the cash it
raked up in bankruptcy.  Some of the cash is earmarked for general
creditors of the company, which went out of business and
liquidated, unable to withstand damage claims stemming from the
January 2014 incident.

                      About Freedom Industries

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

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

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

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

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

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

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


GAMK HOLDING: Case Summary & 5 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: GAMK Holding Co., Inc.
        PO Box 524
        Stratford, CT 06615

Case No.: 15-50625

Chapter 11 Petition Date: May 4, 2015

Court: United States Bankruptcy Court
       District of Connecticut (Bridgeport)

Judge: Hon. Alan H.W. Shiff

Debtor's Counsel: Jeffrey M. Sklarz, Esq.
                  GREEN & SKLARZ LLC
                  700 State Street, Suite 100
                  New Haven, CT 06511
                  Tel: 203-285-8545
                  Fax: 203-823-4546
                  Email: jsklarz@gs-lawfirm.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Richard Urban, president.

A list of the Debtor's five largest unsecured creditors is
available for free at http://bankrupt.com/misc/ctb15-50625.pdf


GELTECH SOLUTIONS: Issues $150,000 Convertible Note to Reger
------------------------------------------------------------
GelTech Solutions, Inc. issued Mr. [____] Reger a $150,000 7.5%
secured convertible note in consideration for a $150,000 loan.  The
note is convertible at $0.29 per share and matures on Dec. 31,
2020. Repayment of the note is secured by all of the Company's
assets including its intellectual property and inventory in
accordance with a secured line of credit agreement between the
Company and Mr. Reger.  Additionally, the Company issued Mr. Reger
258,621 two-year warrants exercisable at $2.00 per share.

All of the securities were issued without registration under the
Securities Act of 1933 in reliance upon the exemption provided in
Section 4(a)(2) and Rule 506(b) thereunder.

                           About GelTech
        
Jupiter, Fla.-based GelTech Solutions. Inc., is a Delaware
corporation organized in 2006.  The Company markets four products:
(1) FireIce(R), a water soluble fire retardant used to protect
firefighters, structures and wildlands; (2) Soil2O(R) 'Dust
Control', its new application which is used for dust mitigation in
the aggregate, road construction, mining, as well as, other
industries that deal with daily dust control issues; (3)
Soil2O(R), a product which reduces the use of water and is
primarily marketed to golf courses, commercial landscapers and the
agriculture market; and (4) FireIce(R) Home Defense Unit, a system
for applying FireIce(R) to structures to protect them from
wildfires.

The Company reported a net loss of $950,000 on $111,000 of sales
for the three months ended Sept. 30, 2014, compared with a net
loss of $1.91 million on $530,800 of sales for the same period
last year.

The Company's balance sheet at Dec. 31, 2014, showed $1.5 million
in total assets, $2.81 million in total liabilities, and a total
stockholders' deficit of $1.31 million.


GENERAL MOTORS: Customers to Expand Car-Price Lawsuit
-----------------------------------------------------
Linda Sandler, writing for Bloomberg News, reported that owners of
General Motors Co. cars with faulty switches plan to expand a
lawsuit over fallen prices June 12 after a bankruptcy court ruling
that they can go forward, their attorney said.

According to the report, an amended suit will add plaintiffs,
allege more defects and perhaps expand the claims against the
carmaker, lawyer Steve Berman said at a Manhattan court
conference.

Mr. Berman, managing partner of Hagens Berman Sobol Shapiro LLP in
Seattle, previously estimated about 10 million customers are
eligible to demand $750 each from GM, based on the bankruptcy court
order, a total of $7.5 billion, the report related.

The case is In re General Motors LLC Ignition Switch Litigation,
14-md-02543, U.S. District Court, Southern District of New York
(Manhattan).

                    About General Motors

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


traces its roots back to 1908.

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

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

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

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

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

                         *     *     *

The Troubled Company Reporter, on Aug. 29, 2014, reported that
Fitch Ratings has affirmed the Issuer Default Ratings (IDRs) of
General Motors Company (GM) and its General Motors Holdings LLC
(GM Holdings) subsidiary at 'BB+'.  In addition, Fitch has
affirmed GM Holdings' secured revolving credit facility rating at
'BBB-' and GM's senior unsecured notes rating at 'BB+'.  The
Rating Outlook for GM and GM Holdings is Positive.


GEOMET INC: Amends 2014 Annual Report
-------------------------------------
GeoMet, Inc. has amended its annual report on Form 10-K for the
year ended Dec. 31, 2014, for the purpose of providing the
information required by Part III of Form 10-K.  Part III contains  

these items:

  -- Directors, Executive Officers and Corporate Governance

  -- Executive Compensation

  -- Security Ownership of Certain Beneficial Owners and
     Management and Related Stockholder Matters

  -- Certain Relationships and Related Transactions, and Director
     Independence

  -- Principal Accountant Fees and Services

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

                         http://is.gd/pQevPt

                           About Geomet Inc.

Houston, Texas-based GeoMet, Inc., is an independent energy
company primarily engaged in the exploration for and development
and production of natural gas from coal seams (coalbed methane)
and non-conventional shallow gas.  Its principal operations and
producing properties are located in the Cahaba and Black Warrior
Basins in Alabama and the central Appalachian Basin in Virginia
and West Virginia.  It also owns additional coalbed methane and
oil and gas development rights, principally in Alabama, Virginia,
West Virginia, and British Columbia.  As of March 31, 2012, it
owns a total of 192,000 net acres of coalbed methane and oil and
gas development rights.

As reported by the TCR on Feb. 20, 2015, GeoMet said it has no
operations and minimal assets, which raises substantial doubt about
its ability to return any additional value to its stockholders.
The Company added it may file a plan of dissolution if it cannot
consummate a corporate transaction/merger prior to the third
quarter of 2015.


GRAINGER FARMS: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

    Debtor                                         Case No.
    ------                                         --------
    Grainger Farms, Inc.                           15-04671
    P.O. Box 20938
    Bradenton, FL 34204

    JRG Ventures,LLC                               15-04672

    Grainger Land, LLC                             15-04673

    SamAnn Farms, LLC                              15-04674

    SamWes, LLC                                    15-04675

Chapter 11 Petition Date: May 4, 2015

Court: United States Bankruptcy Court
       Middle District of Florida (Tampa)

Debtors' Counsel: Amy Denton Harris, Esq.
                  STICHTER RIEDEL BLAIN & PROSSER PA
                  110 E Madison Street, Suite 200
                  Tampa, FL 33602-4700
                  Tel: (813) 229-0144
                  Fax: (813) 229-1811
                  Email: aharris.ecf@srbp.com

Grainger Farms' Estimated Assets: $1 million to $10 million

Grainger Farms' Estimated Liabilities: $10 million to $50 million

The petition was signed by James R. Grainger, II, president.

The Debtors did not include a list of their largest unsecured
creditors when they filed the petition.



GRAND CENTREVILLE: Court Denies Allowance of Wells Fargo Claim
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Virginia
denied Wells Fargo Bank NA's bid to have its $29.2 million claim
against Grand Centreville LLC allowed in full.

The $29.2 million secured claim consists of unpaid principal
balance of $24.45 million and default interest in the amount of
$4.75 million, according to court papers filed by the bank.

The claim stemmed from a $27 million loan extended to Grand
Centreville, which is secured by the company's real property in
Virginia known as the Old Centreville Crossing Shopping Center.
The property is reportedly valued at $47 million as of March 5,
2014.

Wells Fargo said it "is entitled to allowance and payment of all
amounts" under the loan agreement since the bank is "oversecured"
by more than $15 million and Grand Centreville is solvent.  

Wells Fargo and the company previously reached an agreement to
resolve their dispute over the bank's entitlement to default
interest.  Under the deal, Grand Centreville agreed to pay the bank
$2 million in default interest.

On March 20, 2014, the bankruptcy court denied the settlement
because the dispute over the equity ownership of the company had
not yet been resolved, court filings show.

                     About Grand Centreville

Grand Centreville, LLC, filed a Chapter 11 petition (Bankr. E.D.
Va. Case No. 13-13590) on Aug. 2, 2013.  The petition was signed by
Michael L. Schuett, principal of Black Creek Consulting Ltd., the
receiver.  Judge Robert G. Mayer presides over the case.
Paula S. Beran, Esq., and Lynn L. Tavenner, Esq., at Tavenner &
Beran, PLC, in Richmond, Va., represent the Debtor as counsel.

The Debtor owns the real property located in Fairfax County,
Virginia, commonly known as the Old Centreville Crossing Shopping
Center, together with a 171,631 square foot building thereon. In
its schedules, the Debtor disclosed that its assets total
$40,550,046 and liabilities total $26,247,602 as of the Petition
Date.

Grand Centreville's chapter 11 proceeding is related to the Chapter
11 proceedings of Min S. Kang and Man S. Kang (Bankr. E.D.
Va. Case No. 10-18839-RGM) filed on Oct. 19, 2010.  Prior to March
16, 2009, the Kangs indirectly owned 100% of the economic interests
in the Debtor and, through their 100% ownership of Grand
Formation, controlled all management rights with respect to Grand
Centreville.  On Jan. 7, 2013, the Court entered an Order directing
the United States Trustee to appoint a chapter 11 trustee for the
Kangs' case.  On the same date, the U.S. Trustee appointed Raymond
A. Yancey as chapter 11 trustee for the Kangs' case, which
appointment the Court approved on Jan. 16, 2013.

Wells Fargo Bank N.A., the secured creditor, is represented by
William C. Crenshaw, Esq., and Mona M. Murphy, Esq., at Akerman
LLP.

Special Counsel to Raymond A. Yancey, Chapter 11 Trustee in the
Kangs' Bankruptcy Case is Bradford F. Englander, Esq., at
Whiteford Taylor & Preston, L.L.P.  Counsel for Yeon K. Han is
Timothy J. McGary, Esq.  Counsel for James Y. Sohn is James R.
Schroll, Esq., at Bean, Kinney & Korman, P.C.

                           *     *     *

The secured creditor and the Chapter 11 trustee named in the
separate bankruptcy case of the Debtor's owners have filed
competing Chapter 11 plans.


HALCON RESOURCES: S&P Lowers Corporate Credit Rating to 'SD'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Houston-based Halcon Resources Corp. to 'SD' from 'CCC+'.


S&P is also lowering the issue-level rating on the company's senior
unsecured notes to 'D' from 'CCC-'.  The '6' recovery rating on the
senior unsecured notes is unchanged, reflecting S&P's expectation
of negligible (0% to 10%) recovery in the event of a conventional
default.  The 'CCC' issue-level rating on Halcon's senior secured
second-lien notes is unchanged.  The recovery rating on the
second-lien notes is '5' reflecting S&P's expectation of modest
(10% to 30%; lower half of the range) recovery in the event of a
conventional default.

"The downgrade follows Halcon's announcement that it has concluded
an agreement with holders of portions of its senior unsecured notes
to exchange the notes for common stock," said Standard & Poor's
credit analyst Ben Tsocanos.

S&P views the transaction as a distressed exchange because at the
close of the transaction investors received stock valued at less
than what was promised on the original securities.  S&P also notes
that the total amount of debt-for-equity exchanges the company
announced since the beginning of April reduces its approximately
$3.7 billion of debt by about $250 million, marginally improving
leverage.  In addition, Halcon issued $700 million of senior
secured notes in April, using proceeds to reduce credit facility
borrowing and improving liquidity.

S&P expects to review the corporate credit ratings and issue-level
ratings when S&P assess the likelihood of further debt exchanges as
low.  S&P's analysis will incorporate the company's improved
liquidity position, while still taking into account its challenging
operating environment and high, though marginally improved,
leverage.



HERCULES OFFSHORE: Reports $57.1 Million Net Loss in 1st Quarter
----------------------------------------------------------------
Hercules Offshore, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $57.1 million on $123 million of revenue for the three months
ended March 31, 2015, compared to net income of $19.9 million on
$257 million of revenue for the same period in 2014.

As of March 31, 2015, the Company had $1.93 billion in total
assets, $1.37 billion in total liabilities and $559 million in
stockholders' equity.

John T. Rynd, chief executive officer and president of Hercules
Offshore stated, "2015 is shaping up to be a very challenging year
for our industry in general and our company in particular.  Demand
for jackup rigs remains weak in every region of the world and the
market is still scheduled to deliver a significant number of
newbuild rigs over the next several years.  Given this backdrop, we
are very pleased to have signed our five year contract on the
Hercules 260 which will keep the rig working into 2020 with
potential dayrate upside.  We expect continued weakness in rig
utilization through the remainder of 2015, or at least until we see
a meaningful improvement in commodity prices.  Additionally, our
International Liftboat business continues to suffer low
utilization, especially in Nigeria, which we expect to continue
through this year.  In response to these conditions, we have
implemented a number of cost saving measures, including cold
stacking several rigs, which have made a significant impact on our
first quarter results and should show additional benefits in future
quarters."

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

                      http://is.gd/2t1BJu

                    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 with a net loss of $68.1 million in 2013.

                           *     *     *

The TCR reported 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.


iHEARTCOMMUNICATIONS INC: Incurs $385M Net Loss in First Quarter
----------------------------------------------------------------
iHeartCommunications, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
attributable to the Company of $385 million on $1.34 billion of
revenue for the three months ended March 31, 2015, compared with a
net loss attributable to the Company of $424 million on $1.34
billion of revenue for the same period in 2014.

As of March 31, 2015, the Company had $13.6 billion in total
assets, $23.7 billion in total liabilities, and a $10.2 billion
total shareholders' deficit.

"We're pleased with the growth we achieved this quarter, and
continued to break new ground in enabling advertisers and partners
to engage seamlessly across all of our diverse media platforms with
the announcement of our creation of a new programmatic buying
solution, which will bring the power of radio to advertisers
through an automated, real-time ad buying platform," said Bob
Pittman, chairman and chief executive officer.  "In addition, we
continue to provide the most live entertainment - with more content
and more events in more places on more devices - to the industry's
most engaged audiences, wherever they are.  Last month, our second
annual iHeartRadio Music Awards Show generated more buzz than ever
with 14 billion social media impressions and was rated Number 1 for
18-49s across the Big 4 broadcast networks that night.  At Outdoor,
we couldn't be more happy with our team and the strong momentum we
gained in the first quarter."

"We delivered strong year over year growth in both revenue and
OIBDAN across the board in the first quarter," said Rich Bressler,
president, chief operating officer and chief financial officer.
"We also continue to pursue transactions that streamline our
balance sheet and maximize liquidity, as well as continually review
our entire portfolio of assets to ensure we operate them in the
most efficient way possible."

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

                        http://is.gd/MGgyAa

                     About iHeartCommunications

iHeartCommunications, Inc., (formerly known as Clear Channel
Communications, Inc.) is a global media and entertainment company.
The Company specializes in radio, digital, outdoor, mobile,
social, live events, on-demand entertainment and information
services for local communities, and uses its unparalleled national
reach to target both nationally and locally on behalf of its
advertising partners.  The Company is dedicated to using the
latest technology solutions to transform the company's products
and services for the benefit of its consumers, communities,
partners and advertisers, and its outdoor business reaches over 40
countries across five continents, connecting people to brands
using innovative new technology.

iHeartCommunications reported a net loss attributable to the
Company of $794 million in 2014, compared with a net loss
attributable to the Company of $607 million in 2013.

                         Bankruptcy Warning

"We and our subsidiaries may not generate cash flow from operations
in an amount sufficient to fund our liquidity needs.  We anticipate
cash interest requirements of approximately $1.6 billion during
2015.  At December 31, 2014, we had debt maturities totaling $3.6
million, $1,126.9 million (net of $57.1 million due to a subsidiary
of ours), and $8.2 million in 2015, 2016, and 2017, respectively.
We are currently exploring, and expect to continue to explore, a
variety of transactions to provide us with additional liquidity.
We cannot assure you that we will enter into or consummate any such
liquidity-generating transactions, or that such transactions will
provide sufficient cash to satisfy our liquidity needs, and we
cannot currently predict the impact that any such transaction, if
consummated, would have on us."

"The ability to refinance the debt will depend on the condition of
the capital markets and our financial condition at such time.  Any
refinancing of the debt could be at higher interest rates and
increase debt service obligations and may require us and our
subsidiaries to comply with more onerous covenants, which could
further restrict our business operations.  The terms of existing or
future debt instruments may restrict us from adopting some of these
alternatives.  These alternative measures may not be successful and
may not permit us or our subsidiaries to meet scheduled debt
service obligations.  If we or our subsidiaries cannot make
scheduled payments on indebtedness, we or our subsidiaries, as
applicable, will be in default under one or more of the debt
agreements and, as a result we could be forced into bankruptcy or
liquidation," the Company stated in its 2014 Annual  Report.

                           *     *     *

In May 2013, Moody's Investors Service said that Clear Channel's
upsize of the term loan D to $4 billion from $1.5 billion will not
impact the Caa1 facility rating assigned.  Clear Channel's
Corporate Family Rating is unchanged at Caa2.  The outlook remains
stable.

