TCR_Public/150526.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Tuesday, May 26, 2015, Vol. 19, No. 146

                            Headlines

ALTEGRITY INC: Judge Extends Deadline to Remove Suits to Sept. 8
ALVION PROPERTIES: Has Sept. 11 Plan Filing Deadline
AMERICAN POWER: Posts $193,000 Net Loss in Second Quarter
ATHERTON FINANCIAL: Case Dismissal Hearing Continued Until July 1
BATE LAND: Riverdale Property Valued at $3.8 Million

BERRY PLASTICS: Extends Maturity of BofA Credit Facility to 2020
BERRY PLASTICS: Moody's Rates New $700MM 2nd Priority Notes 'B3'
BEVERLY HILLS HOSPITALITY: Case Summary & 20 Top Unsec. Creditors
BRITT MOTORSPORTS: Trustee Wins Clawback Suit Against Hyosung
BUILDING #19: Elovitz Parties and Committee Near Settlement

CAESARS ENTERTAINMENT: Registers 8 Million Shares Under Plan
CITIGROUP INC: Fitch Affirms 'BB+' Preferred Secs. Rating
CLEAREDGE POWER: June 18 Hearing on Liquidating Plan Outline
CLUB AT SHENANDOAH: Dismissal Hearing Continued Until June 16
COLONY BEACH: Bankruptcy Court Order Rejecting Admin Claim Upheld

COMARCO INC: Going Concern Doubt Raised Amid De Minimis Revenues
CONNOLLY CORP: S&P Affirms 'B' CCR & Rates 1st Lien Loas 'B'
COUNTRY STONE: Court Okays $105K Sale of Inventory
CREDIT SUISSE GRP: Fitch Affirms 'BB+' Rating on Add'l Tier 1 Notes
D.A.B. GROUP: 81-83 Rivington Compelled to Comply With ZLDA

DANCING WATERS: Case Summary & Largest Unsecured Creditor
DENDREON CORP: Hires Verdolino & Lowey as Wind-Down Consultants
DEWEY & LEBOEUF: Emails to Play Key Role in Former Execs' Trial
DR. TATTOFF: Reports $840,000 Net Loss in First Quarter
EAGLE ROCK: S&P Affirms 'B-' CCR & Puts on CreditWatch Positive

EARL GAUDIO: David Kleiman Approved as Mediator
EL PASO CHILDREN'S HOSPITAL: Files Complaint vs. Cymetrix
EL PASO CHILDREN'S HOSPITAL: Files Complaint vs. First Health Plans
EL PASO CHILDREN'S HOSPITAL: Proposes Mediation Terms With UMC
EL PASO CHILDREN'S HOSPITAL: Sues UMC in Bankruptcy Court

EVERYWARE GLOBAL: Court Confirms Chapter 11 Restructuring Plan
EXPRESS ENERGY: Moody's Withdraws 'B3' Corporate Family Rating
FIRST PHILADELPHIA: Final Decree Entered; Chapter 11 Case Closed
FREESEAS INC: To Hold Annual Meeting on June 12
FRESH PRODUCE: Court Approves Cooley LLP as Committee Counsel

GENUTEC BUSINESS: June 4 Hearing on Chapter 11 Plan Outline
GERALD ADAMS: Court Denies Bankruptcy Discharge
GLOBAL COMPUTER: Seeks Approval of Settlement with Elysium
GLOBUS MARITIME: E&Y Expresses Going Concern Doubt
GOLDMAN SACHS: Fitch Affirms 'BB+' Rating on Preferred Equity

GORDON PROPERTIES: Hearing on Amended Plan Continued Until May 26
GOVERNORS POINT: Case Summary & Largest Unsecured Creditor
GRUPO TMM: Auditor Expresses Going Concern Doubt
GUIDED THERAPEUTICS: FDA Completes Review of LuViva
HCA INC: Fitch Rates $1-Bil. Sr. Secured Bank Term Loan 'BB+'

HCA INC: Moody's Rates $1BB Sr. Secured Term Loan 'Ba2'
HDGM ADVISORY: Plan Solicitation Exclusivity Extended to Sept. 28
HENRY CO: S&P Affirms 'B' CCR & Revises Outlook to Stable
HERRING CREEK: NEPCO Ordered to Comply With Plan
HERRING CREEK: Sale-Based Chapter 11 Plan Confirmed by Judge

HIGH RIDGE: Court Okays Bidding Procedures for Sale of Assets
HIPCRICKET INC: Judge Extends Deadline to Remove Suits to July 31
HOLY HILL: Parker Mills & Carl Sohn Withdraw Sale Objection
HORNED DORSET: Case Summary & 17 Largest Unsecured Creditors
HORNED DORSET: Puerto Rico Hotel Files for Chapter 11

HOWELL MOUNTAIN: Case Summary & 8 Largest Unsecured Creditors
IMPLANT SCIENCES: Incurs $5.73 Million Net Loss in Third Quarter
INERGETICS INC: Posts $4.73 Million Net Loss in First Quarter
INT'L MANUFACTURING: Substantive Consolidation With DBS Denied
IRISH BANK: July 29 Auction of GIP Loans

IRONSTONE GROUP: Reports $76,800 Net Loss in First Quarter
IRVINGTON COMMUNITY: S&P Puts BB- Bonds Rating on Watch Negative
KARMALOOP INC: Consensus Advisory Okayed as Investment Banker
KARMALOOP INC: Key Employee Retention Plan Gets Court's Approval
KARMALOOP INC: May 28 Hearing on Burns & Levinson Application

KARMALOOP INC: Proposes June 25 General Claims Bar Date
KIOR INC: Files Plan Supplement Ahead of June 3 Hearing
LAS AMERICAS 74-75: Hires Tamarez CPA as Accountant
LATTICE INC: Borrows $908,000 From Lattice Funding
LATTICE INC: Posts $713,000 Net Loss in First Quarter

LEON HALL: No Specific Ruling for Turnover Motion
LOT 30B INC: Case Summary & 2 Largest Unsecured Creditors
MASON TEMPLE CHURCH: Case Summary & 14 Top Unsecured Creditors
MEDICAL CARD: Moody's Withdraws 'B3' Senior Secured Debt Rating
MIDSTATES PETROLEUM: S&P Lowers CCR to 'SD' on Exchange Offer

MODULAR SPACE: Moody's Assigns Negative Outlook to 'B2' CFR
MOLYCORP INC: Incurs $102.3 Million Net Loss in First Quarter
MOUNT SAINT MARY'S: Moody's Alters Ratings Outlook to Stable
MUD KING: Wants Final Decree Closing Chapter 11 Case
MUSCLEPHARM CORP: Consac LLC Reports 7.4% Stake as of May 14

N&B INDUSTRIES: S&P Affirms 'B' CCR & Rates 1st Lien Loans 'B'
NAARTJIE CUSTOM: Has Until June 9 to Propose Chapter 11 Plan
NAARTJIE CUSTOM: KERP for 2 Remaining Non-Insider Employees Okayed
NATROL INC: Debtor Wants Until Sept. 4 to Remove Suits
NEW LOUISIANA: Can Use Cash Collateral Through June 26

NJK HOSPITALITY: Case Summary & 20 Largest Unsecured Creditors
NOYES MEMORIAL HOSP: S&P Alters Ratings Outlook to Stable
NXT ENERGY: KPMG LLP Expresses Going Concern Doubt
OMNICARE INC: Moody's Reviews 'Ba3' CFR for Upgrade
P&P LAND HOLDINGS: Case Summary & 9 Largest Unsecured Creditors

PARK MERIDIAN: Taps Jackson Corporate as Leasing Broker
PARTY CITY: Moody's Hikes Corp. Family Rating to B2, Outlook Stable
PATRIOT COAL: Court Issues Joint Administration Order
PATRIOT COAL: Has Interim Approval of Equity Trading Protocol
PATRIOT COAL: Has Interim OK to Obtain $30-Mil. in DIP Loans

PATRIOT COAL: Hunton & Williams Files Rule 2019 Statement
PATRIOT COAL: June 3 Hearing on SAL Filing Extension Request
PIZZERIA REGINA: Files for Bankruptcy Protection
PLEASANT BAY PROPERTIES: Case Summary & Top Unsecured Creditor
PLEASANT ROAD: Case Summary & Largest Unsecured Creditor

PROTOM INTERNATIONAL: Court Issues Joint Administration Order
PUTNAM ENERGY: Hearing on Trustee Appointment Continued to June 1
QUALITY HOME: Moody's Ups Corp Family Rating to B3, Outlook Stable
QUALITY LEASE: Court Confirms Plan, OKs Sale of Units
QUANTUM RESOURCE: Case Summary & 20 Largest Unsecured Creditors

REMINGTON OUTDOORS: Moody's Alters Ratings Outlook to Stable
RIENZI & SONS: Italian Counsel Grieco Has Interim Approval
RIVERWALK JACKSONVILLE: Taps Pardo for Real Estate Transactions
ROADRUNNER ENTERPRISES: Parties Respond to Motley's Hiring
SHATTUCK-ST. MARY'S SCHOOL: S&P Rates 2015A/B Revenue Bonds 'BB'

SIMPLY FASHION: Court Allows Sale of Substantially All of Assets
SIMPLY FASHION: Hires Hilco as Real Estate and Leasing Consultant
SRP PLAZA: Hires Larson & Zirzow as General Reorganization Counsel
SRP PLAZA: Taps Flangas Dalacas as Special Counsel
STERLING HOLDINGS: Moody's Assigns 'B2' CFR, Outlook Stable

T-L CONYERS: June 24 Hearing on Cherokee Bid to Use Cash Collateral
TENET HEALTHCARE: Moody's Affirms 'B1' CFR, Outlook Negative
TIMBERSTAR TRUST I: Moody's Raises Class F Certs Rating to Ba2
TIME INC: S&P Revises Outlook to Negative & Affirms 'BB' CCR
TRIGEANT HOLDINGS: Plan Solicitation Exclusivity Expires June 22

TRISTAR WELLNESS: Posts $1.74 Million Net Loss in First Quarter
TX HOLDINGS: Has $82,100 Net Loss in March 31 Quarter
UBIQUITY INC: Amends 2014 Fiscal Year Report
USA SYNTHETIC: Authorized to Access $766K of TEC DIP Financing
VANGUARD NATURAL: S&P Affirms 'B+' CCR & Puts on Watch Positive

VERITEQ CORP: Incurs $809,000 Net Loss in First Quarter
VIPER VENTURES: Creditors Seek Dismissal of Chapter 11 Case
VIPER VENTURES: Glassratner Advisory OK'd as Financial Advisors
VIPER VENTURES: Hires Eshenbaugh Land as Broker
W&T OFFSHORE: Moody's Rates $300MM Loan 'B2' & Cuts CFR to 'B3'

W3 CO: S&P Revises Outlook to Negative & Affirms 'B-' CCR
WABUSH IRON: Placed Under CCAA Protection; FTI Named as Monitor
WAYNE KENNETH AUGE: NNMOC's Summary Judgment Bid Granted in Part
WEST COAST: Growers, Bank Oppose Trustee Appointment
WEST COAST: Says Sale Excludes Property Subject to Growers' Liens

WET SEAL: Landlords Want Court to Sustain Objection to Sale
[^] Large Companies With Insolvent Balance Sheet

                            *********

ALTEGRITY INC: Judge Extends Deadline to Remove Suits to Sept. 8
----------------------------------------------------------------
U.S. Bankruptcy Judge Laurie Silverstein has given Altegrity Inc.
until Sept. 8, 2015, to file notices of removal of lawsuits
involving the company and its affiliates.

                      About Altegrity Inc.

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

Altegrity Inc. and 37 of its affiliates filed Chapter 11 Bankruptcy
petitions (Bankr. D. Del. Lease Case No. 15-10226) on Feb. 8,
2015.

Jeffrey S. Campbell signed the petitions as president and chief
financial officer.  The Debtors disclosed total assets of $1.7
billion and total liabilities of $2.1 billion as of June 30, 2014.

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

Prime Clerk LLC is the Debtors' claims and noticing agent.
PricewaterhouseCoopers LLP serves as the Debtors' independent
auditors.

The Bankruptcy Court has scheduled for May 5, 2015, the hearing to
consider the approval of the disclosure statement explaining the
Debtor's plan, which proposes to liquidate the US Investigations
Services.  Land Line relates that USIS lost key federal background
check contracts.

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


ALVION PROPERTIES: Has Sept. 11 Plan Filing Deadline
----------------------------------------------------
Alvion Properties, Inc., is given until Sept. 11, 2015, to file a
Chapter 11 plan and accompanying disclosure statement, according to
an order issued by Judge Laura K. Gray of the U.S. Bankruptcy Court
for the Southern District of Illinois.

Alvion Properties, Inc. filed a Chapter 11 bankruptcy petition
(Bankr. S.D. Ill. Case No. 15-40462) on May 14, 2015.   Karnes
Medley signed the petition as president.  The Debtor disclosed
total assets of $1 billion and total debts of $2.7 million in its
petition.  Judge Laura K. Grandy presides over the case.  Antonik
Law Offices serves as the Debtor's counsel.


AMERICAN POWER: Posts $193,000 Net Loss in Second Quarter
---------------------------------------------------------
American Power Group Corporation filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss available to common stockholders of $193,000 on $474,000
of net sales for the three months ended March 31, 2015, compared to
a net loss available to common stockholders of $9.92 million on
$1.25 million of net sales for the same period last year.

For the six months ended March 31, 2015, the Company reported net
income available to common stockholders of $2.77 million on $1.53
million of net sales compared to a net loss available to common
stockholders of $10.7 million on $3.1 million of net sales for the
same period in 2014.

As of March 31, 2015, the Company had $7.76 million in total
assets, $5.37 million in total liabilities and $2.39 million total
stockholders' equity.

As of March 31, 2015, the Company had $1,090,504 in cash, cash
equivalents and restricted certificates of deposit and working
capital of $186,172.  As of March 31, 2015, under the terms of the
Company's working capital line, the Company had borrowed the
maximum allowed.

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

                        http://is.gd/atIPw8

                    About American Power Group

American Power Group's alternative energy subsidiary, American
Power Group, Inc., provides a cost-effective patented Turbocharged
Natural Gas conversion technology for vehicular, stationary and
off-road mobile diesel engines.  American Power Group's dual fuel
technology is a unique non-invasive energy enhancement system that
converts existing diesel engines into more efficient and
environmentally friendly engines that have the flexibility to run
on: (1) diesel fuel and liquefied natural gas; (2) diesel fuel and
compressed natural gas; (3) diesel fuel and pipeline or well-head
gas; and (4) diesel fuel and bio-methane, with the flexibility to
return to 100 percent diesel fuel operation at any time.  The
proprietary technology seamlessly displaces up to 80% of the
normal diesel fuel consumption with the average displacement
ranging from 40 percent to 65 percent.  The energized fuel balance
is maintained with a proprietary read-only electronic controller
system ensuring the engines operate at original equipment
manufacturers' specified temperatures and pressures.  Installation
on a wide variety of engine models and end-market applications
require no engine modifications unlike the more expensive invasive
fuel-injected systems in the market.  Additional information at
http://www.americanpowergroupinc.com/       

American Power reported a net loss available to common
stockholders of $3.25 million on $6.28 million of net sales for
the year ended Sept. 30, 2014, compared with a net loss available
to common stockholders of $2.92 million on $7.01 million of net
sales for the year ended Sept. 30, 2013.


ATHERTON FINANCIAL: Case Dismissal Hearing Continued Until July 1
-----------------------------------------------------------------
The U.S. Bankruptcy Court approved a stipulation continuing until
July 1, 2015, at 2:00 p.m., the hearing to consider motion for
order (1) authorizing disbursement of funds to creditors; and (2)
dismissal of the Chapter 11 case of Atherton Financial Building
LLC.

The stipulation was entered among the Debtor, Bank SinoPac Los
Angeles Branch, and Lucy Gao.

Bank of SinoPac is represented by:

        Michael Gerard Fletcher, Esq.
        FRANDZEL ROBINS BLOOM & CSATO, L.C.
        6500 Wilshire Boulevard, Seventeenth Floor
        Los Angeles, CA 90048-4920
        Tel: (323) 852-1000
        Fax: (323) 651-2577
        E-mail: mfletcher@frandzel.com

As reported in the Troubled Company Reporter on Jan. 20, 2015, the
Debtor filed a motion for an order (1) authorizing the disbursement
of funds to creditors; and (2) dismissing its case.

The Debtor said it recounted that at a hearing held on Dec. 3,
2014, the Bankruptcy Court authorized the sale of its property for
an aggregate purchase price of $14.3 million.  The sale closed on
Dec. 8, 2014, and all secured claims and tax claims have been
satisfied.  Pursuant to the Court's order, the Debtor's counsel is
holding over $3.5 million in its client trust account pending
further order of the Court.

After payment of claims from escrow, the Debtor's remaining claims
total $246,923.  This takes into account: (1) the consensually
agreed-upon amount for Hue & Cry's unsecured claim of $2,430, and
(2) the outstanding balance of $0 currently owed to Travelers
Casualty Insurance Company of America.  The foregoing excludes the
Debtor's counsel's attorneys' fees and costs, which for purposes of
full disclosure, are estimated to be $25,000 over the $75,000
retainer received.  Pursuant to the motion, the Debtor seeks Court
authority to pay all estate claims in full and dismiss the case.

                     About Atherton Financial

Atherton Financial Building LLC owned a commercial building located
at 1906 El Camino Real, Menlo Park, CA 94027.

Atherton Financial filed a Chapter 11 petition (Bankr. C.D. Cal.
Case No. 14-27223) in Los Angeles, on Sept. 9, 2014.  Benjamin Kirk
signed the petition as managing member of manager of Sunshine
Valley LLC.  The case is assigned to Judge Thomas B. Donovan.  The
Debtor tapped David B Golubchik, Esq., at Levene Neale Bender
Rankin & Brill LLP, in Los Angeles, as counsel.

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


BATE LAND: Riverdale Property Valued at $3.8 Million
----------------------------------------------------
U.S. Bankruptcy Judge Stephani W. Humrickhouse signed an order
determining the valuation of the Laura Williams/Riverdale property
to be $3,800,000.  The remaining five additional newly designated
properties will be valued in a subsequent order which will be
entered prior to a hearing on the appropriate interest rate.  The
basis for the valuation of all six properties will be set out in
that order.

A hearing is scheduled for June 18, 2015, during which the court
will consider the appropriate interest rate to be applied to BLC's
claim as part of the Debtor's existing objection to claim.

            BLC Responds to Motion to Transfer Property

Bate Land Company LP (BLC) responds to the motion of Bate Land &
Timber, LLC, to allow transfer of real property in satisfaction of
claim of BLC and for valuation of real property.

On April 14, 2006, the Debtor and BLC executed an Agreement for
Purchase and Sale of Non-Residential Real Property, under which the
Debtor purchased 79 tracts of real property, totaling approximately
17,000 acres in 9 separate counties in eastern North Carolina for
$65,000,000.  Under the Purchase Contract, the Debtor was required
to pay $9,000,000 of the Purchase Price at closing.  Thereafter, on
September 8, 2006, the Debtor executed a Purchase Money Promissory
Note in the original principal amount of $56,000,000, with interest
accruing at a rate equal to 9.00% per annum.  Repayment of and
performance of the duties required under the Note was secured by
Purchase Money Deeds of Trust on the Properties sold to the Debtor
under the Purchase Contract.

The Debtor cannot satisfy any of the requirements of Section 363(f)
in order to allow the sale of property over BLC's objection.  The
Debtor cannot satisfy (f)(1) because there is no non-bankruptcy law
that allows for the transfer of the property free and clear of
liens.  The Debtor cites no law in support of such proposition in
its Motion.

The Debtor may not utilize Section 363(f)(3) to convey any of the
Properties to BLC, as proposed in the Motion, because the value of
the Properties does not exceed the total amount owed to, and
resulting liens held by, BLC.  Similarly, and as the Court is well
aware, there is a heavy dispute regarding the valuation of the
Properties and the Debtor cannot be permitted to transfer the
Properties absent a final determination and resolution of that
dispute.

Additionally, allowing the Debtor to transfer any portion of the
Properties to BLC, prior to confirmation of the Plan, could—in
effect—undermine the efficient judicial administration of the
above-captioned case by causing fragmented decision making between
this Court and the District Court, which is currently entertaining
the appeal taken by BLC from the Order issued on January 15, 2015,
in this case.

The Motion appears to be a maneuver by the Debtor to abate or cease
the accrual of post-petition interest to BLC on account of its
secured claim.  In addition to not meeting the requirements of
Section 363, the Debtor cannot transfer a portion of the Properties
to BLC in full satisfaction of its claim, outside the ordinary
course of business, because the Court does not have discretion to
abate or deny post-petition interest to BLC on account of its
over-secured claim.

BLC is represented by:

         STUBBS & PERDUE, P.A.
         Trawick H. Stubbs, Jr., Esq.
         9208 Falls of Neuse Road, Suite 201
         Raleigh, North Carolina 27615
         Tel: (919) 870-6258
         Fax: (919) 870-6259
         Email: tstubbs@stubbsperdue.com

                    About Bate Land & Timber

Willotte, North Carolina-based Bate Land & Timber, LLC, sought
protection under Chapter 11 of the Bankruptcy Code (Bankr.
E.D.N.C. Case No. 13-04665) on July 25, 2013.  Judge Stephani W.
Humrickhouse oversees the Chapter 11 case.

The Debtor, in amended schedules, disclosed $53,477,624 in assets
and $74,162,211 liabilities as of the Chapter 11 filing.  The
petition was signed by Brad Cheers, manager.

The Bankruptcy Administrator for the Eastern District of North
Carolina was unable to organize and recommend the appointment of a
committee of creditors holding unsecured claims against the
Debtor.



BERRY PLASTICS: Extends Maturity of BofA Credit Facility to 2020
----------------------------------------------------------------
Berry Plastics Group, Inc., its wholly owned subsidiary, Berry
Plastics Corporation and certain of its subsidiaries entered into
an amendment No. 4 to the Amended and Restated Revolving Credit
Agreement, which amended the existing Amended and Restated
Revolving Credit Amendment, dated as of April 3, 2007, with Bank of
America, N.A. and certain other financial institutions, relating to
BPC's existing $650 million secured, revolving credit facility.
Among other things, Amendment No. 4 amended the Existing Credit
Agreement to extend the maturity date of the Revolving Facility to
May 14, 2020, and to reduce interest margins and certain commitment
fees, according to a Form 8-K filed with the Securities and
Exchange Commission.

Under the terms of the Amended Revolving Credit Agreement, the
applicable interest rate margin on borrowings bearing interest at a
prime-rate based rate is 0.50% until Aug. 14, 2015, and ranges from
0.25% to 0.75% on and after that date.  The applicable interest
rate margin on borrowings bearing interest at a reserve-adjusted
LIBOR-based rate is 1.50% until Aug. 14, 2015, and ranges from
1.25% to 1.75% on or after that date.  Adjustments in the
applicable margins on and after Aug. 14, 2015, are determined based
on the quarterly average daily borrowing availability under the
Revolving Facility.  Commitment fees on the Revolving Facility from
and after May 14, 2015, range from 0.25% to 0.325%, depending upon
the quarterly average daily unused availability under the Revolving
Facility.

                        About Berry Plastics

Berry Plastics Corporation manufactures and markets plastic
packaging products, plastic film products, specialty adhesives and
coated products.  At Jan. 2, 2010, the Company had more than 80
production and manufacturing facilities, primarily located in the
United States.  Berry is a wholly-owned subsidiary of Berry
Plastics Group, Inc.  Berry Group is primarily owned by affiliates
of Apollo Management, L.P., and Graham Partners.  Berry, through
its wholly owned subsidiaries operates five reporting segments:
Rigid Open Top, Rigid Closed Top, Flexible Films, Tapes/Coatings
and Specialty Films.  The Company's customers are located
principally throughout the United States, without significant
concentration in any one region or with any one customer.

On Dec. 3, 2009, Berry Plastics obtained control of 100 percent of
the capital stock of Pliant upon Pliant's emergence from
reorganization pursuant to a proceeding under Chapter 11 for a
purchase price of $602.7 million.  Pliant is a manufacturer of
films and flexible packaging for food, personal care, medical,
agricultural and industrial applications.

As of March 28, 2015, the Company had $5.21 billion in total
assets, $5.28 billion in total liabilities, and a $86 million total
stockholders' deficit.

                           *     *     *

As reported by the TCR on Jan. 30, 2015, Moody's Investors Service
upgraded the corporate family rating of Berry Plastics to 'B1' from
'B2'.  The upgrade of the corporate family rating reflects the
pro-forma benefits from the recent restructuring and acquisitions.


BERRY PLASTICS: Moody's Rates New $700MM 2nd Priority Notes 'B3'
----------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to the proposed $700
million Second Priority Senior Secured Notes due July 2023 of Berry
Plastics Corporation. The company's B1 Corporate Family and B1-PD
Probability of Default rating remain unchanged. Additional
instrument ratings are detailed below. The ratings outlook is
stable.

The proceeds of the new $700 million Second Priority Senior Secured
Notes due July 2023, along with cash from the balance sheet and a
revolver draw, will be used to refinance the $800 million Second
Priority Senior Secured Notes due January 2021 and pay related fees
and expenses. Terms and conditions are expected to be identical to
the existing Second Priority Senior Secured Notes due January
2021.

Moody's took the following actions:

Berry Plastics Group, Inc.

  -- Unchanged Corporate family rating, B1

  -- Unchanged Probability of default rating, B1-PD

  -- Unchanged Speculative Grade Liquidity Rating, SGL-2

Berry Plastics Corporation

  -- Unchanged $1,400 million 1st Lien Senior Secured Term Loan
     due February 2020, Ba3/LGD3

  -- Unchanged $1,125 million 1st Lien Senior Secured Term Loan
     due January 2021, Ba3/LGD 3

  -- Unchanged $500 million Second Priority Senior Secured Notes
     due May 2022, B3/LGD 5

  -- Unchanged $800 million Second Priority Senior Secured Notes
     due January 2021, B3/LGD 5 (to be withdrawn at close of
     transaction)

  -- Assigned $700 million Second Priority Senior Secured Notes
     due July 2023, B3/LGD 5

The ratings outlook is stable.

The ratings are subject to the receipt and review of the final
documentation.

Berry's B1 Corporate Family Rating reflects the company's exposure
to more cyclical end markets, relatively fair contract position
with customers and high percentage of commodity products. The
rating also reflects the fragmented and competitive industry
structure.

Strengths in Berry's competitive profile include its scale,
concentration of sales in food and beverage packaging, and good
liquidity. The company's strengths also include a strong
competitive position in rigid plastic containers and a continued
focus on producing innovative products.

The rating could be downgraded if there is deterioration in the
credit metrics, liquidity or the operating and competitive
environment. Additional debt financed acquisitions, excessive
acquisitions (regardless of financing) and/or a move to a more
aggressive financial profile could also prompt a downgrade.
Specifically, the rating could be downgraded if total adjusted debt
to EBITDA rises above 5.25 times, EBIT to gross interest coverage
declines below 1.9 times, the EBIT margin declines below the high
single digits, and/or free cash flow to debt declines below the
positive high single digits.

The ratings could be upgraded if the company sustainably improves
credit metrics within the context of a stable operating and
competitive environment while maintaining good liquidity. An
upgrade would also be dependent upon maintenance of good liquidity
and less aggressive financial and acquisition policies. The ratings
could be upgraded if adjusted total debt to EBITDA moves below 4.5
times, free cash flow to debt moves up to the low double digit
range, the EBIT margin improves to the low double digit range, and
EBIT to gross interest coverage moves above 2.5 times.

Based in Evansville, Indiana, Berry Plastics Corporation(is a
supplier of plastic packaging products, serving customers in the
food and beverage, healthcare, household chemicals, personal care,
home improvement, and other industries. The company reports in four
segments including two rigid packaging segments (open and closed
top), engineered materials and flexible packaging. Berry has
manufacturing and distribution centers in the United States,
Canada, Mexico, Belgium, Australia, Germany, Brazil, Malaysia, and
India. Polypropylene and polyethylene account for the majority of
plastic resin purchases. Net sales for the 12 months ended March
31, 2015 totaled approximately $5.0 billion.

The principal methodology used in this ratings was Global Packaging
Manufacturers: Metal, Glass, and Plastic Containers published in
June 2009. Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.


BEVERLY HILLS HOSPITALITY: Case Summary & 20 Top Unsec. Creditors
-----------------------------------------------------------------
Debtor: Beverly Hills Hospitality Group LLC
        25325 Dana Point Harbor Dr
        Dana Point, CA 92629

Case No.: 15-12658

Chapter 11 Petition Date: May 22, 2015

Court: United States Bankruptcy Court
       Central District of California (Santa Ana)

Judge: Hon. Theodor Albert

Debtor's Counsel: Leslie A Cohen, Esq.
                  LESLIE COHEN LAW PC
                  506 Santa Monica Bl Ste 200
                  Santa Monica, CA 90401
                  Tel: 310-394-5900
                  Fax: 310-394-9280
                  Email: leslie@lesliecohenlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Gal Lipkin, managing member.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/cacb15-12658.pdf


BRITT MOTORSPORTS: Trustee Wins Clawback Suit Against Hyosung
-------------------------------------------------------------
Bankruptcy Judge Stephani W. Humrickhouse granted the Motion for
Summary Judgment filed by the Chapter 7 Trustee in the case JAMES
B. ANGELL, TRUSTEE, Plaintiff, v. HYOSUNG MOTORS AMERICA, INC.,
Defendant, Adv. Proc. No. 14-00058-8-SWH-AP (E.D.N.C.).

An adversary proceeding was initiated on February 21, 2014, by the
debtor's trustee, seeking avoidance of post-petition transfers made
to Hyosung Motors America, Inc. ("Hyosung") pursuant to 11 U.S.C.
Section 549 and the recovery of these transfers pursuant to Section
550(a)(1).  The trustee contends that the transactions between the
debtor and Hyosung were in fact post-petition financing
arrangements which were prohibited because the debtor did not
obtain authorization from the bankruptcy court.  Hyosung asserted
that its relationship with the debtor under the Britt Notes was one
of consignment and was a continuation of the parties' pre-petition
business transactions in the debtor's ordinary course of business.

The debtor made multiple post-petition payments to Hyosung between
February 2012 and November 2012 totaling at least $85,742.68.

In an April 22, 2015 order available at http://is.gd/tyMMSgfrom
Leagle.com, Judge Humrickhouse held that the objective
characteristics of the relationship between the debtor and Hyosung
indicated that the parties were actually operating under secured
transaction arrangements rather than true consignments. As such,
they were prohibited by Section 549 because they were done without
authorization from the court.

                   About Britt Motorsports, LLC

Britt Motorsports, LLC filed a voluntary Chapter 11 petition
(Bankr. E.D.N.C. Case No. 11-07688) on October 7, 2011.  Judge J.
Rich Leonard was assigned to the case.  Trawick H Stubbs, Jr.,
Esq., at Stubbs & Perdue, P.A., served as the Debtor's counsel.  In
its petition, the Debtor scheduled $5,050,947 in assets and
$8,278,338 in liabilities.  The petition was signed by D. Scott
Britt, manager/member.

On February 13, 2014, the debtor's Chapter 11 case was converted to
one under Chapter 7.  James B. Angell was appointed as Chapter 7
trustee.


BUILDING #19: Elovitz Parties and Committee Near Settlement
-----------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
case of Building #19, Inc., and the Elovitz Parties asked the U.S.
Bankruptcy Court to defer consideration of the Committee's second
application to employ David J. Reier and Posternak Blankstein &
Lund as special counsel.

The Elovitz Parties and the Committee stated that they have likely
reached an agreement in principle resolving all claims by and
against the Elovitz Parties that will obviate the need for the
Committee to retain Posternak for the purposes set forth in the
application.  The parties have been working over the past month on
the settlement, and believe that an additional week's continuance
would permit the parties to complete the settlement.

                     The Committee Application

As reported in the Troubled Company Reporter on April 17, 2015, the
Committee asked that the Court to grant these relief:

   (a) approving an expansion of the current employment of
       Posternak as special counsel to investigate and prosecute,
       on behalf of the bankruptcy estates of Building #19, Inc.   

       and affiliates derivative claims that the Committee has  
       previously been authorized to bring, all as more fully set
       forth herein, initially on an hourly rate basis, and then
       on a contingency fee basis in accordance with a certain
       Engagement/Fee Agreement; and

   (b) approving the second employment agreement in its entirety,
       and the grant of administrative priority to any and all
       out-of-pocket expenses of Posternak reasonably incurred in
       connection such employment from and after the effective
       date of such employment as further set forth herein.

As set forth in the second employment agreement, Posternak's
employment will be comprised of two phases.  In the first phase,
Posternak will initiate a more formal and detailed investigation of
some of the claims the Committee has thus far preliminarily
identified as a result of their informal discovery.  The
investigation will take the form of a number of Rule 2004 exams of
some of the Elovitz Entities and other third parties, including,
without limitation, deposition testimony and document production.
Posternak will receive as compensation for such services a fee
based on its customary hourly rates in effect at the time such
services are rendered, plus disbursements. Posternak will have an
administrative expense priority claim for such compensation and
reimbursement of expenses.

Thereafter, Posternak will file one or more adversary complaints or
lawsuits asserting such claims against such Elovitz Entities or
other parties as mutually agreed by and between the Committee and
Posternak.  Upon the filing of a complaint by Posternak, the fee
arrangement will be converted to a contingency fee, with all
previously earned fees "rolled into" the contingency fee -- that
is -- from and after the filing of a complaint by Posternak
initiating an adversary proceeding or other lawsuit, the fees
previously earned by Posternak on an hourly rate basis, together
with all future fees, shall be paid to Posternak solely on the
basis of actual recoveries. Posternak will receive as sole
compensation for services under the Second Employment Agreement one
third of all actual recoveries. Actual recoveries shall include all
cash received by any of the bankruptcy estates in partial or
complete satisfaction of claims brought by Posternak, whether by
enforcement or settlement, and shall be calculated without regard
to any claim or interest asserted by any Elovitz Entity or other
party to any portion thereof on account of distribution of
dividends or otherwise.  Posternak shall be retained by the
Committee solely to investigate and prosecute claims and not to
defend the Committee or the bankruptcy estates or otherwise to
object to any claims that have been or might in the future be
asserted by any Elovitz Entity or other party.

                   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.  The law firm Jeffrey D.
Sternklar LLC and Jeffrey D. Sternklar serves as its counsel.
Newburg & Company LLP is the financial advisor to the Committee.



CAESARS ENTERTAINMENT: Registers 8 Million Shares Under Plan
------------------------------------------------------------
Caesars Entertainment Corporation filed a Form S-8 registration
statement with the Securities and Exchange Commission to register
8,000,000 shares of its common stock issuable under the Company's
2012 Performance Incentive Plan.  A copy of the Form S-8 prospectus
is available for free at http://is.gd/EmDS5J

                   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.


CITIGROUP INC: Fitch Affirms 'BB+' Preferred Secs. Rating
---------------------------------------------------------
Fitch Ratings has affirmed Citigroup Inc.'s (Citi) Viability Rating
(VR) and Long-Term Issuer Default Rating (IDR) at 'a/A',
respectively.  At the same time, Fitch has upgraded Citibank,
N.A.'s Long-Term IDR and and Long-Term Deposit ratings to 'A+/
AA-', respectively.  The Outlooks for the Long-Term IDRs are
Stable.

Citi's Long-Term IDR is driven by its Viability Rating (VR), which
has been affirmed at 'a'.  The upgrade of Citi's operating
subsidiaries' IDRs to one notch above their VRs reflects the
expected implementation of total loss absorbing capital (TLAC)
requirements for U.S. Global Systemically Important Banks (G-SIBs)
and the presence of a substantial debt buffer in the holding
company.

The rating actions are in conjunction with Fitch's review of
sovereign support for banks globally, which the agency announced in
March 2014.  In line with its expectations announced in March last
year and communicated regularly since then, Fitch believes
legislative, regulatory and policy initiatives have substantially
reduced the likelihood of sovereign support for U.S., Swiss and
European Union commercial banks.  At the same time, Fitch has taken
into account progress with the U.S. single point of entry (SPE)
resolution regime and TLAC implementation for U.S. G-SIBs.

Fitch believes that, in line with our Support Rating (SR)
definition of '5', extraordinary external support while possible
can no longer be relied upon for Citi or its certain subsidiaries.
Fitch has, therefore, downgraded their Support Ratings (SR) to '5'
from '1' and revised their Support Rating Floors (SRF) to 'No
Floor' from 'A'.  Fitch has maintained institutional support
ratings for core Citi subsidiaries.

The ratings actions are part of a periodic portfolio review of the
Global Trading and Universal Banks (GTUBs), which comprise 12 large
and globally active banking groups.  A strong rebound in earnings
from securities businesses in 1Q15 is a reminder of the upside
potential banks with leading market shares can enjoy. However,
regulatory headwinds remain strong, with ever higher capital
requirements, costs of continuous infrastructure upgrades and a
focus on conduct risks.

As capital and leverage requirements evolve, GTUBs are reviewing
the balance of their securities operations with other businesses
and adapting their business models to provide the most capital
platforms for the future.  Fitch expects the GTUBs' other core
businesses, including retail and corporate banking, wealth and
asset management, to perform well as economic growth, which we
expect to be strongest in the U.S. and UK, will underpin revenue.
However, pressure on revenue generation in a low-interest
environment is likely to persist, particularly in Europe, but low
loan impairment charges in domestic markets should help operating
profitability.

KEY RATING DRIVERS - IDRS, VR AND SENIOR DEBT

The affirmation of Citigroup's VR reflects its solid capital and
liquidity profiles.  Citi has grown capital both through retained
earnings, and balance sheet deleveraging that has particularly
aided risk-based measures.  At March 31, 2015, Citi's fully
phased-in Basel III Common Equity was an estimated 11%, higher than
most U.S.-based GTUBs.  After a disappointing objection to last
year's capital plan for qualitative reasons, Citi performed well
under this year's stress tests, receiving no objection to increase
the quarterly dividend to $0.05 a share, and repurchase up to $7.8
billion of common shares.  Citi's estimated minimum tier 1 common
ratio was the highest of the five U.S.-based GTUBs that
participated in the annual stress tests.

Citi's liquidity profile is a secondary key rating driver,
underpinning its VR.  Citi has considerably bolstered its amount of
liquid assets and reduced its reliance on short-term borrowings
over the last several years.  The company's liquidity profile
remains strong, providing support to Citi's ratings.  At March 31,
2015, Citi reported $401 billion in cash and unencumbered liquid
securities, or 22% of total assets.  Citi also has access to $38
billion in borrowing capacity from various Federal Home Loan banks,
as well as access to borrowing capacity at the discount window or
international central banks at March 31, 2015.  Citi is already in
compliance with the final U.S. LCR rules, as well as the Basel III
Supplementary Leverage ratio at both the holding company and bank
levels.  Its estimated LCR was 111% (under U.S. rules), while the
SLR was 6.4% at March 31, 2015.

Citi's earnings profile, complexity of operations, and asset
quality somewhat offset these ratings strengths.  The company's
earnings performance has lagged peer averages, though the VR
already incorporates a forward looking view and Fitch expects that
Citi will reach its targets over the near term.  Citi is the most
global of the U.S. GTUBs, and while this creates a great deal of
diversity, it can entail risk with regard to geopolitical issues,
as well as the need to have a best in class risk management
infrastructure.  Lastly, Citi's asset quality metrics have lagged
peer averages as well, though somewhat to be expected given its
concentration to higher loss content credit cards.  These three
drivers act as rating constraints to further upward movement to the
VR.

Citi's earnings in 2014 were expected to be a year of recovery,
which did not materialize; however, earnings got off to a strong
start with a first quarter 2015 ROA of 1.05%, well within the
company's target of 90bps to 110bps.  Fitch notes that over the
past couple years, Citi's earnings during the first half of the
year have started out favorably, only to be marred by material
litigation costs or lower capital markets revenues later on. Citi's
ability to meet its full-year earnings targets in 2015 may hinge on
future legal-related charges, which are very difficult to predict
given limited visibility.  Further, although not currently assumed
nor incorporated in Citi's ratings, Fitch is sensitive to increased
risk taking on the company's part to meet its 2015 financial
targets.  As such, any perceived changes to the company's risk
appetite would be assessed for rating implications.

Citigroup is one of the largest banking institutions in the world,
with by far the biggest international banking franchise among U.S.
peers.  Citi also has material capital markets operations,
comprising on average around 25% of revenues.  With a vast
international franchise, Citi's revenue diversity in terms of
geography is greater than its peers, with sizable business
operations in many faster growing emerging markets, including
China, India, and Mexico.  However, this increased revenue
diversity also present potential issues with regard to exposure to
any political unrest in foreign countries, as well as the need for
a sophisticated risk management infrastructure to manage risk
around the globe.

Fitch still views Citi's risk management infrastructure as enhanced
since the financial crisis, notwithstanding the risk management
missteps last year.  Fitch views Citi's completed or pending
strategic changes favorably as they reduce future operational,
compliance, and legal-related risk related to such an expansive
global franchise.  Despite these enhancements, the complexity of
global operations and a reliance on more volatile capital markets
revenues serve as constraints to further upgrades to the VR.

Lastly, Citi loan losses are typically higher than peer averages.
Fitch attributes some of Citi's weaker relative asset quality
profile to its high balance of TDRs, which contributes to elevated
NPAs.  Given the company's exposure to higher loss content credit
card loans and Mexico, loan losses are also higher than industry
averages.  Fitch expects that loan losses may increase for the
industry given the very benign credit environment, and
unsustainably low levels of credit losses.

The VRs remain equalized between Citi and its material operating
subsidiaries.  The common VR of Citi and its operating companies
reflects the correlated performance, or failure rate between the
Citi and these subsidiaries.  Fitch takes a group view on the
credit profile from a failure perspective, while the IDR reflects
each entity's non-performance (default) risk on senior debt.  Fitch
believes that the likelihood of failure is roughly equivalent,
while the default risk given at the operating company would be
lower given TLAC.  All U.S. bank subsidiaries carry a common VR,
regardless of size, as U.S. banks are cross-guaranteed under the
Financial Institutions Reform, Recovery, and Enforcement Act
(FIRREA).

The Long-Term IDRs for the material U.S. operating entities are one
notch above Citi's to reflect Fitch's belief that the U.S. single
point of entry (SPE) resolution regime, the likely implementation
of total loss absorbing capital (TLAC) requirements for U.S.
G-SIBs, and the presence of substantial holding company debt
reduces the default risk of domestic operating subsidiaries' senior
liabilities relative to holding company senior debt.  In Fitch's
view these buffers would provide substantial protection to senior
unsecured obligations in the domestic operating entities in the
event of group resolution, as they could be used to absorb losses
and recapitalize operating companies.  Therefore, substantial
holding company debt reduces the likelihood of default on operating
company senior obligations.  As at end-2014, Citi had hybrid and
senior debt as a percent of risk-weighted assets (RWA) of
approximately 11%, exceeding the Pillar 1 capital requirement.

RATING SENSITIVITIES - IDRS, VR AND SENIOR DEBT

Fitch sees limited near-term upward VR momentum given a relatively
high and absolute rating.  The company's complex organizational
structure and reliance on more volatile capital markets revenues
act as key constraints to further upward movement to ratings.  IDRs
and senior debt are now sensitive to any changes in the VR.

Any unforeseen outsized fines, settlements or other legal-related
charges could have adverse rating implications for Citi.  Fitch
notes there is very little visibility into ultimate legal-related
risk for Citi or the industry, though Fitch expects litigation
costs will remain manageable relative to capital for Citi.  A fine
that was to deplete capital in a material way may lead to negative
rating action.  Fitch's rating action assumes that any potential
criminal charges as they relate to foreign exchange manipulations
will not materially impact ongoing business operations.  Absent
that, ratings may be adversely impacted, though Fitch has limited
visibility into this outcome.

While there is no outsized reliance on a single market outside of
the U.S. (Mexico being the largest at 10% of Citicorp revenues), if
there are issues related to economic slowdowns or political unrest
in a particular emerging market, it is possible there may be
effects for Citi.  The secondary effects of a slowdown in a
particular country, for example, Russia, and those cascading
impacts to the global economy are much harder to quantify and
assess for any implications to Citi or its peers.

Fitch still views Citi's risk management infrastructure as enhanced
since the financial crisis.  Citi's ratings could be vulnerable to
a large operational loss or if an operational event calls into
question Fitch's assessment of Citi's risk management function and
its ability to accurately identify, monitor, and mitigate risks
throughout the organization.

Downward pressure on the VR may also result from a material
deterioration in capital or liquidity levels.  It is the strength
of the liquidity and capital profiles that underpin Citi's ratings.
Fitch's ratings action incorporates an expectation that Citi will
manage its capital and liquidity profiles relatively
conservatively, and although capital distributions will likely
increase over time, they will still be governed by regulatory
stress testing and as such, remain reasonable.

KEY RATING DRIVERS AND SENSITIVITIES - SUPPORT RATING AND SUPPORT
RATING FLOOR

The SR and SRF reflect Fitch's view that senior creditors can no
longer rely on receiving full extraordinary support from the
sovereign in the event that Citi becomes non-viable.  In Fitch's
view, implementation of the Dodd Frank Orderly Liquidation
Authority legislation is now sufficiently progressed to provide a
framework for resolving banks that is likely to require holding
company senior creditors participating in losses, if necessary,
instead of or ahead of the company receiving sovereign support.

Any upward revision to the SR and SRF would be contingent on a
positive change in the U.S.'s propensity to support its banks.
While not impossible, this is highly unlikely in Fitch's view.

KEY RATING DRIVERS AND SENSITIVITIES - SUBORDINATED DEBT AND OTHER
HYBRID SECURITIES

Subordinated debt and other hybrid capital issued by Citi and by
its subsidiaries are all notched down from the common VR in
accordance with Fitch's assessment of each instrument's respective
non-performance and relative loss severity risk profiles, which
vary considerably.  Subordinated debt issued by the operating
companies is rated at the same level as subordinated debt issued by
Citi reflecting the potential for subordinated creditors in the
operating companies to be exposed to loss ahead of senior creditors
in Citi.  This is also supported by the FSB's proposal to have
internal TLAC rank senior to regulatory capital at the operating
company.  Their ratings are primarily sensitive to any change in
the common VR.  They have, therefore, been affirmed due to the
affirmation of the common VR.

KEY RATING DRIVERS AND SENSITIVITIES - DEPOSIT RATINGS

The upgrade of Citibank, N.A.'s and Citibank Banamex USA's deposit
ratings is based on the upgrade of their IDRs.  Deposit ratings are
one notch higher than senior debt reflecting the deposits' superior
recovery prospects in case of default given depositor preference in
the U.S.

Citi's international subsidiary, Citibank Canada's deposit ratings
are at the same level as senior debt ratings because their
preferential status is less clear and disclosure concerning dually
payable deposits makes it difficult to determine if they are
eligible for U.S. depositor preference.

SUBSIDIARY KEY RATING DRIVERS AND SENSITIVITIES

Citigroup Global Markets Holdings Inc., Citigroup Global Markets
Limited, Citigroup Global Markets Inc., Citigroup Derivatives
Services LCC, Citibank Canada, Citibank Japan Ltd, CitiFinancial
Europe plc, and Citibank International Limited (formerly known as
Citibank International PLC), are wholly owned subsidiaries of Citi
or Citibank, N.A.