As reported by the TCR on May 21, 2013, Standard & Poor's Ratings
Services announced that its issue-level rating on San
Antonio, Texas-based Clear Channel's senior secured term loan
remains unchanged at 'CCC+' following the company's upsize of the
loan to $4 billion from $1.5 billion.  The rating on parent
company CC Media Holdings remains at 'CCC+' with a negative
outlook, which reflects the risks surrounding the long-term
viability of the company's capital structure.

As reported by the TCR on Feb. 4, 2015, Fitch Ratings has affirmed
the Issuer Default Rating (IDR) of iHeartCommunications, Inc.
(iHeart) at 'CCC'.


IMPLANT SCIENCES: Four Directors Refuse Re-Election to Board
------------------------------------------------------------
Each of John J. Hassett, Howard Safir, Michael C. Turmelle and John
A. Keating, notified Implant Sciences Corporation of his refusal to
stand for re-election to the Board of Directors of the Company at
the Company's next annual meeting of shareholders, according to a
Form 8-K filed with the Securities and Exchange Commission.  Each
of these directors has notified the Company that his refusal to
stand for re-election is not based on any disagreement with the
Company.  

                       About Implant Sciences

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

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

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

                         Bankruptcy Warning

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


INTERFACE SECURITY: Moody's Affirms 'B3' CFR, Outlook Stable
------------------------------------------------------------
Moody's Investors Service affirmed all existing ratings for
Interface Security Systems ("Interface" or "ISS"), including the B3
Corporate Family Rating, B3-PD Probability of Default rating, and
B3 senior secured credit facilities rating. The outlook remains
stable.

The B3 CFR is weakly positioned in the rating category due to
persistently weak liquidity, high consolidated leverage, and
aggressive financial policies.

The company has operated for a prolonged period with operating cash
flow shortfalls and with minimal cash balances, and has relied on
infusions from its sponsor SunTx and capital-markets borrowings to
support ongoing growth initiatives. The company's B3 CFR reflects
the risk that, in the absence of an ample and permanent capital
commitment, those provisional financial reservoirs could at some
point dry up. However, Moody's acknowledges that Interface's
operating cash flow shortfalls stem not from any inherent weakness
in demand from its commercial customers, but from funding needs
that are typical of a company in aggressive growth mode (ISS at
present is nearing completion of a systems build-out for its
largest-ever contract, for the 8,200-store Family Dollar retail
chain).

Moody's believes, moreover, that Interface has options to shore up
liquidity on relatively short notice even in the absence of
external financing: like traditional alarm-monitoring companies, it
can revert to a steady-state operating mode, which within a short
period of time would lead to positive free cash flow generation,
and it can sell security-monitoring contracts.

Based on expectations for RMR growth from both Family Dollar and,
potentially, other large contracts entered into later this year,
Interface could realize RMR of $10.0 million or better by year-end
(as compared with $8.4 million at year-end 2014). Moody's believes
that, based on recent sales multiples and on Interface's unique
competitive position, the company's valuation would readily cover
the nearly $400 million of consolidated debt -- underscoring what
Moody's views as substantial implicit support from SunTx.

A ratings upgrade could result from the company's producing
consistent, positive operating cash flows and a materially improved
liquidity profile, putting it in a position of lessened reliance on
capital markets to sustain its operations. Moody's would expect to
see Interface organically grow RMR and improve GAAP credit metrics,
while maintaining commercial attrition rates at current levels.

The ratings could be downgraded if liquidity deteriorates, debt/RMR
exceeds 35 times (or 48 times on a consolidated basis; measures
include Moody's standard adjustments), ARPU declines meaningfully,
or commercial attrition rates weaken. The ratings could be
downgraded in the event ISS's heightened concentration in the more
profitable, commercial physical security business fails to lead to
stronger cash flows (before growth expenditures), or if the company
needs to raise a considerable amount of debt to fund operating-cash
shortfalls.

Interface Security Systems, LLC, an operating subsidiary of
Interface Security Holdings, Inc. ("Interface"), provides physical
security and secured computer network services to approximately
77,400 primarily commercial customers in the U.S.. Physical
security offerings include: alarm/event monitoring, interactive
video surveillance, managed access control, and fire/life safety
systems. Secured network offerings include: secure broadband
network monitoring, secure processing of credit card payments, and
managed IP phone systems. Moody's anticipates 2015 revenues of
about $150 million, inclusive of revenues contributed by a
newly-entered contract with Family Dollar. Interface is
majority-owned by affiliates of SunTx.

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


INTERLEUKIN GENETICS: Amends 2014 Annual Report
-----------------------------------------------
Interleukin Genetics, Inc. has amended its annual report on Form
10-K for the year ended Dec. 31, 2014, to include the disclosure
required in Part III, Items 10, 11, 12, 13 and 14.  A copy of the
Form 10-K/A is available at http://is.gd/bJqhB0

                         About Interleukin

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

Interleukin Genetics reported a net loss of $6.33 million in 2014
following a net loss of $7.05 million in 2013.

As of Dec. 31, 2014, the Company had $13.3 million in total assets,
$8.75 million in total liabilities, and $4.51 million in total
stockholders' equity.

Grant Thornton LLP, in Boston, Massachusetts, issued a "going
concern" qualification in its report on the consolidated financial
statements for the year ended Dec. 31, 2014, citing that the
Company has incurred recurring losses from operations and has an
accumulated deficit that raise substantial doubt about the
Company's ability to continue as a going concern.


ISTAR FINANCIAL: Incurs $22.6 Million Net Loss in First Quarter
---------------------------------------------------------------
iStar Financial Inc. reported a net loss allocable to common
shareholders of $22.6 million on
$113 million of total revenues for the three months ended March 31,
2015, compared to a net loss allocable to common shareholders of
$26.6 million on $108.74 million of total revenues for the same
period in 2014.

As of March 31, 2015, the Company had $5.65 billion in total
assets, $4.41 billion in total liabilities, $13.2 million in
redeemable noncontrolling interests, and $1.21 billion in total
equity.

The Company will host its annual meeting of shareholders at the
Sofitel Hotel, located at 45 West 44th Street, New York, New York
10036 on Wednesday, May 20, 2015, at 9:00 a.m. ET. All shareholders
are cordially invited to attend.

A full-text copy of the press release is available at:

                       http://is.gd/OJvOZI

                      About iStar Financial

New York-based iStar Financial Inc. (NYSE: SFI) provides custom-
tailored investment capital to high-end private and corporate
owners of real estate, including senior and mezzanine real estate
debt, senior and mezzanine corporate capital, as well as corporate
net lease financing and equity.  The Company, which is taxed as a
real estate investment trust, provides innovative and value added
financing solutions to its customers.

iStar Financial reported a net loss allocable to common
shareholders of $33.72 million in 2014, a net loss allocable to
common shareholders of $155.76 million in 2013 and a net loss
allocable to common shareholders of $272.99 million in 2012.

                            *     *     *

As reported by the TCR on June 26, 2014, Fitch Ratings had
affirmed the Issuer Default Rating (IDR) of iStar Financial
at 'B'.  The 'B' IDR is driven by improvements in the company's
leverage, continued demonstrated access to the capital markets and
new sources of growth capital and material reductions in non-
performing loans (NPLs).

As reported by the TCR on Oct. 5, 2012, Standard & Poor's Ratings
Services affirmed its 'B+' long-term issuer credit rating on iStar
Financial.

In October 2012, Moody's Investors Service upgraded the corporate
family rating to 'B2' from 'B3'.  The current rating reflects the
REIT's success in extending near term debt maturities and
improving fundamentals in commercial real estate.  The ratings on
the October 2012 senior secured credit facility takes into account
the asset coverage, the size and quality of the collateral pool,
and the term of facility.


JACKSONVILLE BANCORP: Stockholders Elect 2 Directors to Board
-------------------------------------------------------------
Jacksonville Bancorp, Inc. held its 2015 annual meeting of
shareholders on April 28, 2015, at which the shareholders elected
Donald F. Glisson, Jr. and John P. Sullivan as directors.  The
Company's shareholders ratified the appointment of Crowe Horwath
LLP as the Company's independent auditor for 2015 and approved
executive compensation, on a non-binding advisory basis.

                    About Jacksonville Bancorp

Jacksonville Bancorp, Inc., a bank holding company, is the parent
of The Jacksonville Bank, a Florida state-chartered bank focusing
on the Northeast Florida market with eight full-service branches
in Jacksonville, Duval County, Florida, as well as the Company's
virtual branch.  The Jacksonville Bank opened for business on
May 28, 1999, and provides a variety of community banking services
to businesses and individuals in Jacksonville, Florida.

                            *   *    *

This concludes the Troubled Company Reporter's coverage of
Jacksonville Bancorp until facts and circumstances, if any, emerge
that demonstrate financial or operational strain or difficulty at
a level sufficient to warrant renewed coverage.


JOE'S JEANS: Amends 2013 Credit Agreement with CIT Group
--------------------------------------------------------
Joe's Jeans Inc., and Joe's Jeans Subsidiary, Inc. and Hudson
Clothing, LLC, both wholly-owned subsidiaries of the Company, as
"Borrowers", and certain of its subsidiaries, as "Guarantors,"
entered into Amendment No. 2 to the revolving credit agreement with
The CIT Group/Commercial Services, Inc., as administrative agent
and collateral agent.  The Amendment amends the Revolving Credit
Agreement, dated as of Sept. 30, 2013, according to a Form 8-K
filed with the Securities and Exchange Commission.

The Amendment modified the definition of "Eligible Accounts" to
include, until June 30, 2015, 55% of the aggregate Eligible
Accounts owing from Nordstrom and its Affiliates and after
June 30, 2015, 45% of the aggregate Eligible Accounts owing from
Nordstrom and its Affiliates.  In addition, the default rate under
the Revolving Credit Agreement was increased to two percent.
Previously, due to the defaults under the Revolving Credit
Agreement and term loan agreement, the Company was paying a default
rate of one percent additional interest.  

The Company is currently in default of its obligations under the
Revolving Credit Agreement and term loan agreement among the
Company, the Borrowers, the guarantors party thereto, Garrison Loan
Agency Service LLC, as term loan agent and the lenders party
thereto.  The Company is in discussions with Garrison and CIT
regarding a resolution to the defaults.  There can be no assurance
that that the requested relief will be granted on terms acceptable
to the Company or at all.  Unless the Company is able to secure a
waiver, Garrison and CIT under the Term Loan Agreement and
Revolving Credit Agreement are entitled to, among other things,
accelerate the outstanding amounts under those agreements.  Any
acceleration under its credit facilities would have a material
adverse effect on the Company's liquidity, financial condition and
results of operations, and could cause the Company to become
bankrupt or insolvent, if not resolved.

                         About Joe's Jeans

Joe's Jeans Inc. -- http://www.joesjeans.com/-- designs, produces  

and sells apparel and apparel-related products to the retail and
premium markets under the Joe's(R) brand and related trademarks.

In its audit report on the consolidated financial statements for
the year ended Nov. 30, 2014, Moss Adams LLP expressed substantial
doubt about the Company's ability to continue as a going concern,
citing that the Company has a net working capital deficiency due to
debt covenant violations and has suffered recurring losses from
operations.

The Company reported a net loss of $27.7 million on $189 million of
net sales for the fiscal year ended Nov. 30, 2014, compared with a
net loss of $7.31 million on $140 million of net sales in 2013.

As of Feb. 28, 2015, Joe's Jeans had $185 million in total assets,
$165 million in total liabilities and $20.0 million in total
stockholders' equity.

                          *     *     *

The Troubled Company Reporter, on Nov. 27, 2014, reported that
Joe's Jeans received a letter on November 24, 2014 from The Nasdaq
Stock Market indicating that the Company is not in compliance with
Nasdaq Listing Rule 5550(a)(2) because the closing bid price per
share of its common stock has been below $1.00 per share for 30
consecutive trading days.  The Nasdaq letter was issued in
accordance with standard Nasdaq procedures.  In accordance with
Nasdaq Listing Rule 5810(c)(3)(A), the Company will be provided
with 180 calendar days, or until May 26, 2015, to regain compliance
with the Bid Price Rule.


LEVEL 3: Completes Offering of $1.5 Billion Senior Notes
--------------------------------------------------------
Level 3 Communications, Inc., announced that Level 3 Financing,
Inc., its wholly owned subsidiary, has completed its offering of
$700 million aggregate principal amount of its 5.125% Senior Notes
due 2023 and $800 million aggregate principal amount of its 5.375%
Senior Notes due 2025 in a private offering to "qualified
institutional buyers", as defined in Rule 144A under the Securities
Act of 1933, as amended, and non-U.S. persons outside the United
States under Regulation S under the Securities Act of 1933, as
amended.

The 2023 Notes were priced to investors at 100 percent of their
principal amount and will mature on May 1, 2023.  The 2025 Notes
were priced to investors at 100 percent of their principal amount
and will mature on May 1, 2025.  Level 3 Financing's obligations
under each series of Notes will be fully and unconditionally
guaranteed on an unsecured basis by Level 3 Communications, Inc.
The net proceeds from the offering, together with cash on hand,
will be used to redeem (i) all of Level 3 Financing's outstanding
8.125% Senior Notes due 2019, including accrued interest,
applicable premiums and expenses and (ii) all of Level 3's
outstanding 8.875% Senior Notes due 2019, including accrued
interest, applicable premiums and expenses.

An irrevocable notice of redemption was distributed to holders of
Level 3 Financing's 8.125% Senior Notes and a separate irrevocable
notice of redemption was distributed to holders of Level 3's 8.875%
Senior Notes.  The redemptions of the outstanding aggregate
principal amount of all the 8.125% Senior Notes and 8.875% Senior
Notes is scheduled to occur on May 28, 2015.

The Notes are not registered under the Securities Act of 1933 or
any state securities laws, and unless so registered, may not be
offered or sold except pursuant to an applicable exemption from the
registration requirements of the Securities Act of 1933 and
applicable state securities laws.

                    About Level 3 Communications

Headquartered in Broomfield, Colorado, Level 3 Communications,
Inc., is a publicly traded international communications company
with one of the world's largest communications and Internet
backbones.

For the year ended Dec. 31, 2014, the Company reported net income
of $314 million on $6.77 billion of revenue compared to a net loss
of $109 million on $6.31 billion of revenue during the prior year.

As of Dec. 31, 2014, the Company had $20.9 billion in total
assets, $14.6 billion in total liabilities and $6.36 billion in
stockholders' equity.

                           *     *     *

In June 2014, Fitch Ratings upgraded the Issuer Default Rating
(IDR) assigned to Level 3 Communications, Inc. (LVLT) and its
wholly owned subsidiary Level 3 Financing, Inc. (Level 3
Financing) to 'B+' from 'B'.

"The upgrade of LVLT's ratings is supported by the continued
strengthening of the company's credit profile since the close of
the Global Crossing Limited (GLBC) acquisition, positive operating
momentum evidenced by expanding gross and EBITDA margins, and
ongoing revenue growth within the company's Core Network Services
(CNS) segment and its position to generate meaning FCF," Fitch
stated.

In June 2013, Standard & Poor's Ratings Services raised its
corporate credit rating on Level 3 to 'B' from 'B-'.  "The upgrade
reflects improved debt leverage, initially from the acquisition of
the lower-leveraged Global Crossing in October 2011, and
subsequently from realization of the bulk of what the company
expects to eventually be $300 million of annual operating
synergies," said Standard & Poor's credit analyst Richard
Siderman.

As reported by the TCR on Oct. 31, 2014, Moody's Investors Service
upgraded Level 3's corporate family rating (CFR) to 'B2' from
'B3'.

Level 3's B2 CFR is based on the company's ability to generate
relatively modest free cash flow of between $250 million and $300
million in 2016 and, inclusive of debt which is presumed to be
converted to equity in 2015, to de-lever by approximately 0.5x to
4.8x (Moody's adjusted) by the end of 2016.


LEVEL 3: Posts $122 Million Net Income in First Quarter
-------------------------------------------------------
Level 3 Communications, Inc. reported net income of $122 million on
$2.05 billion of revenue for the three months ended March 31, 2015,
compared to net income of $112 million on $1.6 billion of revenue
for the same period a year ago.

As of March 31, 2015, Level 3 had $21.3 billion in total assets,
$14.58 billion in total liabilities and $6.71 billion in
stockholders' equity.

"Level 3 had a solid start to the year, progressing on integration
and generating profitable growth," said Jeff Storey, president and
CEO of Level 3.  "Customers are seeing the benefits of the
acquisition, including our differentiated products and solutions,
expanded network footprint and customer-first approach."

Total revenue was $2.053 billion for the first quarter 2015,
compared to $2.003 billion on a pro forma basis, for the first
quarter 2014, assuming the tw telecom acquisition took place on
Jan. 1, 2014.

For the first quarter 2015, Adjusted EBITDA was $635 million,
including $5 million of integration-related expenses, compared to
$593 million on a pro forma basis for the first quarter 2014.

"Based on our performance in Adjusted EBITDA and the progress we
have made in realizing annualized run-rate synergies, we are
updating our outlook for the full year 2015," said Sunit Patel,
executive vice president and CFO of Level 3.

"We now expect full year 2015 Adjusted EBITDA growth of 14 to 17
percent, compared to our previous outlook of 12 to 16 percent.  In
addition, we expect to generate Free Cash Flow of $600 to $650
million for the full year 2015.  This compares to our prior outlook
of $550 to $600 million.

"Additionally, given the capital markets activity in the second
quarter, we are updating our interest expense outlook for the full
year 2015, and now expect GAAP interest expense of approximately
$660 million and net cash interest expense of approximately $645
million, compared to our prior outlook of $680 million and $640
million, respectively.  All other outlook measures remain
unchanged."

                   About Level 3 Communications

Headquartered in Broomfield, Colorado, Level 3 Communications,
Inc., is a publicly traded international communications company
with one of the world's largest communications and Internet
backbones.

For the year ended Dec. 31, 2014, the Company reported net income
of $314 million on $6.77 billion of revenue compared to a net loss
of $109 million on $6.31 billion of revenue during the prior year.

                           *     *     *

In June 2014, Fitch Ratings upgraded the Issuer Default Rating
(IDR) assigned to Level 3 Communications, Inc. (LVLT) and its
wholly owned subsidiary Level 3 Financing, Inc. (Level 3
Financing) to 'B+' from 'B'.

"The upgrade of LVLT's ratings is supported by the continued
strengthening of the company's credit profile since the close of
the Global Crossing Limited (GLBC) acquisition, positive operating
momentum evidenced by expanding gross and EBITDA margins, and
ongoing revenue growth within the company's Core Network Services
(CNS) segment and its position to generate meaning FCF," Fitch
stated.

In June 2013, Standard & Poor's Ratings Services raised its
corporate credit rating on Level 3 to 'B' from 'B-'.  "The upgrade
reflects improved debt leverage, initially from the acquisition of
the lower-leveraged Global Crossing in October 2011, and
subsequently from realization of the bulk of what the company
expects to eventually be $300 million of annual operating
synergies," said Standard & Poor's credit analyst Richard
Siderman.

As reported by the TCR on Oct. 31, 2014, Moody's Investors Service
upgraded Level 3's corporate family rating (CFR) to 'B2' from
'B3'.

Level 3's B2 CFR is based on the company's ability to generate
relatively modest free cash flow of between $250 million and $300
million in 2016 and, inclusive of debt which is presumed to be
converted to equity in 2015, to de-lever by approximately 0.5x to
4.8x (Moody's adjusted) by the end of 2016.


LEVITT HOMES: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Levitt Homes Corporation
        PO Box 2119
        San Juan, PR 00922 2119

Case No.: 15-03368

Nature of Business: Developer and Builder

Chapter 11 Petition Date: May 4, 2015

Court: United States Bankruptcy Court
       District of Puerto Rico (Old San Juan)

Judge: Hon. Enrique S. Lamoutte Inclan

Debtor's Counsel: Charles Alfred Cuprill, Esq.
                  CHARLES A CUPRILL, PSC LAW OFFICE
                  356 Calle Fortaleza
                  Second Floor
                  San Juan, PR 00901
                  Tel: 787 977-0515
                  Email: cacuprill@cuprill.com

Total Assets: $4.5 million

Total Liabilities: $4.6 million

The petition was signed by Jose Manuel Rodriquez, CPA,
vice-president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/prb15-03368.pdf


LONGVIEW POWER: Wachs Technical Secured Claim Disputed
------------------------------------------------------
Longview Power LLC in April filed an amendment to its schedules of
assets and liabilities to disclose that Wachs Technical Services
Ltd.'s secured claim is contingent, unliquidated and disputed by
the Debtor.  The claim is listed with an "undetermined" amount in
the Debtor's Schedule D.  The secured claims listed by the Debtor
total $0.  A copy of the document is available for free at:

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

In the prior iteration of the schedules, the Debtor disclosed:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $15,590,377*
  B. Personal Property        $1,702,316,218*
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                            $1,061,234,863*
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $14,513,292*
                                 -----------      -----------
        TOTAL                 $1,717,906,595*  $1,075,748,155*

* plus undetermined amount

                        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.


LOUIS BULLARD: Supreme Court Rejects Homeowner's Bankruptcy Appeal
------------------------------------------------------------------
Patrick Fitzgerald, writing for The Wall Street Journal, reported
that the U.S. Supreme Court ruled that a homeowner who failed to
win confirmation of his bankruptcy-exit plan can't immediately
appeal the decision.

According to the report, in a unanimous opinion written by Chief
Justice John Roberts, the court said that as long as the person or
company remains free to amend a proposed bankruptcy plan, an order
denying confirmation isn't a final order, and thus can’t be
appealed.

"Only plan confirmation, or case dismissal, alters the status quo
and fixes the parties' rights and obligations; denial of
confirmation with leave to amend changes little and can hardly be
described as final," Chief Justice Roberts wrote, the Journal
related.

The case is Bullard v. Hyde Park Savings Bank, 14-116, U.S.
Supreme
Court (Washington).


MAIN STREET COMMONS: Case Summary & 4 Top Unsecured Creditors
-------------------------------------------------------------
Debtor: Main Street Commons, LLC
        410 Community House Road
        Barnesville, GA 30204

Case No.: 15-51026

Chapter 11 Petition Date: May 4, 2015

Court: United States Bankruptcy Court
       Middle District of Georgia (Macon)

Debtor's Counsel: Ward Stone, Jr., Esq.
                  STONE & BAXTER, LLP
                  577 Mulberry Street, Suite 800
                  Fickling and Co. Building
                  Macon, GA 31201
                  Tel: 478-750-9898
                  Fax: 478-750-9899
                  Email: wstone@stoneandbaxter.com

Total Assets: $4.6 million

Total Liabilities: $3.04 million

The petition was signed by Andrew Carey Bunn, Sr., managing
member.

A list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/gamb15-51026.pdf


MALIBU ASSOCIATES: May 8 Final Hearing on DIP Financing
-------------------------------------------------------
The Bankruptcy Court will convene a hearing on May 8, 2015, at 9:30
a.m., to consider Malibu Associates, LLC's motion for entry of
final order authorizing the Debtor to (i) obtain postpetition
financing from existing lender Aa87, LLC, on the same terms and
conditions as those set forth in the prepetition loan made by the
lender; and (ii) grant the lender replacement lien in and on all of
Debtor's prepetition and postpetition real or personal property and
rights.

On April 24, 2015, secured creditor U.S. Bank National Association
responded to the Debtor's motion stating that it has no objections
to the motion long as the final order on the motion contains the
same agreed upon protections to U.S. Bank in the interim order.

If the Debtor is unwilling to provide such protections, then U.S.
Bank opposes the motion for the same reasons set forth in the
initial opposition.  U.S. Bank said that as a result of its
previous objection, the Debtor entered into an agreement on an
interim order authorizing the Debtor to incur postpetition
financing.  The interim order provides for, among other things:

   1. The lender has consented to (i) the financing arrangements
contemplated by the interim order and the DIP Financing Documents;
and (ii) the Debtor's proposed use of proceeds received from the
DIP Financing.

   2. To secure all obligations of the Debtor, the lender is
granted a valid, enforceable, non-avoidable and fully perfected
lien in and on the collateral; provided, however, that (i) the lien
granted to secure repayment of the DIP Financing will be treated in
accordance with and subject to the terms of the subordination
agreement; (ii) the DIP Lender Lien will be junior to the Bank
Liens or any valid, binding, enforceable, unavoidable and perfected
prepetition purchase money security interests on specific equipment
of the Debtor and any binding, enforceable, unavoidable and
perfected prepetition liens held by equipment lessors which existed
as of the Petition Date and which were senior in priority to the
security interests of lender; and (iii) the DIP Lender Lien will
not, in any event, attach to any claims or causes of action under
Chapter 5 of the Bankruptcy Code.

As reported in the TCR on April, 28, 2015, the Bankruptcy Court
authorized to use the financing to maintain its ability to maintain
business operations until June 7, 2015.

The Debtor was unable to obtain sufficient interim and long-term
financing from sources other than the lender on terms and subject
to conditions more favorable than under the DIP Financing
Documents.

U.S. Bank serves as successor-in-interest to the Federal Deposit
Insurance Corporation, as receiver for California National Bank.

                     About Malibu Associates

Headquartered in Malibu, California, Malibu Associates, LLC, owns
the Malibu Golf Club.  The club has a restaurant and clubhouse, in
addition to an 18-hole golf course, on its 650-acre property in
the Santa Monica Mountains.

Malibu Associates sought Chapter 11 protection (Barnk. C.D. Cal.
Case No. 15-10477) in Santa Barbara, California, on March 10,
2015, disclosing $76.2 million in total assets and $47.8 million
in total liabilities.  Thomas Hix, the managing member of the
Debtor, signed the bankruptcy petition.

The Debtor owns real property located at 901 Encinal Canyon Road,
Malibu, California.  The property secures a $46.8 million debt to
U.S. Bank, National Association, which is secured by a first deed
of trust on the property.  The Los Angeles County Treasurer and
Tax Collector is also owed $459,800, secured by a tax lien on the
property.

The case is assigned to Judge Deborah J. Saltzman.  David L. Neale,
Esq., at Levene Neale Bender Rankin & Brill LLP, in Los Angeles,
serves as counsel to the Debtor.

The Debtor previously sought bankruptcy protection on Nov. 3, 2009,
in the Central District of California, San Fernando Valley Division
(Bankr. C.D. Calif. Case No. No. 9-24625).   That case was assigned
to the Honorable Maureen A. Tighe, but was later dismissed.  The
real property in Malibu was included in the prior filing.



MARKET STREET: Judge Dismisses Bankruptcy Case
----------------------------------------------
Katherine Sayre, writing for The Times-Picayune, reported that a
bankruptcy case that entangled the vacant Market Street power plant
for nearly six years has been dismissed, a step toward a possible
change in ownership of the stagnant riverfront property.

According to the report, citing court records, Market Street
Properties LLC, which filed for Chapter 11 bankruptcy protection in
2009, has failed to file reports and pay fees to a
government-appointed trustee as required under a reorganization
plan.

U.S. Bankruptcy Judge Elizabeth Magner dismissed the case on May 1
at the request of the trustee.

                   About Market Street Properties

Market Street Properties, L.L.C., the owner of seven acres on
the riverfront in New Orleans, filed for Chapter 11 bankruptcy
(Bankr. E.D. La. Case No. 09-14172) on Dec. 23, 2009, represented
by Christopher T. Caplinger, Esq., Joseph Patrick Briggett, Esq.,
and Stewart F. Peck, Esq., at Lugenbuhl Wheaton Peck Rankin &
Hubbard, in New Orleans.  Cupkovic Architecture LLC serves as the
Debtor's architect; and Patrick J. Gros, CPA, as accountant.
James E. Fitzmorris, Jr., serves as political consultant and
advisor.  The Company disclosed $52,404,026 in assets and
$26,848,596 in liabilities as of the Chapter 11 filing.

An official committee of unsecured creditors has not been
appointed in the Debtor's case.

Market Street Properties, LLC, notified the U.S. Bankruptcy Court
for the Eastern District of Louisiana that the effective date of
its Fourth Amended Plan of Reorganization with Immaterial
Modifications as of Oct. 18, 2012, occurred on Nov. 16, 2012.

The Plan, which was confirmed on Oct. 24, 2012, provides that the
first two mortgages, totaling about $13.1 million, are to be paid
in full with debt maturing in a year.  There will be no payments
in the meantime.  Unsecured creditors with $17.2 million in claims
are to divide $100,000.


MARQUETTE TRANSPORTATION: Moody's Withdraws All Ratings
-------------------------------------------------------
Moody's Investors Service has withdrawn all of the ratings it had
assigned to Marquette Transportation Company, LLC.

The withdrawal is due to the repayment all rated debt following the
sale of the majority interest in the company.

Ratings withdrawn:

  -- Corporate Family Rating, Withdrawn, previously rated B2

  -- Probability of Default Rating, Withdrawn, previously rated
     B2-PD

  -- Outlook Withdrawn, previously Stable

Marquette Transportation Company, LLC, headquartered in Paducah,
Kentucky, is a leading provider of outsourced power to the inland
and offshore barge freight shipping sectors.


MAUI LAND: Incurs $1.1 Million Net Loss in First Quarter
--------------------------------------------------------
Maui Land & Pineapple Company, Inc., filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss of $1.09 million on $2.79 million of total
operating revenues for the three months ended March 31, 2015,
compared to a net loss of $909,000 on $2.46 million of total
operating revenues for the same period a year ago.

As of March 31, 2015, the Company had $49.53 million in total
assets, $65.21 million in total liabilities and a $15.67 million
total stockholders' deficiency.

                             Liquidity

The Company had outstanding borrowings under three credit
facilities totaling $50.8 million as of March 31, 2015.  The
Company has pledged a significant portion of its real estate
holdings as security for borrowings under its credit facilities,
limiting its ability to borrow additional funds.  The Company's
credit facilities mature on Aug. 1, 2016.

Absent the sale of some of its real estate holdings, refinancing,
or extending the maturity date of its credit facilities, the
Company does not expect to be able to repay its outstanding
borrowings on the maturity date.

The credit facilities have covenants requiring among other things,
a minimum of $2 million in liquidity, a maximum of $175 million in
total liabilities, and a limitation on new indebtedness.  The
Company's ability to continue to borrow under its credit facilities
to fund its ongoing operations and meet its commitments depends
upon its ability to comply with its covenants.  If the Company
fails to satisfy any of its loan covenants, each lender may elect
to accelerate its payment obligations under such lender's credit
agreement.

The Company's cash outlook for the next 12 months and its ability
to continue to meet its loan covenants is highly dependent on
selling certain real estate assets at acceptable prices.  If the
Company is unable to meet its loan covenants, borrowings under its
credit facilities may become immediately due, and it would not have
sufficient liquidity to repay such outstanding borrowings.

The Company's credit facilities require that a portion of the
proceeds received from the sale of any real estate assets be repaid
toward its loans.  The amount of proceeds paid to its lenders will
reduce the net sale proceeds available for working capital
purposes.

The aforementioned circumstances raise substantial doubt about the
Company's ability to continue as a going concern. There can be no
assurance that the Company will be able to successfully achieve its
initiatives summarized below in order to continue as a going
concern.

In response to these circumstances, the Company continues to
undertake efforts to generate cash flow by employing its real
estate assets in leasing and other arrangements, by the sale of
several real estate assets, and by continued cost reduction
efforts.

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

                       http://is.gd/EQZPi3

                   About Maui Land & Pineapple Co.

Maui Land & Pineapple Company, Inc. (NYSE: MLP) --
http://mauiland.com/-- develops, sells, and manages residential,  

resort, commercial, and industrial real estate.  The Company owns
approximately 23,000 acres of land on Maui and operates retail,
utility operations, and a nature preserve at the Kapalua Resort.
The Company's principal subsidiary is Kapalua Land Company, Ltd.,
the operator and developer of Kapalua Resort, a master-planned
community in West Maui.

Maui Land reported net income of $17.6 million on $33 million of
total operating revenues for the year ended Dec. 31, 2014, compared
with a net loss of $1.16 million on $15.2 million of total
operating revenues in 2013.

Accuity LLP, in Honolulu, Hawaii, issued a "going concern"
qualification in its report on the Company's consolidated financial
statements for the year ended Dec. 31, 2014.


MCVISTA DEL LAGO: Case Summary & 10 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: McVista Del Lago, LLC
        4605 21st Street
        Lubbock, TX 79407

Case No.: 15-50099

Chapter 11 Petition Date: May 4, 2015

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

Judge: Hon. Robert L. Jones

Debtor's Counsel: Max Ralph Tarbox, Esq.
                  TARBOX LAW, P.C.
                  2301 Broadway
                  Lubbock, TX 79401
                  Tel: (806)686-4448
                  Email: jessica@tarboxlaw.com

Total Assets: $1.9 million

Total Liabilities: $1.5 million

The petition was signed by Michael C. McDougal, manager.

A list of the Debtor's 10 largest unsecured creditors is available
for free at http://bankrupt.com/misc/txnb15-50099.pdf


NAVISTAR INTERNATIONAL: To Present at 2015 Wells Fargo Conference
-----------------------------------------------------------------
Navistar International Corporation announced that Walter G. Borst,
executive vice president and chief financial officer, will discuss
business matters related to the Company during the 2015 Wells Fargo
Industrial and Construction Conference in New York City, New York,
on Wednesday, May 6, which is scheduled to begin at 3:15 p.m.
Eastern time.