Their IDRs and debt ratings are aligned with Citi or Citibank, N.A.
reflecting Fitch's view that these entities are core and integral
to Citi's business strategy and operations.  Their IDRs and ratings
would be sensitive to the same factors that might drive a change in
Citi's IDR.

Fitch has revised the Rating Outlook for Citi's material
international operating companies' IDRs to Positive, including
Citigroup Global Markets Limited, Citibank Canada, Citibank Japan
Ltd, and Citibank International Limited.  The revision of the
Outlook is in light of the internal pre-positioning required under
the Financial Stability Board's (FSB) TLAC proposal.  The Positive
Outlook reflects the agency's belief that the internal TLAC of
material international operating companies will likely be large
enough to meet Pillar 1 capital requirements and will then be
sufficient to recapitalize them.  A one-notch upgrade is likely
once Fitch has sufficient clarity on additional disclosure on the
pre-positioning of internal TLAC and its sufficiency in size to
cover a default of senior operating company liabilities. Sufficient
clarity may, however, take longer to come through than the typical
Outlook horizon of one to two years.

Domestic subsidiaries and international subsidiaries that have not
been upgraded or placed on Rating Outlook Positive are in Fitch's
opinion not sufficiently material to benefit from domestic support
from Citi or are international subsidiaries that would not benefit
from internal TLAC.  This includes Citigroup Global Markets
Holdings Inc., Citigroup Derivatives Securities LLC, and
CitiFinancial Europe PLC.

Fitch has upgraded these ratings:

Citibank, N.A.
   -- Long-Term IDR to 'A+' from 'A'; Outlook Stable;
   -- Long-Term deposits to 'AA-' from 'A+';
   -- Short-Term deposits to 'F1+' from 'F1'.

Citibank Banamex USA
   -- Long-Term IDR to 'A+' from 'A'; Outlook Stable;
   -- Long-Term deposits to 'AA-' from 'A+';
   -- Short-Term deposits to 'F1+' from 'F1'.

Citigroup Global Markets, Inc.
   -- Long-Term IDR to 'A+' from 'A'; Outlook Stable;
   -- Senior Secured to 'A+' from 'A'.

Fitch has affirmed these ratings:

Citigroup Inc.
   -- Long-Term IDR at 'A'; Outlook Stable;
   -- Senior unsecured at 'A';
   -- Short-Term IDR at 'F1';
   -- Subordinated at 'A-';
   -- Preferred at 'BB+';
   -- Market-linked notes at 'A emr'
   -- Viability Rating at 'a'.

Citibank, N.A.
   -- Viability rating 'a';
  -- Short-Term IDR at 'F1'.

Citibank Banamex USA
   -- Short-Term IDR at 'F1';
   -- Subordinated debt at 'A-';
   -- Viability Rating at 'a'.

Citigroup Funding Inc.
   -- Senior unsecured at 'A';
   -- Short-Term debt at 'F1';
   -- Market linked securities at 'A emr';

Citigroup Global Markets Holdings Inc.
   -- Long-Term IDR at 'A'; Outlook Stable;
   -- Senior unsecured at 'A';
   -- Short-Term IDR at 'F1';
   -- Short-Term debt at 'F1'.

Citigroup Global Markets, Inc.
   -- Short-Term IDR at 'F1';
   -- Short-Term debt at 'F1'.

Citigroup Global Markets Limited
   -- Long-Term IDR 'A'; Rating Outlook revised to Positive from
      Stable;
   -- Short-Term IDR 'F1';
   -- Senior unsecured long-term notes 'A';
   -- Short-Term debt at 'F1'.

Citigroup Derivatives Services LLC.
   -- Long-Term IDR at 'A'; Outlook Stable;
   -- Short-Term IDR at 'F1';
   -- Support at '1'.

Citibank Canada
   -- Long-Term IDR at 'A'; Rating Outlook revised to Positive
      from Stable;
   -- Long-Term deposits at 'A'.

Citibank Japan Ltd.
   -- Long-Term IDR at 'A'; Rating Outlook revised to Positive
      from Stable;
   -- Short-Term IDR at 'F1';
   -- Long-Term IDR (local currency) at 'A'; Rating Outlook
      revised to Positive from Stable;
   -- Short-Term IDR (local currency) at 'F1';
   -- Support at '1'.

CitiFinancial Europe plc
   -- Long-Term IDR at 'A'; Outlook Stable;
   -- Senior unsecured at 'A';
   -- Senior shelf at 'A';
   -- Subordinated at 'A-'.

Canada Square Operations Limited (formerly Egg Banking plc)
   -- Subordinated at 'A-'.

Citibank International Limited (formerly known as Citibank
International PLC):
   -- Long-Term IDR at 'A'; Rating Outlook revised to Positive
      from Stable;
   -- Short-Term IDR at 'F1';
   -- Support affirmed at '1'.

Commercial Credit Company
   -- Senior unsecured at 'A'.

Associates Corporation of North America
   -- Senior unsecured at 'A'.

Citigroup Capital III, XIII, XVIII
   -- Trust preferred at 'BBB-'.

Fitch has downgraded these ratings:

Citigroup Inc.
   -- Support to '5' from '1'.

Citibank, N.A.
   -- Support to '5' from '1'.

Citibank Banamex USA
   -- Support to '5' from '1'.

Fitch has revised these ratings:

Citigroup Inc.
   -- Support floor to 'NF' from 'A'.

Citibank, N.A.
   -- Support floor to 'NF' from 'A'.

Citibank Banamex USA
   -- Support floor to 'NF' from 'A'.



CLEAREDGE POWER: June 18 Hearing on Liquidating Plan Outline
------------------------------------------------------------
Judge Charles Novack will convene a hearing on June 18, 2015, at
10:30 a.m. to consider approval of the disclosure statement
explaining the terms of the Plan of Liquidation proposed for CEP
Reorganization, Inc., formerly known as ClearEdge Power, Inc.
("CEP"), CEP Reorganization, LLC, formerly known as ClearEdge
Power, LLC ("CEP LLC"), and CEP Service Reorganization, LLC,
formerly known as ClearEdge Power International Service, LLC.

The Debtors and their Official Committee of Unsecured Creditors are
proposing a Plan that contemplates the reorganization of CEP and
the orderly liquidation of the estates' assets by a liquidation
trust to be formed pursuant to the plan and for the distribution of
all remaining assets and cash on hand derived from such
liquidation, in accordance with the relevant provisions of the
Bankruptcy Code.

The Plan provides for the deemed consolidation of all assets and
all liabilities of the estates of CEP, CEP LLC and CEPIS into a
single estate as of the effective date of the Plan.

The Plan Proponents believe that there may be sufficient cash to
pay allowed secured claims, priority claims and administrative
claims in full.  General unsecured creditors are not expected to be
paid in full.  Equity holders will only receive distributions if
there are surplus of funds after payment of all allowed claims.

The Disclosure Statement did not provide for the estimated recovery
of general unsecured creditors, only saying that there will be
"partial payment" for unsecured claims.

The Debtors closed the sale of most of their assets to Doosan Corp.
in July 2014, which resulted in net proceeds of $13,700,000 to the
estates, after payment of cure amounts and other expenses.  The
liquidation trustee will administer and liquidate the remaining
assets and manage the distribution of the balance of the proceeds
derived therefrom, in addition to the proceeds of Doosan sale.

The Debtors estimate that the total value of their remaining assets
as of March 31, 2015, is $15,608,000, including unrestricted cash
equivalents of $11,864,000 and restricted cash equivalents
comprised of amounts held in trust for payments to be made in
connection with the sale of $2,883,000.  In addition, remaining
assets which may be liquidated include possible avoidance claims
and potential causes of action against third parties.

Based solely on the proofs of claim filed, the Debtors estimate
filed Secured Claims approximate $16,625,000, filed Priority Claims
(other than Tax Claims) approximate $5,375,000, filed Tax Claims
approximate $994,000, and filed General Unsecured Claims
approximate $79,798,000.  However, the foregoing amounts do not
account for certain claims which have been resolved by the Plan
Proponents since the closing of the Sale or are disputed and are
anticipated to be substantially less or invalidated in their
entirety.

Based on the foregoing, among other factors, the Debtors estimate
that their total liabilities through March 31, 2015, approximate
$107,900,000 million, comprised of $107,400,000 in Claims and
$500,000 in renewable energy credits to be paid to customers under
certain ESAs.

                         *     *     *

The Debtors and the Committee on April 15, 2015, filed their
proposed Plan of Liquidation and Disclosure Statement.  They filed
amended iterations of the Plan and Disclosure Statement on May 14,
2015.

A copy of the Original Disclosure Statement is available for free
at http://bankrupt.com/misc/CEP_Reorg_DS.pdf

A copy of the Amended Disclosure Statement is available for free at
http://bankrupt.com/misc/CEP_Reorg_Am_DS.pdf

                      About ClearEdge Power

Sunnyvale, California-based ClearEdge Power Inc. and two other
affiliates filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Cal. Lead Case No. 14-51955) on May 1, 2014, in San Jose.
Affiliates ClearEdge Power, LLC, and ClearEdge Power International
Service, LLC, are based in South Windsor, Connecticut, where the
manufacturing operations are located.

Privately held ClearEdge designs, manufactures, sells and services
distributed generation fuel cell systems for commercial,
industrial, utility and residential applications.  ClearEdge bought
United Technologies Corp.'s UTC Power division in late 2012.
ClearEdge sought bankruptcy protection just a week after shutting
operations.

ClearEdge Power disclosed $31.3 million in assets and $67.4 million
in liabilities as of the Chapter 11 filing.

John Walshe Murray, Esq., at Dorsey and Whitney LLP, serves as
counsel to the Debtors.  Insolvency Services Group, Inc., serves as
noticing and claims agent.

The official committee of unsecured creditors in the Chapter 11
cases chose Brown Rudnick LLP as counsel and Teneo Securities as
financial advisors.

The U.S. Bankruptcy Court in San Jose, California, on July 18,
2014, approved the sale of substantially all of the assets of the
Debtors to Doosan Corporation, a unit of Doosan Co. Ltd., of South
Korea.  Debtors ClearEdge Power, Inc., et al., changed their names
to CEP Reorganization, Inc.; CEP Reorganization LLC; and CEP
Service Reorganization, LLC, following the sale.


CLUB AT SHENANDOAH: Dismissal Hearing Continued Until June 16
-------------------------------------------------------------
The U.S. Bankruptcy Court continued until June 16, 2015, at 2:00
p.m., the show cause hearing to dismiss or convert the Chapter 11
case of Club at Shenandoah Springs Village, Inc., to Chapter 7 of
the Bankruptcy Code.

The Debtor, in response to the Court's request dated Feb. 20, 2015,
said that it has competed its claims review and is prepared to file
a motion to dismiss the case prior to the June 16 hearing.

Additionally, the Debtor stated that case conversion is not needed
as it is prepared to dismiss the case.

The Club at Shenandoah Springs Village, Inc., owns The Club At
Shenandoah Springs Village, a golf and leisure resort in Thousand
Palms, a desert region of central California.  It filed for Chapter
11 protection (Bankr. C.D. Cal. Case No. 12-36723) on Dec. 3, 2012.
The Debtor disclosed $31,280,992 in assets and $12,840,954 in
liabilities as of the Chapter 11 filing.  Judge Mark D. Houle
presides over the case.  Daniel A. Lev, Esq., and Steven Worth,
Esq., at SulmeyerKupetz, in Los Angeles, Calif., represent the
Debtor as counsel.


COLONY BEACH: Bankruptcy Court Order Rejecting Admin Claim Upheld
-----------------------------------------------------------------
The United States District Court for the Middle District of
Florida, Tampa Division, in its April 22, 2015 Order, in the case
docketed as WILLIAM MALONEY, as Chapter 7 Trustee for COLONY BEACH
& TENNIS CLUB, LTD., Appellant, v. COLONY BEACH & TENNIS CLUB
ASSOCIATION, INC., Appellee, CASE NO. 8:13-CV-480-T-33, affirmed
the Order issued by the Bankruptcy Court denying the Partnership
Trustee's "requested allowance of a priority administrative expense
. . . for alleged post-petition expenses incurred by the
Partnership in operating the resort hotel."

District Judge Virginia M. Hernandez Covington states that "the
Bankruptcy Court's thorough and thoughtful discussion of the
Partnership's entitlement to relief under Fed. R. Civ. O. 60(b)
should remain undisturbed" as it is the presiding bankruptcy judge
who is in the best position to clarify any apparent inconsistencies
in the court's rulings. Judge Covington concluded that the
Bankruptcy Court did not abuse its discretion when it denied the
Partnership Trustee's Motion (I) to Vacate Administrative Claim and
(II) for Entry of an Order Allowing Administrative Expense Claim.


A copy of the Judge Covington's April 22, 2015 Order, is available
at http://is.gd/4JPj07from Leagle.com.  

William Maloney, Appellant, represented by Roberta A. Colton --
RColton@trenam.com -- Trenam Kemker & Lori Virginia Vaughan --
LVaughan@trenam.com -- Trenam Kemker.

Colony Beach & Tennis Club Association, Inc., Appellee, represented
by Jeffrey Wayne Warren -- jwarren@bushross.com -- Bush Ross, PA &
Adam Lawton Alpert -- aalpert@bushross.com -- Bush Ross, PA.

           About Colony Beach & Tennis Club Association

Based in Longboat Key, Florida, Colony Beach & Tennis Club
Association, Inc., filed for chapter 11 bankruptcy protection
(Bankr. M.D. Fla. Case No. 08-16972) on Oct. 29, 2008.  The Hon.
K. Rodney May oversees the case.  Adam L. Alpert, Esq., Jeffrey W.
Warren, Esq., and Shane G. Ramsey, Esq., at Bush Ross, P.A., act
as the Debtor's bankruptcy counsel.  When it filed for bankruptcy,
the Association estimated $1 million to $10 million in estimated
assets and $10 million to $50 million in estimated debts.

               About Colony Beach & Tennis Club Ltd.

Also based Longboat Key, Colony Beach & Tennis Club, Ltd., filed
for Chapter 11 bankruptcy (Bankr. M.D. Fla. Case No. 09-22611) on
Oct. 5, 2009.  Judge K. Rodney May presides over the case.
Debtor's Counsel: Roberta A. Colton, Esq. -- racolton@trenam.com
-- at Trenam Kemker, serves as bankruptcy counsel.  When it filed
for bankruptcy, the Club estimated $1 million to $10 million in
estimated assets and $10 million to $50 million in estimated
debts.  The petition was signed by Murray J. Klauber, the Club's
president.

            About Colony Beach and Tennis Club Inc.

Colony Beach and Tennis Club, Inc., filed for Chapter 11
bankruptcy (Bankr. M.D. Fla. Case No. 13-00348) on Jan. 11, 2013,
represented by Michael C. Markham, Esq., at Johnson Pope Bokor
Ruppel & Burns, LLP.  Affiliates that simultaneously filed for
Chapter 11 are Colony Beach, Inc. (Case No. 13-00350), and Resorts
Management, Inc. (Case No. 13-00354).  Murray J. Klauber signed
the petition as president.  Each of the Debtors estimated under
$50,000 in assets and under $10 million in liabilities.


COMARCO INC: Going Concern Doubt Raised Amid De Minimis Revenues
----------------------------------------------------------------
In Comarco, Inc.'s annual report for the year ended Dec. 31, 2014,
Squar, Milner, Peterson, Miranda & Williamson, LLP, expressed
substantial doubt about the Company's ability to continue as a
going concern, citing that the Company has suffered recurring
losses and negative cash flow from operations, has negative working
capital and faces uncertainties surrounding the Company's ability
to raise additional funds.

"Our future is highly dependent on our ability to successfully
resolve our current litigation, capitalize on our portfolio of
patents, generate positive cash flows and obtain borrowings or
raise capital to meet our liquidity needs," the Company said in the
regulatory filing.

The Company generated de minimis revenue during the year ended
January 31, 2015.

As previously announced in August 2013, Lenovo Information Products
Co., Ltd., the Company's only material customer, notified us of
their intention to cease offering its Constellation product, the
power adapter we designed and developed for Lenovo, and terminated
its relationship with the Company.  The Company completed shipping
product to Lenovo during its third quarter ended Nov. 30, 2013.
The loss of Lenovo as a customer has had a material adverse impact
on results of operations.  The Company has reduced and/or
eliminated certain operating expenses to minimize future losses and
cash burn and will continue its efforts in this regard.

Two of the Company's recent litigation matters have concluded. In
the Chicony Power Technology, Co. Ltd. matter, effective as of May
15, 2014, Chicony entered into a settlement agreement with us that
dismissed all claims between the two parties arising from the
litigation.  Pursuant to the terms of the settlement agreement,
Chicony agreed to pay the Company $7.6 million. $4.0 million of the
settlement amount was paid on May 16, 2014, with the balance of
$3.6 million paid on May 30, 2014.  Of the $7.6 million, the
Company received $6.5 million, net of attorneys' fees and other
costs.

Regarding litigation with ACCO Brands USA LLC and its Computer
Products Group division (collectively "Kensington"), on February 4,
2014, the Company entered into a settlement and licensing agreement
with an effective date of Feb. 1, 2014 that dismissed all claims
between the two parties arising from this matter.  As part of the
settlement and licensing agreement with Kensington, the Company
recorded $0.2 million in other income, net during the fiscal year
ended January 31, 2015.

On March 10, 2014, the Company filed a lawsuit against Targus Group
International, Inc., for patent infringement, breach of contract,
intentional interference with contract, violation of business and
professional codes, misrepresentation and fraudulent concealment
(the "Federal Action").  Targus sought reexamination the patents at
issue. The Federal Action was voluntarily dismissed without
prejudice to re-filing the federal claims.  A state court action
for Breach of Contract, Fraudulent Concealment, Unfair Competition
and Accounting was then filed in the Orange County Superior Court
on June 5, 2014 (the "State Court Action").  On Dec. 4, 2014, the
Court ordered the State Court Action into Arbitration and the
arbitration hearing is set for December 2015.

On Feb. 13, 2015, the Company filed a lawsuit against Best Buy Co.,
Inc. for patent infringement under the patent laws of the United
States.  The complaint alleges that certain Best Buy power charging
products sold in the United States under the Rocketfish brand
infringe the Company's patented intellectual property.  This
lawsuit is part of the Company's ongoing and accelerated efforts to
methodically pursue those companies that the Company believes have
infringed on the intellectual property estate that the Company has
developed over the last 20 years.

On Feb. 3, 2015, the Company filed a lawsuit against Apple, Inc.
for patent infringement.  The complaint alleges that Apple products
sold in the United States utilizing the Apple Lightning power
supply adapter system, including most iPad, iPhone, and iPod
products, infringe the Company's patented intellectual property.
This lawsuit represents Comarco's most significant enforcement
effort to date, and demonstrates the Company's ongoing and
accelerating efforts to methodically pursue those companies that
the Company believes have infringed on the intellectual property
estate that the Company has developed over the last 20 years.

The Company believes its patent portfolio covering key technical
aspects of its products could potentially generate a future revenue
stream based upon royalties paid to the Company by others for the
use of some or all of its patents in third party products. The
Company continues to explore opportunities to expand, protect, and
monetize its patent portfolio, including through the sale or
licensing of its patent portfolio.  In the future, the Company may
resume its traditional activities, if and when possible.  However,
there are no assurances that any of these possible opportunities
will occur or be successful.

The Company had working capital totaling approximately $0.6 million
as of Jan. 31, 2015.  The Company believes that this working
capital will allow it to discharge non-contingent and non-disputed
liabilities and commitments in the normal course of business over
the next twelve months.

The Company continues to analyze a range of alternatives to build
and/or preserve value for its stakeholders, including, but not
limited to, exploring additional investment and incremental
financing from current and/or new investors.

The Company reported net income of $6.04 million on $nil of revenue
for the fiscal year ended Jan. 31, 2015, compared with a net loss
of $2.06 million on $4.43 million of revenue in 2014. Net income in
fiscal 2014 was primarily on account of a litigation settlement.

The Company's balance sheet at Jan. 31, 2015, showed $2.28 million
in total assets, $1.62 million in total liabilities and total
stockholders' equity of $657,000.

A copy of the Form 10-K filed with the U.S. Securities and Exchange
Commission is available at http://is.gd/NKXrK2

                        About Comarco Inc.

Based in Lake Forest, California, Comarco, Inc. (OTC: CMRO)
-- http://www.comarco.com/-- is a provider of innovative,
patented mobile power solutions that can be used to power and
charge notebook computers, mobile phones, and many other
rechargeable mobile devices with a single device.

The Company reported a net loss of $1.31 million on $0 of revenue
for the three months ended April 30, 2014, as compared with a net
loss of $1.47 million on $1.41 million of revenue for the same
period last year.

The Company's balance sheet at April 30, 2014, showed $971,000 in
total assets, $10 million in total liabilities and a $9.03 million
total stockholders' deficit.

Cash and cash equivalents at April 30, 2014, decreased $0.4
million to $0.7 million as compared to $0.4 million at April 30,
2013.



CONNOLLY CORP: S&P Affirms 'B' CCR & Rates 1st Lien Loas 'B'
------------------------------------------------------------
Standard & Poor's Rating Services affirmed its 'B' corporate credit
rating on Wilton, Conn.-based Connolly Corp.  The outlook is
stable.

At the same time, S&P affirmed its issue-level rating on the
first-lien revolver and term loan at 'B', and on the second-lien
term loan at 'CCC+'.  The respective '3' and '6' recovery ratings,
indicating S&P's expectation of meaningful recovery (50%-70%, at
the low end of the range) and negligible recovery (0%-10%),
respectively, in the event of a default, are unchanged.

The ratings affirmation reflects Connolly's narrow business focus
but good growth prospects in the domestic health care claims
recovery services market.  The company's solid market position,
profit stability, and revenue diversification were enhanced by the
2014 acquisition of iHealth, and its growth prospects are well
supported by the growth prospects of the health care industry,
which is likely to increase outsourcing of recovery audits.  "We
expect the company's margins to remain near current levels given
its strong market position, high customer retention rates, and
favorable industry fundamentals," said Standard & Poor's credit
analyst Peter Deluca.

Thanks to organic growth and the iHealth acquisition, the revenue
concentration of Connolly's recovery analytic contractor segment
has abated; this segment now represents less than 10% of total
revenue, down from 30% during 2013.  Accordingly, Standard & Poor's
revised its assessment of the company's business risk to "fair"
from "weak".

The stable outlook reflects Standard & Poor's expectations that
Connolly will continue to experience very high client retention and
generate substantial free cash flow while sustaining solid credit
metrics, including leverage in the low-5x area.



COUNTRY STONE: Court Okays $105K Sale of Inventory
--------------------------------------------------
U.S. Bankruptcy Judge Thomas L. Perkins authorized Country Stone
Holdings, Inc., et al., to:

   i) privately sell certain equipment and inventory owned by
Debtor Fort Wayne Landscape Supply, Inc., to Calhoun Lumber, Inc.;

  ii) privately sell certain inventory to Bonus Crop Fertilizer,
Inc.; and

iii) reject a lease of certain Fort Wayne, Indiana real estate
between Calhoun Brothers Lumber, as lessor, and debtor Fort Wayne
Landscape Supply, Inc., as lessee.

The Debtors are directed that promptly after the closing of each
private sale, they will file a report of sale: (i) identifying the
owner of the assets that were sold; (ii) stating whether to the
knowledge of the Debtors the sale proceeds may be encumbered by any
liens and, if so, the identifying of the lienholder(s); (iii)
stating the amount of the net proceeds realized from each sale.

As reported in the Troubled Company Reporter on April 20, 2015, the
Debtors sought approval to sell its remaining assets for $105,000.
The assets, which include equipment and inventory, were excluded
from the sale of County Stone's assets to Hyponex Corp. and
Techo-Bloc Inc. in December last year.  

Calhoun Lumber offered $55,000 to buy the assets located at a
facility in Fort Wayne, Indiana, which is being leased by its
affiliate to Fort Wayne Landscape Supply Inc., a unit of Country
Stone.  Bonus Crop offered to buy certain inventory for $50,000.

In connection with the sale, the lease for the Fort Wayne facility
will be rejected.

                      About Country Stone

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

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

Country Stone disclosed $45 million in liabilities.

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

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



CREDIT SUISSE GRP: Fitch Affirms 'BB+' Rating on Add'l Tier 1 Notes
-------------------------------------------------------------------
Fitch Ratings has affirmed Credit Suisse AG's Long-term Issuer
Default Rating (IDR) and senior debt ratings at 'A', Short-term IDR
and debt ratings at 'F1' and its Viability Rating (VR) at 'a'. The
Outlook on the Long-term IDR is Stable.  At the same time, Fitch
has affirmed the ratings of Credit Suisse's holding company (Credit
Suisse Group AG) and subsidiaries.

The rating affirmations are in conjunction with Fitch's review of
sovereign support for banks globally, which the agency announced in
March 2014.  In line with its expectations announced in March last
year and communicated regularly since then, Fitch believes
legislative, regulatory and policy initiatives have substantially
reduced the likelihood of sovereign support for US, Swiss and
European Union commercial banks.

As a result, Fitch believes that, in line with its Support Rating
(SR) definition of '5', extraordinary external support while
possible can no longer be relied upon for Credit Suisse.  Fitch
has, therefore, downgraded its SR to '5' from '1' and revised its
Support Rating Floor (SRF) to 'No Floor' from 'A'.  Credit Suisse's
Long-term IDR is driven by its VR and is therefore not affected by
actions on the bank's SR and SRF.

The ratings actions are also part of a periodic portfolio review of
the Global Trading and Universal Banks (GTUBs), which comprise 12
large and globally active banking groups.  A strong rebound in
earnings from securities businesses in 1Q15 is a reminder of the
upside potential banks with leading market shares can enjoy.
However, regulatory headwinds remain strong, with ever higher
capital requirements, costs of continuous infrastructure upgrades
and a focus on conduct risks.

As capital and leverage requirements evolve, GTUBs are reviewing
the balance of their securities operations with other businesses
and adapting their business models to provide the most
capital-efficient platforms for the future.  Fitch expects the
GTUBs' other core businesses, including retail and corporate
banking, wealth and asset management, to perform well as economic
growth, which Fitch expects to be strongest in the US and UK, will
underpin revenue.  However, pressure on revenue generation in a low
interest-rate environment is likely to persist, particularly in
Europe, but low loan impairment charges in domestic markets should
help operating profitability.

KEY RATING DRIVERS - VR, IDRs AND SENIOR DEBT

Credit Suisse's IDRs are driven by the bank's standalone strength
as reflected in its VR.  Credit Suisse's business model and its
capital/leverage position remain key drivers of its VR.

The VR benefits from Credit Suisse's strong and stable franchise in
global wealth management and, to a lesser extent, from its solid
asset management and Swiss domestic and retail banking franchises.
Credit Suisse is committed to allocating additional capital to its
non-investment banking franchise with the aim of achieving a
balanced split of risk-weighted assets (RWA) between its investment
banking and non-investment banking business (roughly 60:40 at
end-1Q15) which is in our view positive for Credit Suisse's risk
profile and the quality of its earnings base.

Credit Suisse's VR also reflects management's commitment to
maintaining sizeable and global investment banking operations whose
risk positions and earnings base are, in our view, more volatile
than for commercial banks.  In addition, while exposure to non-core
activities (largely from investment banking) was substantially
reduced in 2014 and 1Q15, Credit Suisse remains -similar to its
GTUB peers -- exposed to litigation and conduct risk.

Credit Suisse's revised leverage ratio targets, including a
fully-loaded Basel III Tier 1 leverage ratio target of 4% by
end-2015 (3.6% at end-1Q15) are supportive of its VR.  While its
core capitalization as expressed in its common equity Tier 1 ratio
(10% at end-1Q15) has improved by about 200 basis points in the
last two years (8% at end-2012), it remains at the lower end of its
GTUB peer group.  However, overall capitalzsation benefits from
substantial buffers of subordinated debt, which accounted for
around 8.5% of look-through RWA at end-1Q15 and has largely been
factored into its VR because of regulatory recognition.

Credit Suisse's strategy is transparent and strategic adjustments,
as with the establishment of non-core units, have been clearly
communicated and soundly executed.  The bank's VR reflects our view
that this will remain the case under Credit Suisse's new CEO who
will take office in June.

Fitch views Credit Suisse's overall risk controls and underwriting
standards as sound.  Domestic asset quality has remained strong
despite a slowdown of the Swiss economy.  Investment banking
exposures, which can be sizeable, are adequately controlled and
typically short-term.

Similar to most GTUB peers, Credit Suisse lags its profitability
targets (which include a return on equity of 15%; 10% in 1Q15).
However, the bank has a sound track record in meeting its
cost-cutting targets and additional cost saving measures announced
in April 2015 should support overall profitability.  In addition,
the earnings drag from its non-strategic units should reduce.  For
the remainder of 2015, revenue generation will, in our view,
continue to be challenging, both in wealth management and most
investment banking businesses.  Investment banking revenue in 1Q15
benefited from improved market conditions and seasonality effects.

Credit Suisse's VR also reflects the bank's diversified funding and
sound liquidity profile.  It factors in our expectation that the
bank will be able to continue running a central liquidity model
despite increasing regulatory demands on legal entity-specific
liquidity requirements.

The Stable Outlook on Credit Suisse's Long-term IDR reflects
Fitch's expectation that the bank will achieve its financial
targets, including its revised leverage ratio target, that earnings
volatility in its investment bank will remain moderate and that any
incremental litigation- or conduct-related charges will not
significantly affect capital and leverage ratio build-up.

RATING SENSITIVITIES - VR, IDRs AND SENIOR DEBT

Among the GTUBs, we expect Credit Suisse to remain more reliant on
its securities business franchise, which limits upside potential
for its VR.

Downside risk to Credit Suisse's VR is also limited given the
bank's well-defined strategy, overall risk appetite as well as its
sound risk control framework.  In addition, its revised leverage
ratio targets make a substantial increase in its risk appetite
unlikely in the medium-term.

However, one or several of the following developments could put
pressure on Credit Suisse's VR:

   -- Increasing reliance on its strong leveraged loans and
      securitized products business, such as a material increase
      in risk appetite in these businesses, including loosening
      underwriting standards;

   -- Despite its more narrow investment banking franchise, Fitch
      expects investment banking earnings to be adequately
      diversified to generate sufficient profitability in most
      market conditions.  Should earnings or risk volatility in
      the investment bank be higher than expected by Fitch, this
      would be negative for the bank's VR;

   -- Fitch expects Credit Suisse's leverage and capital ratios
      to improve further in 2015 and 2016.  Any significant
      slippage in progressing towards its leverage ratio target
      or a meaningful increase in RWA, eg following a
      recalibration of internal ratings-based models, could be
      VR-negative;

   -- Higher-than-expected litigation or conduct costs leading to
      additional related charges in a given quarter in excess of
      two quarters' pre-tax profit.

Fitch equalizes Credit Suisse's VR and Long-term IDR despite
significant layers of subordinated debt.  However, the same reason
could ultimately lead to a one notch uplift of Credit Suisse's
Long-term IDR relative to its VR if common equity capitalization
improves.  This is largely because Credit Suisse's subordinated
debt layers are a key rating driver of its VR (and considering them
for IDR uplift would effectively be double-counting) but also
because Fitch does not have sufficient visibility on Credit
Suisse's final capital and liability structure until (global)
regulatory requirements regarding debt and legal entity structures
have been finalized.

KEY RATING DRIVERS AND SENSITIVITIES - SR AND SRF

The SR and SRF reflect Fitch's view that senior creditors can no
longer rely on receiving full extraordinary support from the
sovereign in the event that Credit Suisse becomes non-viable.  In
Fitch's view, Swiss legislation and regulation to address the 'too
big to fail' problem for the two big Swiss banks are now
sufficiently progressed to provide a framework for resolving banks
that is likely to require senior creditors participating in losses,
if necessary, instead of or ahead of a bank receiving sovereign
support.

Any upgrade to the SR and upward revision to the SRF would be
contingent on a positive change in the sovereign's propensity to
support its banks.  While not impossible, this is highly unlikely
in Fitch's view.

KEY RATING DRIVERS AND SENSITIVITES - SUBORDINATED DEBT AND OTHER
HYBRID SECURITIES

Subordinated debt and other hybrid securities issued by Credit
Suisse, Credit Suisse Group AG and by various issuing vehicles are
all notched down from the VRs of Credit Suisse or Credit Suisse
Group AG in accordance with Fitch's assessment of each instrument's
respective non-performance and relative loss severity risk
profiles, which vary considerably.

Subordinated debt and other hybrid capital ratings are primarily
sensitive to a change in the VRs of Credit Suisse or Credit Suisse
Group AG.  The securities' ratings are also sensitive to a change
in their notching, which could arise if Fitch changes its
assessment of the probability of their non-performance relative to
the risk captured in the issuers' VRs.  This may reflect a change
in capital management in the group or an unexpected shift in
regulatory buffer requirements, for example.

KEY RATING DRIVERS AND SENSITIVITIES - HOLDING COMPANY

Credit Suisse Group AG's IDRs and VR are equalized with those of
Credit Suisse and reflect its role as the bank holding company and
modest double leverage at end-2014 at holding company level (around
106% according to Fitch's calculation, well within our usual
notching threshold of 120%).

In 1Q15, Credit Suisse started issuing total loss absorbing
capacity (TLAC) debt out of an entity guaranteed by its holding
company whose terms include an acknowledgement of Swiss resolution
powers including the partial or full write-down and cancellation of
interest and/or principal.  This is in line with the Swiss
regulator's preference for a single-point-of-entry resolution
approach.  Given Fitch's expectation for further significant TLAC
issuance linked to the holding company, the gradual build-up of
this additional buffer for the operating bank's senior creditors
could affect the relative positions of creditors of the holding
company and of the operating bank.

Credit Suisse Group AG's SR and SRF reflect Fitch's view that
support from the Swiss authorities for the holding company is
possible, but cannot be relied on, primarily because of the holding
company's low systemic importance on a standalone basis but also
taking into account progress with Swiss legislation and regulation
addressing 'too big to fail' banking groups.  As the SRF is 'No
Floor', the holding company's Long-term IDR is driven solely by its
VR and is therefore primarily sensitive to the same drivers as
Credit Suisse's VR.

TLAC senior notes are rated in line with Credit Suisse Group AG's
Long-term IDR and are therefore primarily sensitive to a change to
the Long-term IDR, in particular increasing double leverage (see
above).

KEY RATING DRIVERS AND SENSITIVITIES - SUBSIDIARY AND AFFILIATED
COMPANY

Credit Suisse International (CSI) is a UK-based wholly-owned
subsidiary of Credit Suisse Group AG, and Credit Suisse (USA) Inc.
(CSUSA) is the group's main US-based broker-dealer.  Their IDRs are
equalized with Credit Suisse's and reflect support from their
parent, as we view them as core to the group's strategy in its
investment banking business and integrated into the group's
securities operations.

The IDRs of Credit Suisse New York branch are at the same level as
those of Credit Suisse as the branch is part of the same legal
entity without any country risk restrictions.

CSI is incorporated as an unlimited liability company, which
underpins Fitch's view that there is an extremely high probability
that it would receive support from its parent, if needed.

In 2007, CSUSA's parent companies (Credit Suisse and Credit Suisse
Group AG) issued full, unconditional and several guarantees for the
company's outstanding SEC-registered debt securities, which in
Fitch's opinion demonstrates the important role of the subsidiary
and the extremely high probability that it would be supported, if
needed.

As CSI's and CSUSA's IDRs are equalized with Credit Suisse's, they
are primarily sensitive to changes in the parent's IDR.  The
subsidiaries' IDRs are also sensitive to changes in the parent's
propensity to provide support, which Fitch currently does not
expect.  In addition, while Fitch expects Credit Suisse's legal
entity structure to evolve in the short- to medium-term, we do not
expect Credit Suisse's propensity to support its main subsidiaries
to change as a result.

The rating actions are:

Credit Suisse:
Long-term IDR: affirmed at 'A', Outlook Stable
Short-term IDR: affirmed at 'F1'
Viability Rating: affirmed at 'a'
Support Rating: downgraded to '5' from '1'
Support Rating Floor: revised to 'No Floor' from 'A'
Senior unsecured debt (including programme ratings): affirmed at
'A'/'F1'
Senior market-linked notes: affirmed at 'Aemr'
Subordinated lower Tier 2 notes: affirmed at 'A-'
Subordinated notes: affirmed at 'BBB+'
Tier 1 notes and preferred securities: affirmed at 'BBB-'

Credit Suisse Group AG
Long-term IDR: affirmed at 'A', Outlook Stable
Short-term IDR: affirmed at 'F1'
Viability Rating: affirmed at 'a'
Support Rating: affirmed at '5'
Support Rating Floor: affirmed at 'No Floor'
Senior unsecured debt (including programme ratings): affirmed at
'A'/'F1'
Senior market-linked notes: affirmed at 'Aemr'
Subordinated notes: affirmed at 'A-'
Additional Tier 1 notes: affirmed at 'BB+'
Preferred stock (ISIN XS0148995888): affirmed at 'BBB'
Preferred stock (ISIN XS0112553291 and JPY30bn issue): affirmed at
'BBB-'

Credit Suisse International:
Long-term IDR: affirmed at 'A', Outlook Stable
Short-term IDR: affirmed at 'F1'
Support Rating: affirmed at '1'
Senior unsecured debt (including debt issuance and CP programme
ratings): affirmed at 'A'/'F1'
Dated subordinated notes: affirmed at 'A-'
Perpetual subordinated notes: affirmed at 'BBB'

Credit Suisse (USA) Inc.:
Long-term IDR: affirmed at 'A', Outlook Stable
Short-term IDR: affirmed at 'F1'
Support Rating: affirmed at '1'
Senior unsecured debt (including programme ratings): affirmed at
'A'
Commercial paper programme: affirmed at 'F1'
Subordinated notes: affirmed at 'A-'

Credit Suisse NY (branch):
Long-term IDR: affirmed at 'A', Outlook Stable
Short-term IDR: affirmed at 'F1'
Senior unsecured debt (including programme ratings): affirmed at
'A'
Commercial paper programme: affirmed at 'F1'
Senior market-linked notes: affirmed at 'Aemr'
Credit Suisse Group Funding (Guernsey) Limited
Senior unsecured notes (with TLAC language): affirmed at 'A'/'F1'
Credit Suisse Group (Guernsey) I Limited
Tier 2 contingent notes: affirmed at 'BBB-'
Credit Suisse Group (Guernsey) II Limited
Tier 1 buffer capital perpetual notes: affirmed at 'BB+'

Credit Suisse Group (Guernsey) IV Limited
Tier 2 contingent notes: affirmed at 'BBB-'


D.A.B. GROUP: 81-83 Rivington Compelled to Comply With ZLDA
-----------------------------------------------------------
U.S. Bankruptcy Judge Shelley C. Chapman granted the motion of
Simon Miller, as receiver appointed for the principal asset of
D.A.B. Group LLC, to compel 81-83 Rivington Corp. to comply with
its obligations under the Zoning Lot Development Agreement dated
April 2, 2008.

At the behest of the receiver, Judge Chapman has compelled 81-83
Rivington to execute the owners' affidavit in connection with
application to the New York City Board of Standards and Appeals to
extend the existing zoning entitlements for the property known as
139-141 Orchard Street, New York City.

81-83 Rivington is a creditor of the Debtor having filed a proof of
claim number 15 in the Court's register of claims in the case.
Rivington is a party to prepetition litigation with the Debtor and
a party to the ZLDA Agreement with the Debtor.

The Court's sale order approved and authorized and directed the
Debtor to effectuate the sale of the Debtor's property to Arcade
Orchard Street LLC or its assignee in accordance with the Sale
Agreement executed by and between the Debtor and the Purchaser.

The sale agreement requires the Debtor to "take such actions as are
reasonably necessary to extend or preserve the existing zoning and
building entitlements."  Moreover, the Sale Agreement provides for
the transfer and sale "to the extent transferrable pursuant to
allocable law, any licenses, certificates, permits, authorizations
or approvals relating to the Land, Building or Improvements or the
operation of thereof issued by any governmental authority,
including, without limitation, continuations, renewals or other
extensions from the BSA, zoning variances or, building permits;"
Finally, pursuant to section 14.1(l) of the sale agreement, it is a
condition to closing that: "Seller shall have used its best efforts
to facilitate the cooperation of the owner of 77-79 Rivington
Street, with respect to issues affecting both properties,
including, without limitation, the construction of walls to
separate the shared cellar, and any other items for which such
mutual cooperation would increase the value of both properties, it
being acknowledged and agreed that Seller's actions shall be on
notice to the mortgagee of 77-79 Rivington Street and that all
actions affecting 77-79 Rivington are subject to the approval of
the Bankruptcy Court and must be in compliance with applicable law
and not adversely affect either property, as reasonably determined
by the Bankruptcy Court."

Consummation of the sale of the property is the cornerstone of
consummation of the order confirming the Debtor's Plan.

Andrew B. Eckstein, Esq., at Blank Rome LLP, relates that pursuant
to the ZLDA Agreement, the parties thereto assigned certain excess
zoning rights to be used for the new building to be developed at
the property.  This permitted the development of a structure at the
property of a particular height and setback under the then current
zoning regulations.  Subsequent thereto, the surrounding
neighborhood was "downzoned" so that a structure of the size and
height contemplated for the property would no longer be permitted.

Nevertheless, the development of the property as contemplated in
the ZLDA Agreement and permitted under the existing building
permits was "grandfathered" as long as the New York City Board of
Standards and Appeals agreed to extend such ZLDA Agreement.  The
most recent extension expires in August 2015.  In order to apply
for a further extension, all parties to the ZLDA Agreement must
sign an "Owner's Affidavit" consenting to an application for such
an extension.  The parties' obligation to sign such a document is
expressly set forth in the ZLDA Agreement.  Absent the obtaining of
an extension of the ZLDA Agreement, the already constructed
superstructure of the development at the Property will not comply
with current zoning and several floors could be ordered dismantled.
Of course, this eventuality would severely and adversely impair
the value of the property.

In accordance with its obligations under the sale order and the
sale agreement, at the request of purchaser or its assignee, the
Debtor has sought to ensure that the zoning entitlements and
development rights embodied in the ZLDA Agreement are extended.  To
that end, the Debtor, and its affiliated debtor, 77-79 Rivington
Street Realty LLC, and also a party to the ZLDA Agreement, have
each signed the "Owners' Affidavit," a requirement of an
application to BSA for an extension of the property's existing
zoning entitlements.

Thus far, however, 81-83 Rivington, the owner of the abutting
parcel, has refused to sign the Owners' Affidavit in support of an
application to BSA for an extension of the Property's existing zone
entitlements.  This is notwithstanding its clear and unequivocal
obligation to do so under the ZLDA Agreement.  The owner of 81-83
Rivington has thus far asserted that, in litigation commenced
against the Debtor years before the Petition Date but still pending
as of the Petition Date, it is not obligated to sign the Owner's
Affidavit.

                         About DAB Group

D.A.B. Group LLC, owner of a stalled 16-story Allen Street Hotel
project in Orchard Street, New York, sought Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 14-12057) in Manhattan on July 14, 2014,
to pursue a prompt sale of the property.  The case is assigned to
Judge Shelley C. Chapman.

The property has been in the hands of a receiver since July 18,
2011.  Simon J.K. Miller, of Blank Rome LLP, serves as receiver.

J. Ted Donovan, Esq., at Goldberg Weprin Finkel Goldstein LLP, in
New York, serves as counsel to the Debtor.

DAB Group said in a court filing that its property is continguous
to the commercial property owned by its affiliate, 77-79 Rivington
Street Realty LLC (Bankr. S.D.N.Y. Case No. 14-10339).
Accordingly, DAB's Chapter 11 case is being filed as a related
proceeding.



DANCING WATERS: Case Summary & Largest Unsecured Creditor
---------------------------------------------------------
Debtor: Dancing Waters LLC
        P.O. Box 1330
        Burlington, WA 98233

Case No.: 15-13216

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: May 22, 2015

Court: United States Bankruptcy Court
       Western District of Washington (Seattle)

Judge: Hon. Timothy W. Dore

Debtor's Counsel: James L Day, Esq.
                  BUSH STROUT & KORNFELD LLP
                  601 Union St Ste 5000
                  Seattle, WA 98101
                  Tel: 206-292-2110
                  Email: jday@bskd.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Roger Sahlin, manager.

A list of the Debtor's largest unsecured creditor is available for
free at http://bankrupt.com/misc/wawb15-13216.pdf


DENDREON CORP: Hires Verdolino & Lowey as Wind-Down Consultants
---------------------------------------------------------------
Dendreon Corporation and its debtor-affiliates seek authorization
from the U.S. Bankruptcy Court for the District of Delaware to
employ Verdolino & Lowey, P.C. as wind-down consultants, nunc pro
tunc to April 22, 2015.

The Debtors require Verdolino & Lowey to:

   (a) advice and assist the Debtors with respect to the wind-down

       of the Debtors' business, including tax issues related
       thereto;

   (b) retention and maintenance of the Debtors' business records;

   (c) advice and assist the Debtors with respect to the wind-down

       of the Debtors' employee benefit and health plans;

   (d) advice and assist the Debtors with respect to
       reconciliation of claims against the Debtors' estates;

   (e) advice and assist the Debtors with respect to distributions

       required under the Plan; and

   (f) other such functions as requested by the Debtors or their
       counsel to assist in the Chapter 11 Cases and/or V&L's
       performance of its responsibilities as Plan Administrator
       upon the occurrence of the Effective Date.

Verdolino & Lowey will be paid at these hourly rates:

       Principals              $435
       Managers                $245-$395
       Staff                   $125-$375
       Bookkeepers             $110-$210
       Clerical                $90

Verdolino & Lowey will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Craig R. Jalbert, principal of Verdolino & Lowey, 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.

Verdolino & Lowey can be reached at:

       Craig R. Jalbert
       VERDOLINO & LOWEY, P.C.
       124 Washington Street, Suite 101
       Foxborough, MA 02035
       Tel: (508) 543-1720
       E-mail: cjalbert@vlpc.com

                         About Dendreon Corp

With corporate headquarters in Seattle, Washington, Dendreon
Corporation, a biotechnology company focused on the development of
novel cellular immunotherapies to significantly improve treatment
options for cancer patients.

Dendreon's first product, PROVENGE (sipuleucel-T), was approved by
the U.S. Food and Drug Administration (FDA) and became commercially
available for the treatment of men with asymptomatic or minimally
symptomatic castrate-resistant (hormone-refractory) prostate cancer
in April 2010.  Dendreon is traded on the NASDAQ Global Market
under the symbol DNDN.

Dendreon and its U.S. subsidiaries filed for Chapter 11 bankruptcy
protection (Bankr. D. Del.) on Nov. 10, 2014.  The Debtors
requested that their cases be jointly administered under Case No.
14-12515.  The petitions were signed by Gregory R. Cox, interim
chief financial officer and treasurer.