Live audio web casts will be available for the presentations at
http://www.navistar.com/navistar/investors/webcasts. Investors are
advised to log on to the web site at least 15 minutes prior to the
presentation to allow sufficient time for downloading any necessary
software.  The web cast will be available for replay at the same
address approximately three hours following its conclusion, and
will remain available for a period of 12 months or such earlier
time as the information is superseded or replaced by more current
information.

                    About Navistar International

Navistar International Corporation (NYSE: NAV) --
http://www.navistar.com/-- is a holding company whose
subsidiaries and affiliates subsidiaries produce International(R)
brand commercial and military trucks, MaxxForce(R) brand diesel
engines, IC Bus(TM) brand school and commercial buses, Monaco RV
brands of recreational vehicles, and Workhorse(R) brand chassis
for motor homes and step vans.  It also is a private-label
designer and manufacturer of diesel engines for the pickup truck,
van and SUV markets.  The Company also provides truck and diesel
engine parts and service.  Another affiliate offers financing
services.

Navistar International reported a net loss attributable to the
Company of $619 million for the year ended Oct. 31, 2014, compared
to a net loss attributable to the Company of $898 million for the
year ended Oct. 31, 2013.

As of Jan. 31, 2015, the Company had $6.78 billion in total assets,
$11.5 billion in total assets, $4.68 billion total stockholders'
deficit.

                          *     *     *

In the Oct. 9, 2013, edition of the TCR, Moody's Investors Service
affirmed the ratings of Navistar International Corp., including the
'B3' corporate family rating.  The ratings reflect Moody's
expectation that Navistar's successful incorporation of Cummins
engines throughout its product line up will enable the company to
regain lost market share, and that progress in addressing component
failures in 2010 vintage-engines will significantly reduce warranty
expenses.

As reported by the TCR on Oct. 9, 2013, Standard & Poor's Ratings
Services lowered its long-term corporate credit rating on Navistar
International to 'CCC+' from 'B-'.  "The rating downgrades reflect
our increased skepticism regarding NAV's prospects for achieving
the market shares it needs for a successful business turnaround,"
said credit analyst Sol Samson.

In January 2013, Fitch Ratings affirmed the issuer default ratings
for Navistar International at 'CCC' and removed the negative
outlook on the ratings.  The removal reflects Fitch's view that
immediate concerns about liquidity have lessened, although
liquidity remains an important rating consideration as NAV
implements its selective catalytic reduction engine strategy.


OPTIM ENERGY: Court OKs Sale Process for Gas Plant Portfolio
------------------------------------------------------------
Optim Energy, LLC, et al., won bankruptcy approval of bidding
procedures that contemplate the sale of the equity interests of
debtor Optim Energy Generation, LLC, pursuant to the Debtors' Joint
Plan of Reorganization dated March 18, 2015.

The Plan contemplates the sale of the equity of Optim Energy
Generation, which owns two gas fired power plants -- the Altura
Cogen Plant and the Cedar Bayou Plant.

The bid procedures provide that a bidder, to qualify, must promise
value in cash at the closing date of at least $355 million.  An
auction for the assets will be held at the New York office of
Bracewell & Giuliani LLP, at 1251 Avenue of the Americas, 49th
Flor, New York City, starting at 10:00 a.m.  The Debtors will
announce the date of the auction two business days prior to the
auction date.

If the Debtors do not receive a qualifying bid prior to the May 1
bid deadline that meets or exceeds the reserve price on terms
satisfactory to the Debtors and the consultation parties, the
Debtor will hold not an auction and instead proceed to seek
confirmation and consummation of their plan.

The Debtors will provide any qualified bidder due diligence access
or additional information relating to the Gas Plant Portfolio as
may be reasonably requested by the qualifying bidder.

A copy of the bidding procedures is available for free at

   http://bankrupt.com/misc/OptimE_861_778_order_biddingequity.pdf

The Court overruled all objections to the bidding procedures.  

Objections were filed by Lyondell Chemical Company and Walnut Creek
Mining Company, a wholly-owned subsidiary of The Blackstone Group
L.P.

                     Sale of 2 Power Plants

As reported in the April 8 edition of the TCR, Optim Energy sought
approval from the Bankruptcy Court of bidding procedures with
respect to the potential acquisition of the Debtors' interests in
two gas fired power plants -- the Altura Cogen Plant and the Cedar
Bayou Plant -- through the sale of the reorganized equity of debtor
Optim Energy Generation, LLC, pursuant to the Debtors' Joint Plan
of Reorganization dated March 18, 2015.

The Plan contemplates a potential Sale of the Gas Plant Portfolio
at a value to the Debtors in cash of at least $355 million (net of
all deductions and/or adjustments and with no right of set off), on
terms satisfactory to the Debtors as well as the DIP Lenders and
the Pre-Petition Secured Parties, to serve as a floor for further
bidding.

If the Debtors receive only one Qualifying Bid that meets or
exceeds the Reserve Price on terms satisfactory to the Debtors and
the Consultation Parties, the Debtors intend to execute an
ownership interest purchase and sale agreement with such Qualifying
Bidder in the form substantially attached to the Disclosure
Statement for the Debtors' Joint Plan of Reorganization Under
Chapter 11 of the Bankruptcy Code dated March 18, 2015 (as the same
may be subsequently amended or modified), and seek Confirmation of
the Plan to effectuate the Sale to the Qualifying Bidder pursuant
to the Bidding Procedures.

                       About Optim Energy

Optim Energy, LLC, and its affiliates are power plant owners
principally engaged in the production of energy in Texas's
deregulated energy market.  Optim owns and operates three power
plants in eastern Texas: the Twin Oaks plant in Robertson County,
Texas, the Altura Cogen plant in Harris County, Texas and the
Cedar Bayou plant in Chambers County, Texas.  The Altura and Cedar
Bayou plants are fueled by natural gas, and the third is
coal-fired.

Optim Energy and its affiliates sought Chapter 11 protection from
creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12,
2014.

The Debtors have tapped Bracewell & Giuliani LLP and Morris,
Nichols, Arsht & Tunnell LLP as attorneys; Protiviti Inc. as
restructuring advisors; and Prime Clerk LLC as claims agent.

Optim Energy, LLC scheduled $6.95 million in assets and $717
million in liabilities.  Optim Energy Cedar Bayou 4, LLC,
disclosed $184 million in assets and $718 million in liabilities
as
of the Chapter 11 filing.  The Debtors have $713 million of
outstanding principal indebtedness.

The hearing to consider the adequacy of the disclosure statement
explaining the Debtors' joint plan of reorganization has been
adjourned to May 13, 2015, at 10:00 a.m. ET.  The Debtors plan to
exit bankruptcy through the sale of its two Texas power plants.

U.S. Trustee for Region 3 was unable to appoint an official
committee of unsecured creditors in the Debtors' cases.



PATERSON NJ: Moody's Lowers Underlying Rating to Ba1
----------------------------------------------------
Moody's Investors Service downgraded Paterson, NJ's underlying
rating to Ba1 from Baa2 and its short-term rating to MIG 3 from MIG
2. The downgrade affects approximately $61.4 million of outstanding
GO debt and $15 million of bond anticipation notes. The rating
action resolves a review for possible downgrade that was initiated
on March 13, 2015.

The downgrade to Ba1 rating reflects the city's weak financial
position, which is expected to remain very narrow over the near to
medium term, and its reliance on state aid, particularly emergency
transitional aid to maintain operations. The rating also
incorporates the city's large, but declining tax base with a
below-average and weakening demographic profile characterized by
high poverty and unemployment rates.

The downgrade to MIG 3 reflects the downgrade of the city's
underlying credit quality to below-investment grade and the recent
downgrade of the state's Municipal Qualified Bond Act (MQBA)
enhancement program to A3 negative, which applies to the takeout
financing. The MIG 3 rating also reflects the notes' acceptable
credit quality and our expectation that the city will successfully
refinance the notes at maturity in June 2015 given its adequate
liquidity and takeout management plans.

What could make the rating go up:

- Material improvements in the city's socioeconomic profile

- Significant and sustained improvement in liquidity and Current
   Fund reserves

What could make the rating go down:

- Deterioration in Current Fund balance

- Material declines in the tax base or socioeconomic profile

- Significant increase in debt or pension burden

Paterson is a large urban center in Passaic County (Aa3 positive)
in northern New Jersey. It is the third largest city in the State
of New Jersey.

The bonds and notes are secured by the city's general obligation
unlimited tax pledge. The bond anticipation notes are enhanced by
the State of New Jersey's Municipal Qualified Bond Act pre-default
program, which is rated A3 negative, one notch off of the state's
rating.

The principal methodology used in the long-term rating was US Local
Government General Obligation Debt published in January 2014. The
principal methodology used in the short-term rating was US Bond
Anticipation Notes published in April 2014.


PATRIOT COAL: Moody's Lowers CFR to 'Ca', Outlook Stable
--------------------------------------------------------
Moody's Investors Service downgraded the corporate family rating of
Patriot Coal Corporation to Ca from Caa1 and the probability
default rating to Ca-PD from Caa1-PD. The downgrade follows the
continued stress on the coal sector, and the resulting
deterioration in the company's credit metrics. The ratings also
reflect the potential significant loss in case of restructuring. At
the same time, Moody's downgraded senior secured term loan to Ca
from Caa1. Moody's also affirmed the Speculative Grade Liquidity
rating of SGL-4. The outlook is stable.

Downgrades:

Issuer: Patriot Coal Corporation

  -- Corporate Family Rating, Downgraded to Ca from Caa1

  -- Probability of Default Rating, Downgraded to Ca-PD from
     Caa1-PD

  -- Senior Secured Bank Credit Facility (Local Currency),
     Downgraded to Ca, LGD3 from Caa1, LGD4

Affirmations:

Issuer: Patriot Coal Corporation

  -- Speculative Grade Liquidity Rating, Affirmed SGL-4

Outlook Actions:

Issuer: Patriot Coal Corporation

  -- Outlook, Changed To Stable From Negative

The downgrade reflects the continued pressure on the company's
credit profile, and a capital structure that is deemed untenable in
the current commodity price environment. The CFR reflects the
extremely weak debt protection metrics and high leverage (over 70x
as measured by the debt/EBITDA ratio for the twelve months ended
September 30, 2014), which Moody's do not expect to improve given
weak metallurgical and thermal coal market conditions. It also
reflects the significant losses in the case of a restructuring.
Moody's believe that metallurgical and thermal coal prices are
unlikely to recover within the next eighteen months to a level that
would contribute to a meaningful turnaround in performance.
Consequently, Moody's expect further strain on the company's
liquidity and debt protection metrics.

While the potential for an upgrade is limited at this time, the
ratings or outlook could be favorably impacted should metallurgical
and/or thermal coal prices recover and/or leverage declines. A
downgrade would result should liquidity continue to deteriorate
further and recovery in restructuring results in a higher than
expected loss to the creditors.

The principal methodology used in these ratings was Global Mining
Industry published in August 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.

Patriot Coal Corporation ("Patriot") is a metallurgical and thermal
coal producer based in St. Louis, Missouri with roughly 1.8 billion
of reserves and 10 mining complexes in Central Appalachia and the
Illinois Basin. The company emerged from bankruptcy proceedings in
December 2013 and generated $1.1 billion in revenues on sales of
16.5 million tons of coal for the nine months ended September 30,
2014.


PBF LOGISTICS: S&P Assigns 'B+' CCR & Rates $300MM Notes 'B+'
-------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B+'
corporate credit rating on Parsippany, N.J.-based PBF Logistics
L.P. (PBFX).  The outlook is stable.  The stand-alone credit
profile (SACP) is 'b', and S&P views the partnership as moderately
strategic to its general partner and parent, PBF Energy Inc.

At the same time, S&P assigned its 'B+' issue rating and '4'
recovery rating to PBFX and PBF Logistics Finance Corp.'s proposed
$300 million senior unsecured note offering due 2023, indicating
that creditors can expect average (30% to 50%; lower half of the
range) recovery if a payment default occurs.  

S&P also assigned its 'BB' issue rating and '1' recovery rating to
PBFX's $325 million secured revolving credit facility due 2019. The
'1' recovery rating indicates that creditors can expect very high
(90% to 100%) recovery if a payment default occurs.

"The stable outlook reflects our belief that the partnership will
maintain debt to EBITDA in the low 3.5x to 4x area, and adequate
liquidity as it integrates the new assets and grows organically
during the next 12 months," said Standard & Poor's credit analyst
Michael Grande.

The partnership's "vulnerable" business risk profile reflects its
limited operating history, small scale and narrow geographic
footprint, and reliance on its general partner, PBF Energy, for all
of its revenue.  PBFX's "significant" financial risk profile
reflects expected debt to EBITDA in the 3.5x to 4x area and the
master limited partnership (MLP) structure, which gives incentive
to the partnership to pay out most of its free cash flow (after
maintenance-related capital spending) to unitholders and relies on
the capital markets to fund its growth strategy.

S&P's ratings approach reflects PBFX's close ties with PBF Energy
Inc., which owns 100% of the general partner and a 52.1% limited
partner interest in the partnership.  PBF Energy is also the
partnership's only customer, with its three refineries accounting
for all logistics revenue.  Although not absolute, S&P believes PBF
Energy would provide some level of support to the partnership if it
came under stress or it couldn't access the capital markets. PBFX
owns and operates logistics assets in the U.S. East and Midwest,
including about 170,000 barrels per day (bpd) of crude oil
unloading capacity and about 3.9 million barrels of crude oil,
refined products, and liquid petroleum gas storage capacity.



PHARMACYTE BIOTECH: Appoints Thomas Liquard to Board
----------------------------------------------------
The Board of Directors of PharmaCyte Biotech, Inc. appointed Thomas
Liquard to the Board to fill a vacancy created by the departure of
certain director in October 2014, according to a document filed
with the Securities and Exchange Commission.  Mr. Liquard will be
appointed to the Audit Committee of the Board and will serve as its
Chairperson.

In connection with Mr. Liquard's appointment to the Board, the
Company entered into a letter agreement with Mr. Liquard pursuant
to which the Company agreed to pay Mr. Liquard $9,000 in cash for
each calendar quarter of service on the Board and agreed to issue a
fully vested option to purchase 250,000 shares of common stock to
Mr. Liquard at the fair market value on the date of grant.  The
Board of Directors approved the issuance of the option on
April 27, 2015, and that option has an exercise price of $0.159 per
share.

                    About PharmaCyte Biotech, Inc.

PharmaCyte Biotech, Inc., formerly known as Nuvilex Inc, is
dedicated to bringing to market scientifically derived products
designed to improve the health, condition and well-being of those
who use them.  The Company is a clinical stage biotechnology
company focused on developing and preparing to commercialize
treatments for cancer and diabetes based upon a proprietary
cellulose-based live-cell encapsulation technology known as
Cell-in-a-Box.  The Company intends to use this unique and patented
technology as a platform upon which to build treatments for several
types of cancer, including advanced, inoperable pancreatic cancer,
and diabetes.

Nuvilex incurred a net loss of $1.59 million on $12,200 of product
sales for the 12 months ended April 30, 2013, as compared with a
net loss of $1.89 million on $66,600 of total revenue during the
prior year.

As of Jan. 31, 2015, the Company had $6.62 million in total assets,
$379,000 in total liabilities and $6.24 million in total
stockholders' equity.

Robison, Hill & Co., in Salt Lake City, Utah, issued a "going
concern" qualification on the consolidated financial statements
for the year ended April 30, 2013.  The independent auditors noted
that the Company has suffered recurring losses from operations
which raises substantial doubt about its ability to continue as a
going concern.


RADIOSHACK CORP: Judge Approves Third Bidding Round for Leases
--------------------------------------------------------------
A federal judge last week approved a third bidding round for leases
on some of RadioShack Corp.'s stores.

U.S. Bankruptcy Judge Brendan Shannon gave approval to the bidding
process, allowing the bankrupt electronics retailer to sell leases
to the highest bidder.

The bidding process sets a May 8 deadline for potential buyers to
make an offer.

An auction will be held on May 14 for leases that draw multiple
bids.  The auction will take place at the offices of Pepper
Hamilton LLP, in Wilmington, Delaware.

RadioShack will disclose in a court filing this week which leases
drew bids.

Judge Shannon will consider the sale of leases to the winning
bidders at a hearing on May 27.

                        Prior Lease Sales

RadioShack previously conducted two rounds of bidding for leases on
some of its stores.

The initial bidding was conducted in February where the company
received an offer from Springs Communication Holding Inc. for
designation rights to 163 leases.

Under the deal, Springs Communication offered to pay $15,000 for
designation rights for each of the leases.  The sale was approved
on Feb. 27 by the bankruptcy court.

RadioShack also received separate bids from Level 4 Yoga LLC, BPER
Electronic Inc. and Great Clips Inc. for leases on three stores,
and entered into 22 lease termination agreements with landlords
that offered to buy their own leases.

The company said it received more than $2.6 million from the
initial sale of its leases, including the designation rights to
Springs Communication.   

In March, the company conducted another round of bidding for leases
that failed to attract buyers during the initial bidding.

Although it received seven qualified bids, RadioShack canceled the
auction previously scheduled for March 25 after it did not receive
multiple bids on any particular lease.

In late March, Judge Shannon issued separate orders approving the
sale of leases on five RadioShack stores to ATAX Corp., New
Cingular Wireless PCS LLC, and AT&T Mobility Puerto Rico Inc.

RadioShack received more than $211,000 from the sales, court
filings show.

                   About RadioShack Corporation

Headquartered in Fort Worth, Texas, 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 sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 15-10197) on Feb. 5, 2015. 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.

In their Petitions, the Debtors disclosed total assets of $1.2
billion, versus total debts of $1.3 billion.

Quinn Emanuel Urquhart & Sullivan, LLP and Cooley LLP represent the
Official Committee of Unsecured Creditors as co-counsel.  Houlihan
Lokey Capital, Inc., serves as financial advisor and investment
banker.


REVEL AC: ACR Energy's Bid to Delay Plan Outline Release Denied
---------------------------------------------------------------
Nicholas Huba at PressofAtlanticCity.com reports that the Hon.
Gloria M. Burns of the U.S. Bankruptcy Court for the District of
New Jersey has denied ACR Energy Partners' request to delay the
release of Revel AC, Inc., et al.'s Chapter 11 disclosure
statement.

According to PressofAtlanticCity.com, Stuart Brown, Esq., the
attorney for ACR Energy, said that his client's claim has yet to be
determined.  ACR Energy says in court filings that it is owed $20
million beyond future expenses.  "What is determined is that the
debtors do not have any plan to pay for it.  The judge is convinced
the Debtors will find a way some way somehow,"
PressofAtlanticCity.com quoted Mr. Brown as saying.

John Brennan at NorthJersey.com recalls that ACR Energy called the
disclosure statement "patently unconfirmable" and that "the
Disclosure Statement sets forth very little relevant or adequate
information.  Instead the Debtors meander about, detailing
irrelevant aspects of the Debtors' first bankruptcy and suggesting
that the very same poor business judgment and inability to
successfully operate a business that caused the first cases is the
cause for their second cases, except now in addition the Debtors
also lay blame on having to pay the negotiated and agreed upon
price for delivery of utilities from a $160 million [power plant]
that ACR Energy built to deliver those utilities, notwithstanding
that the very same contract existed before their first
bankruptcies.  While the Debtors beating of the false thematic drum
that ACR Energy is to blame for these cases and the Debtors'
business failures has grown tiresome, it is also incorrect.  As
mentioned, however, all of this blather carries on without single
mention of the most significant aspect of these cases: ACR Energy
has a multi-million administrative expense claim for which the
Debtors have not reserved a single penny to pay."

The Debtors, NorthJersey.com relates, argued that the "Disclosure
Statement clearly provides adequate information to enable creditors
to determine whether to vote to accept or reject the Plan.  Perhaps
the clearest signal of this fact is that in this heavily contested
case, only one party -- ACR -- objected to Disclosure Statement."

                           About Revel AC

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

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

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

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

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

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

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


RIVERBED TECHNOLOGY: S&P Assigns 'B' Corp. Credit Rating
--------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B'
corporate credit rating to San Francisco-based Riverbed Technology
Inc.  The outlook is stable.

At the same time, S&P assigned its 'B' issue-level rating and '3'
recovery rating to the company's $1.625 billion first-lien term
loan due 2022 and $100 million revolver due 2020.  The '3' recovery
rating indicates S&P's expectation for meaningful (50%-70%; higher
half of the range) recovery in the event of a payment default.  S&P
also assigned its 'CCC+' issue-level rating and '6' recovery rating
to the company's $525 million senior secured notes due 2023.  The
'6' recovery rating indicates S&P's expectation for negligible
(0%-10%) recovery in the event of payment default.

"Our rating on Riverbed reflects our view of the company's business
risk profile as 'fair' and financial risk profile as 'highly
leveraged,'" said Standard & Poor's credit analyst Kenneth Fleming.


The stable outlook reflects S&P's expectation that the company will
maintain its leadership position in the WAN optimization market and
continue to generate positive FOCF post-acquisition.

S&P could lower the rating if Riverbed fails to maintain its
technology leadership and market share in WAN optimization or if an
inability to execute planned post-leveraged-buyout cost-cuts
precludes the company from reducing leverage to a level approaching
7x over the next 12 months.

Riverbed's "highly leveraged" financial risk profile, and S&P's
expectation that the company's financial sponsor ownership will
preclude sustained debt reduction, limit the possibility of an
upgrade over the next 12 months.



RIVERWALK JACKSONVILLE: Agreed Order on Cash Collateral Use Okayed
------------------------------------------------------------------
U.S. Bankruptcy Judge Laurel M. Isicoff signed off an agreed order
granting Riverwalk Jacksonville Development, LLC's continued use of
cash collateral, and approving a continued adequate protection
arrangement for the secured creditors.

Secured creditors Sabadell United Bank, N.A., and U.S. Century
Bank, as well as the U.S. Trustee consented to the motion provided
that the Debtor is authorized to continue to use Sabadell's and
U.S. Century's respective cash collateral interests until Plan
confirmation, with a deviation limited to 10% per line item, for
ordinary costs and expenses of maintaining and preserving the
properties.

To the extent there is a proposed deviation greater than 10% on any
line item, the Debtor will first seek approval of same from
Sabadell and U.S. Century.

As adequate protection from any diminution in value of the lenders'
collateral, the Debtor will:

   a. maintain insurance on the properties subject to the U.S.
Century lien, provide maintenance and upkeep of the properties,
escrow real estate taxes, and make timely payment of all U.S.
Trustee fees.  Based upon the Debtor's estimated value of
$6,500,000 of the properties which secure U.S. Century's lien of
approximately $1,500,000, the Court finds that U.S. Century has a
substantial equity cushion in the property and is adequately
protected by its equity cushion.

   b. maintain insurance on the property subject to the Sabadell
lien, provide maintenance and upkeep of the property securing the
debt to Sabadell, and to make timely payment of all U.S. Trustee
fees and other expenses as provided in the Budget.  Sabadell will
continue to receive adequate protection payments as: (i) continued
payment and delivery of Charthouse restaurant rents directly to
Sabadell in the amount of $5,095 per month.

Additionally, the Debtor will continue to pay Sabadell monthly
payments of $5,000 on the 28th day of each month until Plan
confirmation.

As reported in the Troubled Company Reporter on April 14, 2015, the
Debtor sought for authorization to continue to access cash
collateral pursuant to a proposed budget from January to June
2015.

A full-text copy of the Debtor's request to access lenders' cash
collateral is available for free at http://is.gd/0ZMxDS

A full-text copy of the proposed budget is available for free at
http://is.gd/D7bxOr

             About Riverwalk Jacksonville Development

Riverwalk Jacksonville Development, LLC, owns four parcel of real
property located in areas surrounding the Wyndham Hotel and
Convention Center. The properties comprise approximately 10.4
acres
and constitute prime downtown commercial space. The occupants of
the area are a Chart House restaurant, various office building and
parking amenities.

Three of the four properties are encumbered to Sabadell and U.S.
Century Bank. There is, in fact, substantial equity in all of the
properties.

Riverwalk Jacksonville Development filed a Chapter 11 bankruptcy
(Bankr. S.D. Fla. Case No. 14-19672) on April 28, 2014, in Miami.
The Debtor estimated assets of at least $10 million and debts of
at
least $1 million.  Geoffrey S. Aaronson, Esq., at Aaronson Schantz
P.A. serves as the Debtor's counsel.  Judge Laurel M Isicoff
oversees the case.

To fund the Plan, the Debtor contemplates a transaction which will
generate sufficient funds on the Effective Date, to either pay all
allowed claims in full or to pay all allowed claims in full with
the exception of Sabadell and U.S. Century, whose debts will be
cured on the Effective Date.  The transaction will be sufficient as
well to generate funds sufficient to satisfy approved
administrative expenses on the Effective Date.



ROADRUNNER ENTERPRISES: Hearing on Cash Use on May 6
----------------------------------------------------
The U.S. Bankruptcy Court will convene a final hearing on May 6,
2015, at 2:00 p.m., to consider Roadrunner Enterprises Inc.'s
request for further access to Towne Bank's cash collateral.

U.S. Bankruptcy Judge Kevin R. Huennekens on April 16, 2015, signed
off a stipulated order between the Debtor and Towne Bank
authorizing the Debtor's interim and limited use of cash collateral
to continue its business until May 6.

As adequate protection from any diminution in value of the lender's
collateral, the Debtor will grant Towne Bank a superpiority
administrative claim status, and upon the sale or disposition of an
collateral other than in th ordinary course of business, the debtor
will immediately tender the proceeds or portion thereof as
appropriate to Towne Bank to which Towne Ban is entitled.

A copy of the stipulated order and budget is available for free
at:

  http://bankrupt.com/misc/Roadrunner_63_10_stiporder_TowneCC.pdf

                   About Roadrunner Enterprises

Headquartered in Chesterfield County, Virginia, Roadrunner
Enterprises Inc. owns the Roadrunner Campground and more than 70
rental properties, lots, and other real estate interests.

Roadrunner Enterprises filed for Chapter 11 bankruptcy protection
(Bank. E.D. Va. Case No. 15-30604) on Feb. 6, 2015.  The petition
was signed by Carl Adenauer, president.  David K. Spiro, Esq., at
Hirschler Fleischer, P.C., serves as the Debtor's counsel.  Judge
Kevin R. Huennekens presides over the case.  The Debtor estimated
assets and liabilities of at least $10 million.

No trustee or examiner has yet been appointed in this Chapter 11
case, and no committees have yet been appointed or designated.


ROADRUNNER ENTERPRISES: May 6 Hearing on Further Use of EVB Cash
----------------------------------------------------------------
The Bankruptcy Court will convene a final hearing on May 6, 2015,
at 2:00 p.m., to consider Roadrunner Enterprises Inc.'s request for
further access to EVB's cash collateral.  EVB consented to the
Debtor's interim use of the cash collateral until May 6, 2015.  A
copy of the budget is available for free at:

    http://bankrupt.com/misc/Roadrunner_61_10_stiporder_EVBCC.pdf

                   About Roadrunner Enterprises

Headquartered in Chesterfield County, Virginia, Roadrunner
Enterprises Inc. owns the Roadrunner Campground and more than 70
rental properties, lots, and other real estate interests.

Roadrunner Enterprises filed for Chapter 11 bankruptcy protection
(Bank. E.D. Va. Case No. 15-30604) on Feb. 6, 2015.  The petition
was signed by Carl Adenauer, president.  David K. Spiro, Esq., at
Hirschler Fleischer, P.C., serves as the Debtor's counsel.  Judge

Kevin R. Huennekens presides over the case.  The Debtor estimated
assets and liabilities of at least $10 million.field County,
Virginia, Roadrunner
Enterprises Inc. owns the Roadrunner Campground and more than 70
rental properties, lots, and other real estate interests.

Roadrunner Enterprises filed for Chapter 11 bankruptcy protection
(Bank. E.D. Va. Case No. 15-30604) on Feb. 6, 2015.  The petition
was signed by Carl Adenauer, president.  David K. Spiro, Esq., at
Hirschler Fleischer, P.C., serves as the Debtor's counsel.  Judge

Kevin R. Huennekens presides over the case.  The Debtor estimated
assets and liabilities of at least $10 million.



RR ROYAL RANCH: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: RR Royal Ranch Company
        4802 Mineral Wells Hwy
        Weatherford, TX 76088

Case No.: 15-41771

Chapter 11 Petition Date: May 4, 2015

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

Judge: Hon. Michael Lynn

Debtor's Counsel: Pro Se

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Bob L. Royal, president and CEO.

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


SBTICKETS.COM: Super Bowl Ticket Seller Files for Bankruptcy
------------------------------------------------------------
The Queens, N.Y-based SBTickets.com filed for bankruptcy following
a lawsuit filed by the Washington state Attorney General for
violations of the state's Consumer Protection Act.

According to Katy Stech, writing for The Wall Street Journal, the
ticker seller filed for bankruptcy to deal with upset customers who
showed up to Super Bowl XVIX in Arizona only to find out that their
ticket purchases had fallen through, in some cases, just hours
before kick-off.  The company issued refunds, but customers who had
journeyed from as far as Brazil, Australia and Papua New Guinea are
pushing for travel and lodging money for missing out on the New
England Patriots' win over the Seattle Seahawks.

The Journal related that Washington state Attorney General Bob
Ferguson, whose office has taken 35 complaints against the company,
sued SBTickets.com in March, seeking $2,000 per violation of the
state's Consumer Protection Act.


SIGA TECHNOLOGIES: Can Assume Procurement Contract with BARDA
-------------------------------------------------------------
BankruptcyData reported that the U.S. Bankruptcy Court approved
SIGA Technologies' motion for entry of an order, pursuant to 11
U.S.C. Sections 365(a), approving the assumption of (i) a
procurement contract, as modified, with Biomedical Advanced
Research and Development Authority (BARDA) and (ii) a research and
development contract with BARDA.

According to BData, on May 13, 2011, the Debtor entered into a
procurement contract with BARDA, pursuant to which the Debtor is
required to deliver 1.7 million courses of Tecovirimat to the
Strategic National Stockpile and, in exchange, BARDA is obligated
to pay the Debtor approximately $409.8 million for the procurement
portion of the contract, consisting of advance payments, milestone
payments, payments at product delivery, and holdback payments.
SIGA is eligible to receive an additional $211.5 million (not
including amounts that the Debtor could receive for reimbursement
of costs or if an option were exercised by BARDA) for future
performance under the Procurement Contract, including $20.5 million
paid upon successful submission of a complete application for
regulatory approval of Tecovirimat to the FDA, and $102.5 million
(the 'Holdback Payment') paid upon FDA approval of Tecovirimat, the
BData report related.

                      About SIGA Technologies

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

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

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

The Debtor's Chapter 11 plan and disclosure statement are due
May 14, 2015.

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

The Statutory Creditors' Committee is represented by Martin J.
Bienenstock, Esq., Scott K. Rutsky, Esq., and Ehud Barak, Esq., at
PROSKAUER ROSE LLP.  The Committee tapped to retain Guggenheim
Securities, LLC, as its financial advisor and investment banker.


SIXTH STREET PLAZA: Case Summary & 10 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Sixth Street Plaza, Inc
        POB 14303
        Fort Lauderdale, FL 33302

Case No.: 15-18168

Chapter 11 Petition Date: May 4, 2015

Court: United States Bankruptcy Court
       Southern District of Florida (Fort Lauderdale)

Judge: Hon. Raymond B Ray

Debtor's Counsel: Susan D. Lasky, Esq.
                  SUSAN D LASKY, PA
                  915 Middle River Dr, Suite 420
                  Fort Lauderdale, FL 33304
                  Tel: (954) 400-7474
                  Fax: (954) 206-0628
                  Email: Jessica@SueLasky.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Maria Freeman, president.

A list of the Debtor's 10 largest unsecured creditors is available
for free at http://bankrupt.com/misc/flsb15-18168.pdf


SOUTHERN STAR: S&P Affirms 'BB+' Senior Unsecured Rating
--------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'BBB-'
corporate credit rating and the 'BB+' senior unsecured rating on
Southern Star Central Corp.  S&P also affirmed the 'BBB-' corporate
credit rating on subsidiary Southern Star Central Gas Pipeline
Inc.

"Standard & Poor's ratings reflect Southern Star's 'strong'
business risk profile and 'aggressive' financial risk profile,"
said Standard & Poor's credit analyst Nora Pickens.

The company's revenues come entirely from wholly owned subsidiary
Southern Star Central Gas Pipeline Inc., which owns a Federal
Energy Regulatory Commission-regulated interstate natural gas
pipeline system with a mainline capacity of 2.4 billion cubic feet
(bcf) of natural gas per day.  The pipeline supplies gas from
Kansas, Oklahoma, Wyoming, and Texas to its primary markets in the
major metropolitan areas of Kansas and Missouri.  The company also
operates eight underground storage facilities, with a total
capacity of 47 bcf and delivery capacity of 1.26 bcf of natural gas
per day.

The change from MSIP to CDP/GE will not affect the ratings.
Although it is no longer owned by a private equity fund, its
financial risk profile remains unchanged at "aggressive" due to its
cash flow measures.  S&P's stand-alone analysis considers the
consolidated profile of Southern Star and its pipeline subsidiary.

The stable rating outlook reflects Southern Star's highly visible
cash flow, a function of firm transportation agreements, and S&P's
expectation that FFO to debt will remain between 11% and 12%.