Dendreon sought bankruptcy protection after it reached agreements
on the terms of a financial restructuring with certain holders of
the Company's 2.875% Convertible Senior Notes due 2016 representing
84% of the $620 million aggregate principal amount of the 2016
Notes.  The financial restructuring may take the form of a
stand-alone recapitalization or a sale of the Company or its
assets.

The Debtors have engaged Skadden, Arps, Slate, Meagher & Flom LLP,
as counsel; Lazard Freres & Co. LLC, as investment banker;
AlixPartners, as restructuring advisors; and Prime Clerk LLC as
claims and noticing agent.

The Debtors disclosed $365 million in total assets and $664
million in total liabilities as of June 30, 2014.

The U.S. Trustee for Region 3 appointed three members to the
Official Committee of Unsecured Creditors.

                       *     *     *

Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for
the District of Delaware on April 14, 2015, approved the disclosure
statement explaining Dendreon Corp., et al.'s Chapter 11 plan of
liquidation and scheduled the confirmation hearing for June 2,
2015, at 10:00 a.m. (Eastern time).

The Debtors filed a plan of liquidation and accompanying Disclosure
statement following approval of the sale of substantially all of
their assets to Valeant Pharmaceuticals International.

A second amended acquisition agreement provides for a higher
purchase price, consisting of common  shares of Valeant, having an
aggregate value of $49.5 million as of the close of the market on
the Trading Day immediately prior to the Effective Date, paid to
the Debtors as partial consideration for the assets acquired by the
Purchaser pursuant to the Sale Order, plus $445.5 million in cash
to be delivered at closing of the sale transaction.  Pursuant to
the Second Amended Acquisition Agreement, if the amount of the
allowed prepetition general unsecured claims did not exceed $200
million in the aggregate, then the Valeant Shares could be
distributed proportionately in respect of the 2016 Noteholder
Claims.  The consideration under the Second Amended Acquisition
Agreement provided an additional $15 million in incremental value
to the Debtors' Estates over that provided for under the Amended
Acquisition Agreement, and $140 million more than the minimum
Qualified Bid.  The Acquired Assets under the Second Amended
Acquisition Agreement included all of the assets contemplated under
the Amended Acquisition Agreement, plus the D-3263 Assets and $80
million of cash and cash equivalents of the Debtors.

In their First Amended Plan, the Debtors said they anticipate that
the liquidation process would take six to twelve months. Wind-down
operating costs would include compensation expenses, insurance,
taxes, and the costs of orderly winding down healthcare and other
employee-related plans. Under a Chapter 7 liquidation, a change in
professionals would result in lost efficiencies, which is reflected
in a 25% increase in the wind-down budget. The Wind-Down Reserve is
calculated based on estimates and is being provided for
illustrative purposes only.


DEWEY & LEBOEUF: Emails to Play Key Role in Former Execs' Trial
---------------------------------------------------------------
Sara Randazzo, writing for The Wall Street Journal, reported that
when opening arguments kick off in a criminal trial over the
collapse of once-elite law firm Dewey & LeBoeuf LLP, emails will
play a starring role as prosecutors will be trying to prove that
three of the defunct firm's former leaders intentionally misled
banks and others in an ultimately futile effort to keep the firm
afloat.

Dewey's former chief financial officer, Joel Sanders, and his
co-defendants, former chairman Steven Davis and former executive
director Stephen DiCarmine, have denied any guilt, saying they
worked honestly to head off a 2012 bankruptcy that brought an end
to a firm with roots dating back more than a century, according to
the report.

Prosecutors in the office of Manhattan District Attorney Cyrus
Vance Jr. allege the three defendants intentionally inflated
revenue and used other accounting tricks to stay in compliance with
covenants on $100 million in term debt and revolving credit lines
of more than $130 million from four banks, the report related.

                      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: Reports $840,000 Net Loss in First Quarter
-------------------------------------------------------
Dr. Tattoff, Inc. filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing a net loss of $840,000
on $1.18 million of total revenue for the three months ended March
31, 2015, compared to a net loss of $1.44 million on $1.07 million
of total revenue for the same period in 2014.

As of March 31, 2015, the Company had $2.11 million in total
assets, $12.36 million in total liabilities and a $10.25 million
total shareholders deficit.

"We require substantial capital to fund our growth and will
continue to seek substantial amounts of capital to effectuate our
business plan.  We have experienced significant negative cash flow
from operations to date, and we expect to continue to experience
negative cash flow in the near future.  Our inability to generate
sufficient funds from operations and external sources will have a
material adverse effect on our business, results of operations and
financial condition.  If we are not able to raise additional funds,
we will be forced to significantly curtail or cease our
operations," the Company said in the report.

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

                        http://is.gd/sHrgXi

                         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.

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.


EAGLE ROCK: S&P Affirms 'B-' CCR & Puts on CreditWatch Positive
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings, including
its 'B-' corporate credit rating, on exploration and production
(E&P) master limited partnership (MLP) Eagle Rock Energy Partners
L.P. and placed them on CreditWatch with positive implications. The
CreditWatch placement reflects a strong likelihood for an upgrade
at the close of its acquisition by 'B+' rated MLP Vanguard Natural
Resources.

S&P expects to resolve the CreditWatch near the time of the
acquisition's closing, which the companies expect to occur in the
third quarter of 2015.

"We placed the ratings on Eagle Rock on CreditWatch with positive
implications based on our view that an upgrade is likely following
the close of its acquisition by Vanguard Natural Resources," said
Standard & Poor's credit analyst Michael Tsai.

S&P expects to raise the corporate credit rating on Eagle Rock
following its acquisition by Vanguard Natural Resources, which S&P
rates 'B+'.  Additionally, S&P will review the debt ratings in
light of the resulting capital structure.  S&P expects to resolve
the CreditWatch listing near the close of the transaction, which
the companies expect to occur during the third quarter of 2015.



EARL GAUDIO: David Kleiman Approved as Mediator
-----------------------------------------------
U.S. Bankruptcy Judge Mary P. Gorman authorized Earl Gaudio & Son,
Inc., to employ David H. Kleiman, Esq., as mediator for an
adversary proceeding.

On March 19, 2014, the Debtor commenced Adversary Proceeding
14-09010 seeking recovery based on fraudulent transfer and
conversion claims against Dennis Gaudio, Eric Gaudio, 1803, LLC and
Gaudio
Diversified Ventures, LLC.  Pursuant to a request of the
defendants, reference of the Adversary Proceeding to the Bankruptcy
Court was withdrawn, and the matter is now pending in the District
Court for the Central District of Illinois.

The Debtor and the defendants have agreed that it is in their
respective best interests and in the interests of the estate to
attempt to resolve the Adversary Proceeding through mediation,  and
have mutually agreed on a proposed mediator.

Accordingly the Debtor, by and through First Midwest Bank as
custodian, filed an application to employ Mr. Kleiman as mediator.

To the best of the Debtor's knowledge, Mr. Kleiman does not hold or
represent any interest adverse to the Debtor's estate or its
creditors.

                  About Earl Gaudio & Son, Inc.

Earl Gaudio & Son, Inc., filed a Chapter 11 petition (Bankr. C.D.
Ill. Case No. 13-90942) on July 19, 2013.  The petition was signed
by Angela E. Major Hart, as authorized signer of First Midwest
Bank, custodian.  Judge Gerald D. Fines presides over the case.
The Debtor disclosed $11,849,187 in assets and $8,489,291 in
liabilities as of the Chapter 11 filing.  John David Burke, Esq.,
and Ben T. Caughey, Esq., at Ice Miller, LLP, serve as the
Debtor's counsel.

The U.S. Trustee appointed five creditors to serve in the Official
Committee of Unsecured Creditors.  The Committee retained Evans,
Forehlich, Beth & Chamley as its local counsel, and Rubin & Levin,
P.C., as its counsel.



EL PASO CHILDREN'S HOSPITAL: Files Complaint vs. Cymetrix
---------------------------------------------------------
El Paso Children's Hospital Corporation has commenced in Bankruptcy
Court an adversary proceeding against Navigant Healthcare Cymetrix
Corporation f/k/a Cymetrix Corporation.

Prior to the Petition Date, the Debtor hired Cymetrix to perform
crucial cash flow-related services, including processing
reimbursement from insurers, so that it could focus on building its
clinical pediatric services.  Under the contemplated arrangement,
Cymetrix was to operate the Debtor's Financial Services Department
and handle the back-office functions through which claims are
submitted, thus freeing up the Debtor to concentrate on its mission
of providing quality pediatric care.

To this end, prior to opening its doors to patients, on Sept. 1,
2011, the Debtor and Cymetrix executed a Master Services Agreement
(the "MSA"), which set forth the general terms of the parties'
relationship. The parties also executed two separate Statements of
Work that identified specific services that Cymetrix agreed to
perform for the Debtor.  Under Statement of Work No. 1, Cymetrix
assumed responsibility for providing revenue cycle services and
solutions to the Debtor. Under Statement of Work No. 3, the
Defendant agreed to be responsible for the Debtor's clinical coding
system -- the process by which components of the provision of
patient care are translated into medical billing codes used by
Medicare, Medicaid, and private health insurers to process hospital
bills for payment.

Around the time that the Debtor opened its doors to patients, in
February 2012, the Debtor and Cymetrix executed Statement of Work
No. 2 (collectively with the MSA, the Statement of Work No. 1 and
Statement of Work No. 3, the "Contract Documents").  Pursuant to
Statement of Work No. 2, Cymetrix agreed to perform all patient
billing and account servicing functions, which included scanning
patient charts, pulling relevant treatment and billing data from a
patient's records, billing the appropriate payer for the patient,
receiving the claim response and any remittance, logging those
items in the Debtor's billing system, identifying any denied
claims, and timely appealing and working to overturn denied
claims.

The contractual formula for Cymetrix's required performance under
Statement of Work No. 2 obligated collection of at least 96% of the
two prior months' averaged net revenue for the Debtor.  Such
contractual formula was intentionally designed to ensure that
Cymetrix's claims processing and collection work would yield
sufficient cash flow to fund the Debtor's operations.

Cymetrix failed to perform as it promised under the Contract
Documents.  As early as July 2012, the Debtor expressed to Cymetrix
its serious concerns that Cymetrix was not performing as agreed and
particularly, was not processing bills for payment in a timely
manner, thus creating a ballooning backlog of unprocessed claims
that would become uncollectible due to the passing of time. Despite
Cymetrix's failures, which directly impaired the Debtor's cash
flow, Cymetrix vigorously pursued collection of amounts owed to it
by the Debtor.

After a series of attempts to cajole at least adequate performance
by Cymetrix under the Contract Documents, and following Cymetrix's
persistent failures, the Debtor terminated the Contract Documents
effective July 31, 2014.

Prior to the Petition Date, on February 26, 2015, Cymetrix filed a
petition in the District Court for the 362nd Judicial District,
Denton County, Texas.  The lawsuit was brought by Navigant
Healthcare Cymetrix Corporation, Cymetrix's new corporate owner, in
the face of the history of Cymetrix's failures to recover damages
against the Debtor.

With no notice to Debtor and providing Debtor no opportunity to
object, on the same day it filed the petition, Cymetrix requested
that the Denton Court issue a prejudgment writ of garnishment
against the Debtor.  Relying upon its false assertion that the debt
owed to it from the Debtor was not disputed and citing to its
concerns about the Debtor's insolvency, Cymetrix obtained an
ex-parte prejudgment garnishment against a Wells Fargo Bank, N.A.,
bank account owned by the Debtor via the Order on Debtor's
Pre-Judgment Writ of Garnishment.  Cymetrix obtained a prejudgment
writ of garnishment against the Debtor over nearly a million
dollars in the Debtor's operating funds.

The Debtor is asking the Bankruptcy Court to enter judgment against
Cymetrix, and declare that:

   * the Garnishment is avoided pursuant to Sec. 547 of the
Bankruptcy Code;

   * The Debtor recover the value of any funds subject to the
Garnishment pursuant to Sec. 550;

   * Any lien created by the Garnishment is preserved for the
benefit of the Debtor's estate pursuant to Sec. 551;

   * Any claim held by the Defendant is disallowed pursuant to Sec.
502(d); and

   * The Debtor is awarded prejudgment interest that has accrued
since the Debtor's first demand for return of the funds subject to
the Garnishment and its reasonable fees' and costs in bringing this
action.

A copy of the Complain is available for free at:

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

                 About El Paso Children's Hospital

El Paso Children's Hospital Corporation operates the El Paso
Children's Hospital, the only not-for-profit children's hospital in
the El Paso region and the only dedicated pediatric hospital within
a 200-mile radius of El Paso, Texas.  The hospital opened its doors
in February 2012, features 122 private pediatric rooms, and is
located at the campus of El Paso County Hospital District d/b/a
University Medical Center of El Paso ("UMC").

The Company sought Chapter 11 protection (Bankr. W.D. Tex. Case No.
15-30784) in El Paso, Texas on May 19, 2015.  The case is assigned
to Judge H. Christopher Mott, following disputes with UMC.

The Debtor tapped Jackson Walker LLP as counsel.

The Debtor estimated $50 million to $100 million in assets and
liabilities.


EL PASO CHILDREN'S HOSPITAL: Files Complaint vs. First Health Plans
-------------------------------------------------------------------
El Paso Children's Hospital Corporation has commenced in Bankruptcy
Court an adversary proceeding against El Paso First Health Plans,
Inc.

At the mandate of El Paso County Hospital District d/b/a University
Medical Center of El Paso ("UMC"), the Debtor utilizes UMC's
wholly-owned subsidiary managed care company, El Paso First Health
Plans, Inc. for management of certain indigent care programs.

The Debtor claims that:

   -- UMC exerted undue influence in the preparation and
negotiation of the Provider Agreement dated March 9, 2012,
resulting in significant underpayment to El Paso First for its
provision of healthcare services to enrollees of El Paso First;

   -- From 2012 through the April 1, 2015, the Debtor made
transfers of services to enrollees of El Paso First for which it
received inadequate consideration in the form of undermarket
reimbursement ("EPF Transfers");

   -- El Paso First has underpaid the Debtor for services provided
by paying undermarket, below-cost rates to the Debtor; and

   -- El Paso First has provided services to enrollees of its
health plan at rates as low as 11% of billed charges.

The Debtor asks that the Bankruptcy Court (a) enter judgment
against El Paso First in an amount necessary to fully compensate
the Debtor for the fair market value of its services, as requested
herein; (b) declare that the EPF Transfers and the obligations
represented thereby are avoided pursuant to Sec. 548 of the
Bankruptcy Code and that Debtor recover the value of the EPF
Transfers; and (c) award the Debtor its reasonable fees' and costs
in bringing this action and the interest that has accrued since
first demand.

A copy of the Complaint is available for free at:

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

                 About El Paso Children's Hospital

El Paso Children's Hospital Corporation operates the El Paso
Children's Hospital, the only not-for-profit children's hospital in
the El Paso region and the only dedicated pediatric hospital within
a 200-mile radius of El Paso, Texas.  The hospital opened its doors
in February 2012, features 122 private pediatric rooms, and is
located at the campus of El Paso County Hospital District d/b/a
University Medical Center of El Paso ("UMC").

The Company sought Chapter 11 protection (Bankr. W.D. Tex. Case No.
15-30784) in El Paso, Texas on May 19, 2015.  The case is assigned
to Judge H. Christopher Mott, following disputes with UMC.

The Debtor tapped Jackson Walker LLP as counsel.

The Debtor estimated $50 million to $100 million in assets and
liabilities.


EL PASO CHILDREN'S HOSPITAL: Proposes Mediation Terms With UMC
--------------------------------------------------------------
El Paso Children's Hospital Corporation filed with the Bankruptcy
Court a motion to compel El Paso County Hospital District d/b/a
University Medical Center of El Paso ("UMC") to participate in
mediation.  

The Debtor operates its 122-bed children's hospital at the campus
of UMC pursuant to various agreements.  The Debtor claims that the
agreements are lopsided.  UMC sought to terminate the agreements
amid mounting payables by the Debtor.  As of Sept. 30, 2014, UMC
asserted that it was owed in excess of $81 million from the Debtor.
The Debtor, which is in financial distress, claims it only owes a
fraction of the amount claimed by UMC.

Taking into consideration the prior two mediations in which the
parties have previously participated, as well as their informal
negotiations prior to the Petition Date, the Debtor believes that
the mediation requested herein is more likely to be successful and
efficient under certain parameters:

First, the Debtor believes that the issues between UMC and the
Debtor implicate bankruptcy law in such a crucial way that a
sitting (or former) Bankruptcy Judge is the most appropriate and
qualified person to serve as the Mediator.  The Debtor believes
that the ability of a neutral to evaluate the issues between UMC
and the Debtor could be a powerful catalyst for resolution,
particularly if the mediator is a bankruptcy judge.  Accordingly,
the Debtor requests that the Court appoint a sitting (or former)
bankruptcy judge to serve as the mediator.

In this vein, the Debtor also proposes that for this mediation that
only one representative (with authority to resolve the dispute)
from each of the Debtor and UMC, along with their counsel, attend
the mediation.

The Debtor also proposes that the parties be required to mediate by
a date certain in the immediate future.

Further, if an agreement is reached that is subject to approval by
the El Paso Commissioner's Court, the Debtor requests that the
agreement be binding upon the Debtor and UMC, and the parties then
submit the agreement to the Commissioner's Court, with the parties
then having no ability, right, or opportunity to revise or
terminate the agreement reached at the mediation.

The Debtor believes such parameters are necessary given that it
must administer its bankruptcy case as efficiently as possible, and
given the history of the parties' mediations, are most likely to
result in a final agreement.

                 About El Paso Children's Hospital

El Paso Children's Hospital Corporation operates the El Paso
Children's Hospital, the only not-for-profit children's hospital in
the El Paso region and the only dedicated pediatric hospital within
a 200-mile radius of El Paso, Texas.  The hospital opened its doors
in February 2012, features 122 private pediatric rooms, and is
located at the campus of El Paso County Hospital District d/b/a
University Medical Center of El Paso ("UMC").

The Company sought Chapter 11 protection (Bankr. W.D. Tex. Case No.
15-30784) in El Paso, Texas on May 19, 2015.  The case is assigned
to Judge H. Christopher Mott, following disputes with UMC.

The Debtor tapped Jackson Walker LLP as counsel.

The Debtor estimated $50 million to $100 million in assets and
liabilities.


EL PASO CHILDREN'S HOSPITAL: Sues UMC in Bankruptcy Court
---------------------------------------------------------
El Paso Children's Hospital Corporation has commenced in Bankruptcy
Court an adversary proceeding against El Paso County Hospital
District d/b/a University Medical Center of El Paso ("UMC").

The Debtor asserts bankruptcy claims pursuant to 11 U.S.C. Sec.
547, 548, and 550, stemming from, among other things, the
avoidability of UMC's preferential lien filing against the Debtor
within a year of the Petition Date ("UMC Lien") and from
obligations taken on by the Debtor at the insistence of UMC for
inadequate consideration.  

The Debtor also seeks injunctive relief to prevent UMC from pushing
forward with any assertion that their agreements terminated prior
to the Petition Date.  The Debtor says that
termination of the agreements would severely undermine, if not
destroy, the Debtor's ability to provide patient care.

Finally, the Debtor also seeks a declaratory judgment concerning
UMC obligating the Debtor to make overpriced rental payments for
its use of its premises on the UMC campus, despite the Debtor's
continued provision of medical services to El Paso's indigent
pediatric population.

The Debtor operates its 122-bed children's hospital at the campus
of UMC.  UMC and the Debtor entered into a multitude of agreements
including a master agreement, a lease for the space on which the
Debtor operates on the UMC campus, several development series and
repayment agreements that cover the provision and repayment of
working capital, administrative services agreements for the
provision of services necessary for the Debtor to operate, ranging
from housekeeping and dietary to payroll, accounting, revenue
cycle, human resources, equipment lease agreements, and labor
service agreements.

According to the Debtor, UMC has charged the Debtor multiples of
its actual costs for myriad services, rent, and ancillary items.
These UMC charges were not only above its own cost but far more
than what the Debtor would pay third-party vendors for equivalent
services.

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

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

                 About El Paso Children's Hospital

El Paso Children's Hospital Corporation operates the El Paso
Children's Hospital, the only not-for-profit children's hospital in
the El Paso region and the only dedicated pediatric hospital within
a 200-mile radius of El Paso, Texas.  The hospital opened its doors
in February 2012, features 122 private pediatric rooms, and is
located at the campus of El Paso County Hospital District d/b/a
University Medical Center of El Paso ("UMC").

The Company sought Chapter 11 protection (Bankr. W.D. Tex. Case No.
15-30784) in El Paso, Texas on May 19, 2015.  The case is assigned
to Judge H. Christopher Mott, following disputes with UMC.

The Debtor tapped Jackson Walker LLP as counsel.

The Debtor estimated $50 million to $100 million in assets and
liabilities.


EVERYWARE GLOBAL: Court Confirms Chapter 11 Restructuring Plan
--------------------------------------------------------------
EveryWare Global, Inc., on May 22 disclosed that the U.S.
Bankruptcy Court for the District of Delaware, which has been
overseeing the Company's Chapter 11 proceedings following its
filing on April 7, 2015, confirmed the Company's financial
restructuring plan that, among other things, will substantially
reduce the Company's long-term debt.

The plan, as supplemented, provides for the cancellation of the
Company's existing common stock.  The Company's existing common
stockholders and holders of in-the-money warrants (other than the
Company's prepetition term loan lenders and their affiliates and
certain stockholders affiliated with the Company) will receive cash
equal to $0.06 per existing share of common stock.  The plan
provides that the Company's prepetition term loan lenders will
receive approximately 96.3% of the reorganized Company's common
stock in exchange for their term loans.  The plan provides that all
shares of the Company's currently outstanding preferred stock will
be cancelled and holders of the existing preferred stock will
receive shares of new common stock equal to approximately 2.5% of
the reorganized Company's common stock.  The plan provides that the
Company's prepetition term loan lenders and their affiliates and
certain stockholders affiliated with the Company who hold existing
common stock and existing in-the-money warrants will receive
approximately 1.2% of the reorganized Company's common stock.
Out-of-the-money options and warrants will be cancelled pursuant to
the plan of reorganization.

"We are very pleased that the Bankruptcy Court has confirmed our
restructuring plan," said Sam Solomon, President and Chief
Executive Officer of EveryWare Global.  "As we prepare to exit
bankruptcy, we are in a much stronger financial position and now
have the opportunity to grow by investing in our brands, innovation
and customer relationships."

EveryWare Global expects to finalize all proceedings and emerge
from Chapter 11 promptly.

                    About EveryWare Global

Headquartered in Lancaster, Ohio, EveryWare (Nasdaq:EVRY) is a
marketer of tabletop and food preparation products for the consumer
and foodservice markets, with operations in the United States,
Canada, Mexico and Asia.  The company has more than 1,500 personnel
throughout the United States.  Sales and marketing functions are
managed from executive offices in Lancaster, Ohio, with staff
located in Melville, New York, New York City, and Oneida, New
York.

The primary operating subsidiaries, Oneida Ltd. and Anchor Hocking,
LLC, were founded in 1848 and 1873, respectively.  In 2011,
investment funds affiliated with the Monomoy Capital Partners
completed their acquisition of these companies and, in March 2012,
integrated them under the EveryWare brand.  In May 2013, a merger
was completed where EveryWare became a wholly-owned subsidiary of
ROI Acquisition Corp. ("ROI"), a special purpose acquisition
company sponsored by affiliates of the Clinton Group, Inc., and ROI
was renamed EveryWare Global Inc.

As of Sept. 30, 2014, EveryWare reported assets of $238 million and
liabilities of $380 million.

EveryWare Global, Inc., commenced a Chapter 11 bankruptcy case to
implement a prepackaged financial restructuring that converts $248
million of the long-term debt to 96% of the common stock of the
company post-emergence.

EveryWare Global filed its Chapter 11 petition (Bankr. D. Del.) on
April 7, 2015, and 12 affiliated debtors filed petitions on April
8, 2015.  The cases are pending before Judge Laurie Selber
Silverstein, and the debtors are seeking joint administration under
Case No. 15-10743.

The Debtors tapped Kirkland & Ellis LLP, as general bankruptcy
counsel; Pachulski Stang Ziehl & Jones LLP, as local bankruptcy
counsel; Jefferies LLC, as financial advisor; Alvarez & Marsal
North America, LLC, to provide a CRO and Interim VP of Finance; and
Prime Clerk LLC as claims and noticing agent.

                         *     *     *

Judge Silverstein will convene a combined hearing on the adequacy
of EveryWare Global, Inc., et al.'s Disclosure Statement and
confirmation of the joint prepackaged Chapter 11 plan of
reorganization on May 20, 2015, at 2:00 p.m., prevailing Eastern
Time.  Any objections to the Disclosure Statement or confirmation
of the Plan must be filed by May 8 and any replies to the
objections must be filed by
May 13.


EXPRESS ENERGY: Moody's Withdraws 'B3' Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service has withdrawn all ratings on Express
Energy Services, LLC, including its B3 Corporate Family Rating, the
B3 rating assigned to its $220 million first lien secured term
loan, its B3-PD Probability of Default Rating and its SGL-2
Speculative Grade Liquidity Rating.

Moody's has withdrawn the rating because it believes it has
insufficient or otherwise inadequate information to support the
maintenance of the rating.

Established in 2000, Express Energy was acquired in June 2008 by a
private equity consortium at the then height of the commodity price
upswing. Following an ensuing Chapter 11 bankruptcy filing, the
company emerged from bankruptcy in January 2010 under a plan of
reorganization which converted the company's debt into equity in a
new company focused on its Well Construction and Well Testing
segments. In September 2014, Express Energy agreed to be acquired
by funds affiliated with Apollo Global Management, LLC. Term loan
proceeds along with equity from funds affiliated with Apollo were
used to fund the acquisition.

Express Energy Services, LLC is a privately owned oilfield service
and equipment provider headquartered in Houston, Texas.


FIRST PHILADELPHIA: Final Decree Entered; Chapter 11 Case Closed
----------------------------------------------------------------
U.S. Bankruptcy Judge Gloria M. Burns entered a final decree
closing the Chapter 11 case of First Philadelphia Holdings LLC.

The Court entered the final decree on May 4, 2015, after finding
that the Debtor has been fully administered.

Judge Burns following a hearing on June 19, 2014, entered an order
confirming the Amended Plan of Liquidation filed by the Debtor.
The Plan was modified to incorporate terms that were read into the
record at the confirmation hearing:

  A) In the event that an auction sale, a bid with respect to or
     other transfer of the Property as contemplated in the Plan
     does not occur on or before Dec. 31, 2014, or such later
     date as may be agreed to among the Debtor, 6501 NSR, LLC and
     the Pennsylvania Infrastructure Investment Authority, 6501
     NSR, LLC and Penn Vest shall, without the need for further
     order of this Court, be granted relief from the automatic
     stay of Section 362 of the Bankruptcy Code to exercise any
     and all rights available to them under applicable law, at
     equity or otherwise;

  B) The auction sale, bid with respect to or other transfer of
     the Property under the Plan (except to the extent payment in
     cash is received by 6501 NSR, LLC and Penn Vest, thus
     reducing the amount of any claim asserted by 6501 NSR, LLC
     and Penn Vest, shall not operate to reduce any obligation(s)
     of the Debtor's principal, George M. Diemer, or any person or
     entity other than the Debtor (including, without limitation,
     Burnt Mill Associates and Woodlane Associates, L.P.), to 6501
     NSR, LLC and Penn Vest;

  C) In consultation with 6501 NSR, LLC and Penn Vest, the Debtor
     and its real estate broker will develop a marketing strategy
     for the Property which strategy shall include, but not be
     limited to:

        i) Marketing the Property, in accordance with the revised
           bid procedures at an initial amount of $8,000,000 for a

           Nov. 21, 2014 auction date, with all qualified bids to
           be received on or before Nov. 14, 2014 at 5:00 p.m.
           EST, through The New York Times, The Wall Street
           Journal, The Philadelphia Inquirer and any other
           periodical(s), as applicable;

       ii) Further marketing of the Property through an email
           marketing blast sent out by the Debtor's Court
           appointed real estate broker to a list of developers
           and typical purchasers in an effort to garner
           additional interest from a known community;

      iii) In the event that there is more than one party
           interested in bidding with respect to the Property,
           providing for an auction of the Property, in a manner
           described in the Bid Procedures, on Nov. 21, 2014; and

       iv) As recognized by, and in furtherance of the provisions
           of the Plan, including, without limitation, Section
           F.1.(k) of the Plan, 6501 NSR, LLC and Penn Vest shall
           be permitted to credit bid with respect to the amount
           of all of the debt owing to them by the Debtor;
           provided, however, that with respect to any liens,
           claims, encumbrances or interests that are senior to
           either of the foregoing parties, any such bid to the
           extent of such senior lien, claim, encumbrance or
           interest must be in cash.

As reported in the TCR on April 9, 2014, the Debtor proposed a
Liquidating Plan, where it sought to accomplish payments by (i)
marketing its real estate for sale, (ii) making payment to its
secured creditors from the proceeds of the sale, and (iii) making
payment to unsecured creditors funded by  the Debtor's sole member
George Diemer, who has committed to fund a $20,000 distribution.

The real property in question is located at 6501 New State Road
aka Tacony Street, Philadelphia, Pennsylvania.

              About First Philadelphia Holdings, LLC

First Philadelphia Holdings, LLC, is a Pennsylvania limited
liability company formed on or about March 14, 2005.  The Debtor
is headquartered in New Jersey and is in the business of owning
real estate located at 6501 New State Road a/k/a Tacony Street,
Philadelphia, Pennsylvania.

The Company filed a Chapter 11 petition (Bankr. D.N.J. Case No.
12-39767) on Dec. 21, 2012.  The Debtor scheduled $15,000,000 in
assets and $10,346,981 in liabilities as of the Chapter 11 filing.
Judge Gloria M. Burns presides over the case.

Maureen P. Steady, Esq., who has an office in Marlton, New Jersey,
serves as the Debtor's bankruptcy counsel.  In its schedules, the
Debtor disclosed $15,000,000 in total assets and $10,346,981 in
total liabilities.

No official committee of unsecured creditors, trustee or examiner
has been appointed in the Debtor's Chapter 11 case.



FREESEAS INC: To Hold Annual Meeting on June 12
-----------------------------------------------
The 2015 annual meeting of shareholders of FreeSeas Inc., will be
held on June 12, 2015, at the principal executive offices of the
Company at 10, Eleftheriou Venizelou Street (Panepistimiou Ave.)
106 71, Athens, Greece, at 17:00 Greek time/10:00 am Eastern
Standard Time.  The purposes of the Annual Meeting are:

   1. To elect one director of the Company to serve until the 2018
      Annual Meeting of Shareholders;
  
   2. To consider and vote upon a proposal to ratify the
      appointment of RBSM LLP, as the Company's independent
      registered public accounting firm for the fiscal year ending

      Dec. 31, 2015;

   3. To grant discretionary authority to the Company's board of
      directors to (A) amend the Amended and Restated Articles of
      Incorporation of the Company to effect one or more
      consolidations of the issued and outstanding shares of
      common stock, pursuant to which the shares of common stock
      would be combined and reclassified into one share of common
      stock ratios within the range from 1-for-2 up to 1-for-50
      and (B) determine whether to arrange for the disposition of
      fractional interests by shareholder entitled thereto, to pay
      in cash the fair value of fractions of a share of common
      stock as of the time when those entitled to receive such
      fractions are determined, or to entitle shareholder to
      receive from the Company's transfer agent, in lieu of any
      fractional share, the number of shares of common stock
      rounded up to the next whole number, provided that, (X) that
      the Company shall not effect Reverse Stock Splits that, in
      the aggregate, exceeds 1-for-50, and (Y) any Reverse Stock
      Split is completed no later than the first anniversary of
      the date of the Annual Meeting; and

   4. To transact other business as may properly come before the
      Annual Meeting and any adjournments or postponements
      thereof.

The Company's Board of Directors has fixed the close of business on
May 19, 2015, as the record date for determining those shareholders
entitled to notice of, and to vote at, the Annual Meeting and any
adjournments or postponements thereof.

All shareholders are invited to attend the Annual Meeting in
person.  Those shareholders who are unable to attend are urged to
execute and return the proxy card enclosed with the Proxy Statement
as promptly as possible.  Shareholders who execute a proxy card may
nevertheless attend the Annual Meeting, revoke their proxy and vote
their shares in person.  "Street name" shareholders who wish to
vote their shares in person will need to obtain a voting
instruction form from the brokers or nominees in whose name their
shares are registered.

                         About FreeSeas Inc.

Headquartered in Athens, Greece, FreeSeas Inc., formerly known as
Adventure Holdings S.A., was incorporated in the Marshall Islands
on April 23, 2004, for the purpose of being the ultimate holding
company of ship-owning companies.  The management of FreeSeas'
vessels is performed by Free Bulkers S.A., a Marshall Islands
company that is controlled by Ion G. Varouxakis, the Company's
Chairman, President and CEO, and one of the Company's principal
shareholders.

The Company's fleet consists of six Handysize vessels and one
Handymax vessel that carry a variety of drybulk commodities,
including iron ore, grain and coal, which are referred to as
"major bulks," as well as bauxite, phosphate, fertilizers, steel
products, cement, sugar and rice, or "minor bulks."  As of
Oct. 12, 2012, the aggregate dwt of the Company's operational
fleet is approximately 197,200 dwt and the average age of its
fleet is 15 years.

Freeseas reported a net loss of $12.7 million in 2014, a net loss
of $48.7 million in 2013 and a net loss of $30.9 million in 2012.

As of Dec. 31, 2014, the Company had $64.25 million in total
assets, $39.2 million in total liabilities and $25 million total
shareholders' equity.

RBSM LLP, in New York, issued a "going concern" qualification on
the consolidated financial statements for the year ended Dec. 31,
2014, citing that the Company has incurred recurring operating
losses and has a working capital deficiency.  In addition, the
Company has failed to meet scheduled payment obligations under its
loan facilities and has not complied with certain covenants
included in its loan agreements.  Furthermore, the vast majority of
the Company's assets are considered to be highly illiquid and if
the Company were forced to liquidate, the amount realized by the
Company could be substantially lower that the carrying value of
these assets.  Also, the Company has disclosed alternative methods
of testing the carrying value of its vessels for purposes of
testing for impairment during the year ended December 31, 2014.
These conditions among others raise substantial doubt about the
Company's ability to continue as a going concern.


FRESH PRODUCE: Court Approves Cooley LLP as Committee Counsel
-------------------------------------------------------------
The Official Committee of Unsecured Creditors of Fresh Produce
Holdings, LLC and its debtor-affiliates, sought and obtained
permission from the Hon. Michael E. Romero of the U.S. Bankruptcy
Court for the District of Colorado to retain Cooley LLP as counsel
to the Committee, nunc pro tunc to April 17, 2015.

The Committee requires Cooley LLP to:

   (a) attend the meetings of the Committee;

   (b) review financial information furnished by the Debtors to
       the Committee;

   (c) negotiate the budget and the use of cash collateral;

   (d) review and investigate the liens of purported secured
       parties;

   (e) confer with the Debtors' management and counsel;

   (f) coordinate efforts to sell assets of the Debtors in a
       manner that maximizes the value for the estates and the
       Committee's constituency;

   (g) advise the Committee as to the ramifications regarding all
       of the Debtors' activities and motions before this Court;

   (h) file appropriate pleadings on behalf of the Committee;

   (i) provide the Committee with legal advice in relation to the
       cases;

   (j) prepare various applications and memoranda of law submitted

       to the Court for consideration and handle all other matters

       relating to the representation of the Committee that may
       arise;

   (k) assist the Committee in negotiations with the Debtors' and
       other parties in interest on an exit strategy for these
       cases; and

   (l) perform other legal services for the Committee as may be
       necessary or proper in these proceedings.

Cooley LLP will be paid at these hourly rates:

       Jay R. Indyke, Partner          $892.50
       Jeffrey L. Cohen, Partner       $667.25
       Michael A. Klein, Associate     $642
       Matthew Leary, Associate        $642
       Jeremy Rothstein, Associate     $401
       Rebecca Goldstein, Paralegal    $285

In connection with the provision of services by attorneys, legal
assistants and staff, Cooley LLP has agreed to a 15% reduction from
its customary hourly rates.

Cooley LLP will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Jeffrey L. Cohen, member of Cooley LLP, 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.

Cooley LLP can be reached at:

       Jeffrey L. Cohen
       COOLEY LLP
       The Grace Building
       1114 Avenue of the Americas
       New York, NY 10036-7798
       Tel: +1 (212) 479-6218
       Fax: +1 (212) 479-6275
       E-mail: jcohen@cooley.com

                   About Fresh Produce Holdings

Fresh Produce Holdings, LLC, and five separate entities filed
Chapter 11 petitions in the U.S. Bankruptcy Court for the District
of Colorado on April 4, 2015.  Holdings is the parent company, and
the various related or subsidiary entities include: Fresh Produce
Retail, LLC, Fresh Produce Sportswear, LLC, Fresh Produce of St.
Armands, LLC, FP Brogan-Sanibel Island, LLC, and Fresh Produce of
Coconut Point, LLC.  All of the cases are jointly administered
under Case No. 15-13485.

Headquartered in Boulder, Colorado Fresh Produce --
http://www.freshproduceclothes.com/-- designs, develops and   
markets women's apparel and accessories.  The company says its
collections of tops, pants, skirts and dresses feature a signature
garment dye process with more than 80 percent produced in the
United States.  It says products are available in 26 company-owned
boutiques located across the United States, as well as 400
independent retail locations.

Fresh Produce Holdings disclosed $15,657,041 in assets and     
$13,320,303 in liabilities as of the Chapter 11 filing.

The Debtors are represented by Michael J. Pankow, Esq., at
Brownstein Hyatt Farber Schreck, in Denver.

The bankruptcy cases are assigned to Judge Sidney B. Brooks.

The Debtor's subsidiary earlier commenced bankruptcy cases on April
2, 2015: FP Brogan-Sanibel Island, LLC (Case No. 15-13420), Fresh
Produce Coconut Point, LLC (Case No. 15-13421), Fresh Produce of
St. Armands, LLC (Case No. 15-13417), Fresh Produce Retail, LLC
(15-13415), and Fresh Produce Sportswear, LLC (15-13416).


GENUTEC BUSINESS: June 4 Hearing on Chapter 11 Plan Outline
-----------------------------------------------------------
The hearing to consider approval of the disclosure statement
explaining Genutec Business Solutions, Inc.'s Chapter 11
reorganization plan has been continued to June 4, 2015 at 10:30
a.m.

The Plan will be funded by the revenues of operating subsidiary
Rapid Notify, Inc.   Payments will be made on a monthly basis pro
rata to the unsecured creditors except that Debtor, in its' sole
discretion, may elect to prepay the entire year's payments in
December for the upcoming year if funds are available.

Years of litigation against current and former board members led to
the Debtor's bankruptcy filing.  Litigation resulted in verdicts in
Genutec's favor against Leon Danna and Johan Hebdrick Smit
Duyzentkujnst.  In the same litigation, the Debtor was not
successful against creditors Lawnae Hunter and Michael Taus
resulting in the awards that led to this filing and eventual
settlement.  Former directors Hunter and Taus have combined
unsecured claims of $3,443,702.

Another entity, Merrill Corp, has an unsecured claim for $154,409.

The Debtor filed a plan that proposes to treat claims and interests
as follows:

  * Secured creditors Seaview Mezzanine Fund, LP POC 9 (secured by
a first lien and ownership interest of 38.2%) and TICC Capital
Corp. (secured by second lien and 58.5% ownership interest) are not
impaired as they have no arrangement for ongoing payments on their
initial investments.  If and when Debtor becomes profitable, which
presumably will be after the current claims are paid, TICC and
Seaview would be entitled to share in the profits.

  * The Debtor proposes three alternative plans to pay unsecured
debt:

    -- Alternative 1: On the Effective Date Debtor will make a lump
sum payment of $750,000.00 to be distributed to Hunter and Taus
pro-rata for their undisputed allowed claims which is 20.8%.
Merrill will also receive a lump sum payment of 20.8% of its claim
which comes to $32,116.98.  Following this distribution, the Debtor
will be permitted to file for a final decree, discharge and
closure.

    -- Alternative 2: If the Debtor cannot obtain financing to fund
a lump sum payment on the Effective Date, the Debtor will pay the
unsecured creditors $1,251,600 over 8 years at $12,500 a month with
a balloon payment of $51,600 at the end of year 8.  Under this
alternative, including the balloon payment, Hunter would receive
$809,285.  Taus would receive $388,497.  Merrill would receive
$53,819.  Payments are to begin on the 30th day after the Court
signs the Order Confirming the Chapter 11 Plan.

    -- Alternative 3: As an incentive to pay the debt early,
Creditors have offered a discount off the unpaid balance for an
early payoff according to the following schedule:

       If the debt is paid in full during:

       * Year 1: 25%
       * Year 2: 22%
       * Year 3: 19%
       * Year 4: 16%
       * Year 5: 13%
       * Year 6: 10%
       * Year 7: 7%

    The major creditors have indicated that each of the three
alternatives are acceptable to each of them and should be
incorporated into what will be a consensual plan.

  * Interest holders will be treated as follows:  Seaview will
retain its 38.2% ownership interest in Debtor and retain its first
position.  TICC will retain its' 58.5% ownership interest in Debtor
and retain its' second position.  The minority shareholders as a
group will retain their 2.3% ownership interest in Debtor.

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

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

                About Genutec Business Solutions

Genutec Business Solutions, Inc., is a holding company, and the
parent of subsidiary Rapid Notify, Inc.  Rapid has approximately
148 active contracts with government related entities to notify
their subscribers in the event of emergencies.  58.5% of its' stock
is owned by TICC Capital Corp., an investment company that holds a
second lien on any assets, and 39.2% of the stock is owned by
Seaview Mezzanine Fund, LP which holds a first lien on any assets.

Genutec filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal.
Case No. 14-13115) in Santa Ana, Georgia, on May 16, 2014.  David
Montoya signed the petition as director.  Judge Erithe A. Smith
presides over the case.

The Debtor disclosed assets of $12,851,544 and liabilities of
$11,529,199.  

Michael R Totaro, Esq., at Totaro & Shanahan, in Pacific Palisades,
California, acts as bankruptcy counsel.  

The U.S. Trustee for Region 16 appointed three creditors to serve
on the official committee of unsecured creditors.


GERALD ADAMS: Court Denies Bankruptcy Discharge
-----------------------------------------------
Bankruptcy Judge Neil P. Olack found an adversary complaint filed
by First Bank against Gerald Adams and Kay Adams to be well taken
and ruled that the Debtors should be denied their discharge.

First Bank commenced an adversary proceeding for the Court to make
that determination.  The case is captioned, FIRST BANK, PLAINTIFF,
v. GERALD ADAMS AND KAY ADAMS, DEFENDANTS, ADV. PROC. NO.
14-00046-NPO (Bankr. S.D. Miss.).

Judge Olack found that First Bank has demonstrated by a
preponderance of the evidence that the Debtors intended to hinder,
delay, or defraud First Bank by concealing estate property and
transferring funds from the Debtors in Possession Account to the
Adams & Adams Account and should be denied their discharge pursuant
to Section 727(a)(2)(B).  He further found that the Debtors
knowingly and fraudulently, in or in connection with their
Bankruptcy Case, made a false oath and should be denied their
discharge pursuant to Section 727(a)(4)(A).

A copy of the April 22, 2015 memorandum opinion and order is
available at http://is.gd/wbRZ26from Leagle.com.

                       Gerald and Kay Adams

Gerald Adams and Kay Adams filed a voluntary Chapter 11 petition
(Bankr. S.D. Miss. Case No. 12-02569-NPO) on August 8, 2012.  On
May 23, 2013, the Court determined that the Adamses should no
longer serve as debtors-in-possession and appointed J. Stephen
Smith as the chapter 11 trustee.  On October 21, 2013, the case was
converted to a chapter 7 case where Smith became the chapter 7
trustee.


GLOBAL COMPUTER: Seeks Approval of Settlement with Elysium
----------------------------------------------------------
Global Computer Enterprises, Inc., d/b/a GCE, asks the U.S.
Bankruptcy Court for the Eastern District of Virginia, Alexandria
Division, to approve a settlement agreement and mutual release with
Elysium Digital, LLC.

The Debtor's counsel, Kenneth M. Misken, Esq., at Miles &
Stockbridge P.C., in Tysons Corner, Virginia, tells the Court that
the parties have agreed that Elysium will have an allowed general
unsecured claim in the amount of $532,000, and have further agreed
to mutual releases.

Mr. Misken asserts that given the costs, delays, and uncertainty in
litigation, the Debtor believes that the proposed compromise as set
forth in the Settlement Agreement is in the best interests of all
parties, including the unsecured creditors.  The Debtor submits
that the compromise falls within the proper "range of
reasonableness" to be considered and approved by the Court.

The Motion is scheduled for hearing on June 23, 2015, at 11:00
a.m.

The Debtor is represented by:

         Kenneth M. Misken, Esq.
         MILES & STOCKBRIDGE P.C.
         1751 Pinnacle Drive, Suite 1500
         Tysons Corner, VA 22102
         Tel: (703) 610-8693
         Fax: (703) 610-8686
         Email: kmisken@milesstockbridge.com

                      About Global Computer

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

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

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

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


GLOBUS MARITIME: E&Y Expresses Going Concern Doubt
--------------------------------------------------
In Globus Maritime Limited's annual report for the year ended Dec.
31, 2014, Ernst & Young (Hellas) Certified Auditors Accountants
S.A. expressed substantial doubt about the Company's ability to
continue as a going concern, citing that the Company reports that
it is probable not to be able to meet certain of the restrictive
covenants included in certain of its bank loan agreements and meet
scheduled debt principal repayments within 2015.

As of Dec. 31, 2014, the Company was not in compliance with the
security value requirement contained in the Kelty Loan Agreement
that requires the market value of the m/v Energy Globe (formerly
called m/v Jin Star) and any additional security provided,
including the minimum liquidity with the lender, to be equal or
greater than 130% of the aggregate principal amount of debt
outstanding under the Kelty Loan Agreement. In such circumstances,
upon request from the lender, in order to remedy this
non-compliance, the Company must either provide the lender
acceptable additional security with a net realizable value at least
equal to the shortfall, or prepay an amount that will eliminate the
shortfall, which as of Dec. 31, 2014 is estimated to be $2.1
million.

All the Company's loan arrangements contain cross-default
provisions that provide that if it's in default under any of its
loan arrangements, the lender of another loan arrangement can
declare a default under its other loan arrangement, which could
result in default of all of its loan arrangements.  Because of the
presence of cross-default provisions in the Company's loan
arrangements, the refusal of any lender to grant or extend a waiver
could result in most of its indebtedness being accelerated,
notwithstanding that other lenders have waived covenant defaults
under their respective loan arrangements.

As of April 30, 2015, the Company was in breach with the minimum
liquidity requirement of maintaining at least $5.0 million
contained in its Credit Facility and the DVB Loan Agreement, and
the minimum liquidity requirement contained in the HSH Loan
Agreement.

As of April 30, 2015, none of the Company's lenders had declared an
event of default under the relevant loan agreements for which the
Company was not in compliance as of December 31, 2014 or currently.
However, if these breaches are not remediated, they could
constitute potential events of default that may result in the
lenders requiring immediate repayment of the loans.

The Company reported net income of $3.21 million on $26.4 million
of time charter revenue in 2014, compared with net income of $5.68
million on $29.43 million of time charter revenue in the prior
year.

The Company's balance sheet at Dec. 31, 2014, showed $152 million
in total assets, $88.8 million in total liabilities and total
stockholders' equity of $63.3 million.

A copy of the Form 20-F filed with the U.S. Securities and Exchange
Commission is available at:

                       http://is.gd/ohJF2P

Headquartered in Athens, Greece, Globus Maritime Limited owns,
operates and manages a fleet of dry bulk vessels that transport
iron ore, coal, grain, steel products, cement, alumina and other
dry bulk cargoes internationally.  The Company conducts its
operations through Globus Shipmanagement Corp.



GOLDMAN SACHS: Fitch Affirms 'BB+' Rating on Preferred Equity
-------------------------------------------------------------
Fitch Ratings has affirmed The Goldman Sachs Group Inc.'s (GS)
Viability Rating (VR) at 'a'.  At the same time, Fitch has affirmed
GS's Long-Term and Short-Term Issuer Default Ratings (IDR) at
'A'/'F1', respectively.  The Outlooks for the Long-Term IDRs are
Stable.  The Outlooks for Goldman Sachs International and Goldman
Sachs International Bank have been revised to Positive from
Stable.

The upgrade of GS's operating subsidiaries' (Goldman Sachs Bank,
USA and Goldman, Sachs & Co.) IDRs to one notch above their VRs
reflects the expected implementation of total loss absorbing
capital (TLAC) requirements for U.S. Global Systemically Important
Banks (G-SIBs) and the presence of a substantial debt buffer in the
holding company.

The rating actions are in conjunction with Fitch's review of
sovereign support for banks globally, which the agency announced in
March 2014.  In line with its expectations announced in March last
year and communicated regularly since then, Fitch believes
legislative, regulatory and policy initiatives have substantially
reduced the likelihood of sovereign support for U.S., Swiss and
European Union commercial banks.  At the same time, Fitch has taken
into account progress with the U.S. single point of entry (SPE)
resolution regime and TLAC implementation for U.S. G-SIBs.

Fitch believes that, in line with our Support Rating (SR)
definition of '5', extraordinary external support while possible
can no longer be relied upon for GS or its subsidiaries.  Fitch
has, therefore, downgraded their Support Ratings (SR) to '5' from
'1' and revised their Support Rating Floors (SRF) to 'No Floor'
from 'A'.

The ratings actions are also part of a periodic portfolio review of
the Global Trading and Universal Banks (GTUBs), which comprise 12
large and globally active banking groups.  A strong rebound in
earnings from securities businesses in 1Q15 is a reminder of the
upside potential banks with leading market shares can enjoy.
However, regulatory headwinds remain strong, with ever higher
capital requirements, costs of continuous infrastructure upgrades
and a focus on conduct risks.

As capital and leverage requirements evolve, GTUBs are reviewing
the balance of their securities operations with other businesses
and adapting their business models to provide the most capital
efficient platforms for the future.  Fitch expects the GTUBs' other
core businesses, including retail and corporate banking, wealth and
asset management, to perform well as economic growth, which Fitch
expects to be strongest in the U.S. and UK, will underpin revenue.
However, pressure on revenue generation in a low-interest
environment is likely to persist, particularly in Europe, but low
loan impairment charges in domestic markets should help operating
profitability.

KEY RATING DRIVERS - IDR, VR AND SENIOR DEBT

GS's VR is solidly situated at its current rating level and is
supported by its leading investment banking franchise, higher than
peer average capital ratios and strong risk management culture.

After years of managing through challenging market periods of low
volatility and client activity levels, the strength of GS's
investment banking franchise is beginning to become more evident.

In 1Q15, GS delivered solid results, which equated to a Fitch
calculated adjusted pre-tax return on ending assets of 1.84%, which
is the strongest result GS has delivered for some time and was also
stronger than all of its peers.

The improvement in earnings was due to good trading results in the
company's Institutional Client Services (ICS) business line as
higher volatility in foreign exchange markets and interest rates
helped drive stronger levels of client activity, and therefore
revenue for GS.  Similarly, GS had very strong results in its
financial advisory business as several of the deals in the
company's backlog closed in 1Q15.  Fitch notes that the backlog
currently remains strong.

These results where further supported by good operating leverage as
expenses did not rise as fast as revenues, with the compensation
and benefits to net revenue ratio at 42%.  While Fitch notes that
operating leverage can cut both ways, GS's ability to keep a lid on
expenses while benefiting from strong revenue growth, is
noteworthy.

As a result of the better performance, GS's capital ratios
improved.  As of 1Q15 GS's Basel III transitionally phased-in
common equity tier 1 (CET1) ratio under the standardized approach
was 11.4% relative to 11.3% at year-end 2014.  Similarly the Basel
III transitionally phased-in CET1 ratio under the advanced approach
was 12.6% at 1Q15 relative to 12.2% at year-end 2014.  The lower of
the two ratios, in this case the standardized approach, is the
binding ratio for GS.

Fitch notes that these capital ratios are higher than peer level
medians, which Fitch views as appropriate -- and supportive to the
ratings -- given the more volatile nature of GS's earnings
profile.

In Fitch's view, offsetting some of the rating strengths described
above is a greater reliance on revenue derived from capital markets
activities than many other GTUBs.  Capital markets operations,
while potentially lucrative, are inherently volatile and
susceptible to declines during difficult market environments. Fitch
would note, however, that management has a good track record
navigating the firm through difficult periods.

A further constraint to GS's ratings is its more significant
reliance on wholesale funding than other GTUBs, whose funding
profiles are typically core in nature and skewed to a larger
proportion of low-cost and sticky deposit funding.  Nevertheless GS
has maintained its liquidity position at conservative levels, which
Fitch views as appropriate given the reliance on wholesale funding
described above.  To this end, GS's amount of Global Core Liquid
Assets (GCLA) remained solid at $175 billion at 1Q15 or 20.2% of
total assets.

The VRs remain equalized between GS and its material operating
subsidiaries.  The common VR of GS and its operating companies
reflects the correlated performance, or failure rate between the GS
and these subsidiaries.  Fitch takes a group view on the credit
profile from a failure perspective, while the IDR reflects each
entity's non-performance (default) risk on senior debt.  Fitch
believes that the likelihood of failure is roughly equivalent,
while the default risk given at the operating company would be
lower given TLAC.  All U.S. bank subsidiaries carry a common VR,
regardless of size, as U.S. banks are cross-guaranteed under the
Financial Institutions Reform, Recovery, and Enforcement Act
(FIRREA).

The Long-Term IDRs for the material U.S. operating entities are one
notch above GS's Long-Term IDR to reflect Fitch's belief that the
U.S. SPE resolution regime, the likely implementation of TLAC
requirements for U.S. G-SIBs, and the presence of substantial
holding company debt reduces the default risk of domestic operating
subsidiaries' senior liabilities relative to holding company senior
debt.  In Fitch's view these buffers would provide substantial
protection to senior unsecured obligations in the domestic
operating entities in the event of group resolution, as they could
be used to absorb losses and recapitalize operating companies.
Therefore, substantial holding company debt reduces the likelihood
of default on operating company senior obligations. As at end-2014,
GS had hybrid and senior debt as a percent of risk-weighted assets
(RWA) of more than 20%, more than its Pillar 1 capital
requirement.

The 'F1' Short-Term IDRs of GS's bank subsidiaries are at the lower
of two potential Short-Term IDRs mapping to an 'A' Long-Term IDR on
Fitch's rating scale to reflect more significant reliance on
wholesale funding.  GS's and its non-bank operating companies'
Short-Term IDRs at 'F1' reflect Fitch's view that there is less
surplus liquidity at these entities than at the bank, particularly
given their greater reliance on the holding company for liquidity.

RATING SENSITIVITIES - IDRs, VR AND SENIOR DEBT

In Fitch's view, GS's VR is solidly situated at its current rating
level, and has minimal upward potential over the outlook horizon
given GS's current business focus on the capital markets and
reliance on wholesale funding sources.

Downward pressure on the VR could result from a material loss,
significant increase in leverage or deterioration in liquidity
levels.  Similarly, any unforeseen outsized or unusual fines,
settlements or charges levied could also have adverse rating
implications.  Additionally, any sizable risk management failure
could result in negative pressure on GS's ratings.

GS' Long-Term IDR and senior debt are equalized with the VR at the
holding company, and notched up by one notch from the VR at the
material operating companies.  Thus ratings would be sensitive to
any changes in GS' VR.

KEY RATING DRIVERS AND SENSITIVITIES - SUPPORT RATING AND SUPPORT
RATING FLOOR

The SR and SRF reflect Fitch's view that senior creditors can no
longer rely on receiving full extraordinary support from the
sovereign in the event that GS becomes non-viable.  In Fitch's
view, implementation of the Dodd Frank Orderly Liquidation
Authority legislation is now sufficiently progressed to provide a
framework for resolving banks that is likely to require holding
company senior creditors participating in losses, if necessary,
instead of or ahead of the company receiving sovereign support.

Any upward revision to the SR and SRF would be contingent on a
positive change in the U.S.'s propensity to support its banks.
While not impossible, this is highly unlikely in Fitch's view.

KEY RATING DRIVERS AND SENSITIVITIES - SUBORDINATED DEBT AND OTHER
HYBRID SECURITIES

Subordinated debt and other hybrid capital issued by GS are all
notched down from the common VR in accordance with Fitch's
assessment of each instrument's respective non-performance and
relative loss severity risk profiles, which vary considerably.
Subordinated debt issued by the operating companies is rated at the
same level as subordinated debt issued by GS reflecting the
potential for subordinated creditors in the operating companies to
be exposed to loss ahead of senior creditors in GS.  This is also
supported by the FSB's proposal to have internal TLAC rank senior
to regulatory capital at the operating company.  Their ratings are
primarily sensitive to any change in the common VR.  They have,
therefore, been affirmed due to the affirmation of the common VR.

KEY RATING DRIVERS AND SENSITIVITIES - DEPOSIT RATINGS

The upgrade of Goldman Sachs Bank, USA deposit ratings is based on
the upgrade of its IDR.  Deposit ratings are one notch higher than
senior debt ratings reflecting the deposits' superior recovery
prospects in case of default given depositor preference in the U.S.
GS's international subsidiaries' deposit ratings are at the same
level as their senior debt ratings because their preferential
status is less clear and disclosure concerning dually payable
deposits makes it difficult to determine if they are eligible for
U.S. depositor preference.

KEY RATING DRIVERS AND SENSITIVITIES-MATERIAL INTERNATIONAL
SUBSIDIARIES

Goldman Sachs International Bank (GSIB) and Goldman Sachs
International (GSI) are wholly owned subsidiaries of GS whose IDRs
and debt ratings are aligned with GS's because of their core
strategic role in and integration into the GS group.  Fitch has
revised the Rating Outlook for GS's material international
operating companies' IDRs to Positive.  The revision is in light of
the internal pre-positioning required under the Financial Stability
Board's (FSB) TLAC proposal.  The Positive Outlook reflects the
agency's belief that the internal TLAC of material international
operating companies will likely be large enough to meet Pillar 1
capital requirements and will then be sufficient to recapitalize
them.  A one notch upgrade is likely once Fitch has sufficient
clarity on additional disclosure on the pre-positioning of internal
TLAC and its sufficiency in size to cover a default of senior
operating company liabilities.  Sufficient clarity may, however,
take longer to come through than the typical Outlook horizon of one
to two years

GSIB and GSI's ratings are sensitive to the same factors that might
drive a change in GS's IDRs.

KEY RATING DRIVERS AND SENSITIVITIES - OTHER SUBSIDIARIES

Goldman Sachs AG and Goldman Sachs Paris Inc. et Cie are wholly
owned subsidiaries of GS whose IDRs and debt ratings are aligned
with GS's.

Domestic subsidiaries and international subsidiaries that have not
been upgraded or placed on Rating Outlook Positive are in Fitch's
opinion not sufficiently material to benefit from domestic support
from GS or are international subsidiaries that would not benefit
from internal TLAC.

The rating actions are:

Goldman Sachs Group, Inc.

   -- Long-Term IDR affirmed at 'A'; Outlook Stable;
   -- Long-Term senior debt affirmed at 'A';
   -- Viability Rating affirmed at 'a';
   -- Short-Term IDR affirmed at 'F1';
   -- Commercial paper affirmed at 'F1';
   -- Support downgraded to '5' from '1';
   -- Support Floor revised to 'NF from 'A'';
   -- Market linked securities affirmed at 'Aemr';
   -- Subordinated debt affirmed at 'A-';
   -- Preferred equity affirmed at 'BB+';
   -- GS Finance Corp Senior Unsecured Medium-Term Note Program,
      Series E affirmed at 'A'.

Goldman Sachs Bank, USA

   -- Long-Term IDR upgraded to 'A+' from 'A'; Outlook Stable;
   -- Long-Term senior debt upgraded to 'A+' from 'A';
   -- Long-Term Deposits upgraded to 'AA-' from 'A+';
   -- Short-Term IDR affirmed at 'F1';
   -- Short-Term debt affirmed at 'F1';
   -- Short-Term Deposits upgraded to 'F1+' from 'F1';
   -- Support Rating affirmed at '1'.

Goldman, Sachs & Co.

   -- Long-Term IDR upgraded to 'A+' from 'A'; Outlook Stable;
   -- Short-Term IDR affirmed at 'F1';
   -- Long-Term senior debt upgraded to 'A+' from 'A';
   -- Short-Term debt affirmed at 'F1';
   -- Senior secured Long-Term notes upgraded to 'A+' from 'A'.
   -- Senior secured Short-Term notes affirmed at 'F1'.

Goldman Sachs International

   -- Long-Term IDR affirmed at 'A'; Outlook to Positive from
      Stable;
   -- Short-Term IDR affirmed at 'F1';
   -- Senior secured Long-Term notes affirmed at 'A';
   -- Senior secured Short-Term notes affirmed at 'F1';
   -- Short-Term debt affirmed at 'F1';
   -- Long-Term senior debt affirmed at 'A'

Goldman Sachs International Bank

   -- Long-Term IDR affirmed at 'A'; Outlook to Positive from
      Stable;
   -- Short-Term IDR affirmed at 'F1'
   -- Long-Term Deposits affirmed at 'A';
   -- Short-Term Deposits affirmed at 'F1'.

Goldman Sachs AG

   -- Long-Term IDR affirmed at 'A'; Outlook Stable;
   -- Short-Term IDR affirmed at 'F1'.

Goldman Sachs Bank (Europe) plc

   -- Long-Term senior secured guaranteed debt affirmed at 'A';
   -- Short-Term senior secured guaranteed debt affirmed at 'F1';
   -- Short-Term debt at affirmed at 'F1'.

Goldman Sachs Paris Inc. et Cie.

   -- Long-Term IDR affirmed at 'A'; Outlook Stable;
   -- Short-Term IDR affirmed at 'F1'.

Ultegra Finance Limited

   -- Long-Term senior debt affirmed at 'A';
   -- Short-Term debt affirmed at 'F1'.

Goldman Sachs Financial Products I Limited

   -- Long-Term senior unsecured affirmed at 'A'.

Goldman Sachs Capital I

   -- Trust preferred affirmed at 'BBB-'.

Goldman Sachs Capital II, III

   -- Preferred equity affirmed at 'BB+'.

Murray Street Investment Trust I

   -- Senior Guaranteed Trust Securities affirmed at 'A'.

Vesey Street Investment Trust I

   -- Senior Guaranteed Trust Securities affirmed at 'A'.

Fitch is withdrawing the following ratings because they are no
longer considered by Fitch to be relevant for our rating coverage,
because the entity no longer exists.

Global Sukuk Company Limited

   -- Long-Term senior unsecured at 'A';
   -- Short-Term senior unsecured at 'F1'.


GORDON PROPERTIES: Hearing on Amended Plan Continued Until May 26
-----------------------------------------------------------------
The bankruptcy court hearing to consider approval of the disclosure
statement explaining Gordon Properties, LLC's Amended/Modified
Chapter 11 plan has been continued to May 26, 2015, at 11:00 a.m.

At the hearing, the Court will also consider the motion to approve
temporarily allow claim for purposes of rejecting Debtor's Plan
filed by creditor First Owners' Association of Forty Six Hundred
Condominium, Inc.

As reported in the Troubled Company Reporter on May 2, 2014, the
Debtor has filed a restructuring plan that proposes to treat claims
and interests as follows:

    * Burke & Herbert Bank holds two allowed secured claims:
$525,000 and $450,000.  Neither the claims nor the liens securing
the claims will be affected by the plan, its liens will be
preserved, and it will retain all rights available under
applicable law and its loan documents.

    * Pursuant to orders entered by the bankruptcy court, Gordon's
members made loans to the company on a secured, subordinate basis,
totaling $2,200,000.  Neither the claims nor the liens held to
secure these loans will be affected by the plan, the liens shall
be preserved, and the lenders will retain all rights available
under applicable law and their loan documents, provided, however,
that the liens shall remain subordinate to all allowed unsecured
claims pursuant to the terms of the bankruptcy court's orders.

    * There are presently no allowed unsecured claims.  However,
should FOA succeed on its appeals, it could obtain an allowed
claim for either the assessment against Gordon's commercial
street-front unit or the judgment against Condominium Services,
Inc., by virtue of substantive consolidation, or both.  FOA is
unimpaired.  In the event a final, unappealable order is entered
in favor of FOA by either the bankruptcy court or a court of
appeals, FOA's claim will be allowed and it will retain all rights
under applicable law to enforce its claim.  In that event, Gordon
will liquidate so many of its condo units as is necessary
to pay the claim.

Gordon will continue to own and operate its condo units, the
equity of the company will remain with its present owners, and Mr.
Sells will continue to serve as the managing member.

It is anticipated that Gordon will lose its equity interest in
CSI pursuant to CSI's plan of reorganization.

                  About Gordon Properties, LLC

Alexandria, Va.-based Gordon Properties, LLC, owns 39 condominium
units in The 4600 Condominium, a high-rise apartment building with
both residential and commercial units.  Gordon Properties'
ownership of these condos represents about a 20% interest in the
Forty Six Hundred Condominium project -- http://foa4600.org/-- in


Alexandria.  Gordon also owns all of the equity of a subsidiary,
Condominium Services, Inc., which operates as a condominium
management company.

Gordon Properties is owned by related family members, Bryan Sells,
Mr. Sells' sister, Elizabeth Greenwell, and his cousins, Lindsay
Wilson and Julia Langdon.  The company was created in 2002 to take
title to the Condo Units which had been held in a trust that was
created under the will of Bryan Gordon following his death.  Bryan
Gordon was the grandfather of the four members of the Debtor.

Gordon Properties sought Chapter 11 protection (Bankr. E.D. Va.
Case No. 09-18086) on Oct. 2, 2009, and is represented by Donald
F. King, Esq., at Odin, Feldman & Pittleman PC in Fairfax, Va.
Gordon Properties disclosed $11.1 million in assets and $1.56
million in liabilities.

Condominium Services filed its chapter 11 petition (Bankr. E.D.
Va. 10-10581) on Jan. 26, 2010.  It scheduled one creditor, the
condominium association, with a disputed claim of $436,802.
The association filed a proof of claim asserting a claim of
$453,533.  A second proof of claim was filed by the Internal
Revenue Service for $1,955.  According to its schedules, if
both claims are allowed, it has a net deficit of about $426,900.
CSI is wholly owned by Gordon Properties.

In February 2012, Judge Mayer denied the motion of the association
to substantively consolidate the chapter 11 bankruptcy cases of
Gordon Properties and Condominium Services, Inc., the condominium
management company.

Gordon Properties and CSI opposed the motion.  The two cases were
previously administratively consolidated.



GOVERNORS POINT: Case Summary & Largest Unsecured Creditor
----------------------------------------------------------
Debtor: Governors Point Development Co
        P.O. Box 1330
        Burlington, WA 98233

Case No.: 15-13217

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: May 22, 2015

Court: United States Bankruptcy Court
       Western District of Washington (Seattle)

Judge: Hon. Marc Barreca

Debtor's Counsel: James L Day, Esq.
                  BUSH STROUT & KORNFELD LLP
                  601 Union St Ste 5000
                  Seattle, WA 98101
                  Tel: 206-292-2110
                  Email: jday@bskd.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by C. Roger Sahlin, president.

A list of the Debtor's largest unsecured creditor is available for
free at http://bankrupt.com/misc/wawb15-13217.pdf


GRUPO TMM: Auditor Expresses Going Concern Doubt
------------------------------------------------
Grupo TMM, S.A.B., reported a net loss of MXN515 million on MXN2.87
billion of revenue from transportation in 2014, compared with a net
loss of MXN551 million on MXN2.83 billion of revenue from
transportation in the prior year.

Salles, Sainz-Grant Thornton, S.C., expressed substantial doubt
about the Company's ability to continue as a going concern, citing
that the Company has incurred recurring losses, principally as a
result of its comprehensive financing cost.

The Company's balance sheet at Dec. 31, 2014, showed MXN12.9
billion in total assets, MXN12.3 billion in total liabilities and
total stockholders' equity of MXN637 million.

A copy of the Form 20-F for the year ended Dec. 31, 2014, filed
with the U.S. Securities and Exchange Commission is available at:

                       http://is.gd/orAeHI

Mexico City-based Grupo TMM, S.A.B. (OTC: GTMAY and BMV: TMM A)
is a Latin American intermodal transportation company.  Through
its branch offices and network of subsidiary companies, TMM
provides ocean and land transportation services.



GUIDED THERAPEUTICS: FDA Completes Review of LuViva
---------------------------------------------------
Guided Therapeutics, Inc., has received notification from the U.S.
Food and Drug Administration regarding the pre-market approval
application for the LuViva Advanced Cervical Scan.  In its most
recent communication, FDA advised the Company that its PMA
amendment, filed in July 2014, was not approvable in its current
form.  While the agency advised the Company that more patient data
would likely be necessary to amend the current application, the
agency also stated its willingness to consider alternative
approaches to move the product to approvable form.

FDA and the Company intend to meet to discuss the plan for
submission of an updated amendment and ultimately reach agreement
on steps forward for a path to approval to resolve any remaining
data analysis issues.  At this meeting, the Company intends to
present additional U.S. and international data that the Company
believes will further support the clinical benefits of LuViva.

"We believed our PMA amendment addressed the remaining questions
the agency had about our original application," said Gene
Cartwright, chief executive officer of Guided Therapeutics.  "At
the current time, however, we believe the best and fastest way to
secure approval may be to collect data on additional subjects and
then file an amendment to further demonstrate LuViva's safety and
effectiveness as a triage device after an abnormal HPV test or Pap
test.  While we are disappointed the data analysis issue was not
fully resolved, we are encouraged that no other remaining or new
issues were raised in the FDA letter.

"We are confident we will eventually receive approval to market
LuViva in the U.S. and will provide more detail once we meet with
FDA to determine what our pathway to approval will be.  In the
meantime, we continue to add to the growing number of doctors
successfully using LuViva in the much larger international market
and have significant momentum building, particularly where our
product is being considered for screening.  In 2015 we expect our
sales to grow significantly, with orders from Turkey and Kenya
driving our near term results, said Mr. Cartwright."

The Company currently has regulatory approval to sell LuViva in
Europe with the Edition 3 CE mark, and has marketing approvals from
COFEPRIS in Mexico, Health Canada and Singapore Health Sciences
Authority, among others.  Additionally, expansion efforts are
ongoing in the Middle East, Asia and Latin America.

                     About Guided Therapeutics

Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP)
-- http://www.guidedinc.com/-- is developing a rapid and painless
test for the early detection of disease that leads to cervical
cancer.  The technology is designed to provide an objective result
at the point of care, thereby improving the management of cervical
disease.  Unlike Pap and HPV tests, the device does not require a
painful tissue sample and results are known immediately.  GT has
also entered into a partnership with Konica Minolta Opto to
develop a non-invasive test for Barrett's Esophagus using the
LightTouch technology platform.

For the year ended Dec. 31, 2014, the Company reported a net loss
attributable to common stockholders of $10.03 million on $65,000 of
contract and grant revenue compared to a net loss attributable to
common stockholders of $10.39 million on $820,000 of contract and
grant revenue in 2013.

As of March 31, 2015, the Company had $2.56 million in total
assets, $7.57 million in total liabilities and $5.01 million total
stockholders' deficit.


HCA INC: Fitch Rates $1-Bil. Sr. Secured Bank Term Loan 'BB+'
-------------------------------------------------------------
Fitch Ratings has assigned a 'BB+' rating to HCA Inc.'s $1.0
billion senior secured bank term loan.  Fitch expects that the
company will apply the proceeds of this term loan to refinance
certain existing term loans of HCA Inc.  The Rating Outlook is
Stable.  The ratings apply to $29.4 billion of debt outstanding at
March 31, 2015.

KEY RATING DRIVERS

Hospital Industry-Leading Financial Flexibility: HCA's financial
flexibility has improved significantly in recent years as a result
of organic growth in the business as well as proactive management
of the capital structure.  The company has industry-leading
operating margins and generates consistent and ample discretionary
FCF (operating cash flows less capital expenditures and
distributions to minority interests).

Transition to Public Ownership: The sponsors of a 2006 LBO
previously directed HCA's financial strategy, but their ownership
stake decreased steadily following a 2011 IPO and HCA has appointed
four new independent members to the 11-member board of directors
(BOD), bringing the total to seven.

Shifting Priorities for Cash Deployment: Under the direction of the
LBO sponsors, HCA's ratings were constrained by
shareholder-friendly capital deployment; the company has funded
$7.4 billion in special dividends and several large repurchases of
the sponsors' shares since 2010.  Fitch Ratings thinks that HCA
will have a more consistent and predictable approach to funding
shareholder payouts under public ownership and an independent BOD.

Expect Nominal Deleveraging: Fitch forecasts that HCA will produce
discretionary FCF (operating cash flows less capital expenditures
and distributions to minority interests) of about $1.6 billion in
2015, and will prioritize use of cash for organic investment in the
business, acquisitions and share repurchases.  At 3.8x, HCA's gross
debt/EBITDA is below the average of the group of publicly traded
hospital companies and Fitch does not believe that there is a
compelling financial incentive for HCA to apply cash to debt
reduction.

Secular Headwinds to Operating Outlook: Measured by revenues, HCA
is the largest operator of for-profit acute care hospitals in the
country, with a broad geographic footprint.  The company benefited
from this favorable operating profile during a period of several
years of weak organic operating trends in the for-profit hospital
industry.  Although operating trends improved industrywide starting
in mid-2014, secular challenges, including a shift to lower-cost
care settings and health insurer scrutiny of hospital care, are a
continuing headwind to organic growth.

Liquidity Profile is Solid: At March 31, 2015, HCA's liquidity
included $586 million of cash on hand, $2.6 billion of available
capacity on its bank facility revolving loans and LTM discretionary
FCF of about $2.3 billion.  HCA's EBITDA/gross interest expense is
solid for the 'BB-' rating category at 4.4x and the company has
ample operating cushion under its bank facility financial
maintenance covenants, which require debt net of cash not to exceed
6.75x EBITDA.

Debt Maturities are Manageable: Fitch believes that HCA's favorable
operating outlook and financial flexibility afford the company good
market access to refinance upcoming maturities.  Large upcoming
maturities include $1 billion of HCA Inc. unsecured notes and $1.23
billion of bank term loans maturing in 2016. Proceeds of the
proposed term loan issuance will be used to refinance a portion of
the 2016 term loan maturities.

RATING SENSITIVITIES

If HCA consistently operates with leverage below 4.0x over the next
several quarters, it could support an upgrade of the IDR to 'BB'.
In addition to a commitment to operate with lower leverage,
sustained improvement in organic operating trends in the hospital
industry would support a higher rating for HCA.  Fitch believes the
hospital industry may post another couple of quarters of
above-trend growth in patient volumes as the positive effects of
the Affordable Care Act gain momentum in 2015.  However, secular
headwinds to growth remain intact over the longer term.

Maintenance of the 'BB-' Issuer Default Rating (IDR) considers HCA
operating with total debt/EBITDA below 4.5x, and with an FCF margin
of 4% or higher.  A downgrade of the IDR to 'B+' is unlikely in the
near term, since these targets afford HCA with significant
financial flexibility to increase capital investment and
acquisitions while still applying some cash to share repurchases.

KEY ASSUMPTIONS

Very strong rates of organic volume growth in the first half of
2015, supported by ramp up of ACA related benefit and improving
economic conditions, tapering to a more normalized 2-3% later in
the year

Modest EBITDA margin compression in later 2015-2016 primarily
resulting from negative operating leverage as volume growth rates
normalize and pricing trends remain stable

EBITDA of $7.8 billion and discretionary FCF of $1.6 billion in
2015 with higher capital expenditures of about $2.5 billion; higher
capital spending is related to growth projects that support the
expectation of EBITDA growth through the forecast period

The majority of discretionary FCF is directed towards share
repurchases and acquisitions, and all debt coming due is
refinanced; resulting in gross debt/EBITDA of 3.5x - 4.0x through
the forecast period.

DEBT ISSUE RATINGS

Fitch currently rates HCA as:

HCA, Inc.
   -- IDR 'BB-';
   -- Senior secured credit facilities (cash flow and asset
      backed) 'BB+';
   -- Senior secured first lien notes 'BB+';
   -- Senior unsecured notes 'BB-'.

HCA Holdings Inc.
   -- IDR 'BB-';
   -- Senior unsecured notes 'B'.

Total debt of approximately $29.4 billion at March 31, 2015
includes $8.1 billion of first-lien secured bank debt, $11.1
billion of first-lien secured notes, $7.1 billion of HCA Inc.
unsecured notes, and $2.5 billion of Hold Co. unsecured notes.
HCA's bank debt comprises approximately $5.5 billion in term loans
maturing through May 2018; a $2.0 billion capacity cash flow
revolving loan and a $3.25 billion capacity asset-based revolving
loan (ABL facility).  Earlier in May, HCA Inc. issued $1.6 billion
of senior unsecured notes and intends to use the proceeds to retire
a portion of the Hold Co notes.

The secured debt rating is two notches above the IDR, illustrating
Fitch's expectation of superior recovery prospects in the event of
default.  The first-lien obligations, including the bank debt and
the first-lien secured notes, are guaranteed by all material wholly
owned U.S. subsidiaries of HCA, Inc. that are 'unrestricted
subsidiaries' under the HCA Inc. unsecured note indenture dated
Dec. 16, 1993.

The HCA Inc. unsecured notes are rated at the same level as the IDR
despite the substantial amount of secured debt to which they are
subordinated, with secured leverage of about 2.5x.  Fitch often
notches ratings on unsecured debt obligations below the IDR level
when secured debt leverage is greater than 2.5x.  The strength and
stability of HCA's cash flows supports an expectation of at least
average recovery for these lenders relative to historical rates in
an event of default, supporting a rating at the same level as the
IDR.  However, if HCA were to layer more secured debt into the
capital structure, such that secured debt leverage is greater than
3.0x, it could result in a downgrade of the rating on the HCA Inc.
unsecured notes to 'B+'.

The HCA Holdings Inc. unsecured notes are rated two notches below
the IDR to reflect the substantial structural subordination of
these obligations, which are subordinate in right of payment to all
debt outstanding at the HCA Inc. level.



HCA INC: Moody's Rates $1BB Sr. Secured Term Loan 'Ba2'
-------------------------------------------------------
Moody's Investors Service assigned a Ba2 (LGD 3) rating to HCA
Inc.'s proposed $1.0 billion senior secured term loan A due 2020.
Moody's understands that the proceeds of the term loan will be used
to refinance the company's existing senior secured term loans due
in February and May of 2016. HCA Inc. is a wholly owned subsidiary
of HCA Holdings, Inc. (collectively HCA or the company).

HCA's existing ratings, including the company's Ba3 Corporate
Family Rating and Ba3-PD Probability of Default Rating, remain
unchanged. While the new term loan will reduce the amount of near
term maturities, Moody's does not anticipate a meaningful change in
leverage from this refinancing transaction. The stable rating
outlook is also unchanged.

The following ratings have been assigned.

Issuer: HCA Inc.

  -- Senior secured term loan A due 2020, at Ba2 (LGD 3)

HCA's Ba3 Corporate Family Rating reflects Moody's expectation that
HCA's scale and dominant market strength will allow the company to
continue to grow revenue and maintain healthy EBITDA margins. HCA's
scale and position as the largest for-profit hospital operator in
terms of revenue, aids its ability to leverage investments and
resources needed to adapt to changes in the sector and weather
industry challenges. While Moody's anticipates that the company
will continue to return capital to shareholders in lieu of debt
repayment, as evidenced by the recent authorization for another
$1.0 billion in share repurchases, the rating agency expects that
HCA will generate sufficient cash to fund moderate sized
acquisitions with little detrimental impact on credit metrics.

Moody's could upgrade the ratings if HCA realizes continued
earnings growth or repays debt such that debt to EBITDA is expected
to be maintained below 4.0 times. Additionally, Moody's would have
to see the company maintain a conservative financial profile prior
to considering an upgrade, including limiting increases in leverage
for shareholder distributions or share repurchases.

If the company experiences a deterioration in operating trends, for
example, negative trends in same-facility adjusted admissions or
same-facility revenue per adjusted admission, Moody's could
downgrade the ratings. Additionally, Moody's could downgrade the
ratings if the company incurs additional debt to fund shareholder
distributions or acquisitions so that debt to EBITDA was expected
to be sustained above 5.0 times.

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

HCA Inc. is a wholly owned subsidiary of HCA Holdings, Inc.
(collectively HCA). Headquartered in Nashville, Tennessee, HCA is
the nation's largest acute care hospital company as measured by
revenue. The company generated revenue in excess of $37.7 billion,
net of the provision for doubtful accounts, in the twelve months
ended March 31, 2015.



HDGM ADVISORY: Plan Solicitation Exclusivity Extended to Sept. 28
-----------------------------------------------------------------
U.S. Bankruptcy Judge James M. Carr granted HDGM Advisory Services,
LLC, et al., an extension until Sept. 28, 2015, of their exclusive
period to solicit acceptances to their Joint Plan of
Reorganization, as amended.  This is the third exclusivity
extension granted to the Debtors.

The Debtors in their extension motion explained that the extension
will allow their management and other parties-in-interest, namely
the Examiner and other creditor constituencies, adequate time to
investigate claims against Harold D. Garrison and others and to
obtain recoveries therefrom.  In addition, the Debtors relay that
their creditors have demanded disclosures in the Debtors'
Disclosure Statement that can only be made upon completion of the
Examiner's investigation and his
report.

More importantly, the Debtors, the examiner and Harold D. Garrison,
as debtor-in-possession in his own Chapter 11 case, have commenced
and are continuing negotiations regarding a joint plan of
reorganization or a variant of the same.  In his Chapter 11 case,
Mr. Garrison just sought a 90-day extension of exclusivity for Plan
filing and solicitation from May 1, 2015 and June 30, 2015 through
July 30, 2015, and Sept. 28, 2015, respectively.  The Debtors'
request an extension of exclusivity that will pair Mr. Garrison's
Chapter 11 case with these cases and place these cases on a similar
track with Mr. Garrison's Chapter 11 case in the hopes of
facilitating a joint plan or other variant thereof, a result likely
in the best interest of the Debtors' bankruptcy estates and often
encouraged by the Court in its direction to counsel in these cases
and Mr. Garrison's case.

                      Examiner Investigation

John Humphrey was appointed examiner on Oct. 27, 2014.  The
examiner "controls" several of the Claims by and against the
Debtors and successful resolution of the cases will require
coordination with the examiner, at the least, and likely the
Examiner's involvement and consent in asset liquidation and
distribution.

On Nov. 10, 2014, Debtors filed their First Amended Joint Chapter
11 Plan of Reorganization and their Disclosure Statement.  In the
Amended Plan, the Debtors proposed that their estates be liquidated
by a Liquidating Trust that would liquidate assets and claims and
distribute recoveries in accord with the practices of the
Bankruptcy Code.  The Plan proposed a Trustee of the Liquidating
Trust be a mutual appointment of the Examiner and the Debtors.  The
Debtors had already asked the Examiner if he would be prepared to
fill that position.  The Amended Plan also envisioned providing the
Liquidating Trustee authority (in his discretion) to grant third
party releases to parties that the Examiner determined such
consideration appropriate for the settlement received by the
Liquidating Trust.  These releases would be granted pursuant to the
terms of the Amended Plan and would be approved generally as
required by the Bankruptcy Plan confirmation process subject to the
examiner's determination that such settlement required the granting
of such release.  In essence, the creditor body pursuant to the
Amended Plan would vest the Examiner with the ability to grant a
release in the Examiner's discretion, as agent for the creditors,
so to speak.

Objections to the Disclosure Statement were filed by various
creditors raising generally confirmation issues, but including a
desire for more disclosure respecting the claims of the Debtors
against insiders, the exploration of which would be the purview of
the examiner.  The examiner has begun his examination on that front
-- most of which is taking place in Mr. Garrison's individual case
and progressing slowly.

Michael W. Hile, Esq., at Katz & Korin, PC, argued that cause
exists for an extension because the examiner with expanded power to
"control" settlement of certain of the major claims by and/or
against the Debtors needs additional time to conclude his
examination.  The information gleaned by the examiner and to be
shared by his report is demanded by Creditors to be disclosed in
the Debtors' Disclosure Statement.  This cannot be accomplished
until the examination is complete, Mr. Hile told the Court.

                      About HDGM Advisory Services

HDGM Advisory Services, LLC ("MAS") and HDG Mansur Investments
Services, Inc. ("MISI") invest in and develop real estate around
the world.  They also provided management and investment services
to real estate funds that were set up as an investment vehicle for
religious Muslims.  MISI developed Finzels Reach, a real estate
development in Bristol England.  MAS and MISI are directly
or indirectly owned by Harold D. Garrison, who is also a debtor in
possession in a separate chapter 11 case.

MAS and MISI sought Chapter 11 bankruptcy protection (Bankr. S.D.
Ind. Case No. 14-04797 and 14-04798) in Indianapolis, Indiana, on
May 21, 2014.  On May 28, 2014, the Hon. James M. Carr directed
the joint administration the cases, under the lead case -- HDGM
Advisory, Case No. 14-04797.

MAS disclosed $20.3 million in assets and $7.99 million in
liabilities as of the Chapter 11 filing.  MISI disclosed $20.4
million in assets and $12.4 million in liabilities.  According to
a court filing, the Debtors don't have any secured creditors.

The Debtors have tapped Michael W. Hile, Esq., Christine K.
Jacobson, Esq., and Henry Mestetsky, Esq., at Katz & Korin PC, as
counsel.

An affiliate of the Debtors, Hamilton Proper Partners Golf
Partnership, L.P., sought bankruptcy protection (Bankr. S.D. Ind.
Case No. 14-00461) on Jan. 24, 2014.



HENRY CO: S&P Affirms 'B' CCR & Revises Outlook to Stable
---------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'B'
corporate credit rating on Henry Co. LLC and revised its outlook to
stable from negative.

"The stable rating outlook on Henry Co. LLC reflects our
expectation that the company's liquidity will remain adequate and
that its covenant cushion will be more than 15% for the next year.
Our forecast indicates debt to EBITDA of 5.7x and FFO to debt of
less than 12% at the end of 2015," said Standard & Poor's credit
analyst Pablo Garces.

S&P could lower the rating if the company's forecast cushion
regarding its tightening financial covenants fell below 10% or if
leverage increased toward the 8x area.  This could occur if S&P
expected EBITDA to be in the low-$30-million area on materially
lower sales volumes from reduced construction activity, or on a
drop in margins from rapidly rising raw material costs.  A
200-basis-point drop in gross margins could also cause covenant
cushions to fall below 10% unless additional debt is repaid.

An upgrade is unlikely in the next year given S&P's view of the
highly leveraged financial risk profile assessment, as defined in
S&P's criteria.  In addition, S&P typically assess
financial-sponsor-owned companies as having highly leveraged
financial risk profiles because S&P incorporates the risk of
subsequent leveraging, even if the company balance sheet indicates
otherwise.



HERRING CREEK: NEPCO Ordered to Comply With Plan
------------------------------------------------
At the behest of debtor Herring Creek Acquisition Company, LLC,
Judge William C. Hillman on May 13, 2015, said he's entering an
order compelling New England Phoenix Co., Inc. ("NEPCO") to comply
with its obligations under the Debtor's Reorganization Plan and the
order confirming the Plan.  The judge, however, said he is holding
the contempt request without decision.

The Debtor's confirmed Plan contemplates the sale of certain of the
Debtor's real estate and the use of the proceeds from those sales
to pay all creditors, except those that have accepted different
treatment, in full.  Under the Plan and the Confirmation Order, the
sales of real estate will be free and clear of all liens, claims
and interests.

The Debtor has an agreement with Porter Anderson, one of its
secured creditors, whereby Anderson has agreed to fund a carveout
that will permit the payment in full of NEPCO's allowed claim, and
the payment in full of all allowed administrative and unsecured
claims.  The carve-out is to be funded from the first parcel of
real estate to be sold, known as "Cove House."

The Plan and the Confirmation Order require all secured creditors
to provide, prior to the closing of the sale of Cove House,
discharges of their liens and other documents necessary to close
the sale.  All of the Debtor's secured creditors, except for NEPCO,
have provided the documents required under the Plan and the
Confirmation Order.  The closing of the Cove House sale cannot
occur without the documents NEPCO is required to provide under the
Plan and the Confirmation Order.  NEPCO has refused to provide the
documents it is required to provide under the Plan and the
Confirmation Order.

Accordingly, the Debtor asked the Court to enter an order (a)
compelling NEPCO to comply with its obligations under the confirmed
Plan; (b) holding NEPCO in contempt of the Court; and (c) awarding
the Debtor its costs, including reasonable attorneys' fees,
associated with NEPCO's refusal to comply with its obligations.

NEPCO, holder of a $2.97 million claim on a account of a note
secured by the Debtor's Cove House, the Farm Property and
Sanderling, objected to the Debtor's motion, stating, among other
things:

  -- The Debtor's request for emergency relief is based upon the
baseless assertion that NEPCO's refusal to deliver discharges of
its mortgages on the "Sanderling" and "Farm" properties is
preventing the sale of Cove House.

   -- NEPCO is concerned that the Debtor is attempting to use this
"emergency" to coerce delivery of further prospective mortgage
discharges that are not required by the Plan or Confirmation
Order.

   -- NEPCO has complied fully with its obligations under the
Confirmation Order and has attempted in good faith to work with the
Debtor to facilitate the sale of the "Cove House" property
contemplated by the Plan.  By doing so, NEPCO has not acted in
contempt of this Court.  Any failure of the Debtor to close on the
Cove House sale results from the Debtor's own conduct or the
conduct of others, not NEPCO.

   -- None of the Plan, the P&S or the Confirmation Order
contemplates or requires that a party holding a lien against
property other than Cove House deliver discharges of those liens
before the closing on the sale of Cove House and the attendant
payment of allowed claims from Cove House sale proceeds.

The Debtor's counsel can be reached at:

         D. Ethan Jeffery, Esq.
         MURPHY & KING, P.C.
         One Beacon Street
         Boston, MA 02108
         Tel: (617) 423-0400
         E-mail: EJeffery@murphyking.com

NEPCO is represented by:

         Armando E. Batastini, Esq.
         Lee Harrington, Esq.
         NIXON PEABODY LLP
         One Citizens Plaza
         Providence, RI 02903
         Tel: (401) 454-1000
         Fax: (866) 680-8453
         E-mail: abatastini@nixonpeabody.com
                 lharrington@nixonpeabody.com

                        About Herring Creek

Formed in 1995, Herring Creek Acquisition Co., LLC, owns and
manages several parcels of real property located in Edgartown,
Massachusetts.  Three of the parcels on the Property are rented and
generate income for Herring Creek.  Robert Hughes, manages the
Property.  Herring Creek was forced to file bankruptcy because New
England Phoenix Co., Inc., a creditor asserting a secured claim,
had scheduled a foreclosure sale for one of the Debtor's parcels
of
real property.

Herring Creek filed a Chapter 11 bankruptcy petition (Bankr. D.
Mass. Case No. 14-15309) in Boston on Nov. 12, 2014, without
stating a reason.  The case is assigned to Judge William C.
Hillman.  Donald Ethan Jeffery, Esq., at Murphy & King, in Boston,
serves as counsel to the Debtor.

In its schedules, the Debtor disclosed $22.3 million in
assets and $37.4 million in liabilities.


HERRING CREEK: Sale-Based Chapter 11 Plan Confirmed by Judge
------------------------------------------------------------
Judge William C. Hillman entered an order confirming Plan of
Reorganization of Herring Creek Acquisition Company, LLC, and
authorizing the sale of the Debtor's property to Dream Enterprises,
LLC.

The Plan is based on a purchase and sale agreement, pursuant to
which Dream Enterprises will purchase real estate known as the
"Cove House" for $14,450,000 and another property known as the
"Farm" for $3,500,000.

The Plan provides for the payment in full of all creditors, other
than those creditors who have agreed to different treatment under
the Plan and one creditor whose secured loan will be reinstated.
The primary source of funding for the Plan is from the proceeds of
the Dream sale.

The Plan proposed to treat claims and interests as follows:

                   Gross Estimated
                   Claims at        Plan               Voting
  Type of claim    Petition Date    Treatment          Status
  -------------    ---------------  ---------          ------
Class 1 Anderson   $24,500,000      Subject to Plan    Impaired/
Secured Claim                       Support Agreement  Entitled
                                                       to vote

Class 2 Beckers    $3,000,000       Paid up to         Impaired/
Secured Claim                       $2,500,000         Entitled
                                                       to vote

Class 3 New        $2,600,000       Paid in full       Unimpaired
England Phoenix
Co., Inc. Secured
Claim

Class 4 Owen       $3,600,000       Paid in full       Unimpaired
Secured Claim

Class 5 Santander  $2,505,000       Paid in full       Unimpaired
Bank N.A.                           or reinstated
Secured Claim

Class 6 Herring       $59,000       Paid in full       Unimpaired
Creek Landowners
Association Claims

Class 7 General       $53,611       Paid in full       Impaired/
Unsecured Claims                                       Entitled
                                                       to vote

Class 8 Equity            N/A       Retain equity      Impaired/
                                                       Entitled to
                      
                                                       Vote

Only Classes 1, 2, 7, and 8 were entitled to vote to accept or
reject the Plan.  According to the voting report, Classes 1, 2 and
7 have voted to accept the Plan in accordance with Section 1126 of
the Bankruptcy Code.  A ballot accepting the Plan was submitted for
Class 8 but was not counted because it was submitted by an
insider.

Santander Bank, N.A., which objected to the Plan, submitted 3
ballots rejecting the Plan.  But Class 5 is unimpaired under the
Plan, hence, it is deemed to accept the Plan.

                        Plan Objections

Santander, holder of the first mortgages on three parcels of land
with buildings identified as 15, 27 and 31 Butler's Cove Road,
Edgartown, MA, insisted that it is impaired under the Plan.  It
pointed out that creditors cannot determine whether there is a
reasonable expectation, within a reasonable period of time, that
the sale of properties (which is providing the basis for funding of
the plan) will actually occur.