SPECTRUM ANALYTICAL: Bank Moves for Bankruptcy Court Abstention
---------------------------------------------------------------
Bank Rhode Island asks the U.S. Bankruptcy Court for the District
of Massachusetts to abstain from hearing the Chapter 11 petitions
of Spectrum Analytical Inc. and Hanibal Technology LLC.

The Bank believes that Hanibal Tayeh, the Debtors' principal, has
filed this petition in an effort to reinstate himself in control of
the Debtors, an occurrence which would be to the substantial
detriment of the Debtors and their creditors.

On or April 1, 2015, the Bank filed a Petition for the Appointment
of a Receiver for the Debtors in Washington County Superior Court
in Rhode Island in accordance with the Debtors' consent to
jurisdiction in that court.  The Receivership is pending as W.C.
No. 2015-0155. Judge Stern appointed W. Mark Russo as temporary
receiver on April 2, 2015.  The hearing on the appointment of a
permanent receiver was slated for May 11.

The Debtors commenced Chapter 11 cases on April 30 to retake
control of the assets and business.

The Bank says the Bankruptcy Court should abstain from jurisdiction
based on the economy and efficiency of administration.

The receiver has taken substantial steps to stabilize the Debtors.
The receiver has met with Spectrum's employees multiple times,
communicated with critical vendors and established payment terms
with them, and communicated with customers assuring them of
Spectrum's continued ability to service their needs.  He has
preserved books and records, negotiated consensual cash collateral
orders to sustain business operations, engaged financial and
management professionals to assist with operations and
transitioning Spectrum for sale, initiated sales activity to find a
buyer for Spectrum, reviewed internal records to assess and trace
the flow of cash connected to questionable transactions, and met
with law enforcement personnel to assist with the Debtors' fraud
investigation.

If the Court does not abstain, many of these steps will have to be
repeated, causing the Debtors to incur unnecessary additional
administrative expenses and lost time, the Bank tells the Court.

                    Out-Of-Court Arrangement

Given the existence and progress of the receivership proceeding, an
abstention that allows the Receiver to continue his work, and
avoids the duplication of effort and expense that would result from
pursuit of this case in bankruptcy presents a less costly
arrangement that will benefit all interests in the case.  Moreover,
the Bank has agreed to a Cash Collateral Order with the Receiver
that allows for smooth continued operation of the Debtors'
business.  The Bank says it will not consent to use of its cash
collateral in a debtor-in-possession scenario.

A full-text copy of the Bank's motion is available for free at:

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

Bank Rhode Island is represented by:

         Joseph M. DiOrio, Esq.
         Gardner H. Palmer, Jr., Esq.
         DiORIO LAW OFFICE
         144 Westminster Street, Suite 302
         Providence, RI 02903
         Tel: 401 632-0911
         Fax: 401 632-0751
         E-mail: jmdiorio@dioriolaw.com
                 ghpalmer@dioriolaw.com

                  About Spectrum Analytical

Spectrum Analytical Inc. provides testing and analytical data for
environmental interests.  Hanibal Technology LLC serves as
Spectrum's exclusive international marketing and sales agent, and
focuses on education, research, and development in environmental
technology.  Spectrum maintains offices in Agawam, Massachusetts,
Tampa, Florida, North Kingstown, Rhode Island, and Syracuse, New
York.

Spectrum Analytical and Hanibal Technology commenced Chapter 11
bankruptcy cases (Bankr. D. Mass. Case Nos. 15-30404 and 15-30405)
on April 30, 2015, to retake management of their business and
assets from the receiver installed by their lender.  Hanibal Tayeh,
the sole member, signed the bankruptcy petitions.

Spectrum estimated $10 million to $50 million in assets and debt.
Hanibal estimated less than $10 million in assets and debt.

Bacon Wilson, P.C., serves as the Debtors' counsel.


SPECTRUM ANALYTICAL: Files for Ch. 11 to Stop Receivership
----------------------------------------------------------
Spectrum Analytical Inc. and Hanibal Technology, LLC, commenced
Chapter 11 bankruptcy cases (Bankr. D. Mass. Case Nos. 15-30404 and
15-30405) to retake management of their business and assets from
the receiver installed by their lender.

Spectrum provides testing and analytical data for environmental
interests.  Spectrum performs quantitative analysis of soil, water,
air samples, and petroleum products.  Spectrum maintains offices in
Agawam, Massachusetts, Tampa, Florida, North Kingstown, Rhode
Island, and Syracuse, New York.

Hanibal Technology focuses on education, research, and development
in environmental technology.  It also serves as Spectrum's
exclusive international marketing and sales agent.

Hanibal Tayeh, the sole member, signed the bankruptcy petitions.

Spectrum estimated $10 million to $50 million in assets and debt.
Hanibal estimated less than $10 million in assets and debt.

On or April 1, 2015, Bank Rhode Island filed a petition for the
appointment of a receiver for the Debtors in Washington County
Superior Court in Rhode Island.  The receivership is pending as
W.C. No. 2015-0155.  Judge Stern appointed W. Mark Russo as
temporary receiver on April 2, 2015.  The hearing on the
appointment of a permanent receiver was slated for May 11, 2015.

                        Turnover to Debtors

Following their bankruptcy filing, the Debtors filed a motion with
the Bankruptcy Court demanding for turnover of any of their
property held by or transferred to the receiver pursuant to 11
U.S.C. Sec. 543(b)(1).

Counsel to the Debtors, Spencer A. Stone, Esq., at Bacon Wilson,
P.C., avers that as a result of the appointment of the receiver and
his management of the Debtors' businesses, the principals and
senior management of the Debtors have not had access to the books,
records, accounting systems, offices, laboratories, personnel, and
properties of the Debtors and have been excluded from the premises
from which the Debtors operate.

The Debtors submit that if they are not given immediate access to
their books, records, accounting systems, offices, laboratories,
personnel, and properties, the Debtors will be irreparably harmed
in that they will not be able to operate their businesses and
manage their affairs, and it is likely that they will forced to
cease operations.

Bank Rhode Island, however, is opposing the Debtors' motion.  The
Bank believes that allowing Mr. Tayeh, the Debtors' principal, to
reinstate himself in control of the Debtors would be substantially
detrimental to the Debtors and their creditors.

Gardner H. Palmer, Jr., Esq., at DiOrio Law Office, counsel to the
Bank, argues that turnover should be denied for various reasons,
including, but not limited to, the Debtors' preparation and use of
fraudulent documents; diversion of company assets for non-business
purposes; actual or attempted inflation of company receivables; and
misrepresentations to vendors.

                 Fraudulent Activities by Principal

The Bank said it filed its receivership petition, in part, because
Spectrum was in default of its loan facilities with the Bank
including, without limitation, being overdrawn on its account at
the Bank, and over-advanced on its receivables-based line of credit
("LOC") by over $3,000,000.

The Debtors' credit facilities with the Bank include the loans
identified and secured by these loan documents:

   i. Credit Agreement dated Jan. 15, 2014 among the Bank,
Spectrum, and Hanibal, amended by instruments dated March 31, 2014,
May 15, 2014, and June 27, 2014 (as amended the "Credit
Agreement");

  ii. Revolving Credit Note by Spectrum and Hanibal dated Jan. 15,
2014 in the principal amount of $4,400,000 payable to the Bank,
amended by instruments dated March 31, 2014, May 15, 2014, and June
27, 2014 (as amended the "Revolving Credit Note");

iii. Term Note by Spectrum and Hanibal dated Jan. 15, 2014 in the
principal amount of $2,225,000 made payable to the Bank, amended by
instruments dated March 31, 2014, May 15, 2014, and June 27, 2014
(as amended the "Term Note");

  iv. Mortgage Note by Spectrum and Hanibal dated Jan. 15, 2014 in
the principal amount of $2,175,000 made payable to the Bank,
amended by instruments dated March 31, 2014, May 15, 2014, and June
27, 2014 (as amended the "Mortgage Note");

   v. Security Agreements dated Jan. 15, 2014 between Spectrum and
the Bank, and Hanibal and the Bank;

  vi. Open-End Mortgage, Security Agreement, and Collateral
Assignment of Rentals and Lease by Spectrum in favor of the Bank
with respect to property located at 646 Camp Avenue, North
Kingstown, Rhode Island dated Jan. 15, 2014 and recorded January
16, 2014 in Book 2805 at Pages 103-124 in the Town of North
Kingstown, Rhode Island Land Evidence Records;

vii. Open-End Mortgage, Security Agreement, and Collateral
Assignment of Rentals and Lease by Spectrum in favor of the Bank
with respect to properties located at 11 Almgren Drive and 830
Silver Spring Street, Agawam, Massachusetts dated January 15, 2014
and electronically recorded Jan. 16, 2014 in Book 20166, Page 236;
and

viii. Guaranty Agreement of Hanibal C. Tayeh dated Jan. 15, 2015.

The Bank says it uncovered evidence that Mr. Tayeh had, inter alia,

  
  (a) provided the Bank with a fraudulent letter of credit from
Samba Bank as alleged security for a $17,100,000 foreign contract
with Alzora Company Limited of Riyadh, Saudi Arabia dated Dec. 19,
2012, that Spectrum and Hanibal had offered as part of Spectrum's
receivable base to borrow on the LOC;

  (b) pressured Spectrum's Chief Financial Offer to inflate
Spectrum's receivables in order to improve Spectrum's perceived
financial condition; and

  (c) presented to the Bank a copy of a $650,000 check drawn on
Byblos Bank in Beirut, Lebanon payable to Tayeh and his wife, which
Tayeh asserted would be used to pay down Spectrum's overdraft and
over-advance, which Byblos Bank later confirmed was fraudulent.

In addition, the Bank's field examiners discovered inconsistencies
and inadequate, atypical backup supporting Hanibal's invoices with
respect to the alleged Alzora Contract, and concluded that no
payments had ever been made on the Alzora Contract.  Instead, the
exam revealed that alleged intercompany payments from Hanibal to
Spectrum that purportedly originated with Alzora (a) originated
with Spectrum; (b) were transferred to Tayeh; (c) were then
deposited into Hanibal; and (d) were then repaid to Spectrum
purportedly with reference to the Alzora Contract.


SPECTRUM ANALYTICAL: Wants Time to File Creditor Matrices
---------------------------------------------------------
Spectrum Analytical Inc. and Hanibal Technology LLC ask the
Bankruptcy Court to extend the time to file their creditor matrices
and verifications thereof until the earlier of:

   a. Three business days after the Debtors obtain possession of
their books, records, and accounting systems, and the principals of
the Debtors are given access to the offices and properties of the
Debtors; or

   b. May 8, 2015.

The Debtors explain that as a result of the appointment of a
receiver in early April, the principals and senior management of
the Debtors have not had access to the books, records, and
accounting systems of the Debtors and have been excluded from the
premises from which the Debtors operate.  Therefore, at this time,
the Debtors are not able to provide a complete listing of the
parties required to be listed on the Creditor Matrix with any
reasonable degree of certainty.

                  About Spectrum Analytical

Spectrum Analytical Inc. provides testing and analytical data for
environmental interests.  Hanibal Technology LLC serves as
Spectrum's exclusive international marketing and sales agent, and
focuses on education, research, and development in environmental
technology.  Spectrum maintains offices in Agawam, Massachusetts,
Tampa, Florida, North Kingstown, Rhode Island, and Syracuse, New
York.

Spectrum Analytical and Hanibal Technology commenced Chapter 11
bankruptcy cases (Bankr. D. Mass. Case Nos. 15-30404 and 15-30405)
on April 30, 2015, to retake management of their business and
assets from the receiver installed by their lender.  Hanibal Tayeh,
the sole member, signed the bankruptcy petitions.

Spectrum estimated $10 million to $50 million in assets and debt.
Hanibal estimated less than $10 million in assets and debt.

Bacon Wilson, P.C., serves as the Debtors' counsel.


STAG INDUSTRIAL: Fitch Raises Preferred Stock Rating to 'BB+'
-------------------------------------------------------------
Fitch Ratings has upgraded the credit ratings for STAG Industrial,
Inc. (NYSE: STAG) and its operating partnership, STAG Industrial
Operating Partnership, L.P., (collectively 'STAG' or 'the company')
as follows:

STAG Industrial, Inc.

   -- Issuer Default Rating (IDR) to 'BBB' from 'BBB-';
   -- Preferred stock to 'BB+' from 'BB'.

STAG Industrial Operating Partnership, L.P.

   -- IDR to 'BBB' from 'BBB-';
   -- Senior unsecured revolving credit facility to 'BBB' from
      'BBB-';
   -- Senior unsecured term loans to 'BBB' from 'BBB-';
   -- Senior unsecured notes to 'BBB' from 'BBB-'.

The Rating Outlook has been revised to Stable from Positive.

KEY RATING DRIVERS

The upgrade reflects STAG's credit strengths, which include strong
leverage and fixed charge coverage metrics for the rating,
excellent liquidity, a sizable unencumbered asset pool and
improving access to unsecured debt capital. Fitch expects STAG to
operate through the cycle with metrics that are appropriate for the
'BBB' rating, including leverage sustaining in the low-to-mid 5.0x
range and fixed charge coverage in the mid-to-high 3.0x range.

The company's portfolio concentration in secondary industrial
markets - a byproduct of its relative value acquisition led growth
strategy - and Fitch's expectation for modest near-to-medium term
decreases in same-store net operating income (SSNOI) balance these
credit positives.

Although Fitch continues to project modest single digit SSNOI
declines in the near-to-medium term, we consider the company's
relative underperformance to its peers on this metric to be a
function of its single-tenant acquisition strategy (and the related
binary nature of its property level cash flows at lease expiration)
that should dissipate as the company grows, rather than an
indication of concerning asset quality. Our recent property visits,
the company's positive leasing spreads since 2011, STAG's strong
tenant retention and its SSNOI performance by acquisition vintage
year support Fitch's view. Fitch previously identified
stabilization and improvement in STAG's SSNOI growth as an
important sensitivity for positive rating momentum.

Strategy, Growth Pressuring SSNOI

Fitch expects STAG's SSNOI will decline at a low single digit rate
through 2017 as occupancy losses should offset solidly positive
leasing spreads. STAG's emphasis on acquiring 100% occupied
single-tenant industrial buildings is the principal driver for its
recent same-store NOI declines. As the company grows larger and its
acquisitions season, the law of large numbers essentially pulls
STAG's portfolio occupancy rate closer to market (roughly 93% to
95%). Fitch expects the company's SSNOI performance to be uneven,
and generally negative, until the company grows to a size where a
majority of its portfolio has seasoned, which typically occurs
after five years of ownership. However, STAG is generally
compensated for this occupancy loss through higher going-in yields
for acquisitions.

STAG's cash same-store NOI declined by 2.3% during 2014, with the
quarterly cadence including year-over-year decreases of 4.9% in the
first quarter of 2014 (1Q'14), 1.2% in 2Q'14, 0.6% in 3Q'14 and
1.5% in 4Q'14. The company's annualized same store NOI change has
been negative since 2Q'13. Positively, STAG retained 71.7% of its
expiring leased square footage in 4Q'14, resulting in an annual
tenant retention rate of 69.7%.

Low Leverage

Fitch's projections anticipate that the company will sustain
leverage of approximately 5.0x during the next three years on an
annualized basis that includes a full-year's impact of earnings
from projected acquisitions. STAG's leverage was 4.7x based on an
annualized run rate of STAG's recurring operating EBITDA for the
quarter ending Dec. 31, 2014, which is strong for the 'BBB' rating.
This compares with 4.9x on an annualized basis for the quarter
ending Dec. 31, 2013 and 5.9x for the quarter ending Dec. 31, 2012.
Adjusting 4Q'14 earnings for the impact of partial period
acquisitions would reduce STAG's leverage to 4.5x.

Improving Capital Access

STAG's issuances of senior unsecured notes in July 2014, December
2014 and February 2015 have been important milestones in the
company's transition to a predominantly unsecured borrowing
strategy, evidencing broader access to unsecured debt capital. The
company also completed a $600 million refinancing of its unsecured
revolving credit facility and term loans in December 2014. Prior to
the company's inaugural private unsecured notes placement, STAG's
unsecured borrowings were limited to three bank term loans, as well
as drawdowns under the company's unsecured revolver. However,
STAG's unsecured debt capital access remains somewhat less
established pending an inaugural public unsecured bond offering and
further private placement issuance.

Strong Fixed-Charge Coverage

Fitch expects the company's fixed charge coverage to sustain in the
high 3.0x's through 2017. The low interest rate environment and
higher capitalization rates for properties in secondary markets
should allow STAG to continue deploying capital on a strong spread
investing basis. STAG's fixed charge coverage was 3.3x for the
year-ended Dec. 31, 2014 and 3.3x and 2.8x for the years ending
Dec. 31, 2013 and 2012, respectively.