New England Phoenix Co., Inc., also objected to the Plan, saying
that the uncertainty of the proposed bifurcated sale of certain of
the Debtor's real property assets undermine the feasibility and
efficacy of the proposed plan of reorganization.

The Court on April 17 held a hearing to consider confirmation of
the Plan.  The judge overruled the outstanding objections to
confirmation.

The judge approved the disclosure statement following a hearing on
Feb. 27.

                          Plan Documents

A copy of the First Amended Disclosure Statement dated March 2,
2015, is available for free at:

    http://bankrupt.com/misc/Herring_Creek_1st_Am_DS.pdf

A copy of the April 21, 2015 finding of facts, conclusions of law
and order confirming the Plan is available for free at:

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

                        About Herring Creek

Formed in 1995, Herring Creek Acquisition Co., LLC, owns and
manages several parcels of real property located in Edgartown,
Massachusetts.  Three of the parcels on the Property are rented and
generate income for Herring Creek.  Robert Hughes, manages the
Property.  Herring Creek was forced to file bankruptcy because New
England Phoenix Co., Inc., a creditor asserting a secured claim,
had scheduled a foreclosure sale for one of the Debtor's parcels of
real property.

Herring Creek filed a Chapter 11 bankruptcy petition (Bankr. D.
Mass. Case No. 14-15309) in Boston on Nov. 12, 2014, without
stating a reason.  The case is assigned to Judge William C.
Hillman.  Donald Ethan Jeffery, Esq., at Murphy & King, in Boston,
serves as counsel to the Debtor.

In an amended schedules, the Debtor disclosed $22.3 million in
assets and $37.4 million in liabilities.


HIGH RIDGE: Court Okays Bidding Procedures for Sale of Assets
-------------------------------------------------------------
The Hon. John K. Olson of the U.S. Bankruptcy Court for the
Southern District of Florida has approved High Ridge Management
Corp. and Hollywood Hills Rehabilitation Center, LLC's proposed
bidding procedures and sale agreements with the stalking horse
bidder, 1200 North 35th Avenue, LLC.

The Debtors want to sell substantially all of their assets to the
Stalking Horse Bidder for $18 million.  The assets include the
Debtors' real estate located at 1200 N. 35th Avenue, Hollywood,
Florida, as well as the buildings and improvements situated
thereon, and the Debtors' tangible assets.

Bids must be submitted by June 19, 2015, at 4:00 p.m. (Eastern
Time).  If the Debtors receive at least one overbid from a
qualified bidder, an auction will be held on June 24, 2015, at
10:00 a.m., prevailing Eastern Time.  The competing offer must be
for a minimum bid that is at least $18,685,000.  The competing
offer must include an initial deposit submitted by the overbid
deadline, in cash or certified funds, in an amount equal to at
least $925,000, to be held in the trust account of Perlman,
Bajandas, Yevoli & Albright, P.A.  Competitive bidding among
qualified bidder will proceed in increments of $100,000 in excess
of the highest qualified bid.  Upon the conclusion of the auction,
the Debtors will have the right to designate the second highest and
best qualified bid as the back-up bid.

A copy of the bidding procedures is available for free at:

                       http://is.gd/XPL0No

The Court will conduct a hearing to approve the amended sale
agreements and sale of the Assets to the Stalking Horse Bidder if
there is no auction, or to the highest and best bidder at an
auction set for June 25, 2015, at 9:30 a.m., prevailing Eastern
Time.  A copy of the amended asset purchase agreement and amended
agreement for purchase and sale, filed on May 11, is available for
free at:

                       http://is.gd/knIVT9

Objections, if any, to the amended sale agreements and the sale of
the Assets to the buyer must be filed by June 22, 2015, at 4:00
p.m.  

The Court has approved the breakup fee under the amended sale
agreements in the amount of $510,000 and the expense reimbursement
under the amended sale agreements in an amount not to exceed
$75,000.

On April 22, senior creditor Hollywood Property Investments, LLC,
filed an objection to the Debtors' sale procedure motion and asset
purchase agreement, saying, among other things, that:

      a. although the proposed purchaser has been around since
         January, they have refused to provide proof of funds to
         close or the absence of any insider deals;

      b. the proposed buyer's ability to fund is subject to
         financing, which is material and has not been disclosed
         to the Court or creditors;

      c. a deposit of only $500,000 is insufficient for a $17
         million sale.  The default is limited to the deposit,
         which is another reason the deposit amount must be
         increased; and

      d. the break-up fee is excessive and appears to suggest
         double dipping as written.  Any break-up fee allowed
         should not exceed $100,000 and only applies in the event
         the stalking horse is beat at the auction.  The break-up
         fee chills bidding and is harmful to the sale process.  
         In fact the break-up fee goes way beyond its standard
         definition involving asset purchase agreements and must
         be removed in this regard.

HPI's objection is available for free at http://is.gd/UWZqch

HPI is represented by:

         Roetzel & Andress
         Alan J. Perlman, Esq.
         350 E. Las Olas Boulevard, Suite 1150
         Fort Lauderdale, FL 33301
         Tel: (954) 462-4150
         Fax: (954) 462-4260
         E-mail: aperlman@ralaw.com

On April 22, Guy G. Gebhardt, Acting U.S. Trustee for Region 21,
filed an objection to the Debtors' bidding procedures and sale
agreements with the stalking horse bidder.  The U.S. Trustee
learned that Tamir Zury, the director of the Debtors, didn't know
what was contained in the Guideline Documents because all of the
guideline documents produced to the U.S. Trustee came directly from
the receiver and were sent to Debtors' counsel.  Mr. Zury is the
signatory for the Seller on all of the sale agreements.  The U.S.
Trustee said that when questioned, Mr. Zury indicated that he did
not know important information regarding the Debtors' financial
affairs, like the gross revenue of the Debtors.  

According to the U.S. Trustee, the sale agreements call for a
purchase price of $17 million but there is no information as to
whether the Stalking Horse Bidder has the financial wherewithal to
pay $17 million, and the sale agreements do not indicate how the
$17 million will be allocated among the Debtors and there is no
indication how any creditor will be paid.  A copy of the U.S.
Trustee's objection is available for free at http://is.gd/r3CWPE

On May 5, the Debtors responded to the objections filed by HPI and
the U.S. Trustee.  According to the Debtors, HPI is owned and
controlled by Larkin Community Hospital, Inc., a healthcare
competitor of the Stalking Horse Bidder.  The Debtors said that if
HPI was simply acting as a secured creditor, it would no doubt
embrace the fact that the Debtors have procured a stalking horse
bid proffered by a credible and experienced skilled nursing
facility owner that far exceeds even the disputed amount of HPI's
claim.  "HPI is not concerned with maximizing the value of the
Debtors’ estates for the benefit of all stakeholders; rather, HPI
wants these assets (and the Debtors' businesses) for itself.  To be
sure, HPI's purpose is purely tactical, and the Court should keep
in mind HPI’s genuine motivation in objecting to a transparent
and robust sale process," the Debtors said.

The Debtors said that it did not address each allegation asserted
by the U.S. Trustee regarding the inquiries and responses during
the initial debtor interview as most of the allegations are not
related to whether bid procedures should be approved, but
are attempts to attack the knowledge of Mr. Zury regarding the
Debtors' financial affairs.  The Debtors disputed the U.S.
Trustee's characterization of the interview and "will be happy to
explain to the Court and parties in interest how the creditor
matrices were prepared, why the companies' corporate counsel
assisted in the negotiation and preparation of the sale agreements,
as well as the other concerns raised by the UST."

A copy of the Debtors' response is available for free at:

                       http://is.gd/F1LU5d

The Debtors filed an amended asset purchase agreement and amended
agreement for purchase and sale on May 11.

                         About High Ridge

High Ridge Management Corp., Hollywood Pavilion and Hollywood Hills
Rehabilitation Center LLC, sought Chapter 11 protection (Banrk.
S.D. Fla. Lead Case No. 15-16388) in Fort Lauderdale, Florida, on
April 8, 2015.  Judge John K Olson presides over the jointly
administered cases.

High Ridge estimated $10 million to $50 million in assets and
debt.

High Ridge owns real property located at 1200 North 35th Avenue and
1201 North 37th Avenue, Hollywood, Florida, and is the landlord of
Pavilion and Hollywood Hills.  Before executing a management
agreement with Larkin Community Hospital, Pavilion was operating a
50-bed Florida-licensed mental health hospital on the real
property.  Before the appointment of a receiver, Hollywood Hills
operated a 152-bed Florida-licensed nursing home on the real
property.

High Ridge is the 100 percent owner of the membership interests in
Hollywood Hills and Pavilion.  Prior to Jan. 14, 2014, when a
receiver was appointed, High Ridge managed the operations for
Pavilion and Hollywood Hills.

Timothy R Bow, Esq., and Grace E. Robson, Esq., at Markowitz Ringel
Trusty + Hartog, P.A., in Fort Lauderdale, Florida, serve as the
Debtors' counsel.


HIPCRICKET INC: Judge Extends Deadline to Remove Suits to July 31
-----------------------------------------------------------------
U.S. Bankruptcy Judge Laurie Silverstein has given Hipcricket Inc.
until July 31, 2015, to file notices of removal of lawsuits
involving the company.

                       About Hipcricket Inc.

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

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

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

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

The Debtor filed plan of reorganization sponsored by ESW Capital,
LLC. The Debtor and ESW Capital negotiated a replacement
postpetition financing facility, providing up to $4.5 million in
financing, on substantially similar terms as the DIP Facility
provided by SITO Mobile.

The U.S. Trustee for Region 3 appointed five creditors to serve on
the official committee of unsecured creditors.  The Committee
retained Cooley LLP as lead counsel, Pepper Hamilton LLP as
Delaware counsel, and Getzler Henrich & Associates, LLC, as
financial advisor.


HOLY HILL: Parker Mills & Carl Sohn Withdraw Sale Objection
-----------------------------------------------------------
The Hon. Julia W. Brand of the U.S. Bankruptcy Court for the
Central District of California has entered an order approving the
stipulation between Chapter 11 Trustee Richard Laski and secured
creditors Parker Mills, LLP, and the Law Offices of Carl Sohn that
allows the Secured Creditors to withdraw their objections to the
sale of Holly Hill Community Church's real property located at 1111
Sunset Boulevard, Los Angeles, California, free and clear of liens
and claims of the Secured Creditors with liens and clams to attach
to sales proceeds.

The Secured Creditors assert a secured claims and liens against the
Property.  Parker Mills and the CJS Firm asserted secured claims in
this bankruptcy case in the amount of $883,195.21 plus attorneys'
fees and costs and $1,303,804.94 plus attorneys' fees and costs,
respectively.  The Chapter 11 Trustee first disputed the Claims,
until it reached with the Secured Creditors a settlement of the
Claims.  Parker Mills will receive an allowed secured claim of
$887,861.29 including attorneys' fees and costs and the CJS Firm
will receive an allowed secured claim of $1,271,692.05 including
attorneys' fees and costs.  The amounts will be held by the Chapter
11 Trustee in a separate, interest bearing account and will be
subject to further court order permitting the release of the
proceeds to the Secured Creditors.

As reported by the Troubled Company Reporter on May 25, 2015, the
Chapter 11 Trustee filed motion seeking authority from the U.S.
Bankruptcy Court Central District of California to sell the
Property to 1111 Sunset, LLC, for $18,600,000.

On May 6, 2015, the Court approved the Debtor's proposed procedures
in connection with the proposed sale of the property of the estate
and the stalking horse bid protections.  The sale hearing was set
for May 22, at 10:00 am.  A copy of the order is available for free
at http://is.gd/14R1W2

In a court filing dated May 8, 2015, the Secured Creditors and the
Chapter 11 Trustee said that they agreed that the date to file
objections to the sale may be extended from May 8, 2015, to May 13,
2015.  The parties believed that they will have settled all
disputes regarding the claims and liens of the Secured Creditors
and any potential objections the Secured Creditors have to the sale
motion.  That stipulation was approved by the Court on May 8.

On May 13, 2015, the Secured Creditors filed an objection to the
sale.  On May 18, 2015, the Debtor responded to the objection,
saying that the Secured Creditors purported to represent the Debtor
as its attorneys when de facto control of the church was assumed by
one faction.  The faction, according to the Debtor, was determined
by the Superior Court to not be in the lawful control of the
church.  The Debtor then commenced an action in the Superior Court
against the Secured Creditors to determine that the Debtor had no
obligation to them, and that the deeds of trust which the faction
in de facto control had executed and recorded against the property
were void and unenforceable.  That litigation was pending at the
Petition Date and upon the appointment of the Chapter 11 Trustee.


The Chapter Trustee filed motions to approve his compromise with
the Secured Creditors' claims under which he proposed to pay them
some 95% of their claims from the sale escrow.  The Debtor will
object to the settlements upon the grounds set forth in the
Superior Court lawsuit, and upon the grounds that the Chapter 11
Trustee did not show that he exercised his best business judgment
in agreeing to the compromises.

The Debtor asked that the Court order no proceeds of the sale be
paid by the Chapter 11 Trustee to the claims of the Secured
Creditors except upon subsequent order approving that payment
following determination of the objections to the motions to
compromise their claims, and that the proceeds of the sale be
impressed with a lien in order to provide adequate protection of
their interests.

The Secured Creditors are represented by:

      SulmeyerKupetz
      A Professional Corporation
      Victor A. Sahn, Esq.
      333 South Hope Street, 35th Floor
      Los Angeles, California 90071
      Tel: (213) 626-2311
      Fax: (213) 629-4520
      E-mail: vsahn@sulmeyerlaw.com

                          About Holy Hill

Holly Hill Community Church, aka Holy Hill Community Church, a
protestant church in Los Angeles, filed for Chapter 11 protection
(Bankr. C.D. Cal. Case No. 14-21070) on June 5, 2014.  In its
Petition, Holly Hill, a California non-profit corporation
incorporated for the purposes of conducting religious activities
as a protestant Christian church, disclosed $35.4 million in total
assets and $16.7 million in total liabilities.

John Jenchun Suh, the pastor and CEO of the church, signed the
bankruptcy petition.  W. Dan Lee of the Lee Law Offices, in Los
Angeles, is representing the Debtor as counsel.  Judge Julia W.
Brand presides over the case.

Richard J. Laski has been appointed to serve as Chapter 11 trustee
in the Debtor's case.  The Trustee has tapped Arent Fox LLP to
serve as his bankruptcy counsel, and Wilshire Partners of CA, LLC,
as accountant.


HORNED DORSET: Case Summary & 17 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: The Horned Dorset Primavera Inc
        Carr.#429 Km.3.0
        Bario Borrero
        Rincon, pr 00677-1132

Case No.: 15-03837

Chapter 11 Petition Date: May 22, 2015

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

Judge: Hon. Enrique S. Lamoutte Inclan

Debtor's Counsel: Isabel M Fullana, Esq.
                  GARCIA ARREGUI & FULLANA PSC
                  252 Ponce De Leon Avenue Suite 1101
                  San Juan, PR 00918
                  Tel: 787 766-2530
                  Fax: 787 756-7800
                  Email: isabelfullana@gmail.com

Total Assets: $16.6 million

Total Liabilities: $1.6 million

The petition was signed by Wilhem Sack, general manager.

List of Debtor's 17 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Puerto Rico Treasury Dept            Trade Debt        $841,755
Po Box 9024140
San Juan, PR 00902-4140

Autoridad Energia Electrica          Trade Debt        $321,729
PO BOX 363508
San Juan, PR 00936-3508

Benazar Garcia & Milian PSC                            $200,686

Horwath & Velez & CO                                   $115,000

Autoridad Acueductos Y Alcantarrillados                 $73,592

Municipio De Rincon                                     $60,634

Banco Popular                        Bank Loan          $23,154

Internal Revenue Service                                $14,860

V.Suarez & Co.                       Trade Debt          $4,493

Base Corporation                                         $2,944

Orkin Commercial Service             Trade Debt          $1,785

Mendez & Co.                                             $1,413

The Home Depot                                           $1,090

Fed Ex Express Services                                    $781

Commtrak                                                   $730

Swisher                                                    $363

Alliance One Receivables                                   $325


HORNED DORSET: Puerto Rico Hotel Files for Chapter 11
-----------------------------------------------------
The Horned Dorset Primavera Inc., operator of the Horned Dorset
Primavera in Puerto Rico, commenced a Chapter 11 bankruptcy case
(Bankr. D.P.R. Case No. 15-03837) in Old San Juan, Puerto Rico on
May 22, 2015.

According to the Company, shareholders consented to the bankruptcy
filing as (i) the Company is unable to meet maturing obligations as
they fall due, and can no longer profitably continue in business
unless it reorganizes, and (ii) numerous creditors have threatened
to prosecute their claims.

The Horned Dorset Primavera Inc. is a wholly owned subsidiary of
Pequenos Grandes Hoteles, Inc.

The Horned Dorset Primavera -- http://www.horneddorset.net/-- is a
small luxury hotel located in northwestern Puerto Rico, two miles
from the town of Rincon.  It is set among rolling hills at the edge
of the beautiful Caribbean Sea and is known for reserved European
service executed in an atmosphere unique in Puerto Rico and the
award-winning Restaurant Aaron.  The hotel is a member of Relais &
Chateaux.

The hotel is located upon real estate properties belonging to
different owners.  In December 2007, the Company entered into
property management agreements with individual owners of 17
residences erected upon the hotel's initial grounds, which were
integrated to the hotel and are marketed and operated by the
Company as hotel rooms.

The Debtor disclosed $16,658,887 in assets and $1,665,342 debt in
its official schedules of assets and liabilities filed with the
bankruptcy court.

                         Sale of Property

Attachments to the bankruptcy petition include the Company's
previously filed financial statements, the latest of which are the
results for the year ended April 30, 2014.  The notes to the
financial statements explain in detail a previous transaction where
the Company previously sold the real estate where its hotel is
located but retained management of the hotel:

On July 19, 2005, the Company, as seller, entered into an agreement
with Inmobilaria T&C Corp., as buyer, for the sale of its real
property in the amount of $14,615,225 and the simultaneous
re-acquisition of possession over the main buildings, the service
structures and all surrounding common grounds, including roads and
accesses, under a 30-year usufruct.  Under the agreement, the
Company retained sole ownership and exclusive right to its hotel
and restaurant business as well as to the name of the Horned Dorset
Primavera.  As part of the agreement, the original rooms 1 to 33 of
the hotel were converted into 17 residential units to be sold to
individual owners and integrated to the hotel to be operated as
hotel rooms under corresponding property management agreements for
10-year terms, renewable for two additional consecutive 10-year
periods.

As stipulated in the agreement, the proceeds from the sale were
distributed in the following order: (1) $4,712,225 to pay off the
then existing debt balances that were collateralized by the real
property, (2) $840,000 as down payment, (3) $1,000,000 to be
credited to the sales price for the 30-year exclusive possession of
the main buildings, the service structures, all surrounding common
areas, roads and accesses, under the usufruct; (4) $8,060,000 in
two non-interest bearing installments reflected by promissory notes
of $4,060,000 and $4,000,000 to be paid no later than July 19, 2006
and 2009, respectively.  Upon default, both notes accumulate
interest at 7% annually.  The first installment was to be paid
after the repayment of the interim financing for the construction
of the first phase of the project, and after the Buyer received
$2,000,000 upon the sale of the initial individual units.
Accordingly, the first note of $4,060,000 is in default.  Upon the
mutual agreement by the parties, the due date of the second note
was extended, prior to its due date, until July 19, 2010, and no
additional extensions have been negotiated.  Accordingly, the
second note is also in default.

The agreement also provides for the development of a second phase,
which includes an adjacent lot to be acquired from a non-related
third party by the Buyer to use it as additional facilities for the
hotel.  To that end, the Company transferred to the Buyer its
purchase option right as per contract dated April 27, 2005.

The first installment of $4,060,000 is in default since 2006,
principally because once the first units of the 17 units were sold
through late 2007, the deterioration of the economy has been such
that no new sales have been made in over several years.  At
present, the Company is uncertain about the realization of the
first installment even assuming that the Buyer is successful in the
sale of the remaining units, as under the agreement, the Buyer has
the right to mortgage the acquired property.  As of April 30, 2014,
the second installment was in default.  Prior to its original due
date, the due date of the second installment was extended by mutual
agreement until July 19, 20110.  No additional extensions have been
negotiated subsequent to this date.  In the case of the second
note, if the Buyer does not commence the development of phase two
on or before July 19, 2010, the note will be paid by either cash or
returning to the Company title in fee simple of the remaining land
plus certain property acquired from a non-related third party.  The
Company has not executed this recourse under the default.

Since the construction of the second phase of the project is not
expected to commence during the foreseeable future, the realization
of the second installment is also uncertain.  As a result of the
significant uncertainty in the realization of the notes receivable,
the Company fully allowed the outstanding balance of the notes.

Management has continued its efforts to market the property to
increase its business.  The company is also dependent upon the
outcome of a dispute with the Puerto Rico Tourism Company and other
contingencies.

On Feb. 3, 2014, the Puerto Rico Tourism Company filed a legal
claim against the Company in connection with past due debts related
to room tax collected by the Company but not remitted to Tourism.
As of Dec. 31, 2013, Tourism is seeking to collect a total of
$757,450.  The Company is disputing the amount claimed by Tourism.


HOWELL MOUNTAIN: Case Summary & 8 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Howell Mountain Partners, L.P.,
        a California Limited Partnership
        408 Kirkwood Court
        Lincoln, CA 95648

Case No.: 15-10524

Chapter 11 Petition Date: May 22, 2015

Court: United States Bankruptcy Court
       Northern District of California (Santa Rosa)

Judge: Hon. Alan Jaroslovsky

Debtor's Counsel: James A. Tiemstra, Esq.
                  TIEMSTRA LAW GROUP, PC
                  1111 Broadway #1501
                  Tel: Oakland, CA 94607
                  Tel: (510) 987-8000
                  Email: jat@tiemlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Edward J. Welch, managing general
partner.

A list of the Debtor's eight largest unsecured creditors is
available for free at http://bankrupt.com/misc/canb15-10524.pdf


IMPLANT SCIENCES: Incurs $5.73 Million Net Loss in Third Quarter
----------------------------------------------------------------
Implant Sciences Corporation reported a net loss of $5.73 million
on $3.3 million of revenues for the three months ended march 31,
2015, compared to a net loss of $4.93 million on $2.7 million of
revenues for the same period in 2014.

For the nine months ended March 31, 2015, the Company reported a
net loss of $17.4 million on $7.31 million of revenues compared to
a net loss of $15.3 million on $7.02 million of revenues for the
same period last year.

As of March 31, 2015, the Company had $8.73 million in total
assets, $83.5 million in total liabilities and a $74.8 million
total stockholders' deficit.

Dr. William McGann, commented, "We successfully extended our
secured credit agreements with DMRJ Group, LLC and the group of
investors represented by BAM Administrative Services, LLC, to March
31, 2016 and have taken several actions to better align our costs
with current and future geographic sources.  We have taken
important steps to broaden the markets we serve, increase our
revenue opportunities, and improve our financial stability."

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

                      http://is.gd/oIw1CT

                     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.

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.


INERGETICS INC: Posts $4.73 Million Net Loss in First Quarter
-------------------------------------------------------------
Inergetics, Inc. filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing a net loss applicable
to common shareholders of $4.73 million on $284,000 of total
revenues for the three months ended March 31, 2015, compared to a
net loss applicable to common shareholders of $4.78 million on
$480,000 of total revenues for the same period in 2014.

As of March 31, 2015, the Company had $644,000 in total assets,
$14.2 million in total liabilities, all current, $130,000 in
preferred stock, convertible series B, $8.81 million in preferred
stock, convertible series, G, and a $22.5 million total
stockholders' deficit.

"The Company's future success is dependent upon its ability to
achieve profitable operations and generate cash from operating
activities, and upon additional financing.  Management believes
they can raise the appropriate funds needed to support their
business plan and develop an operating, cash flow positive company.
The Company has been operating with negative cash flows for the
past 13 years," according to the filing.

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

                      http://is.gd/24QmZX

                      About Inergetics Inc.

Paramus, N.J.-based Inergetics, Inc., formerly Millennium
Biotechnologies Group, Inc., is a holding company for its
subsidiary Millennium Biotechnologies, Inc.  Millennium is a
research based bio-nutraceutical corporation involved in the field
of nutritional science.  Millennium's principal source of revenue
is from sales of its nutraceutical supplements, Resurgex Select(R)
and Resurgex Essential(TM) and Resurgex Essential Plus(TM) which
serve as a nutritional support for immuno-compromised individuals
undergoing medical treatment for chronic debilitating diseases.
Millennium has developed Surgex for the sport nutritional market.
The Company's efforts going forward will focus on sales of Surgex
in powder, bar and ready to drink forms.

Inergetics reported a net loss applicable to common shareholders of
$9.48 million on $1.99 million of net sales for the year ended Dec.
31, 2014, compared to a net loss applicable to common shareholders
of $5.74 million on $848,000 of net sales for the same period in
2013.

East Hanover, New Jersey, issued a "going concern" qualification on
the consolidated financial statements for the year ended
Dec. 31, 2014, citing that the Company has incurred substantial
accumulated deficits and operating losses and has a working capital
deficiency of $10.6 million.  These conditions raise substantial
doubt about the Company's ability to continue as a going concern.


INT'L MANUFACTURING: Substantive Consolidation With DBS Denied
--------------------------------------------------------------
The bankruptcy judge presiding over International Manufacturing
Group, Inc.'s cases:

   -- granted in part the motion of Beverly N. McFarland, Chapter
11 trustee for IMG for substantive consolidation with RelyAid
Global Healthcare, Inc.; and

   -- denied the Trustee's motion with respect to the substantive
consolidation with DBS Air, LLC.

As Troubled Company Reporter on April 2, 2015, the trustee asked
that the Court consolidate the assets and liabilities of RGHI and
DBS with the Debtor's estate nunc pro tunc to the Debtor's
bankruptcy filing date of May 30, 2014.

RGHI and DBS were not included in the Feb. 6, 2015, order approving
non-debtor entities' substantive consolidation into the IMG Estate.
General Electric Capital Corporation and GE Equipment Corporate
Aircraft Trust 2012-1, LLC, had filed an objection, citing that
equity will not thereby be advanced, and consolidation will
prejudice the rights of creditors.  The Trustee, according to GE,
failed to demonstrate that any victim of the underlying Ponzi
scheme invested in either DBS or RGHI, and thus failed to provide
necessary evidence that the extraordinary remedy of substantive
consolidation must be granted.

The IMG Trustee asked the Court to overrule the objection.
According to the Trustee, the finances of DBS, RGHI and IMG are so
intermingled, intertwined, and entangled such that the costs to
unravel the three entities would outweigh the benefit on a number
of different fronts, all creditors will benefit if DBS and RGHI are
substantively consolidated into the IMG Estate as requested.

               About International Manufacturing

Deepal Wannakuwatte, the mastermind of a $150 million Ponzi scheme,
put himself and his company, International Manufacturing Group
Inc., into Chapter 11 after he pleaded guilty to one count of wire
fraud and agreed to a 20-year prison sentence.  The bankruptcy
filing was part of his plea bargain with federal prosecutors.  Mr.
Wannakuwatte is the former owner of the Sacramento Capitols tennis
team.

Mr. Wannakuwatte initiated his personal Chapter 11 case on May 30,
2014.  Hank Spacone was appointed as trustee for Wannakuwatte's
Chapter 11 estate.  Betsy Kathryn Wannakuwatte and Sarah Kathryn
Wannakuwatte also have pending Chapter 7 cases.

Mr. Wannakuwatte also submitted a Chapter 11 bankruptcy petition
for IMG on May 30, 2014 (Bankr. E.D. Cal. Case No. 14-25820)
in Sacramento.  The case is assigned to Judge Robert S. Bardwil.
The Debtor tapped Marc A. Caraska, in Sacramento, as counsel.  

In June 2014, Beverly N. McFarland was appointed as Chapter 11
trustee for IMG.  She tapped Felderstein Fitzgerald Willoughby &
Pascuzzi LLP as her bankruptcy counsel; Diamond McCarthy LLP as her
special litigation counsel; Gabrielson & Company as accountant; and
Karen Rushing as bookkeeper outside the ordinary course of
business.  

The U.S. Trustee for Region 7 appointed a three-member unsecured
creditors panel in IMG's case comprising of Byron Younger, Janine
Jones, and Steve Whitesides.



IRISH BANK: July 29 Auction of GIP Loans
----------------------------------------
Kieran Wallace and Eamonn Richardson, the duly appointed and
authorized foreign representatives of Irish Bank Resolution
Corporation Limited, sought and obtained authority from Judge
Christopher Sontchi of the U.S. Bankruptcy Court for the District
of Delaware to sell certain loan assets comprised of three loans
made to two entities, with each loan secured by equity shares in
Great Irish Pubs Florida Inc.

The GIP Loans have been personally guaranteed by certain affiliates
of GIP Florida.  The loans were primarily managed out of IBRC's
Irish offices.  The nominal gross loan balance of the GIP Loans is
approximately $10,920,321.  Under the terms of the loan documents
governing the GIP Loans, the borrower entities are entitled to
purchase the GIP Loans from IBRC, but the borrower entities do not
possess any exclusive right to purchase or to negotiate a potential
purchase with IBRC.

In order to maximize the value of the GIP Loans, the Debtor
scheduled a July 17, 2015, bid deadline.

The Foreign Representatives' counsel, Van C. Durrer, II, Esq., at
Skaedden, Arps, Slate, Meagher & Flom LLP, in Los Angeles,
California, asserts that the sale transaction will generate the
highest and best value for the Debtor's assets and for the Debtor's
creditors under the circumstances.  Mr. Durrer tells the Court that
the Debtor is seeking to liquidate the GIP Loans as part of its
overall wind-down and liquidation through the Irish Proceeding.

Mr. Wallace, in a declaration supporting the motion, states that he
believes that approval of the proposed Bidding Procedures and the
sale process contemplated by the Sale Motion will permit the Debtor
to conduct a fair and robust auction, and will allow the Debtor to
best fulfill its fiduciary duties to maximize the value of its
assets for the benefit of all stakeholders.

The hearing to consider approval of the sale of the GIPS Loans will
be held on Aug. 18 at 10:00 a.m. (prevailing Eastern Time).
Objections to the Prevailing Bid must be filed and served by Aug.
7.

The Auction is scheduled to take place on July 29 at 10:00 a.m.
(prevailing Eastern Time) at the offices of Skadden, Arps, Slate
Meagher & Flom LLP, in New York.

The Foreign Representatives are represented by:

         Van C. Durrer, II, Esq.
         Annie Li, Esq.
         SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
         300 South Grand Avenue
         Los Angeles, CA 90071
         Tel: (213) 687-5000
         Email: van.durrer@skadden.com
                annie.li@skadden.com

                    About Irish Bank Resolution

Irish Bank Resolution Corp., the liquidation vehicle for what was
once one of Ireland's largest banks, filed a Chapter 15 petition
(Bankr. D. Del. Case No. 13-12159) on Aug. 26, 2013, to protect
U.S. assets of the former Anglo Irish Bank Corp. from being
seized by creditors.  Irish Bank Resolution sought assistance
from the U.S. court in liquidating Anglo Irish Bank Corp. and
Irish Nationwide Building Society.  The two banks failed and were
merged into IBRC in July 2011.  IBRC is tasked with winding them
down and liquidating their assets.  In February, when Irish
lawmakers adopted the Irish Bank Resolution Corp., IBRC was
placed into a special liquidation in the Irish High Court to
complete liquidation and distribution of the two banks' assets.

IBRC's principal asset as of June 2012 was a loan portfolio
valued at some EUR25 billion (US$33.5 billion). About 70 percent
of the loans were to Irish borrowers. Some 5 percent of the
portfolio was under U.S. law, according to a court filing.  Total
liabilities in June 2012 were about EUR50 billion, according
to a court filing.

Most assets in the U.S. have been sold already.  IBRC is involved
in lawsuits in the U.S.

IBRC was granted protection under Chapter 15 of the U.S.
Bankruptcy Code in December 2013.

Kieran Wallace and Eamonn Richardson of KPMG have been named the
special liquidators.


IRONSTONE GROUP: Reports $76,800 Net Loss in First Quarter
----------------------------------------------------------
Ironstone Group, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $76,800 for the three months ended March 31, 2015, compared with
a net loss of $59,500 for the same period last year.

As of March 31, 2015, the Company had $3.06 million in total
assets, $1.82 million in total liabilities, and $1.23 million in
total stockholders' equity.

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

                         http://is.gd/ClHCOM

                        About Ironstone Group

San Francisco, Calif.-based Ironstone Group, Inc., and
subsidiaries have no operations but are seeking appropriate
business combination opportunities.

Ironstone reported a net loss of $259,000 for the year ended
Dec. 31, 2014, compared to a net loss of $170,000 for the year
ended Dec. 31, 2013.

Burr Pilger Mayer, Inc., in San Francisco, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2014, citing that the
Company has recurring net losses and negative cash flows from
operations.  These factors raise substantial doubt about the
Company's ability to continue as a going concern.


IRVINGTON COMMUNITY: S&P Puts BB- Bonds Rating on Watch Negative
----------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'BB-' long-term
rating on the Indiana Finance Authority's series 2009A and 2009B
educational facilities revenue bonds, issued for Irvington
Community Schools Inc. on CreditWatch with negative implications.

"The CreditWatch placement follows repeated attempts by Standard &
Poor's to obtain timely information of satisfactory quality to
maintain our ratings on the securities in accordance with our
applicable criteria and policies," said Standard & Poor's credit
analyst Jessica Matsumori.

If S&P did not receive the requested information by Aug. 20, it
will likely result in S&P's suspension or withdrawal of the
affected ratings, preceded by, in accordance with S&P's policies,
any change to the ratings that S&P considers appropriate given
available information.



KARMALOOP INC: Consensus Advisory Okayed as Investment Banker
-------------------------------------------------------------
Karmaloop, Inc., et al., won approval from the bankruptcy court to
employ Consensus Advisory Services LLC and Consensus Securities
LLC, as investment banker, nunc pro tunc to March 23, 2015.

Consensus is expected to assist the Debtors with respect to the
marketing and sale/disposition of the assets.  Specifically,
Consensus will, among other things:

   a) work with the management of the Debtors with respect to the
business, operations, properties, financial condition and prospects
of the Debtors;

   b) gather information concerning the use, value, and
descriptions of the Debtors' saleable assets; and

   c) work with the Debtors, revise, as necessary, the previously
drafted business description and marketing materials to inform
potential purchasers of the availability of the assets and to
support a possible sale, assignment, license, or other disposition
of the assets.

The Debtors initially engaged Consensus as of Dec. 20, 2013.
Consensus received a $25,000 retainer, whereupon Consensus provided
services to the Debtors prepetition.  Additionally, the Debtors
have reimbursed Consensus for reasonable expenditures incurred by
it in the course of its prior engagement.  Upon approval of thes
application, Consensus' prior engagement will be deemed terminated
immediately prior to the Petition Date.

Consensus' fee structure includes, among other things:

   a) upon the approval by the Court of the application, the
Debtors will pay Consensus a $75,000 engagement fee, deemed earned
upon the payment;

   b) with respect to any transaction, the Debtors will pay
Consensus a transaction fee, which will be a graduated fee that is
based upon the purchase price.  The fee will be calculated as:

      (i) 1% of the purchase price up to $10 million;

     (ii) 1.5% of the increment of the purchase price between
          $10 million and $15 million;

    (iii) 2% of the increment of the purchase price between
          $15 million and $20 million; and

     (iv) 3% of any increment of the purchase price over
          $20 million;

  c) the fee payable will not be offset by any retainers or amounts
previously paid by the Debtors to Consensus;

  d) the fee will be payable regardless of whether the ultimate
acquirer of the assets is an existing stakeholder of the
Debtors;

  e) the fee payable will in no event be less than $100,000; and

  f) compensation which is payable to Consensus following a
transaction will be paid to Consensus upon Court approval,
after the closing of the applicable transaction.

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

                       About Karmaloop Inc.

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

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

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

The U.S. Trustee for Region 3 appointed five creditors of Karmaloop
Inc. to serve on the official committee of unsecured creditors.
Lowenstein Sadler LP serves as its counsel, and Emerald Capital
Advisors serves as its financial advisors.



KARMALOOP INC: Key Employee Retention Plan Gets Court's Approval
----------------------------------------------------------------
Karmaloop Inc., et al., won approval from the bankruptcy court to
pay retention bonuses totaling about $260,000 to 15 non-insider
workers deemed vital to operations and going-concern sale efforts.

According to a Bloomberg report, the bonus plan was designed to
encourage key workers in various departments -- including
merchandising, accounting, sales and operations -- to remain with
Karmaloop during the sale process and to complete post-sale work as
required.  The participants will get 25 percent of the bonus within
30 days of the court's approval order, with the remainder coming
due when the sale is completed, the report related.

                         About Karmaloop Inc.

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

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

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

The U.S. Trustee for Region 3 appointed five creditors of Karmaloop
Inc. to serve on the official committee of unsecured creditors.
Lowenstein Sadler LP serves as its counsel, and Emerald Capital
Advisors serves as its financial advisors.



KARMALOOP INC: May 28 Hearing on Burns & Levinson Application
-------------------------------------------------------------
Karmaloop, Inc., et al., are asking for court approval to employ
Burns & Levinson LLP as special counsel, nunc pro tunc to the
Petition Date.  A hearing on the request is slated for May 28,
2015, at 2:00 p.m.

B&L will, among other things:

   a) advise and represent the Debtors in the negotiation and
documentation of the DIP financing and court approval of
same;

   b) advise and represent the Debtors in the transactional,
corporate, and corporate finance services required in
connection with the proposed sale of substantially all of the
Debtors' assets, and any related or alternative transactions; and

   c) advise and represent the Debtors with respect to all of their
intellectual property matters, including but not limited to the
preservation of the Debtors' trademarks and customer
relationship data, which comprise a valuable asset of the
Debtors' estates.

B&L, as special counsel, will perform the specific legal services
either (i) during the gap period from March 23 to April 27, 2015,
or in the alternative (ii) for the entire Chapter 11 period in
place of the Court's prior order of employment approval under
Section 327(a).

Prior to the Petition Date, B&L represented the Debtors in
connection with numerous corporate, financing, employment, tax,
intellectual property and transactional matters.  Also prior to the
Petition Date, the Debtors sought the services of B&L with respect
to, among other things, advice regarding restructuring matters in
general and, if required, preparation for the potential
commencement and prosecution of chapter 11 cases for the Debtors.

The hourly rates of B&L personnel range from:

         Partner                           $375 - $725
         Associate                         $240 - $550
         Paralegals and Paraprofessionals  $160 - $355

The hourly rates for personnel primarily assigned to the case and
their hourly rates are:

         Scott H. Moskol                       $640
         William V. Sopp                       $650
         Michael V. Samarel                    $350
         Tal M. Unrad                          $500

B&L received a security retainer deposit (which was previously
referred to as an advance fee payment) in the amount of $200,000.

The total amounts received for prepetition legal services and
expenses rendered by B&L in contemplation of the filing of the
Bankruptcy Cases was $450,050.  All of the amounts were incurred
and paid within the 90 days prior to the Petition Date.

                            Prior Order

The U.S. Trustee objected to the original B&L application.  Andrew
R. Vara, Acting U.S. Trustee for Region 3, objected to the motion
stating that in the retention application, the Debtors assert that
B&L is a "disinterested person" within the meaning of section
101(14) of the Bankruptcy Code.  The U.S. Trustee noted that,
according to the Mr. Moskol's declaration, prior to the Petition
Date, Frank Segall, a partner of B&L, held a secured note of the
Debtors and was an equity holder of the Debtor, Karmaloop, Inc.
The U.S. Trustee asserted that B&L cannot be retained as attorney
to the Debtors because it has interests adverse to the estates and
their creditors, and is not "disinterested" to the Debtors'
estates.

In this relation, the Debtors filed a revised proposed order
approving the application.  A copy is available for free at:

     http://bankrupt.com/misc/Karmaloop_196_81_cert_Burns.pdf

On May 7, 2015, the Court authorized the employment of B&L, nunc
pro tunc to April 27, based upon the Court's determination that
ownership of certain notes and equity in one of the Debtors held by
family members of two B&L partners until that date placed the firm
in the position of holding interests adverse to the Debtors'
estates, and therefore disqualified the firm from approval as
counsel under the standards of 11 U.S.C. Sec. 327(a), until that
date when those family members transferred those interests to
charities.

                       About Karmaloop Inc.

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

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

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

The U.S. Trustee for Region 3 appointed five creditors of Karmaloop
Inc. to serve on the official committee of unsecured creditors.
Lowenstein Sadler LP serves as its counsel, and Emerald Capital
Advisors serves as its financial advisors.



KARMALOOP INC: Proposes June 25 General Claims Bar Date
-------------------------------------------------------
Karmaloop, Inc., et al., filed a motion asking the bankruptcy court
to set bar dates for filing proofs of claims in their Chapter 11
cases.  A hearing on the motion is slated for May 28, 2015, at 2:00
p.m.

The Debtors ask the Court to establish these deadlines:

   June 25                   Deadline for any individual or entity

                             to file proofs of clam against the
                             Debtors.

   Sept. 21, at 5:00 p.m.    Governmental units bar date.

   July 6, at 5:00 p.m.      Administrative claim bar date.

Proofs of claim must be submitted to the claims agent Rust
Consulting Omni Bankruptcy.

                         About Karmaloop Inc.

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

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

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

The U.S. Trustee for Region 3 appointed five creditors of Karmaloop
Inc. to serve on the official committee of unsecured creditors.
Emerald Capital Advisors serves as its financial advisors.



KIOR INC: Files Plan Supplement Ahead of June 3 Hearing
-------------------------------------------------------
In light of the upcoming June 3, 2015 hearing to consider
confirmation of its proposed reorganization plan, KiOR, Inc.,
submitted a plan supplement that provides for the documents serving
as exhibits to the Plan:

  * Liquidating Trust Agreement
  * Series A Preferred Stock Purchase Agreement
  * Amended and Restated Certificate of Incorporation
  * Investors' Rights Agreement
  * Identification of Officers and Directors

A copy of the Plan Supplement is available for free at:

    http://bankrupt.com/misc/Kior_Inc_Plan_Supplement_2.pdf

As reported in the TCR, the Plan provides that all of the Debtor's
existing equity interests will be cancelled and the Debtor will
issue new equity interests to the holders of the DIP Financing
Claims and the Debtor's prepetition First Lien Claims in exchange
for the cancellation of $29 million of the indebtedness.

The Plan also provides for the creation of a Liquidating Trust
which will be funded with (i) cash designated for Class 7
continuing trade creditors, (ii) $100,000, and (iii) the transfer
of certain claims and causes of action that belong to the estate.
The Reorganized Debtor will be funded through an Exit Facility
consisting of a conversion of the DIP Financing Claims (under the
current DIP Financing, in the approximate amount of $15,273,500,
plus any amounts under the proposed DIP Amendment, which seeks up
to an additional approximately $14 million for a total $29 million)
and the conversion of any amount of the Debtor's prepetition First
Lien Claims.

A black-lined version of the Disclosure Statement dated April 8,
2015, is available at http://bankrupt.com/misc/KIORds0408.pdf

                          About KiOR Inc.

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

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

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

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

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


LAS AMERICAS 74-75: Hires Tamarez CPA as Accountant
---------------------------------------------------
Las Americas 74-75, Inc. seeks authorization from the U.S.
Bankruptcy Court for the District of Puerto Rico to employ Albert
Tamarez Vasquez as Debtor's accountant.

The Debtor requires Tamarez CPA to work for this bankruptcy case in
the following matters:

   (a) reconciliation of financial information to assist Debtor in

       the preparation of monthly operating reports;

   (b) assist in the reconciliation and clarification of proof of
       claims filed and amount due to creditors;

   (c) provide general accounting and tax services to prepare
       year-end reports and income tax preparation; and

   (d) assist Debtor and Debtor's counsel in the preparation of
       the supporting documents for the Chapter 11 Reorganization
       Plan.

Tamarez CPA will be paid at these hourly rates:

       Albert Tamarez-Vasquez        $150
       CPA Supervisor                $100
       Senior Accountant             $85
       Staff Accountant              $65

Tamarez CPA will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Tamarez CPA received a retainer in this case in the amount of
$3,000, which sum was generated by the debtor from the regular
operations of the business.

Albert Tamarez Vasquez 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.

Tamarez CPA can be reached at:

       Albert Tamarez Vasquez
       TAMAREZ CPA
       1519 Ponce De Leon Ave., Suite 412
       San Juan, PR 00909-1723
       Tel: (787) 795-2855
       Fax: (787) 200-7912
       E-mail: atamarez@tamarezcpa.com

                     About Las Americas 74-75

Las Americas 74-75, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.P.R. Case No. 15-01527) on March 2,
2015.

The petition was signed by Omar Guzman Benitez, vice president.

The case is assigned to Judge Edward Godoy.  Las Americas 74-75 is
represented by Carmen Conde Torres, Esq., at C. Conde & Associates,
in San Juan, Puerto Rico.

Las Americas disclosed total assets estimated at $21.2 million and
total debt estimated at $18.7 million.


LATTICE INC: Borrows $908,000 From Lattice Funding
--------------------------------------------------
Lattice Incorporated, on May 14, 2015, entered into a loan and
security agreement with Lattice Funding, LLC, a third party lender,
pursuant to which Funding loaned the Company a gross amount of
$908,000, according to a document filed with the Securities and
Exchange Commission.  

The Company is also obligated to issue 605,333 shares of its common
stock to Funding pursuant to the Loan Agreement, and will pay
Funding an annual 2% administration fee while the Loan is
outstanding, which would increase to 3% in the event of a default.
The Loan is secured by a first priority security interest in the
revenues from certain of the Company's contracts and the equipment
associated with such contracts.  In connection with the Loan
Agreement and the transactions contemplated thereby, the Company:

   * issued a promissory note dated May 14, 2015 bearing an
     interest rate of 8% per year.  The Note matures on April 30,
     2020, and is convertible into shares of the Company's common
     stock at a conversion price of $0.15 per share and may not be
     prepaid.  The Note provides for customary events of default,
     including the failure to pay any amount due under the Note on
     the applicable due date (subject to a cure period), any
     default on any other indebtedness by the Company, the Company
     becoming insolvent, or the company filing for voluntary
     bankruptcy.  In the event of a default, the interest rate on
     the Note would increase to 12% per year and $50,000 would be
     added to the to the principal as a penalty.  If the Company
     fails to make a payment within 10 days of the due date, the
     Company would be obligated to pay a late charge of 5% of the
     amount due.

   * entered into a Placement Agent Agreement dated May 14, 2015,
     pursuant to which the Company agreed to pay Cantone Research
     Inc., an affiliate of Funding, a fee of 8% of the gross
     amount of the Loan, a non-accountable expense allowance of 1%

     of the Loan, and 1,000 shares of shares of common stock for
     each $1,000 of gross proceeds (a total of 908,000 shares in
     connection with the Loan).  The Company also agreed to pay
     legal fees equal to 1% of the gross amount of the Loan.