Excellent Liquidity

STAG completed a $600 million refinancing of its unsecured bank
debt in December 2014. The refinancing reduced the company's cost
of fully committed unsecured bank debt to Libor + 1.41% from Libor
+ 1.66% and increased the weighted average term to 5.9 years from
3.8 years. STAG also replaced its $200 million unsecured revolving
credit facility with a new $300 million revolver that has a lower
cost and extends the maturity by three years to December 2019
through the refinancing. The company has minimal debt maturities
over the next several years, providing full capacity to utilize the
line for debt repayment, acquisitions and general corporate
purposes.

STAG's unencumbered assets, defined as unencumbered NOI (as
calculated in accordance with the company's unsecured loan
agreements) divided by a stressed capitalization rate of 10%,
covered its unsecured debt by 2.7 x in 4Q'14, which is strong for
the 'BBB' rating. The company's substantial unencumbered asset pool
is a source of contingent liquidity that enhances STAG's credit
profile.

Straightforward Business Model

STAG has not made investments in ground-up development or
unconsolidated joint venture partnerships. The absence of these
items helps simplify the company's business model, improve
financial reporting transparency and reduce potential contingent
liquidity claims, which Fitch views positively.

While the company may selectively pursue the acquisition of
completed build-to-suit (BTS) development projects in the future,
Fitch anticipates only a moderate amount of such activity by STAG
on an ongoing basis. Fitch views the acquisition of completed BTS
projects developed by third parties as less risky than the
speculative development undertaken by some of STAG's industrial
REIT peers.

Secondary Market Locations

STAG's growth strategy centers on the acquisition of single tenant
industrial properties (warehouse/distribution and manufacturing
assets). Its emphasis on relative value has predominantly led the
company to acquire properties in secondary markets throughout the
United States by sourcing third party purchases and structured
sale-leasebacks. Such transactions typically range in price from $5
million to $50 million and have higher going-in yields, stronger
internal rates of return, and less competition from institutional
buyers.

As of Dec. 31, 2014, the company's portfolio was primarily in
secondary markets (64.5% of annualized base revenue), followed by
primary markets (20.0%) and tertiary markets (15.5%). STAG defines
primary markets as the 29 largest industrial metropolitan areas,
which each have approximately 200 million or more in net rentable
square footage. It defines secondary industrial markets as the
markets which each have net rentable square footage ranging from
approximately 25 million to approximately 200 million and tertiary
markets as markets with less than 25 million square feet of net
rentable square footage.

The company has only minimal exposure to what market participants
general consider 'core' U.S. industrial and logistics markets,
which include Chicago, Los Angeles/Inland Empire, Dallas - Fort
Worth, Atlanta and New York/Northern New Jersey. Fitch views this
as a credit negative, all else equal, given superior liquidity
characteristics for industrial assets in 'core' markets - both in
terms of financing capacity and transaction volumes.

Differentiated Strategy within Fragmented Market

STAG's current market share of its target markets is less than 1%
of the $250 billion single-tenant industrial market in secondary
markets, providing growth opportunities in the company's target
asset class. The company's management team focuses on the binary
nature of the cash flow of individual, single-tenant, industrial
properties and the opportunity for cash flow growth across markets,
industries, segments and property sizes. This differentiated
business model is thoughtful in its considerations of leasing,
asset management, credit and capital market funding, which Fitch
views favorably.

Preferred Stock Notching

The two-notch differential between STAG's IDR and preferred stock
rating is consistent with Fitch's criteria for a U.S. REIT with an
IDR of 'BBB'. These preferred securities are deeply subordinated
and have loss absorption elements that would likely result in poor
recoveries in the event of a corporate default.

KEY ASSUMPTIONS

Fitch's base case rating assumptions for STAG include the
following:

   -- Same-store NOI declines within a range of 1-2% in 2015, 2016

      and 2017;

   -- Acquisitions of $400 million, $550 million and $700 million
      in 2015, 2016 and 2017, respectively at cap rates of 8%;

   -- Dispositions of $50 million per year through 2017 at 10% cap

      rates;

   -- STAG funds its near-to-medium term external growth with
      roughly 60% equity and 40% debt financing;

   -- AFFO payout ratio around 95%-100%.

RATING SENSITIVITIES

Although positive rating momentum is unlikely in the near-to-medium
term, the following factors may have a positive impact on STAG's
ratings:

   -- Leverage calculated on an annualized basis adjusted for
      acquisitions sustaining below 4.5x (leverage was 4.5x as of
      Dec. 31, 2014 after giving effect to partial period
      acquisitions);

   -- Further development of STAG's unsecured debt capital access;

   -- Fixed charge coverage to sustaining above 4.0x (coverage was

      3.3x as of Dec. 31, 2014).

The following factors may have a negative impact on the company's
ratings and/or Outlook:

   -- Indications that STAG's property portfolio is not competing
      effectively within its markets, which could include below
      market leasing velocity and rent growth and weak SSNOI
      growth for seasoned acquisitions;

   -- Fitch's expectation for leverage sustaining above 5.5x;

   -- Fixed charge coverage sustaining below 3.0x;

   -- Unencumbered assets to net unsecured debt of below 2.5x.


SUN BANCORP: Reports $2.77 Million Net Income in First Quarter
--------------------------------------------------------------
Sun Bancorp, Inc. reported net income available to common
shareholders of $2.77 million on $17.7 million of total interest
income for the three months ended March 31, 2015, compared to a net
loss available to common shareholders of $1.9 million on $24.6
million of total interest income for the same period a year ago.

As of March 31, 2015, the Company had $2.43 billion in total
assets, $2.18 billion in total liabilities, and $249 million in
total shareholders' equity.

"We are generally pleased with the results of the first quarter,"
said Thomas M. O'Brien, president & CEO.  "In addition to returning
to profitability, we continued the momentum in executing the
restructuring plan announced in July 2014, including substantial
improvements in asset quality, capital, expense management, branch
rationalization and commercial loan origination.  We believe 2015
will continue to be a transitional year as we begin to deliver on
positive earnings.  We remain focused on building shareholder
value, achieving full compliance with our regulatory agreement,
improving our operating efficiency and creating a best-in-class
commercial bank."

A copy of the press release is available for free at:

                         http://is.gd/0BcZfp

                        About Sun Bancorp. Inc.

Sun Bancorp, Inc.is a $2.72 billion asset bank holding company
headquartered in Mount Laurel, New Jersey.  Its primary subsidiary
is Sun National Bank, a community bank serving customers throughout
New Jersey. Sun National Bank -- http://www.sunnationalbank.com/
--
is an Equal Housing Lender and its deposits are insured up to the
legal maximum by the Federal Deposit Insurance Corporation (FDIC).

On April 15, 2010, Sun National Bank entered into a written
agreement with the OCC which contained requirements to develop and
implement a profitability and capital plan which provides for the
maintenance of adequate capital to support the Bank's risk profile
in the current economic environment.

Sun Bancorp reported a net loss available to common shareholders of
$29.8 million in 2014, a net loss available to common shareholders
of $9.94 million in 2013, and a net loss available to common
shareholders of $50.49 million in 2012.


TDL FARMS: Case Summary & 19 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: TDL Farms, Partnership
        23 Old Tram Road
        Moultrie, GA 31768-6632

Case No.: 15-70494

Chapter 11 Petition Date: May 4, 2015

Court: United States Bankruptcy Court
       Middle District of Georgia (Valdosta)

Debtor's Counsel: Wesley J. Boyer, Esq.
                  KATZ, FLATAU, POPSON AND BOYER, LLP
                  355 Cotton Avenue
                  Macon, GA 31201
                  Tel: 478-742-6481
                  Email: wjboyer_2000@yahoo.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Diana C. Clark, partner.

A list of the Debtor's 19 largest unsecured creditors is available
for free at http://bankrupt.com/misc/gamb15-70494.pdf


TRANS-LUX CORP: Signs $1.5M Credit Agreement with BFI Capital
-------------------------------------------------------------
Trans-Lux Corporation, on April 23, 2015, entered into a credit
agreement with BFI Capital Fund II, LLC, pursuant to which the
Company can borrow up to $1,500,000 from the Lender at an interest
rate of 12 percent per annum.  To date, the Company has borrowed
$500,000 under the Credit Agreement.  The maturity date of the loan
is May 1, 2016, which may be extended at the Company's option for
an additional six months to Nov. 1, 2016, provided that the Company
is not in default at the time of extension and has paid the Lender
an extension fee of one percent of the then principal balance of
the loan.  In connection with the Loan, the Company granted the
Lender a security interest in its inventory.  

The Company also issued the Lender a warrant to purchase 10,000
shares of the Company at an exercise price of $12.00 per share.
The issuance of the warrant was completed in accordance with the
exemption provided by Section 4(2) of the Securities Act of 1933,
as amended.

A copy of the Credit Agreement dated April 23, 2015 between
Trans-Lux Corporation as Borrower and BFI Capital Fund II, LLC, as
Lender is available for free at http://is.gd/IdmhYV

                   About Trans-Lux Corporation

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

Trans-Lux Corporation incurred a net loss of $4.62 million on $24.4
million of total revenues for the year ended Dec. 31, 2014,
compared with a net loss of $1.86 million on $20.9 million of total
revenues for the year ended Dec. 31, 2013.

As of Dec. 31, 2014, the Company had $15.2 million in total assets,
$17.1 million in total liabilities and a $1.86 million total
stockholders' deficit.

BDO USA, LLP, issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2014,
citing that the Company has suffered recurring losses from
operations and has a significant working capital deficiency that
raise substantial doubt about its ability to continue as a going
concern.  Further, the auditors said, the Company is in default of
the indenture agreements governing its outstanding 9 1/2%
Subordinated debentures which were due in 2012 and its 8 1/4%
Limited convertible senior subordinated notes which were due in
2012 so that the trustees or holders of 25% of the outstanding
Debentures and Notes have the right to demand payment immediately.
Additionally, the Company has a significant amount due to their
pension plan over the next 12 months.


UNI-PIXEL INC: Acquires Assets From Atmel and CIT
-------------------------------------------------
Uni-Pixel, Inc. held a conference call to discuss matters relating
to the change in its overall business strategy, including the
acquisition of assets and licenses from Atmel Corporation and CIT
Technology Ltd. and the sale of its Senior Secured Convertible
Promissory Notes together with Warrants, both of which were
completed on April 16, 2015.  A transcript of the conference call
is available for free at http://is.gd/hbSaBc

                        About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company       
delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.

Uni-Pixel incurred a net loss of $25.7 million in 2014, a net loss
of $15.2 million in 2013 and a net loss of $9.01 million in 2012.
As of Dec. 31, 2014, Uni-Pixel had $34.91 million in total assets,
$7.55 million in total liabilities and $27.4 million in total
shareholders' equity.


WALTER ENERGY: Moody's Lowers CFR to 'Ca', Outlook Stable
---------------------------------------------------------
Moody's Investor Service downgraded the corporate family rating of
Walter Energy, Inc to Ca from Caa2 and the probability default
rating to Ca-PD from Caa2-PD. The downgrade follows the continued
stress on the coal sector, and the resulting deterioration in the
company's credit metrics. The ratings also reflect the potential
significant loss in case of restructuring. At the same time,
Moody's downgraded all debt instruments, including the revolving
credit facility, first lien term loan B, first lien notes, the PIK
and unsecured notes second lien notes to Ca. Moody's also affirmed
the Speculative Grade Liquidity rating of SGL-4. The outlook is
stable.

Downgrades:

Issuer: Walter Energy, Inc.

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

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

  -- Senior Secured Bank Credit Facility (Local Currency),
     Downgraded to Ca, LGD5 from B3, LGD2

  -- Senior Secured Term Loan B (Local Currency), Downgraded to
     Ca, LGD5 from B3, LGD2

  -- Senior Secured First Lien Notes (Local Currency), Downgraded
     to Ca, LGD5 from B3, LGD2

  -- PIK Notes (Local Currency), Downgraded to Ca, LGD5 from
     Caa3, LGD4

  -- Senior Unsecured Notes (Local Currency), Downgraded to Ca,
     LGD5 from Caa3, LGD5

Affirmations:

  -- Speculative Grade Liquidity Rating, affirmed at SGL-4

Outlook Actions:

  -- Outlook, Remains Stable

The downgrade reflects the continued pressure on the company's
credit profile, and a capital structure that is untenable in
current commodity price environment. The CFR continues to reflect
the extremely weak debt protection metrics and high leverage (over
100x as measured by the debt/EBITDA ratio for the twelve months
ended December 31, 2014), which Moody's do not expect to improve
given weak metallurgical coal market conditions. It also reflects
the significant losses in the case of a restructuring. Moody's
believe that metallurgical coal prices are unlikely to recover
within the next eighteen months to a level that would contribute to
a meaningful turnaround in performance. Consequently, Moody's
expect further strain on the capital structure..

While the potential for an upgrade is limited at this time, the
ratings or outlook could be favorably impacted should metallurgical
and/or thermal coal prices recover and/or leverage declines.

A downgrade would result should liquidity continue to deteriorate
further and recovery in a restructuring results in a higher than
expected loss to the creditors.

The principal methodology used in these ratings was Global Mining
Industry published in August 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.

Walter Energy, Inc., is primarily a metallurgical coal producer
with additional operations in metallurgical coke, steam and
industrial coal, and natural gas. Headquartered in Birmingham,
Alabama, the company generated $1.4 billion in revenue for the
twelve months ended December 31, 2014.


WBH ENERGY: Hedge Fund Defends Stalking Horse Bid
-------------------------------------------------
Patrick Fitzgerald, writing for the Daily Bankruptcy Review,
reported that a Minneapolis hedge fund is defending its right to
buy the assets of Texas oil company WBH Energy LP at a bankruptcy
auction by use of a so-called credit bid against the protests of
other creditors that want to challenge its claims on the assets.

According to the report, in a filing in U.S. Bankruptcy Court in
Austin, Texas, lawyers for Castlelake LP said the hedge fund has
the right to bid the full value of its secured claim against WBH
Energy at a bankruptcy auction scheduled for August.

                         About WBH Energy

WBH Energy Partners LLC (Bankr. W.D. Tex. Case No. 15-10004) and
its affiliates -- WBH Energy, LP (Bankr. W.D. Tex. Case No.
15-10003) and WBH Energy GP, LLC (Bankr. W.D. Tex. Case No.
15-10005) separately filed for Chapter 11 bankruptcy protection on
Jan. 4, 2015.  The petitions were signed by Joseph S. Warnock,
vice
president.

Judge Christopher Mott presides over WBH Energy, LP's case, while
Judge Tony M. Davis presides over WBH Energy Partners' and WBH
Energy GP's cases.

William A. (Trey) Wood, III, Esq., at Bracewell & Giuliani LLP,
serves as the Debtors' bankruptcy counsel.

WBH Energy, LP, and WBH Energy Partners estimated their assets and
liabilities at between $10 million and $50 million each.  WBH
Energy, LP disclosed $557,045 plus an unknown amount and
$48,950,652 in liabilities as of the Chapter 11 filing.  WBH
Energy GP estimated its assets at up to $50,000, and its
liabilities at between $10 million and $50 million.

The U.S. Trustee for Region 7 appointed seven creditors to serve
On the official committee of unsecured creditors.


[*] Berman, Riguera Join Blank Rome's Commercial Litigation Group
-----------------------------------------------------------------
Blank Rome LLP on May 4 disclosed that Richard E. Berman, Partner,
and Jose R. Riguera, Of Counsel, have joined the Firm's Commercial
Litigation group in the Fort Lauderdale office.  They will also
support and contribute to the Firm's flourishing Consumer Finance
Litigation practice.  Mr. Berman's complex litigation experience
includes commercial, corporate, bankruptcy advocacy, and real
estate litigation of all varieties.  Mr. Riguera focuses on a broad
range of complex commercial and civil matters, including real
estate and corporate litigation.  Prior to joining Blank Rome, Mr.
Berman was a managing shareholder and Mr. Riguera was a shareholder
at Berman, Kean & Riguera, P.A.

"We are excited to welcome Richard and Jose to our Fort Lauderdale
office," said Alan J. Hoffman, Chairman and Managing Partner. "With
more than 55 years of combined trial practice in state and federal
courts, Richard and Jose's vast experience will enhance Blank
Rome's trial capabilities across practice areas, and further
strengthen our expanding Florida presence."

With three offices in Florida -- Boca Raton, Tampa, and most
recently Fort Lauderdale -- Blank Rome is continuing its strategic
expansion in the market to better meet the needs of its clients.
Litigation Partner Les Corwin, who joined Blank Rome from Greenberg
Traurig last year and is helping the Firm's expansion efforts in
Florida, said, "I have had the pleasure of working with Richard on
local matters.  Both he and Jose are well-respected and
accomplished attorneys who I look forward to closely working with
at Blank Rome.  They're excellent additions to our South Florida
practice and will enhance our capabilities on both the local and
national level."