Funding and CRI received piggy-back registration rights in
connection with the Loan.  Approximately $365,000 of the Loan was
used to repay a portion of a Bridge Loan made by Cantone Asset
Management, LLC, an affiliate of CRI and Funding.

                         About Lattice Inc.

Pennsauken, New Jersey-based Lattice Incorporated provides
telecommunications services to correctional facilities and
specialized telecommunication service providers in the United
States.

Lattice Inc reported a net loss of $1.8 million on $8.94 million of
revenue for the year ended Dec. 31, 2014, compared to a net loss of
$1 million on $8.26 million of revenue in 2013.

Rosenberg Rich Baker Berman & Company, in Somerset, New Jersey,
issued a "going concern" qualification on the consolidated
financial statements for the year ended Dec. 31, 2014, noting that
the Company has a working capital deficit and requires additional
working capital to meet its current liabilities.  The auditors said
these factors raise substantial doubt about the Company's ability
to continue as a going concern.


LATTICE INC: Posts $713,000 Net Loss in First Quarter
-----------------------------------------------------
Lattice, Incorporated, filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
available to common shareholders of $713,000 on $1.5 million of
revenue for the three months ended March 31, 2015, compared to a
net loss available to common shareholders of $483,000 on $2.33
million of revenue for the same period last year.

As of March 31, 2015, the Company had $5.37 million in total
assets, $8.28 million in total liabilities and a $2.91 million
total shareholders' deficit.

Cash and cash equivalents increased to $335,000 at March 31, 2015,
from $256,000 Dec. 31, 2014.

"At March 31, 2015, our working capital deficit was $3,790,000,
which compared to a working capital deficit of $3,099,000 at
December 31, 2014.  We have approximately $1.9 million in principal
due on notes which are either past due or are coming due in the
next twelve months.  Additionally, we are carrying a significant
level of past due general unsecured trade payables included in the
current liability section of our balance sheet.  A significant
component of these current liabilities relates to past due amounts
owed to a former wholesale partner pursuant to a wholesale
agreement that terminated in 2014.  The amount owed is a general,
unsecured, on- demand liability.  We are currently in negotiations
with this former wholesale partner to restructure this liability.
However, there is no assurance that we will be successful in these
negotiations and we could face litigation if we do not come to an
agreement with this former wholesale partner," the Company said in
the report.

"In the first quarter, we introduced a new perpetual licensing
agreement to select strategic customers that will enhance our
long-term market penetration strategy while reducing sales
volatility," stated Paul Burgess, CEO of Lattice.  "We sold our
first such license for our call management platform on March 31. In
accordance with accounting rules for revenue recognition, this $1.0
million sale will be recorded in line with payment terms in coming
quarters.  Moving forward, we are looking to expand this model with
other key customer accounts in both domestic and international
markets."

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

                        http://is.gd/YL6rB9

                         About Lattice Inc.

Pennsauken, New Jersey-based Lattice Incorporated provides
telecommunications services to correctional facilities and
specialized telecommunication service providers in the United
States.

Lattice Inc reported a net loss of $1.8 million on $8.94 million of
revenue for the year ended Dec. 31, 2014, compared to a net loss of
$1 million on $8.26 million of revenue in 2013.

Rosenberg Rich Baker Berman & Company, in Somerset, New Jersey,
issued a "going concern" qualification on the consolidated
financial statements for the year ended Dec. 31, 2014, noting that
the Company has a working capital deficit and requires additional
working capital to meet its current liabilities.  The auditors said
these factors raise substantial doubt about the Company's ability
to continue as a going concern.


LEON HALL: No Specific Ruling for Turnover Motion
-------------------------------------------------
In the case docketed as In re: LEON FRANCIS HALL, Chapter 11,
Debtor, CASE NO. 14-21588 (Bankr. D. Kan.), Bankruptcy Judge Dale
L. Somers, in his April 22, 2015 Memorandum Opinion and Order on
Debtor's Motion for Turnover of Harvested Crops, held that the
Court could not provide the Parties with a more specific ruling for
the Motion for Turnover that the Debtor filed.

On July 29, 2014, the Debtor filed his Motion, seeking an order
compelling his father, Leo Hall, to turnover to the estate the
proceeds of 2014 crops grown on nine tracts of farmland then owned
by SEJ Farms, LLC and certain personal property.  Leo Hall
objected.

Judge Somers held that "the evidence is not sufficient for the
Court to determine additional, such as the terms of the oral or
implied leases or the precise land on which Leo planted and
harvested fall seeded wheat."  However, Judge Somers believes that
the parties will be able to agree on the value of the 2014 wheat
proceeds owed to the Debtor. If they are unable to do so, the
Parties may ask for another hearing.

A copy of Judge Somers' April 22, 2015 Memorandum Opinion and Order
on Debtor's Motion for Turnover of Harvested Crops is available at
http://is.gd/NG8EKsfrom Leagle.com.  

Leon Hall is a farmer.  Until recently, when he became estranged
from his father, the Debtor farmed with his father, Leo Hall.
Currently the Debtor is employed part time helping out the farmer
who is leasing the Debtor's farmland.


LOT 30B INC: Case Summary & 2 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Lot 30B, Inc.
        45 Commons Drive, Apt. 411
        Shrewsbury, MA 01545

Case No.: 15-40993

Chapter 11 Petition Date: May 22, 2015

Court: United States Bankruptcy Court
       District of Massachusetts (Worcester)

Judge: Hon. Melvin S. Hoffman

Debtor's Counsel: Vladimir von Timroth, Esq.
                  LAW OFFICE OF VLADIMIR VON TIMROTH
                  405 Grove Street, Suite 204
                  Worcester, MA 01605
                  Tel: 508-753-2006
                  Fax: 774-221-9146
                  Email: vontimroth@gmail.com

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

Estimated Liabilities: $1 million to $10 million

The petition was signed by Praveen Yeruva, president.

A list of the Debtor's two largest unsecured creditors is available
for free at http://bankrupt.com/misc/mab15-40993.pdf


MASON TEMPLE CHURCH: Case Summary & 14 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: Mason Temple Church of God in Christ, Inc.
        6098 N. 35th Street
        Milwaukee, WI 53209

Case No.: 15-26017

Chapter 11 Petition Date: May 24, 2015

Court: United States Bankruptcy Court
       Eastern District of Wisconsin (Milwaukee)

Debtor's Counsel: Jonathan V. Goodman, Esq.
                  LAW OFFICES OF JONATHAN V. GOODMAN
                  Suite 707
                  788 North Jefferson Street
                  Milwaukee, WI 53202-3739
                  Tel: 414-276-6760
                  Fax: 414-287-1199
                  Email: jgoodman@ameritech.net

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Osie Tatum, pastor and trustee.

A list of the Debtor's 14 largest unsecured creditors is available
for free at http://bankrupt.com/misc/wieb15-26017.pdf


MEDICAL CARD: Moody's Withdraws 'B3' Senior Secured Debt Rating
---------------------------------------------------------------
Moody's Investors Service has withdrawn the B3 senior secured debt
rating of Medical Card System, Inc. as well as the Ba3 insurance
financial strength rating of MCS Advantage, Inc., its primary
operating subsidiary.

Moody's has withdrawn MCS's and its operating subsidiary's ratings
for business reasons.

Moody's insurance financial strength ratings are opinions of the
ability of insurance companies to pay punctually senior
policyholder claims and obligations.


MIDSTATES PETROLEUM: S&P Lowers CCR to 'SD' on Exchange Offer
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on U.S.-based Midstates Petroleum Co. Inc. to 'SD' from 'B-'
and the issue-level rating on the company's senior unsecured debt
to 'D' from 'CCC+'.  The downgrades reflect the exchange offer for
a portion of the company's 2020 and 2021 unsecured notes for
secured third-lien notes due 2020.  S&P also revised the recovery
rating on the unsecured notes to '6' from '5', indicating
negligible (0% to 10%) recovery in a default scenario to reflect
the addition of the third-lien notes.

The downgrade follows Midstates' announcement that it has come to
an agreement with holders of portions of its senior unsecured notes
to exchange for third-lien secured notes.

"We view the transaction as a distressed exchange because at the
close of the exchange unsecured debt investors received value of
less than what was originally promised on the senior unsecured
notes," said Standard & Poor's credit analyst Michael Tsai.



MODULAR SPACE: Moody's Assigns Negative Outlook to 'B2' CFR
-----------------------------------------------------------
Moody's Investors Service affirmed the B2 corporate family rating
of Modular Space Holdings, Inc.'s (ModSpace) and the B3 rating of
the senior secured notes issued by its wholly owned subsidiary
Modular Space Corporation, and revised the outlook on the ratings
to Negative from Stable.

The rating action reflects ModSpace's weaker than expected
financial performance since the time the ratings were assigned in
February 2014. The company's weak earnings have delayed a decline
in leverage and an accumulation of tangible capital.

In the first half of its fiscal 2015, ModSpace reported a loss of
approximately $18 million, translating into a negative return of
assets of 3%. Although improved from last year due to strengthened
revenues from leasing, ModSpace's gross margin of 34% remains below
its historical margins, which came in at 42% in 2009 and 37% in
2010, the company's latest profitable year. Moody's estimates that
ModSpace's margins need to be around 40% in order for it to
break-even, assuming its current cost structure.

ModSpace's weak performance has also delayed the decline in
leverage and has pressured its liquidity. ModSpace's leverage,
measured as Debt to EBITDA, remains high at 9x. While ModSpace
generates positive cash flow from operations, reflecting a
substantial amount of depreciation and amortization embedded in its
earnings, its free cash flow has been negative due to significant
purchases of rental equipment. In Moody's view, such a strategy, in
conjunction with weak earnings, points to a weak liquidity
management. However, Moody's do note that ModSpace has flexibility
with respect to the timing and amount of capital expenditures,
which it can temporarily defer to help offset lower operating cash
flows.

The outlook could return to stable if the company improves
operating performance and returns to profitability. The ratings
will be downgraded if Moody's believe that earnings and leverage
are likely to remain at weakened levels for an extended period of
time.

Based in Berwyn, PA, ModSpace is a leading North America-based
provider of modular buildings, storage, and services for temporary
and permanent space needs.

The principal methodology used in these ratings was Finance Company
Global Rating Methodology published in March 2012.

Moody's incorporates the default and recovery properties of the
collateral pool in cash flow model analysis where they are subject
to stresses as a function of the target rating on each CLO
liability reviewed. Moody's derives the default probability from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average recovery
rate for future defaults is based primarily on the seniority of the
assets in the collateral pool. In each case, historical and market
performance and the collateral manager's latitude for trading the
collateral are also factors.


MOLYCORP INC: Incurs $102.3 Million Net Loss in First Quarter
-------------------------------------------------------------
Molycorp, Inc. filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing a net loss of $102.3
million on $106 million of revenues for the three months ended
March 31, 2015, compared to a net loss of $86.0 million on $119
million of revenues for the same period a year ago.

As of March 31, 2015, the Company had $2.49 billion in total
assets, $1.78 billion in total liabilities and $709 million in
total stockholders' equity.

The Company reported negative cash flows from operating activities
of $73 million during the first quarter of 2015, and had $134
million in cash and cash equivalents as of March 31, 2015.  During
the three months ended March 31, 2015, Molycorp's capital
expenditures were $6 million on a cash basis.

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

                       http://is.gd/i0iOKJ

                          About Molycorp

Molycorp Inc. -- http://www.molycorp.com/-- produces specialized  

products from 13 different rare earths (lights, mids and heavies),
the transition metal yttrium, and five rare metals (gallium,
indium, rhenium, tantalum and niobium).  It has 26 locations
across 11 countries.  Through its joint venture with Daido Steel
and the Mitsubishi Corporation, Molycorp manufactures
next-generation, sintered neodymium-iron-boron ("NdFeB") permanent
rare earth magnets.

Molycorp reported a net loss of $623 million in 2014, a net loss of
$377 million in 2013 and a net loss of $475 million in 2012.  

KPMG LLP, in Toronto, Canada, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, stating that the Company continues to incur
operating losses, has yet to achieve break-even cash flows from
operations, has significant debt servicing costs and is currently
not in compliance with the continued listing requirements of the
New York Stock Exchange.  These conditions, among other things,
raise substantial doubt about the Company's ability to continue as
a going concern.

                           *     *     *

In June 2014, Moody's Investors Service downgraded the corporate
family rating of Molycorp to 'Caa2' from 'Caa1'.  The downgrade
reflects continued weakness in rare earths pricing environment,
ongoing negative free cash flows, weak liquidity and high
leverage.

As reported by the TCR on Dec. 12, 2014, Molycorp has a 'CCC+'
corporate credit rating, with negative outlook, from Standard &
Poor's.  "The negative outlook reflects our view that Molycorp's
business and financial condition will become increasingly
precarious unless the Mountain Pass facility can be brought to
full production capacity," said S&P's credit analyst Cheryl Richer.


MOUNT SAINT MARY'S: Moody's Alters Ratings Outlook to Stable
------------------------------------------------------------
Moody's Investors Service revises the outlook for Mount Saint
Mary's University to stable and affirms the Ba2 rating on its
Series 2006 and 2007 revenue bonds issued through Frederick County,
Maryland.

The stable outlook reflects Mount Saint Mary's University's (the
Mount) continued improvement in operating performance, strengthened
albeit still moderate liquidity, and progress in meeting or
exceeding enrollment targets.

The Ba2 rating is based on the Mount's continued challenging market
position as a small, rural university and minimal ability to reduce
expenses further without adversely impacting competitiveness due to
limited economies of scale. The university has a high level of debt
to operating revenue and some liquidity risk embedded in its debt
structure, with limited additional debt capacity at the current
rating level.

The rating also incorporates recent strengthening of gift support
and expected achievement of three consecutive years of strong
operating cash flow margins as a result after a history of
structural operating deficits.

The stable outlook incorporates the expectation of sustained
stronger operating performance, enrollment stability, and continued
focus on strengthening of liquidity. The outlook also reflects
Moody's expectations of no plans to significantly spend flexible
reserves or increase debt in the near term.

What could make the rating go up:

- Liquidity growth

- Multi-year demonstrated ability to continue to meet enrollment
   targets

- Continued strong cash flow margins that are sufficient to
   generate good debt service coverage

What could make the rating go down:

- A decline in student charges or a return to weak cash flow
   margins

- Enrollment volatility

- Substantial decline in liquidity or significantly increased
   debt without a corresponding increase in cash flow

- Breach of financial covenants resulting in potential for
   acceleration of debt

Mount St. Mary's University is a private liberal arts Catholic
university located in Emmitsburg, Maryland. The university enrolled
2,143 students for fall 2014 and generated operating revenue of $67
million in fiscal year 2014.

The Series 2006, 2007, 2007A and 2008 bonds are a general
obligation of the university, secured by a lien on gross revenues.
The Series 2006 bonds are further secured by a first mortgage lien
on the project site and a debt service reserve fund equivalent to
maximum annual debt service on the bonds. The Series 2007 bonds are
not secured by any mortgage lien and do not have a debt service
reserve fund.

The Series 2006 and 2007 bonds, as well as the unrated Series 2007A
and 2008 bonds, privately placed with PNC, are required to maintain
a debt service coverage ratio. Net Revenues Available for Debt
Service must equal at least equal to 1.0 times Maximum Annual Debt
Service (MADS) for the Series 2006 and 2007 bonds and 1.1 times for
the Series 2007A and 2008 bonds, measured at the end of each fiscal
year. Peak debt service of $5.1 million is reached in FY 2014. At
June 30, 2014, MADS coverage according to the covenant calculation
was 2.57 times. For the Series 2006 and 2007 bonds, a covenant
breach does not constitute an event of default as long as the
university is making principal and interest payments when due. For
the Series 2007A and 2008 bonds, a covenant breach for more than 30
days is considered an event of default; its occurrence would allow,
but not require, PNC to accelerate the bonds.

The principal methodology used in this rating was U.S.
Not-for-Profit Private and Public Higher Education published in
August 2011.



MUD KING: Wants Final Decree Closing Chapter 11 Case
----------------------------------------------------
Mud King Products, Inc., asks that the U.S. Bankruptcy Court enter
a final decree closing its Chapter 11 case no later than May 31,
2015.

The Debtor also requested for an expedited hearing prior to  May
31.

The Debtor has filed a notice reflecting May 5, 2015, as the
Effective Date for its Second Amended Plan of Reorganization.  On
May 7, 2015, the Debtor filed its Post-Confirmation Certificate.

According to the Debtor, the confirmation order is final, the
Chapter 11 plan is effective, payments to creditors have commenced
and U.S. Trustee fees are current.  The status report also stated
that no claim objections or avoidance actions are required to be
filed in the case and not contested matters are pending before the
Court.  The only remaining matters are approval of fee applications
filed by various Debtor's professionals.

                     About Mud King Products

Mud King Products, Inc., filed a Chapter 11 petition (Bank. S.D.
Tex. Case No. 13-32101) on April 5, 2013.  The petition was signed
by Erich Mundinger as vice president.  The Debtor disclosed
$18,959,158 in assets and $3,351,216 in liabilities as of the
Chapter 11 filing.  Annie E Catmull, Esq., Melissa Anne Haselden,
Esq., Mazelle Sara Krasoff, Esq., and Edward L Rothberg, Esq., at
Hoover Slovacek, LLP, represent the Debtor in its restructuring
effort.  Judge Karen K. Brown presides over the case.

The U.S. Trustee was unable to appoint an official committee of
unsecured creditor.



MUSCLEPHARM CORP: Consac LLC Reports 7.4% Stake as of May 14
------------------------------------------------------------
Consac, LLC disclosed in a Schedule 13D filed with the Securities
and Exchange Commission that as of May 14, 2015, it beneficially
owns 1,000,000 shares of common stock of Musclepharm Corp., which
represents 7.42 percent of the 13,468,876 shares of the Company's
Common Stock outstanding as of May 8, 2015.  A copy of the
regulatory filing is available for free at http://is.gd/LKi2tM

                        About MusclePharm

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

MusclePharm Corporation reported a net loss of $13.8 million in
2014, a net loss of $17.7 million in 2013 and a net loss of $19
million in 2012.


N&B INDUSTRIES: S&P Affirms 'B' CCR & Rates 1st Lien Loans 'B'
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on Austin, Texas-based N&B Industries Inc.  The
outlook is stable.

At the same time, S&P lowered the issue-level rating on the
company's first-lien term loan and revolver to 'B' from 'B+' and
revised S&P's recovery rating on the loan to '3' from '2',
indicating its belief that lenders could expect substantial (70% to
90%, upper half of the range) recovery in the event of a payment
default.

S&P also affirmed its 'CCC+' issue-level rating on N&B's newly
upsized $177 million second-lien term loan due 2021.  The recovery
rating remains '6', reflecting S&P's expectations for negligible
(0% to 10%) recovery in the event of a payment default.

"Our ratings reflect our view of the company's narrow business
focus within a niche, and the sector's fragmented markets, some
channel concentration within the specialty and independent stores
segment, and the discretionary nature of the company's products,"
said Standard & Poor's credit analyst Beverly Correa.  "We do,
however, recognize that the current acquisition coupled with N&B's
most recent acquisition (of the Home Décor Companies in 2014) has
further expanded its product offering, diversified its customer
base, and increased its operating scale.  We believe this broader
product portfolio and increased scale will help reduce earnings
volatility."

The ratings on N&B also reflect its "highly leveraged" financial
risk profile and majority ownership by a financial sponsor.
Although S&P estimates the company's pro forma leverage is near 6x
for the 12 months ended March 31, 2015, following this acquisition
(compared with under 6x before this incremental debt), S&P expects
the company to reduce leverage to below 6x during the next 12 to 24
months.  However, S&P also believes capital allocation decisions
could restrict the company from achieving leverage below 5x (from
additional debt-financed dividends or acquisitions, for example)
for an extended time.  This view is primarily rooted in the typical
financial policies of most financial sponsor-owned companies, which
focus on generating investment returns over short time horizons and
typically operate with high debt levels. Therefore, S&P continues
to believe the company has a "highly leveraged" financial risk
profile.

The stable outlook on N&B reflects S&P's expectation that the
company will sustain adequate liquidity and will continue to
increase sales and EBITDA, resulting in adjusted debt to EBITDA of
about 5.7x by fiscal year-end in 2015.



NAARTJIE CUSTOM: Has Until June 9 to Propose Chapter 11 Plan
------------------------------------------------------------
U.S. Bankruptcy Judge William T. Thurman entered an order extending
Naartjie Custom Kids, Inc.'s exclusive period to file a chapter 11
plan until June 9, 2015, and the period to solicit acceptances for
that plan until Aug. 10, 2015.

As reported in the TCR on April 22, 2015, the Debtor said it needed
additional time to negotiate a consensual resolution of the case
either through a structured dismissal or through a chapter 11
plan.

To date, the Debtor has spent substantial time seeking to sell its
assets to maximize value before the value of those assets
diminished.  Now, the Debtor is working with its creditor
constituents to consensually resolve the case, to close the sale of
its intellectual property and interests in ZA One to Truworths
Limited, to complete the claims reconciliation process, to
establish the universe of allowable administrative expense claims,
and to wind up the Debtor's affairs.

                     About Naartjie Custom Kids

Naartjie Custom Kids, Inc., which designs, manufactures and sells
children's clothing, accessories and footwear for ages newborn
through 10 years old, sought protection under Chapter 11 of the
Bankruptcy Code on Sept. 12, 2014 (Bankr. D. Utah Case No. 14-
29666).  The case is assigned to Judge William T. Thurman.

The Debtor's counsel is Annette W. Jarvis, Esq., Jeffrey M.
Armington, Esq., Benjamin J. Kotter, Esq., and Michael F. Thomson,
Esq., at Dorsey & Whitney LLP, in Salt Lake City, Utah.

The Official Committee of Unsecured Creditors is represented by
Pachulski Stang Ziehl & Jones LLP as its counsel.  Ray Quinney &
Nebeker P.C. serves as local counsel.  FTI Consulting, Inc. serves
as its financial advisor.



NAARTJIE CUSTOM: KERP for 2 Remaining Non-Insider Employees Okayed
------------------------------------------------------------------
U.S. Bankruptcy Judge William T. Thurman approved Naartjie Custom
Kids, Inc.'s key employee retention plan for non-insider employees.
The Debtor is granted approval to pay:

   -- $10,000 to Stephen Ensign, the Debtor's controller, if Ensign
remains employed with the Debtor until his services are no longer
required; and

  -- $5,000 to Brian Anderson, a senior accounting manager for the
Debtor, if Anderson remains employed with the Debtor until his
services are no longer required.

As reported in the TCR on April 30, 2015, the Debtor said that it
slashed its employee roster after the conclusion of the liquidation
sales at the Debtor's stores in the United States.  The Debtor
employs only four employees, all of whom are working at the
Debtor's headquarters in Salt Lake City, Utah: (a) Glenn Wood, the
Debtor's chief executive officer; (b) Petro Wood, an accounting
manager; (c) Mr. Ensign; and (d) Mr. Anderson.

These four employees are essential to winding up the Debtor's
affairs.  In particular, the Debtor must: (a) complete its claims
reconciliation process; (b) close the sale to Truworths of the
Debtor's interests in ZA One and the Debtor's intellectual property
assets; (c) file the Debtor's year end and final tax returns; and
(d) wind up the Debtor's remaining affairs.

The non-insider employees have not been appointed by Naartjie's
board as officers, do not report directly to the board, and instead
report to Naartjie's CEO, Mr. Wood.

The amounts of compensation contemplated in the KERP were
determined by the Debtor's CRO, Jeff Nerland, and are based on his
business judgment and the non-insider employees' level of
compensation.

A copy of the KERP Motion is available for free at:

    http://bankrupt.com/misc/NaartjieCustom_446_motion_KERP.pdf

                     About Naartjie Custom Kids

Naartjie Custom Kids, Inc., which designs, manufactures and sells
children's clothing, accessories and footwear for ages newborn
through 10 years old, sought protection under Chapter 11 of the
Bankruptcy Code on Sept. 12, 2014 (Bankr. D. Utah Case No. 14-
29666).  The case is assigned to Judge William T. Thurman.

The Debtor's counsel is Annette W. Jarvis, Esq., Jeffrey M.
Armington, Esq., Benjamin J. Kotter, Esq., and Michael F. Thomson,
Esq., at Dorsey & Whitney LLP, in Salt Lake City, Utah.

The Official Committee of Unsecured Creditors is represented by
Pachulski Stang Ziehl & Jones LLP as its counsel.  Ray Quinney &
Nebeker P.C. serves as local counsel.  FTI Consulting, Inc. serves
as its financial advisor.



NATROL INC: Debtor Wants Until Sept. 4 to Remove Suits
------------------------------------------------------
Leaf123 Inc. has filed a motion seeking additional time to remove
lawsuits involving the company and its affiliates.

In its motion, Leaf123, formerly known as Natrol Inc., asked the
U.S. Bankruptcy Court in Delaware to move the deadline for filing
notices of removal of the lawsuits to Sept. 4, 2015.

"Granting the debtors this additional opportunity to consider
removal of the actions will assure that the decisions of the
debtors are fully informed and consistent with the best interests
of these estates," according to its lawyer, Travis Buchanan, Esq.,
at Young Conaway Stargatt & Taylor LLP, in Wilmington, Delaware.

The motion is on Judge Brendan Linehan Shannon's calendar for
June 22.

                     About Natrol, Inc.

Headquartered in Chatsworth, Calif., Natrol, Inc., sold herbs and
botanicals, multivitamins, specialty and sports nutrition
supplements made to support health and wellness throughout all ages
and stages of life.  Natrol, Inc., was a wholly owned subsidiary of
Plethico Pharmaceuticals Limited (BSE: 532739. BO: PLETHICO).

Natrol, Inc., and its six affiliates sought bankruptcy protection
(Bankr. D. Del. Case No. 14-11446) on June 11, 2014.  The case is
assigned to Judge Brendan Linehan Shannon.  The Debtors are
represented by Robert A. Klyman, Esq., and Samuel A. Newman, Esq.,
at Gibson, Dunn & Crutcher LLP, in Los Angeles, California; and
Michael R. Nestor, Esq., Maris J. Kandestin, Esq., and Ian J.
Bambrick, Esq., at Young Conaway Stargatt & Taylor, LLP, in
Wilmington, Delaware.  The Debtors' Claims and Noticing Agent is
Epiq Systems INC.

The Debtors requested that the Court approve the employment of (i)
Jeffrey C. Perea of the firm Conway MacKenzie Management Services,
LLC as chief financial officer and for CMS to provide temporary
employees to assist Mr. Perea in carrying out his duties; (ii)
Stephen P. Milner of the firm Squar, Milner, Peterson, Miranda &
Williamson LLP as chief restructuring officer and for CMS to
provide temporary employees to assist Mr. Milner in carrying out
his duties; (iv) BDO USA, LLP as auditor; (v) TaxGroup Partners as
tax services provider.

The Official Committee Of Unsecured Creditors tapped Otterbourg
P.C. as lead counsel; Pepper Hamilton LLP as Delaware counsel; and
CMAG as financial advisors.

On Nov. 10, 2014, the Debtors held an auction for the sale of the
assets, and Aurobindo Pharma USA Inc. emerged as the successful
bidder.  The Court approved the sale and the sale closed on Dec. 4,
2014.  The Debtors changed their names to Leaf123, Inc., following
the sale.

                            *     *     *

The Troubled Company Reporter, on Feb. 23, 2015, reported that
Leaf123, Inc., f/k/a Natrol Inc., and its debtor affiliates filed
a
Chapter 11 plan of liquidation, pursuant to which tax refunds and
credits, all shares of capital stock or other Equity Interests in
Natrol UK, all Avoidance Actions not otherwise purchased by the
Buyer under the Purchase Agreement, the proceeds from prepetition
litigation, the proceeds from the Sale Transaction, and certain
other assets are being pooled and distributed to persons or
entities holding allowed claims in accordance with the priorities
of the Bankruptcy Code.

Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the
District of Delaware on April 2, 2015, approved the disclosure
statement explaining the First Amended Joint Liquidating Plan of
Leaf123, Inc., f/k/a Natrol, Inc., and its debtor affiliates.

A full-text copy of the Disclosure Statement dated April 2, 2015,
is available at http://bankrupt.com/misc/NATROLds0402.pdf


NEW LOUISIANA: Can Use Cash Collateral Through June 26
------------------------------------------------------
U.S. Bankruptcy Judge Robert Summerhays has authorized New
Louisiana Holdings LLC, et al., to use cash collateral and any
available loan proceeds for expenses incurred by the Debtors for
the period May 1, 2015 through June 26, 2015 in accordance with the
Supplemental DIP Order and the DIP Budget.

                   About New Louisiana Holdings

New Louisiana Holdings LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. W.D. La. Case No. 14-50756), on June
25, 2014.

Ten affiliates of New Louisiana -- Acadian 4005 Tenant, LLC (Case
No. 14-50850), Atrium 6555 Tenant, LLC, dba The Atrium at
Lafreniere Assisted Living (Case No. 14-50851), Citiscape 5010
Tenant, LLC, dba Citiscape Apartments (Case No. 14-50853),
Lakewood
Quarters Assisted 8585 Tenant, LLC (Case No. 14-50854), Lakewood
Quarters Rehab 8225 Tenant, LLC (Case No. 14-50855), Panola 501
Partners, LP (Case No. 14-50862), Regency 14333 Tenant, LLC (Case
No. 14-50861), Retirement Center 14686 Tenant, LLC (Case No.
14-50856), Sherwood 2828 Tenant, LLC (Case No. 14-50857), St.
Charles 1539 Tenant, LLC (Case No. 14-50858) and Woodland Village
5301 Tenant, LLC (Case No. 14-50859) filed Chapter 11 bankruptcy
petitions on July 16, 2014.

Fifteen additional affiliates of New Louisiana -- SA-PG Ocala LLC
(Case No. 14-50909), SA-PG Operator Holdings LLC (Case No.
14-50912), SA-PG Clearwater LLC (Case No. 14-50913), SA-PG
Gainesville LLC (Case No. 14-50914), SA-PG Jacksonville LLC (Case
No. 14-50915), SA-PG Largo LLC (Case No. 14-50916), SA-PG North
Miami LLC (Case No. 14-50917), SA-PG Orlando LLC (Case No.
14-50918), SA-PG Pinellas LLC (Case No. 14-50919), SA-PG Port St.
Lucie LLC (Case No. 14-50920), SA-PG Sun City Center LLC (Case No.
14-50921), SA-PG Tampa LLC (Case No. 14-50922), SA-PG Vero Beach
LLC (Case No. 14-50923), SA-PG West Palm Beach LLC (Case No.
14-50924) and SA-PG Winterhaven LLC (Case No. 14-50925) filed
separate Chapter 11 bankruptcy petitions on July 28, 2014.

Four more affiliates of New Louisiana -- CHC-CLP Operator Holding
LLC (Case No. 14-51104), SA-St. Petersburg LLC (Case No.
14-51101),
SA-Clewiston LLC (Case No. 14-51102) and SA-Lakeland LLC (Case No.
14-51103) -- that operate skilled nursing facilities located in
Lakeland, Clewiston and St. Peterburg, Florida, sought protection
under Chapter 11 of the Bankruptcy Code on Sept. 3, 2014.

The Chapter 11 cases are jointly consolidated with New Louisiana's
Chapter 11 case at Case No. 14-50756 before Judge Robert
Summerhays
of the United States Bankruptcy Court for the Western District of
Louisiana (Lafayette).

The Debtors are represented by Patrick J. Neligan, Jr., Esq., at
Neligan Foley LLP, in Dallas, Texas.  Jan M. Hayden and Baker
Donelson Bearman Caldwell & Berkowitz, P.C. serves as local
counsel.

The U.S. Trustee for Region 5 on Oct. 3, 2014, appointed three
creditors of New Louisiana Holdings, LLC, to serve on the official
committee of unsecured creditors.  Pepper Hamilton LLP and
McGlinchey Stafford PLLC serve as counsel to the Committee.



NJK HOSPITALITY: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: NJK Hospitality, LLC
           dba Geets Diner
           aka Vasilios Patouhas
           aka Bill Patouhas
           dba NJK Real Estate Enterprises, LLC
        14 N. Black Horse Pike
        Williamstown, NJ 08094-1435

Case No.: 15-19655

Chapter 11 Petition Date: May 22, 2015

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

Judge: Hon. Andrew B. Altenburg Jr.

Debtor's Counsel: Barry J Beran, Esq.
                  BERAN & BERAN
                  102 Browning Lane, Bldg C, Suite 1
                  Cherry Hill, NJ 08003
                  Tel: (856) 428-9002
                  Fax: (856) 795-1242
                  Email: Beranandblaw@Aol.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Vasilios Patouhas, authorized
individual.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/njb15-19655.pdf


NOYES MEMORIAL HOSP: S&P Alters Ratings Outlook to Stable
---------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook to stable
from negative and affirmed its 'BB' long-term rating on Livingston
County Industrial Development Agency, N.Y.'s revenue debt, issued
for Nicholas H. Noyes Memorial Hospital (Noyes).

"The outlook revision reflects the improving operating trend,
reserves relative to debt better than median levels, and the
potential benefits from an affiliation with the University of
Rochester," said Standard & Poor's credit analyst Jessica Goldman.


"We assess the economic profile as vulnerable reflecting a small
service area with declining population and limited employment
growth.  We assess the financial profile as adequate with leverage
and reserves relative to debt better than median levels somewhat
offsetting thin operating performance.  Combined we believe these
credit factors lead to an indicative rating of 'bb-'. As our
criteria indicate, the final rating can be within one notch of the
indicative credit level.  "In our view, the 'BB' rating on the
hospital's bonds better reflects the improving operating trend and
our expectation that operating results will improve to about
breakeven in fiscal 2015," added Ms. Goldman.  In addition, debt
service coverage and reserves are ahead of median levels and are
such that they provide some cushion," S&P said.

The stable outlook reflects S&P's expectation that Noyes will
maintain the recent operating improvements and leverage its
relationship with URMC for recruitment and service line enhancement
to maintain market share.

Although S&P anticipates some volatility for an organization of
this size, deterioration of the hospital's balance sheet or revenue
pressure could result in a downgrade.  Management has made
continual efforts to control expenses, attempting to align with
lower operating revenue, but could struggle to post positive
operations resulting in stronger coverage.  A lower rating is
likely to occur if liquidity deteriorates, if coverage remains less
than 1.5x, or volumes continue to decline at recent rates.

S&P does not believe a higher rating is likely in the near term
given the operating volatility and volume softness.  However, a
higher rating would be predicated on improvement to debt service
coverage, strengthening of the business position, or material
improvements to the balance sheet.

The hospital, located in Dansville, N.Y., is about 45 miles south
of Rochester.  The hospital's gross revenue, a mortgage on the
hospital's land and facility, and a guarantee of the hospital's
foundation secure the bonds.



NXT ENERGY: KPMG LLP Expresses Going Concern Doubt
--------------------------------------------------
NXT Energy Solutions Inc. reported a net loss of C$1.56 million on
C$3.91 million of survey revenue in 2014, compared with a net loss
of C$5.34 million on C$2.68 million of survey revenue in the prior
year.

KPMG LLP, the chartered accountants, noted that NXT Energy has
accumulated losses and has uncertainty about the timing and
magnitude of future revenue.  These conditions, along with other
matters, indicate the existence of a material uncertainty that
casts substantial doubt about the Company's ability to continue as
a going concern.

The Company's balance sheet at Dec. 31, 2014, showed C$6.05 million
in total assets, C$833,000 in total liabilities and total
stockholders' equity of C$5.22 million.

A copy of the Form 20-F filed with the U.S. Securities and Exchange
Commission is available at http://is.gd/oKzjKJ

NXT Energy Solutions Inc. (TSX-V: SFD; OTC: NSFDF) is a Calgary
based company that provides a unique aerial survey service to the
oil and natural gas exploration industry.  NXT's proprietary
Stress Field Detection ("SFD(R)") survey technology is based on
detecting subtle changes in earth's gravitational field from an
airborne platform.



OMNICARE INC: Moody's Reviews 'Ba3' CFR for Upgrade
---------------------------------------------------
Moody's Investors Services placed the ratings of Omnicare, Inc.
under review for upgrade, including the company's Ba3 Corporate
Family Rating and Ba3-PD Probability of Default Rating. Moody's
concurrently affirmed Omnicare's Speculative Grade Liquidity rating
of SGL-3. This action follows the announcement that Omnicare has
entered into a definitive agreement to be acquired by CVS Health
(CVS, Baa1 Stable Outlook) in a transaction valued at $12.7
billion. The proposed acquisition is expected to be funded through
the issuance of new debt. The transaction is expected to close near
the end of 2015.

On Review for Upgrade:

Omnicare, Inc.

  -- Corporate Family Rating at Ba3

  -- Probability of Default Rating at Ba3-PD

  -- Notes due 2022 and 2024 at Ba2 (LGD 2)

  -- Convertible senior sub notes due 2025 at B1 (LGD 4)

  -- Convertible senior debentures due 2035 at B2 (LGD 5)

  -- Convertible Exchangeable subordinated notes due 2044 at B1
(LGD 4)

Omnicare Capital Trust II

  -- Backed PIERS Trust Preferreds at B2 (LGD 6)

Omnicare Capital Trust I

  -- Backed PIERS Trust Preferreds at B2 (LGD 6)

Ratings affirmed:

Omnicare, Inc.

  -- Speculative grade liquidity rating at SGL-3

Moody's rating review of Omnicare will consider: (1) the benefits
of being part of a larger and more diversified entity; (2) where
Omnicare's debt is ultimately held within CVS' capital structure;
and (3) what, if any, support mechanisms, including guarantees, are
provided to Omnicare's debt.

To the extent that CVS retires any of Omnicare's debt ratings on
that debt would be withdrawn.

The review for upgrade is based upon Moody's view that, should the
acquisition by CVS be consummated, Omnicare will become part of an
enterprise with a stronger overall credit profile (and hence a
potentially higher rating) than if Omnicare remains a standalone
company.

Excluding the possible acquisition by CVS, Omnicare's Ba3 CFR
reflects its moderately high financial leverage and risks
associated with ongoing reimbursement challenges. Although Omnicare
is large relative to other Ba3 rated companies based on revenues
and has a leading national position in this niche market, the
company still contends with competitive pressures, largely from
local market players. Operating challenges, including reduced
Skilled Nursing Facilities occupancy levels and script volume, are
likely to continue. Changes from healthcare reform legislation
reimbursement challenges facing both Omnicare and its customers --
including health plans and nursing homes -- are key risks for the
long term care pharmacy sector.

Providing some offset, Omnicare's focus on its fast-growing
specialty business and recently recovered bed count in the
long-term care segment should help improve its top line and
profitability. Moody’s expect leverage to decline slightly but
remain moderately high as free cash flow will likely be allocated
more toward shareholder activities and acquisitions versus debt
reduction.

The principal methodology used in these ratings was the Global
Distribution & Supply Chain Services published in November 2011.
Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

Omnicare, Inc. headquartered in Cincinnati, Ohio, is the leading
provider of institutional pharmacy services to the long term care
sector (LTC), mainly serving skilled nursing facilities and
assisted living facilities. The company also has a specialty
pharmacy business that provides specialty pharmacy and
commercialization services for the biopharmaceutical industry.
During the twelve months ended March 31, 2015, Omnicare's revenues
approximated $6.5 billion with EBITDA of $797 million.


P&P LAND HOLDINGS: Case Summary & 9 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: P&P Land Holdings, LLC
        1735 S. Cooper Road
        Chandler, AZ 85286

Case No.: 15-06406

Chapter 11 Petition Date: May 22, 2015

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

Judge: Hon. George B. Nielsen Jr.

Debtor's Counsel: William R. Richardson, Esq.
                  RICHARDSON & RICHARDSON, P.C.
                  1745 S. Alma School RD., #100
                  Mesa, AZ 85210-3010
                  Tel: 480-464-0600
                  Fax: 480-464-0602
                  Email: wrichlaw@aol.com

Total Assets: $1 million

Total Liabilities: $3.6 million

The petition was signed by Sunil N. Patel, managing member.

A list of the Debtor's nine largest unsecured creditors is
available for free at http://bankrupt.com/misc/azb15-06406.pdf


PARK MERIDIAN: Taps Jackson Corporate as Leasing Broker
-------------------------------------------------------
Park Meridian, LLC, and 7220, LLC seek authorization from the U.S.
Bankruptcy Court for the Northern District of Georgia to employ
Jackson Corporate Real Estate, LLC ("JCRE") as Debtors' leasing
broker.

The Debtors anticipate that JCRE will assist current management in
the negotiating lease extention with its primary tenant, Northside
Venturs, Inc. and rendering such other necessary advice and
services as Debtors may, from time to time, require.

JCRE will be paid a cash-out commission upon consummation of a
lease modification and extension amendment with Northside Ventures,
Inc., if co-brokered, equal to 2% of the aggregate gross rents
payable over the entire term specified in such amendment, less the
amount of aggregate gross rents left to be paid during the
remainder of the current term of the lease through the current
lease expiration of Dec. 31, 2019.  If JCRE brokers the amendment
alone, the foregoing commission rate increase to 4%.

Scott Jackson, CEO and chief investment officer of JCRE, 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.

JCRE can be reached at:

       Scott Jackson
       JACKSON CORPORATE REAL ESTATE, LLC
       Centennial Tower
       101 Marietta Street, 31st Floor
       Atlanta, GA 30303
       Tel: (404) 751-3221
       E-mail: ScottJackson@jacksoncorporaterealestate.com

                       About Park Meridian

Park Meridian owns a commercial building located at 3890 Johns
Creek Parkway, in Suwanee, Forsyth County, Georgia.
Northside-Rosser asserts a first priority lien on the property and
the rents therefrom to secure a claim in the disputed amount of
$10,549,229.  The Debtor says the property has a market value of At
least $11,000,000.

Park Meridian sought Chapter 11 protection (Bankr. N.D. Ga. Case
No. 15-20447) in Gainesville, Georgia, on March 2, 2015, stating
that it was unable to pay its debts as they generally mature.  

The Debtor is represented by William A. Rountree, Esq., at Macey,
Wilensky & Hennings LLC, in Atlanta, Georgia.

The Atlanta-based debtor estimated $10 million to $50 million in
assets and debt.


PARTY CITY: Moody's Hikes Corp. Family Rating to B2, Outlook Stable
-------------------------------------------------------------------
Moody's Investors Service upgraded Party City Holdings Inc.'s
Corporate Family Rating to B2 from B3 and Probability of Default
Rating to B2-PD from B3-PD. The ratings outlook remains stable.

The upgrade of Party City's Corporate Family Rating reflects the
company's improved credit metrics following the initial public
offering of its indirect parent, Party City Holdco Inc. Net
proceeds from the IPO were approximately $398 million, which the
company used to repay in full the $350 million principal amount of
senior notes due 2019 issued by indirect parent, PC Nextco
Holdings, LLC ("Holdings"), and pay a $30.7 million management
agreement termination fee. The upgrade also considers the company's
consistent profitable growth and successful track record of
integrating acquisitions. For the first quarter ended March 31,
2015, revenue grew 6.7% on comparable store growth of 5.2% and the
operation of 20 additional stores in the quarter. Company-defined
adjusted EBITDA margin improved 30 basis points to 10.7%.

The following ratings were upgraded:

Party City Holdings Inc.:

  -- Corporate Family Rating to B2 from B3

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

  -- Senior secured term loan due 2019 to B1 (LGD3) from B2
     (LGD 3)

The following rating was affirmed:

Party City Holdings Inc.:

  -- Guaranteed senior unsecured notes due 2020 at Caa1 (LGD 5)

The ratings outlook is stable

Party City's B2 Corporate Family Rating reflects the company's
narrow business focus on party goods and accessories and it's high
financial leverage, as measured by lease-adjusted debt/EBITDA, of
6.5 times pro forma for the debt repayment using proceeds from the
IPO. The rating also reflects that Party City remains a 'controlled
company' as defined by the SEC with affiliates of Thomas H. Lee
Partners, L.P. ("THL") and Advent International Corporation
('Advent"), who have a history of funding sizable debt financed
dividends, still holding over 70% of the outstanding shares in the
company. The rating is supported by Party City's strong market
presence in both retail and wholesale, growing geographic
diversification, relative demand stability of party goods and
accessories, and track record of integrating acquisitions and
achieving cost savings, all of which should enable continued future
steady growth and metric improvement. Liquidity is good, as cash
flow and revolver availability are expected to be more than
sufficient to cover cash flow needs over the next 12-18 months.

The stable outlook reflects Moody's expectation for steady
improvement in debt protection metrics due to the relatively stable
demand characteristics of party goods and accessories, and
continued successful integration of potential future bolt-on
acquisitions.

Sustained growth in revenue and profitability while demonstrating
conservative financial policies, including the use of free cash
flow for debt reduction, could lead to a ratings upgrade.
Quantitatively, the ratings could be upgraded if debt / EBITDA is
sustained below 5.5 times and EBITA /interest expense is sustained
above 1.75 times.

Ratings could be downgraded if the company's operating performance
were to sustainably weaken due to declines in consumer
discretionary spending, heightened competition or integration
issues, or through any material erosion in liquidity.
Quantitatively, ratings could be lowered if debt/EBITDA were
sustained above 6.5 times or if EBITA/interest below 1.25 times.

Party City Holdings Inc. is a designer, manufacturer, distributor
and retailer of party goods and related accessories. The company's
retail brands principally include Party City and Halloween City.
Total revenue exceeded $2.3 billion for the twelve month period
ended March 31, 2015. Following its IPO in April 2015, the company
remains majority owned by Thomas H. Lee Partners, L.P. ("THL").

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


PATRIOT COAL: Court Issues Joint Administration Order
-----------------------------------------------------
Judge Keith Phillips of the U.S. Bankruptcy Court for the Eastern
District of Virginia issued an order consolidating, for procedural
purposes only, and directing joint administration of the Chapter 11
cases of Patriot Coal Corporation and its debtor affiliates under
lead case no. 15-32450.

                        About Patriot Coal

Patriot Coal Corporation is a producer and marketer of coal in the
United States.  Patriot and its subsidiaries control 1.4 billion
tons of proven and probable coal reserves -- including owned and
leased assets in the Central Appalachia basin (in West Virginia and
Ohio) and Southern Illinois basin (in Kentucky and Illinois) -- and
their operations consist of eight active mining complexes in West
Virginia.

Patriot Coal first sought Chapter 11 protection on July 9, 2012,
and, on Dec. 18, 2013, won approval of its bankruptcy-exit plan
from the U.S. Bankruptcy Court for the Eastern District of
Missouri.  The plan turned over most of the ownership of the
company to bondholders that include New York hedge fund Knighthead
Capital Management LLC.  The linchpins of the plan were a global
settlement among the Debtors, the United Mine Workers of America,
and two third parties -- Peabody Energy Corporation and Arch Coal,
Inc. -- and a commitment by a consortium of creditors, led by
Knighthead, to backstop two rights offerings that funded the plan.

Patriot Coal Corporation and its subsidiaries commenced new Chapter
11 cases (Bankr. E.D. Va. Lead Case No. 15-32450) in Richmond,
Virginia, on May 12, 2015.  The cases are assigned to Judge Keith
L. Phillips.

The Debtors tapped Kirkland & Ellis LLP as counsel; Kutak Rock
L.L.P., as co-counsel; Centerview Partners LLC as investment
bankers; Alvarez & Marsal North America, LLC, as restructuring
advisors; and Prime Clerk LLC, as claims and administrative agent.

Patriot Coal estimated more than $1 billion in assets and debt.


PATRIOT COAL: Has Interim Approval of Equity Trading Protocol
-------------------------------------------------------------
Judge Keith Phillips of the U.S. Bankruptcy Court for the Eastern
District of Virginia gave Patriot Coal Corporation, et al., interim
authority to establishing notification and hearing procedures for
transfers of certain equity securities.

As previously reported by The Troubled Company Reporter, the
Debtors have incurred, and are currently incurring, significant
net operating losses, amounting to $1.2 billion as of the tax year
ending Dec. 31, 2014, and translating to potential tax savings of
$480 million.  The Debtors' NOLs consist of losses generated in any
given or prior tax year, which the Debtors can "carry forward" to
up to 20 subsequent tax years to offset future taxable income,
thereby reducing future aggregate tax obligations.  NOLs also may
be utilized to offset taxable income generated by transactions
completed during these chapter 11 cases.

Because an "ownership change" may negatively impact the Debtors'
utilization of their NOLs, the Debtors proposed these procedures:

   * Any "substantial shareholder" -- entity that has direct or
indirect beneficial ownership of more than approximately 26,925
shares of common stock (representing 4.5 percent of all issued and
outstanding common stock) -- must serve and file a declaration on
or before the later of (i) 30 days after the date of the interim
order approving the procedures and (ii) 10 days after becoming a
substantial shareholder.

   * Prior to effectuating any transfer of the equity securities
that would result in another entity becoming a substantial
shareholder, the parties to such transaction must serve and file a
notice of the intended stock transaction.

   * The Debtors have 30 calendar days after receipt of the stock
transaction notice to object to the proposed transaction.

   * If the Debtors do not object, the proposed transaction may
proceed.

   * Any transfer of the equity securities in violation of the
procedures will be null and void ab initio.

The final hearing is scheduled for June 3, 2015, at 01:00 PM.

                        About Patriot Coal

Patriot Coal Corporation is a producer and marketer of coal in the
United States.  Patriot and its subsidiaries control 1.4 billion
tons of proven and probable coal reserves -- including owned and
leased assets in the Central Appalachia basin (in West Virginia and
Ohio) and Southern Illinois basin (in Kentucky and Illinois) -- and
their operations consist of eight active mining complexes in West
Virginia.

Patriot Coal first sought Chapter 11 protection on July 9, 2012,
and, on Dec. 18, 2013, won approval of its bankruptcy-exit plan
from the U.S. Bankruptcy Court for the Eastern District of
Missouri.  The plan turned over most of the ownership of the
company to bondholders that include New York hedge fund Knighthead
Capital Management LLC.  The linchpins of the plan were a global
settlement among the Debtors, the United Mine Workers of America,
and two third parties -- Peabody Energy Corporation and Arch Coal,
Inc. -- and a commitment by a consortium of creditors, led by
Knighthead, to backstop two rights offerings that funded the plan.

Patriot Coal Corporation and its subsidiaries commenced new Chapter
11 cases (Bankr. E.D. Va. Lead Case No. 15-32450) in Richmond,
Virginia, on May 12, 2015.  The cases are assigned to Judge Keith
L. Phillips.

The Debtors tapped Kirkland & Ellis LLP as counsel; Kutak Rock
L.L.P., as co-counsel; Centerview Partners LLC as investment
bankers; Alvarez & Marsal North America, LLC, as restructuring
advisors; and Prime Clerk LLC, as claims and administrative agent.

Patriot Coal estimated more than $1 billion in assets and debt.


PATRIOT COAL: Has Interim OK to Obtain $30-Mil. in DIP Loans
------------------------------------------------------------
Judge Keith Phillips of the U.S. Bankruptcy Court for the Eastern
District of Virginia gave Patriot Coal Corporation, et al., interim
authority to obtain up to an aggregate principal amount not to
exceed $30.0 million from the $100 million debtor-in-possession
facility committed by certain of their prepetition lenders.

The DIP Facility generally provides for:

   * a multi-draw term loan of approximately $100 million secured
by first priority priming liens on substantially all of the
Debtors' assets, subject only to the a carve out for fees of
retained professionals and the U.S. Trustee, liens that were
senior
to the liens of the Debtors' prepetition lenders as of the
Petition
Date, and, with respect to the Debtors' collateral under their ABL
facility, the ABL lenders' liens;

   * interest payable at a rate of 12 percent plus 2 percent
default interest, as applicable, payable in kind;

   * borrowings and disbursements to be made pursuant to the terms
of an agreed 13-week budget;

   * an initial interim advance of $30 million to be funded upon
entry of the Interim DIP Order, followed by intermittent
borrowings
after entry of the Final DIP Order, pursuant to the terms and
conditions set forth in the DIP Loan Agreement;

   * the Debtors' agreement to provide a 2% upfront fee to each
DIP
Lender on each DIP Lender's commitment and a 3% exit fee on
repayment or termination of the DIP Facility pursuant to a
Commitment Letter and a payment of $75,000 to the DIP Agent
pursuant to a DIP Agent Fee Letter; and

   * adequate protection for the Debtors' prepetition secured
creditors in the form of, among other things, replacement liens,
superpriority claims, and the payment of certain fees and expenses
for certain of the Debtors' prepetition lenders.

The Debtors are also given interim authority to use cash collateral
securing their prepetition indebtedness.

The Debtors' prepetition capital structure is generally comprised
of: (a) a senior secured asset-based revolving credit facility with
a maximum availability of $65 million (b) a $247 million term loan
and $200 million letter of credit facility; and (c) approximately
$306 million in second lien notes secured by a junior lien on the
ABL Collateral and the Term Loan Collateral.

Barclays Bank PLC, in its capacity as L/C Administrative Agent,
filed a statement to make clear that, while it is not interposing
an objection to the interim order, there are aspects of the
Proposed DIP Facility and the proposed adequate protection package
that would not be acceptable on a final order basis and remain
under discussion among the stakeholders and the Debtors.
Accordingly, the L/C Administrative Agent reserves all of its
rights with respect to the Motion and the Proposed DIP Facility
including, without limitation, the right to object to any final
relief requested in the Motion.

The Final Hearing is scheduled for June 3, 2015, at 1:00 p.m.
(prevailing Eastern Time).  Any objections must be submitted no
later than May 29, 2015.

A full-text copy of the Interim DIP Order with Budget is available
at http://bankrupt.com/misc/PATRIOTdip0513.pdf

A full-text copy of the DIP Loan Agreement is available at
http://bankrupt.com/misc/PATRIOTdipagr.pdf

The L/C Administrative Agent is represented by:

         Tyler P. Brown, Esq.
         Henry P. (Toby) Long, III, Esq.
         Justin F. Paget, Esq.
         HUNTON & WILLIAMS LLP
         Riverfront Plaza, East Tower
         951 East Byrd Street
         Richmond, VA 23219
         Tel: (804) 788-8200
         Fax: (804) 788-8218
         Email: tpbrown@hunton.com
                hlong@hunton.com
                jpaget@hunton.com

            -- and --

         Ken Ziman, Esq.
         Shana Elberg, Esq.
         SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
         4 Times Square
         New York, NY 10036
         Tel: (212) 735-3000
         Fax: (212) 735-2000
         Email: ken.ziman@skadden.com
                shana.elberg@skadden.com

            -- and --

         Albert Hogan III, Esq.
         SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
         155 N. Wacker Drive
         Chicago, IL 60606
         Tel: (312) 407-0700
         Fax: (312) 407-0411
         Email: al.hogan@skadden.com

                        About Patriot Coal

Patriot Coal Corporation is a producer and marketer of coal in the
United States.  Patriot and its subsidiaries control 1.4 billion
tons of proven and probable coal reserves -- including owned and
leased assets in the Central Appalachia basin (in West Virginia and
Ohio) and Southern Illinois basin (in Kentucky and Illinois) -- and
their operations consist of eight active mining complexes in West
Virginia.

Patriot Coal first sought Chapter 11 protection on July 9, 2012,
and, on Dec. 18, 2013, won approval of its bankruptcy-exit plan
from the U.S. Bankruptcy Court for the Eastern District of
Missouri.  The plan turned over most of the ownership of the
company to bondholders that include New York hedge fund Knighthead
Capital Management LLC.  The linchpins of the plan were a global
settlement among the Debtors, the United Mine Workers of America,
and two third parties -- Peabody Energy Corporation and Arch Coal,
Inc. -- and a commitment by a consortium of creditors, led by
Knighthead, to backstop two rights offerings that funded the plan.

Patriot Coal Corporation and its subsidiaries commenced new Chapter
11 cases (Bankr. E.D. Va. Lead Case No. 15-32450) in Richmond,
Virginia, on May 12, 2015.  The cases are assigned to Judge Keith
L. Phillips.

The Debtors tapped Kirkland & Ellis LLP as counsel; Kutak Rock
L.L.P., as co-counsel; Centerview Partners LLC as investment
bankers; Alvarez & Marsal North America, LLC, as restructuring
advisors; and Prime Clerk LLC, as claims and administrative agent.

Patriot Coal estimated more than $1 billion in assets and debt.


PATRIOT COAL: Hunton & Williams Files Rule 2019 Statement
---------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
Hunton & Williams LLP disclose that it is serving as counsel for
the following parties in connection with Patriot Coal Corporation,
et al.'s bankruptcy cases:

   -- Deutsche Bank, in its capacities as Administrative Agent and
      Lender under the prepetition ABL Credit Facility and in its
      various capacities under the prepetition L/C Facility and
      Term Facility; and

   -- Barclays Bank PLC, in its capacities as administrative agent
      and lender under the Debtors' prepetition letter of credit
      facility.

Hunton says both of the Parties may hold claims against the Debtors
arising out of applicable agreements, law, or equity pursuant to
their respective relationships with the Debtors.  The Parties are
in the process of analyzing their claims against the Debtors and
will identify those against the Debtors in proofs of claim filed
prior to the applicable deadline.

                        About Patriot Coal

Patriot Coal Corporation is a producer and marketer of coal in the
United States.  Patriot and its subsidiaries control 1.4 billion
tons of proven and probable coal reserves -- including owned and
leased assets in the Central Appalachia basin (in West Virginia and
Ohio) and Southern Illinois basin (in Kentucky and Illinois) -- and
their operations consist of eight active mining complexes in West
Virginia.

Patriot Coal first sought Chapter 11 protection on July 9, 2012,
and, on Dec. 18, 2013, won approval of its bankruptcy-exit plan
from the U.S. Bankruptcy Court for the Eastern District of
Missouri.  The plan turned over most of the ownership of the
company to bondholders that include New York hedge fund Knighthead
Capital Management LLC.  The linchpins of the plan were a global
settlement among the Debtors, the United Mine Workers of America,
and two third parties -- Peabody Energy Corporation and Arch Coal,
Inc. -- and a commitment by a consortium of creditors, led by
Knighthead, to backstop two rights offerings that funded the plan.

Patriot Coal Corporation and its subsidiaries commenced new Chapter
11 cases (Bankr. E.D. Va. Lead Case No. 15-32450) in Richmond,
Virginia, on May 12, 2015.  The cases are assigned to Judge Keith
L. Phillips.

The Debtors tapped Kirkland & Ellis LLP as counsel; Kutak Rock
L.L.P., as co-counsel; Centerview Partners LLC as investment
bankers; Alvarez & Marsal North America, LLC, as restructuring
advisors; and Prime Clerk LLC, as claims and administrative agent.

Patriot Coal estimated more than $1 billion in assets and debt.


PATRIOT COAL: June 3 Hearing on SAL Filing Extension Request
------------------------------------------------------------
Judge Keith Phillips of the U.S. Bankruptcy Court for the Eastern
District of Virginia will conduct a hearing on June 3, 2015, to
consider Patriot Coal Corporation, et al.'s motion to extend time
to file lists of executory contracts and unexpired leases,
schedules of assets and liabilities and statements of financial
affairs.

                        About Patriot Coal

Patriot Coal Corporation is a producer and marketer of coal in the
United States.  Patriot and its subsidiaries control 1.4 billion
tons of proven and probable coal reserves -- including owned and
leased assets in the Central Appalachia basin (in West Virginia and
Ohio) and Southern Illinois basin (in Kentucky and Illinois) -- and
their operations consist of eight active mining complexes in West
Virginia.

Patriot Coal first sought Chapter 11 protection on July 9, 2012,
and, on Dec. 18, 2013, won approval of its bankruptcy-exit plan
from the U.S. Bankruptcy Court for the Eastern District of
Missouri.  The plan turned over most of the ownership of the
company to bondholders that include New York hedge fund Knighthead
Capital Management LLC.  The linchpins of the plan were a global
settlement among the Debtors, the United Mine Workers of America,
and two third parties -- Peabody Energy Corporation and Arch Coal,
Inc. -- and a commitment by a consortium of creditors, led by
Knighthead, to backstop two rights offerings that funded the plan.

Patriot Coal Corporation and its subsidiaries commenced new Chapter
11 cases (Bankr. E.D. Va. Lead Case No. 15-32450) in Richmond,
Virginia, on May 12, 2015.  The cases are assigned to Judge Keith
L. Phillips.

The Debtors tapped Kirkland & Ellis LLP as counsel; Kutak Rock
L.L.P., as co-counsel; Centerview Partners LLC as investment
bankers; Alvarez & Marsal North America, LLC, as restructuring
advisors; and Prime Clerk LLC, as claims and administrative agent.

Patriot Coal estimated more than $1 billion in assets and debt.


PIZZERIA REGINA: Files for Bankruptcy Protection
------------------------------------------------
The Daily Bankruptcy Review, citing the Associated Press, reported
that a Boston-area brick oven pizza chain called Pizzeria Regina
has filed for bankruptcy protection and is closing four locations.

According to AP, a spokesman for parent company Boston Restaurant
Associates Inc. says the company entered Chapter 11 bankruptcy
proceedings to get out from under several long and expensive
leases.



PLEASANT BAY PROPERTIES: Case Summary & Top Unsecured Creditor
--------------------------------------------------------------
Debtor: Pleasant Bay Properties and Associates LP
        P.O. Box 1330
        Burlington, WA 98233

Case No.: 15-13218

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: May 22, 2015

Court: United States Bankruptcy Court
       Western District of Washington (Seattle)

Judge: Hon. Karen A. Overstreet

Debtor's Counsel: James L Day, Esq.
                  BUSH STROUT & KORNFELD LLP
                  601 Union St Ste 5000
                  Seattle, WA 98101
                  Tel: 206-292-2110
                  Email: jday@bskd.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Roger Sahlin, partner.

A list of the Debtor's largest unsecured creditor is available for
free at http://bankrupt.com/misc/wawb15-13218.pdf


PLEASANT ROAD: Case Summary & Largest Unsecured Creditor
--------------------------------------------------------
Debtor: Pleasant Road Partners LP
        P.O. Box 1330
        Burlington, WA 98233

Case No.: 15-13219

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: May 22, 2015

Court: United States Bankruptcy Court
       Western District of Washington (Seattle)

Judge: Hon. Timothy W. Dore

Debtor's Counsel: James L Day, Esq.
                  BUSH STROUT & KORNFELD LLP
                  601 Union St Ste 5000
                  Seattle, WA 98101
                  Tel: 206-292-2110
                  Email: jday@bskd.com

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Roger Sahlin, partner.

A list of the Debtor's largest unsecured creditor is available for
free at http://bankrupt.com/misc/wawb15-13219.pdf


PROTOM INTERNATIONAL: Court Issues Joint Administration Order
-------------------------------------------------------------
Judge Barbara Houser of the U.S. Bankruptcy Court for the Northern
District of Texas issued an order directing jointly administration
of the Chapter 11 cases of ProTom International, Inc., and ProTom
International, LLC, under lead case 15-32065.

                    About ProTom International

ProTom International Inc. is a medical technology focused on proton
therapy for cancer patients.  The Company and affiliate ProTom
International, LLC, have the exclusive rights to sell in the U.S.
the compact accelerators developed by Russia-based ZAO Protom and
owner Vladimir E. Balakin.  The ZAO system and technology were
lighter and cheaper than proton therapy systems then in operation
in the U.S.  This technology has been the basis on which ProTom has
developed its Radiance 330 Proton Therapy System.

ProTom International, Inc., and ProTom International, LLC, sought
Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No.
15-32065 and 15-32066) in Dallas on May 12, 2015.  The cases are
assigned to Judge Barbara J. Houser.

The Debtors tapped Jackson Walker, LLP as counsel, and Lain,
Faulkner & Co., P.C., as accountant.

ProTom Inc. estimated $10 million to $50 million in assets and
debt.


PUTNAM ENERGY: Hearing on Trustee Appointment Continued to June 1
-----------------------------------------------------------------
The U.S. Bankruptcy Court continued until June 1, 2015, at 9:30
a.m., the evidentiary hearing to consider Bridgeview Bank Group's
amended motion for appointment of a trustee, or in the alternative,
an examiner in the Chapter 11 case of Putnam Energy, L.L.C.

In a separate docket entry, the evidentiary hearing set for May 18,
was stricken.  Joint pretrial statement is due by May 27.

As reported in the TCR on May 1, 2015, the Debtor, in its objection
to the motion, stated that Bridgeview Bank made numerous
unsupported allegations regarding the Debtor's alleged prepetition
"dishonesty" or "gross negligence."  Despite these serious
allegations, Bridgeview Bank does not attach any declarations, or
evidence, that supported "dishonesty" or "gross negligence."
Instead, Bridgeview Bank showed that the Debtor and its
counterparties did not properly document all of the transactions
that occurred between the parties dating back to 1967.

MLP Energy Advisors, LLC, and Sandra J. Zutowt, also in opposition
to the motion, asserted that the appointment of a trustee is not in
the best interest of the creditors of the Debtor.  Some of the
reasons appointment of a trustee is not in the best interest
are:

   a) the Debtor's operation of the oil and gas leases is both
efficient, safe and maximizes the benefit to the credits of the
Debtor; and

   b) the production system at the field was designed by the Debtor
and the Debtor is the best operator of the gas wells that are
subject to the leases.

Bridgeview Bank was granted leave to file and serve a written reply
to the response by May 6.

In its amended motion filed March 19, 2015, Bridgeview Bank stated
that the Debtor's dishonesty or gross mismanagement render it
impossible to determine whether it is complying with the terms or
its leases and assignments related to the Illini Field.  According
to Bridgeview Bank, the Debtor operates seven wells in Crawford
County, Illinois on several parcels of real estate collectively
known as the Illini Field." Putnam does not own the property where
the Illini Field is located.

                        About Putnam Energy

Putnam Energy, L.L.C., a company with power plant and pipeline
assets, sought Chapter 11 protection (Bankr. N.D. Ill. Case No.
15-08733) on March 11, 2015, in Chicago, Illinois, after it failed
to reach a forbearance agreement with its lender.

The Debtor disclosed $10,394,596 in assets and $2,283,218 in
liabilities as of the Chapter 11 filing.

The case is assigned to Judge Carol A. Doyle.  Terrence O'Malley,
manager and CEO, signed the petition.  The Debtor is represented
by Douglas S Draper, Esq., at Heller, Draper, Patrick, Horn &
Dabney, LLC, in New Orleans, as counsel.



QUALITY HOME: Moody's Ups Corp Family Rating to B3, Outlook Stable
------------------------------------------------------------------
Moody's Investors Service upgraded Quality Home Brands Holdings
LLC's corporate family rating to B3 from Caa1 and probability of
default rating to B3-PD from Caa1-PD. At the same time, the rating
on the company's $158 million first lien senior secured term loan
due 2018 was raised to B2 from B3 and the rating on $70 million
second lien term loan due 2019 was raised to Caa1 from Caa2. The
rating outlook is stable.

The ratings upgrade reflects the company's improved operating
trends, including growing revenues and earnings supported by the
favorable end market conditions, and increased operating margins
from cost efficiency initiatives, which together have resulted in
the improvement of credit metrics towards levels appropriate for
the B3 rating category. The company's improved earnings profile has
allowed it to reduce its Moody's-adjusted debt-to-EBITDA leverage
by about two turns towards below 7x at March 31, 2015 from a year
ago, increase EBITA to interest coverage to approximately 1.2x, and
improve adjusted EBITDA margins by about 400 basis points. We
expect Quality Home Brands to continue generating revenue growth
through new product introductions and organic growth supported by
the favorable conditions in the residential and commercial end
markets and improving consumer spending trends, consequently
resulting in EBITDA growth and further strengthening of the credit
metrics.

The following rating actions have been taken:

  -- Corporate Family Rating, upgraded to B3 from Caa1;

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

  -- Rating on $158 million senior secured first lien term loan
     due 2018, upgraded to B2 (LGD3) from B3 (LGD3);

  -- Rating on $70 million senior secured second lien term loan
     due 2019, upgraded to Caa1 (LGD5) from Caa2 (LGD5);

  -- Stable rating outlook.

The B3 corporate family rating reflects the company's high debt
leverage, low interest coverage, small size and scale compared to
rated consumer durable peers, limited product diversity, operations
in the highly competitive lighting industry, and the cyclicality of
the residential and commercial end markets served. Notwithstanding
these concerns, the rating is supported by the company's improved
operating performance, good EBITA margins, solid position in the
niche and fragmented market, and an adequate liquidity profile.
Additionally, the rating incorporates our expectations that
favorable end market trends and new product introductions will
continue to drive modest revenue and earnings growth and contribute
to gradual improvement in leverage and other credit metrics.

The stable rating outlook reflects Moody's expectations that the
company will continue to demonstrate improving operating trends,
while maintaining adequate liquidity.

Moody's expects the company to maintain an adequate liquidity
profile over the next 12 to 18 months. Liquidity is supported by
the available capacity of approximately $27 million under the
company's $50 million ABL credit facility due 2018 and lack of near
term debt maturities. However, liquidity is constrained by limited
free cash flow generation and low cash balances. We expect Quality
Home Brands to maintain covenant compliance, however, we note that
the company will need to continuously improve earnings in order to
comply with covenant step downs and step ups.

The ratings could be downgraded if operating performance were to
weaken through revenue or earnings declines, resulting in leverage
rising above 7.0x and interest coverage weakening below 1.0x. A
liquidity deterioration, including due to reduced covenant cushion,
could also result in a negative rating pressure.

The ratings could be upgraded if the company improves its size and
scale, reduces its leverage sustainably below 5.0x and improves
interest coverage above 2.0x. An upgrade would also require
maintenance of an adequate liquidity profile.

The principal methodology used in these ratings was Consumer
Durables Industry published in September 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.

Quality Home Brands Holdings LLC, through its subsidiaries, designs
and sells lighting fixtures and ceiling fans under the Feiss, Sea
Gull, Tech Lighting, LBL, Ambiance and Monte Carlo brands. The
company's customer base includes lighting showrooms, which serve
primarily the home remodeling market, and electrical distributors,
which sell primarily to the homebuilding and commercial markets.
The company is majority-owned by affiliates of Quad-C Management,
Inc. and Apollo Investment Corporation. In the LTM period ending
March 31, 2015, Quality Home Brands generated approximately $260
million in revenues.


QUALITY LEASE: Court Confirms Plan, OKs Sale of Units
-----------------------------------------------------
Quality Lease and Rental Holdings, LLC, et al., won confirmation of
its Plan of Liquidation and approval of the sale of the membership
interests in operating subsidiaries Quality Lease Rental Service,
LLC, and Quality Lease Service, LLC, to their primary secured
creditor.

The Debtors filed a Plan that will be funded from the sale of the
membership interests in QLS and QLRS. The Debtors on May 7
conducted an auction, with two participants: the Main Street
Lenders, and Stellar Oilfield Rentals, LLC.  Stellar started with a
$4 million offer.  Bidding went back and forth, with the Main
Street Lenders emerging as the winning bidder with a credit bid of
$6,250,000.  Stellar's last bid, $6 million in cash, will serve as
the backup successful bid.

Although the sale will not generate sufficient revenue to pay the
full amount owed to them, the Main Street Lenders have consented to
a carve-out of up to $437,500 from the sale proceeds to pay
creditors under the Plan.

At the hearing held on May 15, the Court found that the Plan meets
all of the requirements for confirmation set forth in the
Bankruptcy Code and that the treatment of claims is fair.  Judge
David R. Jones entered an order confirming the Plan on May 22, a
copy of which is available for free at:

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

                     Most Objections Resolved

Objections to the Plan were filed by the May 4 deadline by: (i)
Victoria County; (ii) the IRS; (iii) Main Street Capital
Corporation on behalf of itself and as agent for Main Street Equity
Interests, Inc. and MSCII Equity Interests, LLC (the "Main Street
Lenders"); and (iv) David Michael Mobley, Greta Yvette Mobley, and
QLS Holdco (the "Mobley Parties").  All objections have been
resolved by agreement, except for the objection filed by the Mobley
Parties.

The Main Street Lenders' objection was resolved by including the
following language: "Main Street Lender shall retain its lien on
all assets not sold during the Auction.  Pursuant to the
Subordination and Intercreditor Agreement dated January 8, 2013,
any and all distributions otherwise, if any, due the Mobley Parties
shall be paid to Main Street Lender until such time as Main Street
Lender is paid in full."

The Mobley Parties objected to the Plan.  With their Class 5 votes
rejecting the Plan, the Mobleys pointed out that the Plan cannot be
confirmed without "cram down".  However, the Debtors can only "cram
down" if the Plan "does not discriminate unfairly."  The Mobleys
complained that the Plan unfairly discriminates against the
Mobleys.  They pointed out, among other things, that the Plan
causes Main Street to receive all net proceeds from the Debtor's
chapter 5 causes of action, but (2) leaves all unsecured creditors
with a small carve out from the sale of tangible assets.

Judge Jones, however, overruled the objections of the Mobley
Parties.

                   Voting Classes Accepted Plan

On May 13, 2015, the Debtors filed a ballot tabulation in which the
impaired Class 2 claim of the Main Street Lenders voted to accept
the Plan and the impaired Class 4 claim of allowed general
unsecured creditors voted to accept the Plan.  No Class 4 claims
that voted on the Plan voted to reject the Plan.

The Main Street Lenders filed a motion to change or amend their
ballot as the results of the auction left them with a significant
unsecured deficiency claim.  The Main Street Lenders amended their
claims to show a secured claim in the amount of $21,000,000 plus
unpaid prepetition accrued interest, fees and expenses and a
$16,680,050 plus prepetition unpaid accrued interest, fees and
expenses as its unsecured deficiency claim.

The motion was granted during the confirmation hearing. Main
Street Lender is the only creditor in Class 2 and voted to accept
the Plan with respect to its secured claim in the amount of $21
million.  In addition, Main Street Lender voted to accept the
Plan with respect to its unsecured claims in Classes 4A, 4B, 4C and
4D in the amount of $16,680,050.  Classes 4A, 4B, 4C, and 4D have
accepted the Plan pursuant to 11 U.S.C. Sec, 1126(c).

Class 5 consisted of the allowed claims of the Mobley Parties
related to the sale transaction.  The Mobley Parties cast a ballot
in the amount of $6,803,079 in Class 5 solely with respect to
voting on the Plan.  The Mobley Parties submitted a ballot
rejecting the Plan.

The Debtors and the Main Street Lenders filed motions to strike the
Class 5 ballot of the Mobley Parties.  The Court ruled that the
Mobley Parties' Class 5 Ballot will be counted and the Class 5
ballots submitted by Main Street Lender will not be considered.

As a result, each of the classes who voted, have voted to accept
the Plan except for Class 5.

                         Terms of the Plan

The Plan proposes to treat claims and interests as follows: (1)
Allowed Administrative Claims will be paid in Cash in full unless
otherwise agreed; (2) Allowed Priority Claims will be paid in full
in Cash unless otherwise agreed; (3) the Allowed Secured Claims of
Taxing Authority shall be paid in full; (4) the Allowed Secured
Claim of Main Street Lenders, will be paid either by credit bid or
in Cash from net sales proceeds and net litigation proceeds; (5)
the Holders of Allowed Other Secured Claims will be paid (i)
according to contractual terms, (ii) the value of their collateral
in Cash or (iii) the collateral will be abandoned in satisfaction
of their Claims; (6) Holders of Allowed General Unsecured Claims
will be paid a pro rata percentage of their Allowed Claims from the
Carve-Out; (7) Insiders shall receive no distribution on account of
their Allowed Class 5 Claims; and (8) Equity Interest Holders will
receive no distribution or any property under the Plan on account
of said Interests.

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

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

              About Quality Lease and Rental Holdings

Quality Lease and Rental Holdings, LLC, doing business as Rocaceia
Energy Services, sought bankruptcy protection in Victoria, Texas
(Bankr. S.D. Tex. Case No. 14-60074) on Oct. 1, 2014.  Related
entities Quality Lease Rental Service, LLC, Quality Lease Service,
LLC, and Rocaceia, LLC also sought bankruptcy protection (Case Nos.
14-60075 to 14-60077).  The cases are assigned to Judge David R
Jones.  The Debtors have tapped Walter J. Cicack, Esq., at Hawash
Meade Gaston Neese & Cicack LLP, in Houston, as counsel.

The U.S. Trustee for Region 7 was unable to solicit sufficient
interest to form a committee that will represent unsecured
creditors of the Debtors.

Victoria County is represented by:

        Diane W. Sanders, Esq.
        LINEBARGER GOGGAN BLAIR & SAMPSON, LLP
        P.O. Box 17428
        Austin, TX 78760
        Tel: (512) 447-6675
        Fax: (512) 443-5114
        E-mail: diane.sanders@lgbs.com

The Mobleys are represented by:

        Ronald J. Sommers, Esq.
        George R. Gibson, Esq.
        Richard A. Kincheloe, Esq.
        NATHAN SOMMERS JACOBS
        2800 Post Oak Blvd., 61st Floor
        Houston, TX 77056-5705
        Telephone: (713) 960-0303
        Facsimile: (713) 892-4800

               - and -

        Ronald A. Simank, Esq.
        NATHAN SOMMERS JACOBS
        615 North Upper Broadway, Suite 700
        Corpus Christi, TX 78401
        Telephone: (361) 884-2800
        Facsimile: (361) 884-2822

The Main Street Lenders are represented by:

        Edward L. Rothberg, Esq.
        Annie E. Catmull, Esq.
        HOOVER SLOVACEK LLP
        Galleria Tower II
        5051 Westheimer, Suite 1200
        Houston, Texas 77056
        Telephone: (713) 977-8686
        Facsimile: (713) 977-5395

The IRS is represented by:

        KENNETH MAGIDSON
        UNITED STATES ATTORNEY
        Jose Vela Jr., Esq.
        Assistant United States Attorney
        Attorney in Charge
        1000 Louisiana Street
        Houston, TX 77002
        Tel: (713) 567-9000
        Fax: (713) 718-3303

The Debtors' attorneys can be reached at:

        Walter J. Cicack, Esq.
        HAWASH MEADE GASTON NEESE & CICACK LLP
        2118 Smith Street
        Houston, TX 77002
        Tel: (713) 658-9001
        Fax: (713) 658-9011


QUANTUM RESOURCE: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Quantum Resource Recovery, Inc.
           fka Quantum Resource Recovery, LLC
        2700 NW Front Ave.
        Portland, OR 97210

Case No.: 15-32483

Chapter 11 Petition Date: May 22, 2015

Court: United States Bankruptcy Court
       District of Oregon

Judge: Hon. Peter C McKittrick

Debtor's Counsel: Michael W Fletcher, Esq.
                  TONKON TORP LLP
                  888 SW 5th Ave #1600
                  Portland, OR 97204
                  Tel: (503) 802-2169
                  Email: michael.fletcher@tonkon.com

                    - and -

                  Albert N Kennedy, Esq.
                  TONKON TORP LLP
                  888 SW 5th Ave #1600
                  Portland, OR 97204
                  Tel: (503) 802-2013
                  Email: al.kennedy@tonkon.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Michael S. Wenzinger, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/orb15-32483.pdf


REMINGTON OUTDOORS: Moody's Alters Ratings Outlook to Stable
------------------------------------------------------------
Moody's Investors Service revised Remington Outdoors, Inc.'s rating
outlook to negative from stable due to its weaker than expected
operating performance, which is causing a prolonged period of weak
credit metrics. The speculative grade liquidity rating was
downgraded to SGL 2 from SGL 1. All other ratings were affirmed,
including the B2 Corporate Family Rating.

"We expect revenue and EBITDA to gradually improve as the year
progresses," said Kevin Cassidy, Senior Credit Officer at Moody's
Investors Service. "The negative outlook, however, reflects the
uncertainty about the pace of the turn around and the possibility
that leverage could remain high for an extended time," noted
Cassidy. Moody's expects leverage to be sustained between 5 and 6
times over the long term.

The downgrade in the speculative grade liquidity rating to SGL 2 is
due to Moody's expectation of modest free cash flow generation over
the next 12-18 months combined with deteriorating cash balances.
The recent announcement by the company's owner, Cerberus Capital
Management, permitting any limited partner that owns an interest in
Remington to get bought out, is effectively a share repurchase.
This, coupled with the company's recent weak operating performance
has lead to lower cash balances. Moody's expects the share
repurchase to be no more than $60 million.

Ratings affirmed:

  -- Corporate Family Rating at B2;

  -- Probability of Default Rating at B2-PD;

  -- $580 million secured term loan due 2019 at B2 (LGD 3) ;

  -- $250 million secured notes due 2020 at Caa1 (LGD 5);

Rating downgraded:

  -- Speculative grade liquidity rating to SGL 2 from SGL 1

Remington Outdoors' B2 Corporate Family Rating reflects its modest
size with revenue of around $1 billion, volatility in demand,
narrow product focus in firearms, ammunition and related areas and
exposure to volatile raw material prices (i.e., copper and lead).
The rating also reflects consumer's vulnerability to gas prices and
the corresponding impact on discretionary purchases. EBIT margins
are modest at around 7%, but Moody's expects margins to increase to
over 9% in 2015 as demand stabilizes and cost efficiency measures
take hold. Although leverage is high at over 9 times, Moody's
expects leverage to be below 8.5 times by the end of 2015 and then
approach 6.5 times in 2016. The decrease in leverage will be driven
by earnings growth and debt repayments with free cash flow. Rating
benefits from the strong brand recognition of operating companies
such as Remington Arms and Bushmaster, an expanding base of firearm
enthusiasts, solid market share and a solid commitment by its
financial sponsors.

The negative outlook reflects the possibility that leverage could
remain high for an extended period of time. The industry's modest
demand trends and the company's weak operating performance are also
factored into the outlook.

If revenue and earnings don't begin to increase in the next few
quarters, ratings could be downgraded. Ratings could also be
downgraded if liquidity materially declines or if leverage doesn't
begin to recede. Key credit metrics that could prompt a downgrade
are: debt/EBITDA sustained above 6.5 times or persistent single
digit EBIT margins.

There is limited upward rating pressure given the negative outlook
and the company's weak operating performance and high leverage. Key
credit metrics that could prompt an upgrade over the longer term
are: debt/EBITDA sustained below 5 times and recurring mid teen
EBIT margins.

The principal methodologies used in this rating were Consumer
Durables Industry published in September 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.

Remington Outdoors is a supplier of firearms, ammunition and
related products with leading market positions across its major
product categories. The company designs, manufactures, and markets
a broad product line which services the hunting, shooting sports,
law enforcement and military end-markets under recognized brands
including Remington, Marlin, Bushmaster, and DPMS/Panther Arms,
among others. Revenue for the year ended December 31, 2014,
approximated $940 million. The company is controlled by Cerberus
Capital Management.


RIENZI & SONS: Italian Counsel Grieco Has Interim Approval
----------------------------------------------------------
Rienzi & Sons won interim approval from the U.S. Bankruptcy Court
to employ the Law Offices of Antonio Grieco, P.C., as special
Italian litigation counsel.

The Debtor is involved in two litigations in Italy: (i) Monticchio
Guadianiello S.p.A. v. Rienzi & Sons, Inc., Tribunal of Nola
(Italy), No. 198/10 and (ii) La Vera Napoli v. Rienzi & Sos,
Tribunal of Nola (Italy) No. 7439/2014.

Grieco, P.C., is expected to, among other things:

   -- advise the Debtor with respect to Italian law;

   -- advise Italian courts and parties-in-interest of the
existence of the Debtor's chapter 11 case and the automatic stay
imposed by section 362 of the Bankruptcy Code; and

   -- preserve the Debtor's rights and filing appropriate papers
with Italian courts with respect to any deadlines for which action
is absolutely necessary to prevent prejudice to the estate under
Italian law.

The Debtor is authorized to give Grieco, P.C. a $7,500 retainer,
which will be held in a client trust account in New York until a
final or interim fee allowance is made.  Grieco P.C. will return
the retainer to the Debtor in the event its fees are ultimately not
allowed or its retention ultimately not approved.

Mr. Grieco, according to his declaration, stated that his hourly
rate is $275, and the associates' rate range from $100 - $150 per
hour.

Grieco's fees are subject to a cap with respect to the litigations
as (i) $20,000 to appeal and litigate the judgment obtained by
Giadianiello; and (ii) $15,000 to challenge an injunction imposed
by La Vera Napoli.

Since Jan. 1, 2014, the Debtor has paid Grieco approximately
$10,000 in legal fees and expenses.  There are no unpaid fees as of
the Petition Date.

Mr. Grieco assured the Court that Grieco P.C. is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

The Court also ordered that any attorneys located in Italy whom
Grieco P.C. and the Debtor wish to employ as local counsel must
submit declarations in compliance with Rules 2014(a) and 2016(b) of
the Federal Rules of Bankruptcy Procedure prior to the final
hearing on the motion.  Time records for local counsel in Italy are
to be included in any monthly fee statements or fee applications
that Grieco P.C. may submit.

                  Declarations of Local Counsel

Chiara Pigozzi, associate at Studio Legale Lambertini & Associati,
Corso Cavour, 44 - 37121 Verona, Tel: (045) 803-6115; Fax: (045)
803-4080, in her declaration, stated that the firm has been asked
to provide local counsel services in Italy for the Debtor.

The Debtor does not owe the firm for prepetition services.

Ms. Pigozzi agreed that the firm's time records will be included in
the monthly statements of the Law Offices of Antonio Grieco, P.C.,
well as Greo P.C.'s interim and final fee applications.

Ms. Pigozzi assured the Court that her firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

In a separate filing, Antonio Zottarelli, a sole practitioner, and
owner of the firm located at Largo Annunziata n. 4, 85028 Rionero
in Vulture (Potenza), Tel/Fax: 097 272-2645 filed a declaration
stating that the firm was requested to provide local counsel
services in Italy for the Debtor.

                    Supplemental Declarations

Antonio Grieco, founder, managing partner and principal of the Law
Offices of Antonio Grieco, located at 302 Fifth Avenue, 8th Floor,
New York City, filed second supplemental declaration stating that
to the extent a client of Grieco, P.C., requires a court appearance
in Italy, then technically Grieco P.C. uses Grieco E. Associati as
its local counsel.  Clients however are not double-billed for the
work.

                            Objection

Creditor Banco Popolare Societa Cooperativa objected to Debtor's
request to hire Grieco, P.C.  Banco Popolare argued that:

   1. all of the Italian litigation is subject to the automatic
stay and therefore retention of any counsel to handle Italian
litigation during the pendency of litigation is unjustified and a
waste of the Debtor's assets;

   2. the Debtor failed to provide sufficient information about the
Italian litigation to allow the Court or the creditors to ascertain
the reasonableness of the requested retention.

                        About Rienzi & Sons

Rienzi & Sons filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.Y. Case No. 15-40926) on March 3, 2015.  The petition was
signed by Michael Rienzi as president.  The Debtor disclosed
$13,349,383+ in assets and $24,965,511 in liabilities as of the
Chapter 11 filing.  Vincent J Roldan, Esq., and Michael J.
Sheppeard, Esq., at Ballon Stoll Bader & Nadler P.C., serve as
counsel to the Debtor.  Judge Nancy Hershey Lord presides over the
Chapter 11 case.

The Official Committee of Unsecured Creditors is represented by
Klestadt Winters Jureller Southard & Stevens, LLP, as counsel.  the
Committee tapped to retain CBIZ Accounting, Tax & Advisory of New
York, LLC and CBIZ Valuation Group, LLC, as financial advisors.



RIVERWALK JACKSONVILLE: Taps Pardo for Real Estate Transactions
---------------------------------------------------------------
Riverwalk Jacksonville Development, LLC, asks the bankruptcy court
for permission to employ Jeffrey Pardo, Esq., at the Law Firm of
Pardo Gainsburg P.L., as special counsel.

The firm will, among other things, provide legal services in
connection with the closing of the real estate transactions
described in the Amended Plan of Reorganization, including, as and
when necessary, either the consummation of the private sale of the
Debtor's sale parcel to Alliance or another qualified purchaser, or
alternatively, the public auction sale of the Debtor's sale
parcel.

The Debtor proposes to pay Pardo and Pardo Gainsburg at Pardo's
standard billing rate of $500.  Associates' time, if any, will be
billed at their standard hourly billing rate of $350, and law
clerks paralegals and other paraprofessionals will be billed at
their standard hourly billing rate of $125.

The Debtor anticipates that the fees associated with Pardo's
performance of the services in connection with the real estate
transaction will be approximately $35,000, and the Debtor thus
requests that payment of the fees up to $35,000.

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

             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: Parties Respond to Motley's Hiring
----------------------------------------------------------
The Bank of Southside Virginia joined in the response and
reservation of rights of Bank of McKenney and TowneBank to
Roadrunner Enterprises, Inc.'s application to employ Motley's
Auction, Inc. t/a/ Motleys Asset Disposition Group as auctioneer.

Towne Bank, in its response, said that it supports the Debtor's
plan to sell real property, but would like clarification on how
these sales will be conducted before the Court grants Debtor's
application, as no motion to sell has been filed.

Towne Bank pointed out that the application stated that Motley's
will receive a commission of 10%, which is higher than appropriate
given the circumstances of the case.  Further, it said that the
application does not clarify if the commission would be paid
through a buyer's premium and would be netted from auction price.

The application states that Debtor proposes to pay a broker's
commission of 3%, but the application is not clear if the is part
of Motley's proposed 10% commission, Towne Bank pointed out.

As reported in the Troubled Company Reporter on April 21, 2015, the
Debtor has tapped Motley's to market and auction certain parcels of
the real property.  The Debtor agrees to pay Motleys a commission
of 10%, with such commission due and payable at closing without
further need for Bankruptcy Court approval.  Motleys will also be
entitled to reimbursement for advertising expenses from the sales
proceeds.

BSV is the holder of numerous claims secured by security interests
in various parcels of real property located in Chesterfield County,
Sussex County and the City of Hopewell, Virginia.  The total of
these claims is approximately $2,038,726 plus interest, fees and
costs.

                   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.



SHATTUCK-ST. MARY'S SCHOOL: S&P Rates 2015A/B Revenue Bonds 'BB'
----------------------------------------------------------------
Standard & Poor's Ratings Services has assigned its 'BB' long-term
rating to Rice County, Minn.'s series 2015A and 2015B educational
facility revenue bonds issued on behalf of Shattuck-St. Mary's
School (SSM).  The outlook is stable.

"The 'BB' rating and stable outlook reflect our opinion of SSM's
weak financial resources, variable operating performance, small
endowment, and softening demand metrics in recent years," said
Standard & Poor's credit analyst Ashley Ramchandani.  "However,"
added Ms. Ramchandani, "this is mitigated by the school's high
matriculation rate, low pro forma debt burden, differentiated
programming, and Beijing campus.

Shattuck-St. Mary's School had approximately $17 million in bank
loans outstanding as of fiscal year end, June 30, 2014.  S&P
understands that management intends to issue the $25 million of
series 2015 educational refunding bonds to refund the school's
existing debt, support capital projects, and fully fund a debt
service reserve.  S&P also understands that, along with the series
2015 bonds, the school plans to issue a $1.8 million bank loan and
$3.5 million line of credit with a local bank; the line of credit
will replace the school's existing line of credit, which currently
has approximately $3 million outstanding.

Shattuck-St. Mary's School (SSM) is an independent, Episcopal,
co-educational college preparatory school enrolling day and
boarding students in grades six through post-graduate.  The school
is located on a 250-acre campus in Faribault, Minn., approximately
50 miles south of the Twin Cities.  In September of 2013, the
school opened an international campus in Beijing, China, known as
the Shattuck-St. Mary's – Beijing Bayi School.  The school was
created as a partnership between SSM and a Chinese public school.



SIMPLY FASHION: Court Allows Sale of Substantially All of Assets
----------------------------------------------------------------
The Hon. Laurel M. Isicoff of the U.S. Bankruptcy Court for the
Southern District of Florida has entered an order authorizing
Simply Fashion Stores, Ltd., to sell all or substantially all of
its assets pursuant to an agency agreement with Hilco Merchant,
LLC, and Gordon Brothers Retail Partners, LLC.

The Debtor and the agent or stalking horse bidder, Hilco and Gordon
are authorized to conduct the Sale in accordance with the agency
agreement -- a copy of which, along with the sale order, is
available for free at http://is.gd/O7AUWr-- and the sale
guidelines.

The Debtor and the Agent will not extend the sale termination date
beyond June 30, 2015, unless extended by mutual written agreement
of the Debtor and the Agent following a commensurate extension of
the expiration date of the letter of credit.

The Agency Agreement is the highest and best offer received by the
Debtor for the Assets.

On April 23, 2015, the Bankruptcy Court approved the procedures in
connection with the sale of the Assets and authorized the Debtor to
enter into stalking horse agreement.

The Auction was set for May 5, 2015 at 2:00 p.m. (prevailing
Eastern Time).  The deadline for the submission of bids was on May
4, 2015.

On May 4, 2015, the Official Committee of Unsecured Creditors filed
an objection to the Debtor's motion for approval of the Debtor's
entry into an agency agreement for the conduct of store-closing
sales, claiming that the Debtors failed to demonstrate any benefit
to the Debtors' estate from the Store Closing Sales other than a
benefit to JNS INVT, LLC.  

The Committee said that through the sale motion, the Debtors sought
approval to commence a full-chain liquidation, a mere three weeks
after the commencement of this case, pursuant to an Agency
Agreement that delivers no benefit to any party other than JNS
INVT, an investment vehicle of the Debtors' equity holders that
received millions from the Debtors as their financial condition
deteriorated over the last several months, including $2 million as
the company stood on the very precipice of a fire sale liquidation.
According to the Committee, the sale is projected to generate a
mere $4.4 million proceeds (barely enough to pay the DIP in full
and fund the Debtors' budget), and it would enable the Debtors'
purported secured creditor to use Chapter 11 to liquidate
collateral solely for their benefit without paying all of the
necessary costs of administration or providing any opportunity for
a meaningful and disinterested review of the multitude of insider
and related-party transactions that appear to have been the
hallmark of the Debtors' prepetition operations.  A copy of the
objection is available for free at http://is.gd/yfd4bp

On May 5, 2015, the Debtor and Adinath Corp. filed an omnibus reply
to the objection to the motion for approval of the Debtor's entry
into an agency agreement for the conduct of store-closing sales,
saying that there is no better alternative than the sale.  The
Debtors said in their response that the Committee and the other
objectors fail to address the CRO's testimony as to why the
sale must proceed forthwith, including how delay will only engender
a substantial reduction in the value of the Debtor's inventory to
the detriment of the estate and its creditors.  A copy of the
response is available for free at http://is.gd/FkTKTB

                       About Simply Fashion

Owned by the Shah family, Simply Fashion has 247 stores in 25
states across the country in major markets such as Detroit, Miami,
New Orleans, St. Louis, Chicago, Atlanta, Baltimore, Nashville and
Dallas. Founded in 1991, Simply Fashion is primarily a brick and
mortar retailer of Junior, Plus and Super Plus women's fashion
catering to African-American women between the ages of 25 and 55,
with locations in 25 states.  