"Jose and I are thrilled to join Blank Rome and have the
opportunity to expand the breadth of the Firm's complex commercial
litigation practice in the South Florida market," said Mr. Berman.
"We are looking forward to returning to our 'big law' roots and
providing a greater depth of service to our clients, through the
Firm's diverse service offerings."

"In addition, we were impressed with Blank Rome's overall culture,
commitment to client service, and strategic focus on expanding its
services in both Florida and other markets," added Mr. Riguera.

Mr. Berman is a Florida Supreme Court Certified Mediator and
Broward County Qualified Arbitrator.  Within the areas of
commercial, corporate, and real estate litigation, Mr. Berman is
experienced in construction defect, probate, and trust litigation.
He also has experience in intellectual property litigation and
counsels attorneys, accountants, architects, and engineers in
professional liability disputes.  Mr. Berman has additional
experience in a number of other areas, including lender liability,
eminent domain, and creditor claims in bankruptcy court.  He has
prevailed in many high-stakes cases in state and federal courts.
Most notably, he successfully defended former President of the
United States Gerald Ford; the former chairman of Metropolitan Life
Insurance Company; the former president of Citicorp; and the
retired dean of the Harvard Business School in a $300 million ERISA
claim.

He earned his J.D., magna cum laude, from Syracuse University
College of Law, where he served as the associate editor of the
Syracuse University Law Review and was inducted into the Order of
the Coif and the Justinian Honor Society.  He earned his B.A. from
the University of Buffalo.

For 25 years, Mr. Riguera has handled a broad range of complex
commercial and civil litigation matters, including representing
clients in claims involving breach of contract, negligence, fraud,
conspiracy, and interference with business relationships, as well
as breach of confidentiality and non-competition agreements.  He
also focuses on a variety of real estate-related disputes,
including mortgage litigation, commercial landlord-tenant matters,
and community association law.  Mr. Riguera has extensive jury and
non-jury experience, and has briefed and argued appeals before
various federal and state courts.

Mr. Riguera is a Florida Supreme Court Certified Mediator, and a
former chair of the Florida Bar's Seventeenth Judicial Circuit
Grievance Committee "I."  He is an active participant in the
Florida Bar Justice Teaching Program through which he educates
elementary through high school students on civics and the justice
system.  He also served on the board of the Broward County Hispanic
Bar Association and the Florida International University Alumni
Association.  He earned his J.D., magna cum laude, from the
University of Miami Law School, where he was a member of the
University of Miami Law Review and was inducted into the Order of
the Coif and the Phi Eta Sigma National Honor Society.  He earned
his B.S., cum laude, from Florida International University.

                      About Blank Rome LLP

With more than 500 attorneys serving clients around the globe,
Blank Rome -- http://www.blankrome.com-- represents businesses and
organizations ranging from Fortune 500 companies to start-up
entities.  Founded in 1946, Blank Rome advises clients on all
aspects of their businesses, including commercial and corporate
litigation; consumer finance; corporate, M&A, and securities;
environmental, energy, and natural resources; finance,
restructuring, and bankruptcy; intellectual property and
technology; labor and employment; maritime, international trade and
government contracts; matrimonial; products liability, mass torts,
and insurance; real estate; tax, benefits, and private client; and
white collar defense and investigations.  Blank Rome also
represents pro bono clients in a wide variety of cases and matters.



[*] Couche-Tard Clarifies Ch.11 Notice Referencing to Circle K
--------------------------------------------------------------
Alimentation Couche-Tard Inc. indicates that it learned that a
Court document dated April 24, 2015 and filed before the United
States Bankruptcy Court in and for the District of Arizona pursuant
to a proceeding under Chapter 11 referencing to The Circle K
Corporation, et al. could have been misinterpreted and confusing to
the reader making this legal entity being one of the main U.S.
subsidiary of Couche-Tard.  In addition, pursuant to Chapter 11
procedures, a legal notice to the same effect was published in the
Wall Street Journal in its April 28, 2015 edition.

In relation to such recent publications, Couche-Tard would like to
confirm that the legal entity referred in the Court documents and
in the Wall Street Journal is not a subsidiary of Couche-Tard, nor
does it have any link to Couche-Tard.

                          About Couche-Tard

Couche-Tard -- http://corpo.couche-tard.com/en/-- is the leader in
the Canadian convenience store industry.  In the United States, it
is the largest independent convenience store operator in terms of
number of company-operated stores.  In Europe, Couche-Tard is a
leader in convenience store and road transportation fuel in
Scandinavian and Baltic countries while it has a significant
presence in Poland.

As of February 1, 2015, Couche-Tard's network comprised 6,314
convenience stores throughout North America, including 4,870 stores
with road transportation fuel dispensing.  Following the
acquisition of The Pantry, Inc. on March 16, 2015, more than 1,500
additional stores were added to the network in the United States,
totaling 7,815 convenience stores approximately.  Its
North-American network now consists of 13 business units, including
nine in the United States covering 41 states and four in Canada
covering all ten provinces.  More than 75,000 people are employed
throughout its network and at the service offices in North
America.

In Europe, Couche-Tard operates a broad retail network across
Scandinavia (Norway, Sweden, Denmark), Poland, the Baltics
(Estonia, Latvia, Lithuania) and Russia, which comprised 2,233
stores as at February 1, 2015, the majority of which offer road
transportation fuel and convenience products while the others are
unmanned automated service-stations which offer road transportation
fuel only.

The Corporation also offers other products, including stationary
energy, marine fuel, aviation fuel, lubricants and chemicals.
Couche-Tard operates key fuel terminals and fuel depots in eight
countries.  Including employees at Statoil branded franchise
stations, about 17,500 people work in its retail network, terminals
and service offices across Europe.

In addition, under licensing agreements, about 4,600 stores are
operated under the Circle K banner in 12 other countries worldwide
(China, Guam, Honduras, Hong Kong, Indonesia, Japan, Macau,
Malaysia, Mexico, the Philippines, the United Arab Emirates and
Vietnam) which brings to more than 14,600 the number of sites in
Couche-Tard's network.


[*] Former Bankruptcy Judge Peter Bowie Joins Ballard Spahr
-----------------------------------------------------------
The Honorable Peter W. Bowie, former Chief Judge for the U.S.
Bankruptcy Court, Southern District of California, has joined
Ballard Spahr's nationally renowned bankruptcy practice as of
counsel in the firm's San Diego office, firm Chair Mark Stewart
announced.

Judge Bowie recently retired after a 27-year career on the bench.
Before joining the court, he spent 14 years in the U.S. Attorney's
Office for the Southern District of California, the last six as
Chief Assistant U.S. Attorney.

Judge Bowie has presided over a wide range of cases and his
experience brings even greater depth to Ballard Spahr's bankruptcy
practice. He is recognized for his skills as a mediator, and over
the last year of his judgeship successfully resolved several
vigorously contested, large fee application disputes. His practice
will include conducting mediation settlement conferences and
developing a mediation practice at the firm.

"Judge Bowie is a trusted and respected friend, and he personifies
in every respect the outstanding qualifications we expect of
lawyers joining the firm and our office here in San Diego," said
Christopher Celentino, Managing Partner for Ballard Spahr's San
Diego office. "He has a reputation for being thoughtful,
articulate, scholarly, and practical, and brings the unique
perspective of a former judge that clients will find invaluable."

Outside the courtroom, Judge Bowie is an acclaimed thought leader
in the area of legal ethics and professional responsibility. He
served on the Review Department of the State Board Court concerned
with attorney discipline, and in 1995 was appointed by U. S.
Supreme Court Chief Justice William Rehnquist to the Codes of
Conduct Committee of the Judicial Conference of the United States.

He is known for the insight he brings to his work with the Federal
Judicial Center -- the education and research agency for the
federal courts -- where he has prepared judicial ethics
presentations for the past 18 years, and serves on the faculty for
orientation of new bankruptcy judges. He currently serves as chair
of the Judicial Advisory Committee of the American Bar
Association's Standing Committee on Ethics and Professional
Responsibility, where he advises on judge and lawyer ethics.

Judge Bowie joins the firm's Litigation Department and its
Bankruptcy, Reorganization and Capital Recovery Group. Ballard
Spahr's bankruptcy and finance practice expanded into San Diego
last year, with the arrival of partners Chris Celentino and Mikel
Bistrow. In addition to bankruptcy and insolvency, lawyers in the
office handle real and personal property finance, white collar
defense, regulatory enforcement, complex litigation, and
intellectual property matters.

"We are thrilled to have a jurist of Judge Bowie's distinction and
experience as a judge and a mediator join the firm," said Vincent
J. Marriott III, Practice Leader of Ballard Spahr's Bankruptcy,
Reorganization and Capital Recovery Group. "His judicial insight
will be beneficial in providing strategic direction on client
matters, and his presence will enhance our practice both on the
West Coast and nationally."

Ballard Spahr is home to a nationwide bankruptcy practice. Lawyers
in the practice handle all aspects of insolvency, including
restructuring, workouts, refinancing of debt, creditor-debtor
litigation, reorganizations, and liquidations both in and outside
of bankruptcy. The firm has been ranked by The Deal as a "top
bankruptcy firm" for several years.

"I gave thoughtful consideration to where I wanted to practice law
in my post-retirement years," said Judge Bowie. "My longtime
friendships with Chris and Mikel, and the values and reputation of
the firm, made Ballard Spahr the obvious choice. I look forward to
helping the firm build on the enormous success of its bankruptcy
practice."

Mr. Bowie may be reached at:

         Peter W. Bowie, Esq.
         BALLARD SPAHR
         655 West Broadway
         Suite 1600
         San Diego, CA 92101-8494
         Tel: (619) 487-0787
         Fax: (619) 696-9269
         Email: bowiep@ballardspahr.com


[*] Greenberg Traurig Adds Senior Counsel Peter Gruenberger in NY
-----------------------------------------------------------------
International law firm Greenberg Traurig, LLP, continues to grow
its Litigation Practice with the addition of Peter Gruenberger, who
joined the firm as senior counsel in the New York office.
Gruenberger focuses his practice on complex business litigation. He
has successfully prosecuted and defended a broad spectrum of
high-profile cases in federal and state courts, arbitrations, and
mediations across the United States.

"Peter brings a wealth of litigation know-how and experience to
Greenberg Traurig, and I am pleased to welcome him to the firm,"
said Rich Edlin, New York Litigation Practice chair. "With the
addition of Peter to the practice, we will continue to strengthen
our business litigation capabilities to better serve our clients
and their specialized needs."

"I am excited to join Greenberg Traurig and to work alongside a
team of so many talented practitioners," said Gruenberger. "I look
forward to using my platform here to provide superior service to
our clients."

Gruenberger practice concentrates on complex business litigation,
in which he has long acted as lead trial and appellate counsel in a
broad spectrum of cases in state, federal, bankruptcy, and tax
courts, as well as national and international arbitrations and
mediations. Gruenberger has extensive experience successfully
litigating antitrust class actions and Section 7 cases; securities
class action and derivative cases; adversary proceedings and
contested matters in high profile cases for debtors and creditors;
federal income and estate tax disputes; and real estate
controversies.

Gruenberger is a founding member and officer of the litigation
section of the American Bar Association, and a member of special
committees that drafted amendments to the discovery rule and Rule
11 of the Federal Rules of Civil Procedure. He also has served as a
member of the Disciplinary Committee of the New York City Bar
Association and the Southern and Eastern District Task Forces on
revisions of the Local Rules of Court.

Additionally, Gruenberger has taught, lectured, and written widely
in the fields of complex litigation, trial skills, and ethics. He
is a volunteer mediator for the United States District Court for
the Southern District of New York.

Gruenberger earned his J.D. from Columbia Law School and B.A. from
Columbia University.

Mr. Gruenberger may be reached at:

         Peter Gruenberger, Esq.
         GREENBERG TRAURIG, LLP
         MetLife Building
         200 Park Avenue
         New York, NY 10166
         Tel: (212) 801-9217
         Fax: (212) 801-6400
         Email: gruenbergerp@gtlaw.com

         About Greenberg Traurig's Litigation Practice

Greenberg Traurig's Litigation Practice comprises more than 600
litigators across a global platform. The exceptionally broad
practice serves both domestic and international clients in the
following areas: antitrust and competition, appellate, commercial
litigation, class actions, construction, eDiscovery and eRetention,
environmental, FCPA and global anti-corruption, fiduciary
litigation, financial services, IP litigation, international
dispute resolution, labor and employment, media and entertainment,
products liability including pharmaceutical and medical device and
health care litigation, real estate litigation, securities and
shareholder litigation, technology, trial practice, and white
collar criminal defense.

About Greenberg Traurig, LLP

Greenberg Traurig, LLP is an international, multipractice law firm
with approximately 1800 attorneys serving clients from 37 offices
in the United States, Latin America, Europe, Asia and the Middle
East. The firm is among the "Power Elite" in the 2014 BTI Client
Relationship Scorecard report, which assesses the nature and
strength of law firms' client relationships. For additional
information, please visit www.gtlaw.com.


[*] Kelley Kronenberg Adds Bankruptcy Practice Group
----------------------------------------------------
Kelley Kronenberg, a national, full-service law firm, is expanding
its reach into the Florida market with the addition of a Bankruptcy
Practice Group. The new group, which joined the firm's Tampa office
in April, is the result of Kelley Kronenberg acquiring Dennis
LeVine & Associates, a bankruptcy law firm in Tampa, and its team
of attorneys and administrative staff.

Kelley Kronenberg's new Bankruptcy Practice Group includes Partner
Dennis J. LeVine, Partner David E. Hicks and Partner Alison V.
Walters. Mr. LeVine and his team bring extensive experience to the
firm and focus on matters involving Bankruptcy, Replevin and
Collection, as well as Creditors' Rights for major national lenders
and finance companies in all Florida Courts. Mr. LeVine is one of
only seven attorneys in Florida who is board certified in both
Consumer Bankruptcy Law and Business Bankruptcy Law by the American
Board of Certification (ABC).

"We look forward to being a part of the Kelley Kronenberg team,"
Mr. LeVine said. "Our bankruptcy and collection offerings will
serve as a nice complement to the firm's Mortgage Foreclosure and
Real Property Litigation practices."

Kelley Kronenberg's growth strategy has been steady and methodical
over the past five years. In March, the firm expanded into the
Miami market by opening a new office in Brickell and adding a
litigation group consisting of six attorneys. The firm plans to
continue its growth by expanding its services and legal footprint.

Mr. LeVine, a native of Tampa, has practiced law since 1983 with an
emphasis on Bankruptcy law. His practice includes matters involving
Creditors' Rights, Commercial Litigation, Bankruptcy Litigation,
and representation of Chapter 7 Trustees. He is one of only seven
attorneys in Florida who is board certified in both Consumer
Bankruptcy Law and Business Bankruptcy Law by the American Board of
Certification (ABC). Mr. LeVine also served on the Board of
Directors of the ABC.

Mr. LeVine attended Tulane University as an undergraduate, and
graduated Phi Beta Kappa in 1979. He received his J.D. from George
Washington University's National Law Center in 1983. He is admitted
to practice in Florida as well as the Federal Courts in the
Northern, Middle and Southern Districts of Florida.

Mr. LeVine may be reached at:

         Dennis J. LeVine, Esq.
         KELLEY KRONENBERG
         1511 N. Westshore Blvd., Suite 400
         Tampa, FL 33607
         Tel: (813) 223-1697
         Email: dlevine@kelleykronenberg.com

Mr. Hicks previously worked as a public defender and attorney with
the Florida Department of Revenue. He has more than 25 years of
experience in Bankruptcy Litigation and trials. His practice areas
include Creditors' Rights, Commercial Litigation and Bankruptcy
Litigation.

Mr. Hicks received his bachelor's degree from Jacksonville
University in 1979, and his J.D. from the Florida State University
College of Law in 1982. He is admitted to practice in Florida.

Mr. Hicks may be reached at:

         David E. Hicks, Esq.
         KELLEY KRONENBERG
         1511 N. Westshore Blvd., Suite 400
         Tampa, FL 33607
         Tel: (813) 223-1697
         Email: dhicks@kelleykronenberg.com

Mrs. Walters has more than 12 years of experience in Collection
matters. Her practice includes work in the areas of Commercial
Litigation, Creditor's Rights, Bankruptcy and Insurance
Subrogation. She also serves as a board member for the National
Association of Retail Collection Attorneys (NARCA).

Mrs. Walters received her bachelor's degree in Communications at
Loyola University of New Orleans in December 1999, and her J.D.
from Loyola in May 2003, where she was a member of the National
Moot Court Team. She is admitted to practice in Florida as well as
the Northern, Middle and Southern District Courts of Florida.

Mrs. Walters may be reached at:

         Alison V. Walters, Esq.
         KELLEY KRONENBERG
         1511 N. Westshore Blvd., Suite 400
         Tampa, FL 33607
         Tel: (813) 223-1697
         Email: awalters@kelleykronenberg.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.

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