Adinath Corp. is the general partner of Simply Fashion.  It is
owned 100% by Bhavana Shah.

On April 16, 2015, Adinath and Simply Fashion Stores, Ltd., each
filed a voluntary petition for relief under Chapter 11 of the
United States Bankruptcy Code in Miami, Florida (Bankr. S.D. Fla.).
The cases are pending before the Honorable Laurel M. Isicoff, and
the Debtors have requested joint administration of the cases under
Case No. 15-16885.

The Debtors have tapped Berger Singerman LLP as counsel;
KapilaMukamal, LLP, as restructuring advisor; and Prime Clerk LLC
as claims and noticing agent.

Simply Fashion estimated $10 million to $50 million in assets and
debt.


SIMPLY FASHION: Hires Hilco as Real Estate and Leasing Consultant
-----------------------------------------------------------------
Simply Fashion Stores, Ltd. and Adinath Corp. seeks authorization
from the U.S. Bankruptcy Court for the Southern District of Florida
to employ Hilco Real Estate, LLC as real estate and leasing
consultant, nunc pro tunc to April 23, 2015.

The Debtors require Hilco to:

   (a) meet with the Debtors' to ascertain the Debtors' goals,
       objectives, and financial parameters;

   (b) mutually agree with the Debtors with respect to a strategic

       plan for assigning or terminating the Leases (the
       "Strategic Plan");

   (c) solicit interested parties for the sale of the Leases,
       marketing each Lease for assignment/sale in accordance with

       the Strategic Plan;

   (d) on the Debtors' behalf, and following specific
       authorization by the Debtors to engage with the landlord
       for a particular Lease, negotiate the terms of assignment
       and termination agreements with third parties and the
       landlords under the Leases, in accordance with the
       Strategic Plan;

   (e) provide written reports periodically regarding the status
       of such negotiations; and

   (f) assist the Debtors in closing pertinent Lease assignment
       and termination agreements.

The Debtors would compensate Consultant as follows:

   -- Assigned Lease Fee. For any Assigned Lease, Consultant would

      earn a fee equal to the cash proceeds received by the
      Debtors, plus the cash equivalent claim savings (if any)
      realized in connection any lease assignment, multiplied by
      5%. Notwithstanding the foregoing, for any Lease assignments

      to Rainbow, the Assigned Lease Fee shall be an amount equal
      to the cash proceeds received by the Debtors, plus the cash-
      equivalent claim savings realized (if any) in connection any

      lease assignment, multiplied by 4%.

   -- Terminated Lease Fee. For any Terminated Lease, Consultant
      would earn a fee equal to an amount equal to the cash
      proceeds received by the Debtors (if any), plus the cash-
      equivalent claim savings realized (if any) in connection
      with any lease termination, multiplied by 5.0%.

   -- Expenses. All Expenses would be borne by the Debtors,
      and Consultant would be entitled to reimbursement from the
      Debtors for all Expenses in accordance with a budget of
      $7,500 (the "Expense Budget"). Any amounts exceeding the
      Expense Budget shall be the subject of the Debtors'
      approval. Billing would be monthly, and invoices would be
      due not later than 30 days after the date of invoice.
      "Expenses" mean all reasonable and documented out-of-pocket
      Expenses incurred by Consultant in connection with its
      performance of its Services, to the extent not in excess of
      amounts allocated thereto in the Expense Budget, including,
      without limitation: reasonable expenses of advertising,
      marketing, coach travel and transportation, including, the
      cost of out-of town travel, and postage and courier/
      overnight express fees and other mutually agreed upon
      expenses incurred in connection with performing the services

      required by the Agreement.

Ian S. Fredericks, Vice President and Assistant General Counsel of
Hilco Trading, LLC, 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.

Hilco can be reached at:

       Ian S. Fredericks
       HILCO REAL ESTATE, LLC
       5 Revere Drive, Suite 206,
       Northbrook, IL 60062
       Tel: (847) 418-2075
       Fax: (847) 897-0859

                        About Simply Fashion

Owned by the Shah family, Simply Fashion has 247 stores in 25
states across the country in major markets such as Detroit, Miami,
New Orleans, St. Louis, Chicago, Atlanta, Baltimore, Nashville and
Dallas. Founded in 1991, Simply Fashion is primarily a brick and
mortar retailer of Junior, Plus and Super Plus women's fashion
catering to African-American women between the ages of 25 and 55,
with locations in 25 states.  

Adinath Corp. is the general partner of Simply Fashion.  It is
owned 100% by Bhavana Shah.

On April 16, 2015, Adinath and Simply Fashion Stores, Ltd., each
filed a voluntary petition for relief under Chapter 11 of the
United States Bankruptcy Code in Miami, Florida (Bankr. S.D. Fla.).
The cases are pending before the Honorable Laurel M. Isicoff, and
the Debtors have requested joint administration of the cases under
Case No. 15-16885.

The Debtors have tapped Berger Singerman LLP as counsel;
KapilaMukamal, LLP, as restructuring advisor; and Prime Clerk LLC
as claims and noticing agent.

Simply Fashion estimated $10 million to $50 million in assets and
debt.


SRP PLAZA: Hires Larson & Zirzow as General Reorganization Counsel
------------------------------------------------------------------
SRP Plaza L.P. seeks authorization from the U.S. Bankruptcy Court
for the District of Nevada to employ Larson & Zirzow, LLC as
general reorganization counsel, nunc pro tunc to the April 16, 2015
petition date.

The Debtor requires Larson & Zirzow to:

   (a) prepare on behalf of the Debtor, as debtor in possession,
       all necessary or appropriate motions, applications,
       answers, orders, reports, and other papers in connection
       with the administration of Debtor's estate;

   (b) take all necessary or appropriate actions in connection
       with a plan of reorganization and related disclosure
       statement and all related documents, and such further
       actions as may be required in connection with the
       administration of the Debtor's estate;
   (c) take all necessary actions to protect and preserve the
       estate of the Debtor including the prosecution of actions
       on the Debtor's behalf, the defense of any actions
       commenced against the Debtor, the negotiation of disputes
       in which the Debtor is involved, and the preparation of
       objections to claims filed against the Debtor's estate; and


   (d) perform all other necessary legal services in connection
       with the prosecution of the Chapter 11 case.

Larson & Zirzow will be paid at these hourly rates:

       Paraprofessionals          $155-$175
       Attorneys                  $210-$450

Larson & Zirzow will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Prior to Debtor's petition date, the Debtor transferred to Larson &
Zirzow a retainer in the sum of $20,000 for legal services in
connection with its restructuring. Of this sum, Larson & Zirzow
billed and was paid the sum of $2,922 prior to the petition date,
adn Larson & Zirzow currently holds in retainer the remainder sum
of $17,078.

Zachariah Larson, shareholder of Larson & Zirzow, 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.

Larson & Zirzow can be reached at:

       Zachariah Larson, Esq.
       LARSON & ZIRZOW, LLC
       810 S. Casino Center Blvd. #101
       Las Vegas, NV 89101
       Tel: (702) 382-1170
       Fax: (702) 382-1169
       E-mail: zlarson@lzlawnv.com

                        About SRP Plaza, L.P.

SRP Plaza, L.P., is the owner of a retail shopping center commonly
known as "Mission Paseo Shopping Center" with addresses of 6985 and
7005 West Sahara Avenue and 2555 and 2585 South Rainbow Boulevard,
Las Vegas, Nevada.  SRP Plaza, L.P., a Single Asset Real Estate,
filed a Chapter 11 petition (Bankr. D. Nev. Case No. 15-12127) in
Las Vegas, Nevada, on April 16, 2015, to halt a receiver from
taking control of the property.  The Debtor estimated $10 million
to $50 million worth of assets against debt of less than $10
million.

U.S. Bank National Association, as successor trustee for the
registered holders of Bear Stearns Commercial Mortgage Securities,
Inc., Commercial Pass-Through Certificates, Series 20015-PW37,
declared an event of default under a Deed of Trust dated on Dec. 7,
2004, and recorded against the real property of SRP on Dec. 9, 2004
as Instrument No. 20041209-0003438.

On March 31, 2014, the Bank filed a complaint for appointment of a
receiver in the Eight Judicial District Court, Clark County,
Nevada, being Case No. A-15-71622 against SRP, and on April 9,
2015, filed an application for the appointment of a receiver
seeking the potential seizure of control of SRP's property, which
actions, if allowed to proceed, would cause significant and
irreparable harm to SPR, its creditors and other
parties-in-interest.

The bankruptcy case is assigned to Judge August B. Landis.

SRP Plaza is represented by Zachariah Larson, Esq., Matthew C.
Zirzow, Esq. and Shara L. Larson, Esq. at Larson & Zirzow, LLC in
Las Vegas, Nevada.


SRP PLAZA: Taps Flangas Dalacas as Special Counsel
--------------------------------------------------
SRP Plaza L.P. seeks authorization from the U.S. Bankruptcy Court
for the District of Nevada to employ Flangas Dalacas Law Group as
special counsel, nunc pro tunc to the April 16, 2015 petition
date.

The Debtor requires Flangas Dalacas to represent the Debtor in
general business and corporate matters, as well as assisting
general reorganization counsel in matters related to the Chapter 11
Case, including without limitation:

  -- advising the Debtor regarding any civil cases and related
     landlord/tenant litigation proceedings;

  -- assisting the Debtor in new lease negotiations and drafting;

  -- assisting the Debtor in the performance of its duties in the
     ordinary course of business; and

  -- assisting the Debtor in developing legal positions and
     strategies with respect to all facets of these proceedings
     and to provide such other counsel and advice as the Debtor
     may require.

Flangas Dalacas will be paid at these hourly rates:

       Associates               $275
       Of Counsel               $375
       Shareholders             $295-$375

Flangas Dalacas will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Dimitri P. Dalacas, shareholder of Flangas Dalacas, 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.

Flangas Dalacas can be reached at:

       Dimitri P. Dalacas, Esq.
       FLANGAS DALACAS LAW GROUP
       3275 South Jones Blvd., Suite 105
       Las Vegas, NV 89146
       Tel: (702) 307-9500

                        About SRP Plaza, L.P.

SRP Plaza, L.P., is the owner of a retail shopping center commonly
known as "Mission Paseo Shopping Center" with addresses of 6985 and
7005 West Sahara Avenue and 2555 and 2585 South Rainbow Boulevard,
Las Vegas, Nevada.  SRP Plaza, L.P., a Single Asset Real Estate,
filed a Chapter 11 petition (Bankr. D. Nev. Case No. 15-12127) in
Las Vegas, Nevada, on April 16, 2015, to halt a receiver from
taking control of the property.  The Debtor estimated $10 million
to $50 million worth of assets against debt of less than $10
million.

U.S. Bank National Association, as successor trustee for the
registered holders of Bear Stearns Commercial Mortgage Securities,
Inc., Commercial Pass-Through Certificates, Series 20015-PW37,
declared an event of default under a Deed of Trust dated on Dec. 7,
2004, and recorded against the real property of SRP on Dec. 9, 2004
as Instrument No. 20041209-0003438.

On March 31, 2014, the Bank filed a complaint for appointment of a
receiver in the Eight Judicial District Court, Clark County,
Nevada, being Case No. A-15-71622 against SRP, and on April 9,
2015, filed an application for the appointment of a receiver
seeking the potential seizure of control of SRP's property, which
actions, if allowed to proceed, would cause significant and
irreparable harm to SPR, its creditors and other
parties-in-interest.

The bankruptcy case is assigned to Judge August B. Landis.

SRP Plaza is represented by Zachariah Larson, Esq., Matthew C.
Zirzow, Esq. and Shara L. Larson, Esq. at Larson & Zirzow, LLC in
Las Vegas, Nevada.


STERLING HOLDINGS: Moody's Assigns 'B2' CFR, Outlook Stable
-----------------------------------------------------------
Moody's Investors Service assigned to Sterling Holdings Ultimate
Parent, Inc. a B2 Corporate Family Rating and a B2-PD Probability
of Default Rating in response to the company's recently-announced
leveraged buy-out by private equity sponsor Broad Street Principal
Investments. At the same time, Moody's assigned a B1 to Sterling's
proposed 1st lien credit facility and a Caa1 to its proposed 2nd
lien term loan. The outlook is stable.

The following ratings were assigned to Sterling Holdings Ultimate
Parent, Inc.:

  -- B2 Corporate Family Rating

  -- B2-PD Probability of Default Rating

  -- B1 (LGD3) to the $315 million 1st lien term loan due 2022

  -- B1 (LGD3) to the $60 million 1st lien revolving credit
     facility due 2020

  -- Caa1 (LGD5) to the $135 million 2nd lien term loan due 2023

All existing ratings for Sterling Infosystems, Inc., will be
withdrawn upon the close of the refinancing transactions.

On May 21, 2015, Sterling announced that BSPI will purchase the
company for approximately $1.1 billion in total consideration,
including debt. Although this transaction will entail a sizeable
($679 million, including management roll-over) equity investment on
the part of BPSI, it will also result in a material increase in
Sterling's debt. Funded debt, which was $248 million as of March
31, 2015, will increase to $450 million as a result of the LBO. As
such, with pro forma debt to EBITDA estimated at approximately 6.6
times (including Moody's standard adjustments), Sterling's leverage
will be high for the B2 rating. Nonetheless, Moody's believes that
Sterling's history of positive free cash flow and strong earnings
growth is indicative of a robust capacity to repay debt, although
some cash may be used to fund smaller bolt-on acquisitions. This
supports the expectations that the company will be able to reduce
leverage below 6 times by the end of FY 2016. Other pro forma
credit metrics are estimated to be more appropriate for the B2
rating: interest coverage (EBITA to interest) of above 2.0 times,
and retained cash flow to debt of nearly 10%.

In addition to high leverage, Sterling's ratings are constrained by
its relatively small size, narrow product focus, and on-going risks
associated with the implementation of evolving growth strategies
and financial policy. However, the ratings are also supported by
the company's strong market position, growing demand for its
background check, verification and testing services, its diverse
customer base, and its ability to maintain profitability while
achieving significant top-line growth both organically and through
acquisitions. Sterling maintains a good liquidity profile supported
by its ability to generate free cash flow as well as by ample
access to a $60 million revolver, which increased from $25 million
as part of the LBO refinancing.

The B1 ratings on the first lien revolver and term loan benefit
from the senior position in Sterling's capital structure relative
to the second lien term loan. The Caa1 rating on the second lien
term loan reflects its junior status relative to the first lien
credit facilities. The first and second lien debt have full
guarantees issued by existing and future wholly-owned domestic
subsidiaries of the company.

The stable outlook reflects Moody's expectations for moderate
revenue growth at stable margins, generating positive free cash
flow that will be used to repay a modest amount of debt over the
near term.

The ratings could be downgraded if Sterling cannot reduce leverage
(debt to EBITDA) below 6.0 times, or if the company demonstrates
long term use of the revolver. Also, ratings could face pressure if
Sterling increases the pace or size of acquisitions, or engages in
a material return of capital to shareholders. Failure to maintain
good liquidity or a deterioration in margins could also warrant a
downgrade.

The ratings could be upgraded if the company achieves significant
revenue and earnings growth, while maintaining a good liquidity
profile over the near term. Demonstration of a conservative
shareholder return policy as well as a modest pace of acquisitions
over such a period would be important considerations for an
upgrade. The ability to sustain credit metrics such as debt to
EBITDA below 3.5 times and EBITA to interest of 4 times could
support higher ratings.

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.

Sterling, through its operating subsidiary Sterling Infosystems,
Inc., provides pre- and post-employment verification services
including criminal background checks, credential verification and
employee drug testing. Management reported revenues of roughly $307
million during the twelve month period ending March 31, 2015.


T-L CONYERS: June 24 Hearing on Cherokee Bid to Use Cash Collateral
-------------------------------------------------------------------
The U.S. Bankruptcy Court will convene a final hearing on June 24,
2015, at 11:00 a.m., to consider T-L Cherokee South LLC's motion to
use cash collateral.

The Debtor authorized, in an 18th interim order, the Debtor to use
cash collateral in which lender Cole Taylor Bank asserts an
interest until June 30.

In return for T-L Cherokee's continued use of the cash collateral,
Cole Taylor Bank is granted a "valid and perfected" mortgage on the
company's property, and security interest in its personal
property.

T-L Cherokee owes the bank not less than $14.4 million as of its
bankruptcy filing.

                        About T-L Cherokee

T-L Conyers LLC, T-L Cherokee South, LLC, and two affiliates
sought Chapter 11 protection in Hammond, Indiana, on Feb. 1, 2013.

The Debtors are represented by David K. Welch, Esq., at Crane,
Heyman, Simon, Welch & Clar, in Chicago.

The Debtors own various shopping centers in Georgia and Kansas.

T-L Cherokee South (Bankr. N.D. Ind. Case No. 13-20283) estimated
assets and debts of $10 million to $50 million.  T-L Cherokee owns
and operates a commercial shopping center in Overland Park, Kansas
known as "Cherokee South Shopping Center".

The Debtors are entities managed by Westchester, Illinois-based
Tri-Land Properties, Inc., which sought Chapter 11 protection (Case
No. 12-22623) on July 11, 2012.


TENET HEALTHCARE: Moody's Affirms 'B1' CFR, Outlook Negative
------------------------------------------------------------
Moody's Investors Service confirmed the B1 Corporate Family Rating
and B1-PD Probability of Default Rating of Tenet Healthcare
Corporation. Moody's also affirmed the company's Speculative Grade
Liquidity Rating of SGL-2. The rating outlook is negative. These
actions conclude the review for downgrade that commenced on March
23, 2015 when Tenet announced that the company had signed a
definitive agreement to enter into a joint-venture transaction with
Welsh, Carson, Anderson & Stowe and acquire Aspen Healthcare Ltd.
The joint venture will combine the ambulatory surgery centers,
surgery hospitals and imaging assets of Tenet with United Surgical
Partners International (USPI).

The following is a summary of Moody's rating actions.

Ratings confirmed:

  -- Corporate Family Rating at B1

  -- Probability of Default Rating at B1-PD

  -- Senior secured notes at Ba2 (LGD 2)

  -- Senior unsecured notes at B3 (LGD 5)

Rating affirmed:

  -- Speculative Grade Liquidity Rating at SGL-2

  -- The rating outlook is negative

The B1 Corporate Family Rating reflects Tenet's high financial
leverage and an aggressive debt-funded acquisition strategy. Tenet
has added scale and earnings diversification through its recent
acquisitions but to date has not fully benefited from synergies,
which has held leverage high. However, Tenet's significant scale in
each of its service lines and Moody's expectation that the company
can successfully integrate newly acquired businesses support the
rating. Moody's also anticipates that Tenet will remain disciplined
in the use of incremental leverage for shareholder initiatives or
other acquisitions until debt to EBITDA is reduced closer to 5.0
times.

The negative rating outlook reflects Moody's expectation that
debt/EBITDA less minority interest will remain around 6.0 times
over the next 12 months and that the company will remain
acquisitive and continue to grow its base of diversified healthcare
offerings. The outlook reflects Moody's view that Tenet has very
little cushion to absorb negative developments at the current
rating level given its high leverage and the considerable synergies
and growth opportunities that will need to be realized before cash
flow and interest coverage metrics improve meaningfully.

Tenet's ratings could be downgraded if operational challenges or
future leveraged acquisitions cause a deterioration in financial
metrics such that debt/EBITDA is not expected to decline to a level
approaching 5.0 times over the next two years. The ratings could
also be downgraded if Tenet incurs additional debt to fund material
shareholder distributions or share repurchases. Finally, a
deterioration in liquidity, either through negative free cash flow
or reliance on the company's revolver, which expires in 2016, could
also result in a downgrade.

Given the high financial leverage a rating upgrade is not likely in
the near term. However, if Tenet is able to reduce and sustain
leverage below 4.0 times, the ratings could be upgraded. Tenet
would also have to effectively integrate and realize synergies from
its recent acquisitions and maintain a more measured approach to
debt-funded transactions that enable the company to improve cash
flow and interest coverage metrics prior to a rating upgrade.

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

Tenet, headquartered in Dallas, Texas, is one of the largest
for-profit hospital operators by revenues. The company's
subsidiaries operate 80 hospitals as well as 215 outpatient
centers. The company also offers other services, including six
health plans and Conifer Health Solutions, which provides revenue
cycle management, value based care and patient communications
services. Tenet generated revenue of approximately $17.1 billion
for the twelve month period ended March 31, 2015.



TIMBERSTAR TRUST I: Moody's Raises Class F Certs Rating to Ba2
--------------------------------------------------------------
Moody's Investors Service upgraded the ratings on the certificates
issued by TimberStar Trust I, a securitization of approximately
900,000 acres of timberlands in Louisiana, Texas and Arkansas.
Hancock Timber Resource Group (HTRG), a division of Hancock Natural
Resource Group, Inc., manages the property on behalf of its
investors. Hancock Natural Resource Group is a wholly owned
subsidiary of Manulife Financial Corporation.

Issuer: TimberStar Trust I, Series 2006-1

  -- Cl. A, Upgraded to Aaa (sf); previously on Mar 11, 2010
     Downgraded to Aa1 (sf)

  -- Cl. B, Upgraded to Aa2 (sf); previously on Mar 11, 2010
     Downgraded to Aa3 (sf)

  -- Cl. C, Upgraded to A2 (sf); previously on Mar 11, 2010
     Downgraded to A3 (sf)

  -- Cl. D, Upgraded to Baa2 (sf); previously on Mar 11, 2010
     Downgraded to Baa3 (sf)

  -- Cl. E, Upgraded to Baa3 (sf); previously on Mar 11, 2010
     Downgraded to Ba1 (sf)

  -- Cl. F, Upgraded to Ba2 (sf); previously on Mar 11, 2010
     Downgraded to B1 (sf)

The rating actions are prompted by the growth in the valuation of
the timberlands collateral for this transaction. The most recent
appraisal report provided by Sizemore & Sizemore valued the
timberlands at approximately $1.5 billion, a 27% increase from the
market value of $1.18 billion at deal closing. The higher valuation
has resulted in a stronger loan-to-value (LTV) ratio, which
represents the outstanding balance of the certificates to the
appraised value of the timberlands, for each class of the
certificates. Although the transaction's cash flows have been
weaker than Moody's expected because HTRG has intentionally reduced
the amount of timber it harvested during a period of weak demand
for timber and timber prices (caused by the collapse of the housing
market during the recent recession), the value of the underlying
timberlands has continued to increase. In addition, in anticipation
of new housing construction activities returning to the historical
norms of approximately 1.5 million homes per year, investors have
shown growing interest in the timberlands market. This interest
improves liquidity of the timberlands and the ability of HTRG to
sell the timberland collateral in a relatively short time if
needed.

As of December 2014, LTV ratios of classes A, B, C, D, E and F
certificates were 27%, 32%, 38%, 43%, 45%, 54%, respectively.

The principal methodology used in this rating was "Moody's Approach
to Rating Operating Company Securitizations" published in February
2002.

Factors that would lead to an upgrade or downgrade of the rating:

Moody's could upgrade the ratings if the valuation of the
timberlands further increases or if the cash flow to the
securitization improves.

Moody's could downgrade the ratings if the valuation of the
timberlands decreases owing to a drop in demand for timber products
or loss of timber due to insect infestations.


TIME INC: S&P Revises Outlook to Negative & Affirms 'BB' CCR
------------------------------------------------------------
Standard & Poor's Ratings Services said it revised the outlook on
New York City-based Time Inc. to negative from stable and affirmed
the 'BB' corporate credit rating on the company.

At the same time, S&P affirmed the 'BBB-' issue-level rating on the
company's senior secured credit facility.  The recovery rating on
this debt remains '1', indicating S&P's expectation for very high
(90% to 100%) recovery in the event of a payment default.  S&P also
affirmed the 'BB' issue-level rating on its senior unsecured notes.
The recovery rating on this debt remains '3', indicating S&P's
expectation for meaningful (50% to 70%; higher half of the range)
recovery in the event of a payment default.

Additionally, S&P revised its liquidity assessment on the company
to "strong" from" adequate".

"The outlook revision reflects our revised forecast, which includes
our expectation for credit measures to be on the lower end of our
rating threshold, and incorporates our concern that worsening
industry trends or operational challenges could delay financial
deleveraging," said Standard & Poor's credit analyst Minesh Patel.


"We have revised our forecast to reflect weaker print ad revenue
and newsstand circulation, asset sales, costs resulting from lease
termination, and increased business investments on growth
initiatives," he added.

S&P's negative outlook reflects its concern that worsening industry
trends, intensifying online competition, greater-than-expected
restructuring expense, or operational challenges could hurt
earnings and delay deleveraging.

S&P could lower its rating on the company to 'BB-' if ad revenue
and circulation declines accelerate, necessitating additional
restructuring expense and contributing to shrinkage of EBITDA,
EBITDA margin, and discretionary cash flow.  S&P could also
consider a downgrade if management decides to reinvest a large
portion of cash flow in high-priced acquisitions, sizable share
repurchases, or greater-than-anticipated dividends.  More
specifically, S&P could lower the rating if leverage does not
decline as expected and will remain above 3x on a sustained basis.

Although less likely, S&P could raise the rating if it is convinced
that structural trends will stabilize and erosion of print magazine
revenue markedly abates, or if growth in digital or other adjacency
revenues significantly offsets print revenue declines, which S&P
regards as unlikely.  Another element of an upgrade scenario likely
would be second-tier magazine titles becoming larger contributors
to revenue and EBITDA.  A revision of S&P's outlook back to stable
would require good execution on business transformation and growth
initiatives, and an increase in our confidence that leverage will
remain comfortably below 3x over S&P's forecast period.



TRIGEANT HOLDINGS: Plan Solicitation Exclusivity Expires June 22
-----------------------------------------------------------------
U.S. Bankruptcy Judge Erik P. Kimball extended until June 22, 2015,
Trigeant Holdings, Ltd., et al.'s exclusive period to solicit
acceptances for their Chapter 11 plan.

In seeking the extension, the Debtors related that a hearing to
consider confirmation of their Plan will commence on May 4, 2015.
The Debtors have filed a Chapter 11 plan.  According to the Debtor,
although they maintain that no classes of claims or interests are
impaired under the their plan, in an abundance of caution they are
soliciting the votes of Class 9 equity interests.

                     About Trigeant Holdings

Trigeant, owner of a Corpus Christi, Texas oil refinery, provides
fuel and asphalt products to the housing and transportation
industries.  The company is owned by Palm Beach, Florida
billionaire Harry Sargeant III and members of his family.

On Nov. 26, 2014, Trigeant filed its first bankruptcy In re
Trigeant Ltd., 13-38580.  The case was dismissed on April 1, 2014.

Trigeant Holdings, Ltd., and Trigeant, LLC, filed Chapter 11
bankruptcy petitions (Bankr. S.D. Fla. Case Nos. 14-29027 and
14-29030, respectively) on Aug. 25, 2014, amid a dispute among
members of the Sargeant family.  Mr. Sargeant's two brothers,
Daniel and James, and his father, Harry Sargeant II, sent Trigeant
to bankruptcy to fend off Mr. Sargeant III's bid to seize control
of the company's primary asset.  The family says Mr. Sargeant III,
who has a $22 million lien against the plant through a company he
controls called BTB Refining LLC, is attempting to prevent the
refinery from operating in an effort to lower its value and obtain
ownership of it.

Trigeant Holdings estimated both assets and liabilities of
$50 million to $100 million.

Berger Singerman LLP serves as the Debtors' counsel.

The Bankruptcy Court set the general claims bar date as Oct. 17,
2014, and March 31, 2015, as the deadline by which governmental
entities must file proofs of claims.

The Debtors filed on Sept. 16, 2014, their Joint Plan of
Reorganization under Chapter 11 of the Bankruptcy Code.  The Plan
is premised on the sale of substantially all of the Debtors'
assets to Gravity Midstream Corpus Christi, LLC.  The Plan
provides that holders of Allowed Claims will be paid in full, in
cash.

The U.S. Trustee for Region 21 has not appointed a committee of
unsecured creditors.



TRISTAR WELLNESS: Posts $1.74 Million Net Loss in First Quarter
---------------------------------------------------------------
Tristar Wellness Solutions, Inc. filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $1.74 million on $1.14 million of sales revenue for the
three months ended March 31, 2015, compared to a net loss of $3.57
million on $1.3 million of sales revenue for the same period in
2014.

As of March 31, 2015, the Company had $2.69 million in total
assets, $14.9 million in total liabilities and a $12.2 million
total stockholders' deficit.

"During the three months ended March 31, 2015 and 2014, because of
our operating losses, we did not generate positive operating cash
flows.  Our cash and cash equivalents as of March 31, 2015 was
$313,000.  Due to our monthly cash burn rate we have significant
short term cash needs.  These needs are being satisfied through
proceeds from the sales of our securities and the issuance of
convertible notes.  We currently do not believe we will be able to
satisfy our cash needs from our revenues for some time," the
Company said in the report.

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

                        http://is.gd/Q0Xiw1

                      About TriStar Wellness

TriStar Wellness Solutions, Inc., offers products and technologies
in the areas of wound care, women's health and therapeutic skin
care.  The Company is based in Westport, Connecticut.

TriStar Wellness reported a net loss of $8.87 million on $5.54
million of sales revenue for the year ended Dec. 31, 2014, compared
to a net loss of $12.6 million on $3.77 million of sales revenue
for the year ended Dec. 31, 2014.

M&K CPAS, PLLC, in Houston, TX, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company has suffered
reoccurring losses from operations, and has an accumulated deficit
and working capital deficit as of Dec. 31, 2014.  These conditions
raise substantial doubt about its ability to continue as a going
concern.



TX HOLDINGS: Has $82,100 Net Loss in March 31 Quarter
-----------------------------------------------------
TX Holdings, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
of $82,100 on $952,000 of revenue for the three months ended March
31, 2015, compared with net income $51,300 on $1.21 million of
revenue for the same period in 2014.

The Company's balance sheet at March 31, 2014, showed $3.61 million
in total assets, $4.6 million in total liabilities and total
stockholders' deficit of $993,000.

The Company's independent registered public accounting firm's
report on the financial statements included in the Company's annual
report on Form 10-K for the year ended Sept. 30, 2014, contains an
explanatory paragraph wherein it expressed an opinion that there is
substantial doubt about the Company's ability to continue as a
going concern.

Since the commencement of its mining and rail products distribution
business, the Company has relied substantially upon financing
provided by Mr. Shrewsbury, the Company's CEO and, since November
2012, a secured bank line of credit in connection with the
development and expansion of its business.  These factors raise
substantial doubt about the Company's ability to continue as a
going concern, according to the regulatory filing.

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

                       http://is.gd/trh6GM
                          
Headquartered in Ashland, Kentucky, TX Holdings, Inc.
(otcqb:TXHG) -- http://www.txholdings.com/-- is a supplier of
mining and rail products to the U.S. coal mining industry.



UBIQUITY INC: Amends 2014 Fiscal Year Report
--------------------------------------------
Ubiquity, Inc., filed with the U.S. Securities and Exchange
Commission an amendment to its annual report on Form 10-K for the
year ended Dec. 31, 2014.  A copy of the Form 10-K/A is available
at http://is.gd/PozxyM

The Company reported a net loss of $27.9 million on $302,000 of
total revenues in 2014, compared with a net loss of $51.9 million
on $201,000 of total revenue in the prior year.

The Company's balance sheet at Dec. 31, 2014, showed $11.3 million
in total assets, $4.39 million in total liabilities, and
stockholders' equity of $6.87 million.

The Company has negative working capital, has incurred operating
losses each of the past two years, and has not yet produced
continuing revenues from operations.  These factors raise
substantial doubt about the Company's ability to continue as a
going concern, according to the regulatory filing.

On April 15, 2015, Ubiquity accepted the resignation of KLJ and
Associates, LLP, from their engagement to be the independent
certifying accountant for the Company.  KLJ did not issue an
auditors' report for the fiscal year ended Dec. 31, 2013 and did
not issue an auditors' report to be relied upon for the fiscal year
ended Dec. 31, 2014.

                        About Ubiquity Inc.

Based in Irvine, California, Ubiquity, Inc., develops applications
and content that enable users to access all their information,
services, files and other important data in the public domain
using any device.  The Company recently announced its intent to
purchase all assets of Stray Angel Films for $3 million.



USA SYNTHETIC: Authorized to Access $766K of TEC DIP Financing
--------------------------------------------------------------
USA Synthetic Fuel Corporation and its affiliates obtained a court
order authorizing them to obtain $765,970 Secured Superpriority
Priming Debtor-in-Possession Term Loan Facility from Third Eye
Capital Corporation (TEC) and to use TEC's cash collateral.

TEC is the Debtors' prepetition lender and the proposed stalking
horse bidder for the assets.  The DIP facility will bear interest
at 12.00% per annum.  Default interest will be the base rate of
12.00% plus 5.0%.  The DIP facility will mature 75 days from the
Petition Date.

The Debtors intend to use a portion of the DIP financing to
compensate Dr. Steven C. Vick, the Debtors' CEO, and Mr. Dwight N.
Lockwood, a Senior Advisor to the Debtors, for their postpetition
services rendered to the Debtors.  Dr. Vick and Mr. Lockwood are
the Debtor' only employees, and the Debtors believe that payments
for their postpetition work should be considered ordinary course
transactions.

                      About USA Synthetic Fuel

Based in Lima, Ohio, USA Synthetic Fuel Corporation is an
environmentally focused, development stage energy company pursuing
low-cost, clean energy solutions through the deployment of Ultra
Clean Btu Converter technology.  Ultra Clean Btu Converter
technology is a process that cost-effectively converts lower-value
solid hydrocarbons, such as coal, into higher-value energy
products, such as Ultra Clean Synthetic Crude, which can be
refined
into a variety of fuels, such as diesel, jet, and gasoline.

USA Synthetic and its affiliates sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 15-10599) on March 17,
2015.  The petitions were signed by Dr. Steven C. Vick as chief
executive officer.  The Debtors disclosed total assets of $7.9
million and total debts of $99.3 million.

Morris, Nichols, Arsht & Tunnell, represents the Debtors as
counsel.  Asgaard Capital LLC acts as the Debtors' investment
banker.  R2B Group, LLC serves as the Debtors' interim chief
financial officer provider.

The U.S. trustee wasn't able to form a committee to represent the
company's unsecured creditors due to insufficient interest.



VANGUARD NATURAL: S&P Affirms 'B+' CCR & Puts on Watch Positive
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings, including
its 'B+' corporate credit rating, on exploration and production
(E&P) master limited partnership (MLP) Vanguard Natural Resources
LLC and placed them on CreditWatch with positive implications.

"We placed the ratings on CreditWatch with positive implications
because we believe an upgrade is likely based on the company's
improved business risk profile following its acquisitions of Eagle
Rock Energy Partners L.P. and LRR Energy L.P.," said Standard &
Poor's credit analyst Michael Tsai.

Pro forma for the acquisition, Vanguard's proved reserve base will
be 2.5 trillion cubic feet equivalent (tcfe), up from about 2 tcfe
currently.

S&P expects to resolve the CreditWatch placement near the time of
the acquisition's closing, which the companies expect to occur in
the third quarter of 2015.

The placement of Vanguard Natural Resources on CreditWatch with
positive implications reflects the potential for an upgrade
following the close of its acquisitions of Eagle Rock Energy
Partners L.P. and LRR Energy L.P.

There is a strong chance S&P could raise the corporate credit
rating on Vanguard Natural Resources following its acquisitions of
Eagle Rock Energy Partners L.P. and LRR Energy L.P., which could
improve its business risk profile to "fair" from "weak," while
maintaining a financial risk profile of "aggressive," as defined in
S&P's criteria.  Additionally, S&P will review the debt ratings in
light of the resulting capital structure.  S&P expects to resolve
the CreditWatch listing near the close of the transaction, which
the companies expect to occur during the third quarter of 2015.



VERITEQ CORP: Incurs $809,000 Net Loss in First Quarter
-------------------------------------------------------
Veriteq Corporation filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $809,000 on $95,000 of sales for the three months ended
March 31, 2015, compared to net income of $4.62 million on $74,000
of sales for the same period last year.

As of March 31, 2015, the Company had $1.66 million in total
assets, $9 million in total liabilties, $1.84 million in series D
preferred stock, and a $9.18 million total stockholders' deficit.

"We have incurred significant operating losses and generated only
nominal revenues since our inception.  Our working capital deficit
at March 31, 2015 was $7.9 million and our cash balance at
March 31, 2015 was $16,000.  Our cash position is critically
deficient, and certain payments essential to our ability to operate
are not being made in the ordinary course, or at all. Failure to
raise capital in the coming days to fund our operations will have a
material adverse effect on our business and financial condition,
raising substantial doubt about our ability to continue as a going
concern," the Company states in the report.

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

                        http://is.gd/02QdH5

                           About VeriTeQ

VeriTeQ (formerly known as Digital Angel Corporation) develops
innovative, proprietary RFID technologies for implantable medical
device identification, and dosimeter technologies for use in
radiation therapy treatment.  VeriTeQ --
http://www.veriteqcorp.com/-- offers the world's first FDA
cleared RFID microchip technology that can be used to identify
implantable medical devices, in vivo, on demand, at the point of
care.  VeriTeQ's dosimeters provide patient safety mechanisms
while measuring and recording the dose of radiation delivered to a
patient in real time.

Veriteq reported a net loss of $3.91 million on $151,000 of sales
for the year ended Dec. 31, 2014, compared to a net loss of $18.2
million on $18,000 of sales for the year ended Dec. 31, 2013.

EisnerAmper LLP, in New York, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2014, citing that the Company has incurred
recurring net losses, and at Dec. 31, 2014, had negative working
capital and a stockholders' deficit.  These events and conditions
raise substantial doubt about the Company's ability to continue as
a going concern.


VIPER VENTURES: Creditors Seek Dismissal of Chapter 11 Case
-----------------------------------------------------------
Chemical Formulators, Inc., and Ghandy View Realty, Inc., ask the
U.S. Bankruptcy Court for the Middle District of Florida, Tampa
Division, to dismiss the Chapter 11 case of Viper Ventures, LLC,
for the same reasons stated by Wells Fargo in its bid to dismiss
the case.

As previously reported by The Troubled Company Reporter, Wells
Fargo Bank, N.A., as successor-by-merger to Wachovia Bank, N.A.,
asked the Court to dismiss the bankruptcy case, saying all the
hallmarks of a bad faith filing was present in the case and, was
clearly filed for the principal -- and improper -- purpose of
benefitting the Member/Guarantors.

The Debtor, in response to the dismissal bids, argues that the case
was not filed to frustrate the legitimate collection actions of a
secured creditor.  The Debtor points out that Wells Fargo had
ignored its rights as a secured creditor with respect to its
collateral, which is an undisputed fact made abundantly clear in
the Motion.  Nevertheless, in light of the present refusal by Wells
Fargo to agree to a reasonable payment extension, the Debtor
requires the protection of the Bankruptcy Court while it achieves a
fair and equitable reorganization of its affairs, including
addressing its obligations to Wells Fargo, Edward J. Peterson, III,
Esq., at Stichter, Riedel, Blain & Prosser, P.A., in Tampa,
Florida, asserts.

Mr. Peterson argues that the Phoenix Piccadilly factors reflect a
concern for secured creditors seeking to enforce in rem rights
against single asset real estate debtors by means of foreclosure.
The Debtor's legitimate efforts to reorganize have no effect on
Wells Fargo's or CFI's foreclosure efforts because neither has
undertaken any such efforts, Mr. Peterson says.

Mr. Peterson further argues that in attempting to collect its debt
against the Debtor, Wells Fargo has focused on third parties -- the
guarantors.  In other pleadings before the Court, the Debtor has
addressed its efforts to reorganize -- the reason for filing this
case -- and the detrimental impact that Wells Fargo's collection
efforts against the guarantors have on the Debtor's ability to
reorganize, Mr. Peterson asserts.  The Court can address the
reasonableness of those efforts, but the efforts themselves do not
constitute cause to dismiss the case, he further asserts.

CFI and Ghandy are represented by:

         John J. Lamoureux, Esq.
         P.O. Box 3239
         CARLTON FIELDS, P.A.
         Tampa, FL 33607-5780
         Tel: 813-223-7000
         Fax: 813-229-4133
         Email: jlamoureux@carltonfields.com

                       About Viper Ventures

Viper Ventures, LLC, is a Florida limited liability company that
owns 31 acres of waterfront land on Rattlesnake Point just south
of
Gandy Boulevard in Tampa, Florida.

Viper Ventures  filed a Chapter 11 bankruptcy petition (Bankr.
M.D.
Fla. Case No. 15-bk-03404) in Tampa, Florida, on April 1, 2015.
The case is assigned to Judge Catherine Peek McEwen.

The Debtor is represented by Edward J. Peterson, III, Esq., at
Stichter, Riedel, Blain & Prosser, PA, in Tampa, Florida.

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

According to the docket, the Debtor's Chapter 11 plan and
explanatory disclosure statement are due by July 30, 2015.


VIPER VENTURES: Glassratner Advisory OK'd as Financial Advisors
---------------------------------------------------------------
The Hon. Catherine Peek McEwen of the U.S. Bankruptcy Court for the
Middle District of Florida authorized, on an interim basis, Viper
Ventures, LLC, to employ Glassratner Advisory & Capital Group, LLC
as consultants and financial advisors.

As reported Troubled Company Reporter on April 13, 2015, the
Debtor sought to employ GlassRatner to perform these services:

   (a) review and evaluate operations, business plans and financial
projections with the objective of assisting the Debtor in improving
its operating performance and enhancing its enterprise value;

   (b) assist management in designing and implementing programs to
manage or divest assets, improve operations, reduce costs and
restructure as necessary;

   (c) advise and assist management in seeking, negotiating, and
obtaining takeout or exit financing to fund a plan of
reorganization;

   (d) assist management with the reporting requirements in the
bankruptcy case;

   (e) advise and assist management with respect to a plan of
reorganization and negotiations regarding the same; and

   (f) perform other work as may be requested by management.

The Debtor will pay GlassRatner these hourly rates:

      Senior Managing Directors      $350 - $395
      Directors and Managers         $250 - $350
      Staff                          $150 - $250

Additionally, in matters where travel is required, GlassRatner will
bill one-half of the required travel time.

Konstantin "Gus" Katsadouros, senior managing director with
GlassRatner Advisory & Capital Group, LLC, assures the Court that
his firm does not represent or hold any interest adverse to the
Debtor or to the estate and is a "disinterested person" as the term
is defined by Section 101(14) of the Bankruptcy Code.  Mr.
Katsadouros discloses that prior to the Petition Date, his firm
received $10,000 as retainer for its services.

                       About Viper Ventures

Viper Ventures, LLC, is a Florida limited liability company that
owns 31 acres of waterfront land on Rattlesnake Point just south
of Gandy Boulevard in Tampa, Florida.

Viper Ventures  filed a Chapter 11 bankruptcy petition (Bankr.
M.D. Fla. Case No. 15-bk-03404) in Tampa, Florida, on April 1,
2015.  The case is assigned to Judge Catherine Peek McEwen.

The Debtor is represented by Edward J. Peterson, III, Esq., at
Stichter, Riedel, Blain & Prosser, PA, in Tampa, Florida.

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

According to the docket, the Debtor's Chapter 11 plan and
explanatory disclosure statement are due by July 30, 2015.


VIPER VENTURES: Hires Eshenbaugh Land as Broker
-----------------------------------------------
Viper Ventures, LLC seeks authorization from the U.S. Bankruptcy
Court for the Middle District of Florida to employ Eshenbaugh Land
Company as broker.

The Debtor requires Eshenbaugh Land to market and sell the 31 acres
on Rattlesnake Point (the "Property") or lease the RiverHawk
Facility pursuant to the terms of the agreement.

Eshenbaugh Land will be compensated by commission.

William A. Eshenbaugh, president of Eshenbaugh Land, 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.

Eshenbaugh Land can be reached at:

       William A. Eshenbaugh
       ESHENBAUGH LAND COMPANY
       2502 North Rocky Point Drive, Ste. 675
       Tampa, FL 33607
       Tel: (813) 287-8787 ext 1
       E-mail: Bill@TheDirtDog.com

                       About Viper Ventures

Viper Ventures, LLC, is a Florida limited liability company that
owns 31 acres of waterfront land on Rattlesnake Point just south of
Gandy Boulevard in Tampa, Florida.

Viper Ventures  filed a Chapter 11 bankruptcy petition (Bankr. M.D.
Fla. Case No. 15-bk-03404) in Tampa, Florida, on April 1, 2015.  

The case is assigned to Judge Catherine Peek McEwen.

The Debtor is represented by Edward J. Peterson, III, Esq., at
Stichter, Riedel, Blain & Prosser, PA, in Tampa, Florida.

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

According to the docket, the Debtor's Chapter 11 plan and
explanatory disclosure statement are due by July 30, 2015.


W&T OFFSHORE: Moody's Rates $300MM Loan 'B2' & Cuts CFR to 'B3'
---------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to W&T Offshore,
Inc.'s $300 million senior secured second lien term loan B due
2020. Moody's downgraded W&T's Corporate Family Rating (CFR) to B3
from B2 and the senior unsecured notes rating to Caa1 from B3.
Moody's also downgraded the Probability of Default Rating (PDR) to
B3-PD from B2-PD. Moody's lowered W&T's Speculative Grade Liquidity
Rating to SGL-3 from SGL-2. The outlook remains stable.

The net proceeds from the second lien term loan have been used to
repay a portion of the drawings under W&T's existing senior secured
revolving facility. At March 31, 2015, W&T had approximately $514
million drawn on a revolving credit facility with a borrowing base
of $750 million. Pro forma for the second lien term loan and
reduction in the borrowing base to $500 million, the company would
have had roughly $275 million of availability under the credit
facility as of March 31, 2015.

"The second lien term loan provides W&T with adequate liquidity to
sustain its production levels," said Amol Joshi, Moody's Vice
President. "However, W&T's lack of hedges entering this low oil
price cycle reduces retained cash flow. The downgrade to a B3 CFR
reflects moderate leverage on production, but limited cash flow at
a company increasingly focused on the challenging offshore
deepwater environment."

Assignments:

Issuer: W&T Offshore, Inc.

  -- US$300 million Senior Secured Second Lien Term Loan B,
     Assigned B2 (LGD3)

Rating Actions:

  -- Corporate Family Rating, Downgraded to B3 from B2

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

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

  -- $900 million 8.50% sr unsecured notes due 2019 downgraded to
     Caa1 (LGD5) from B3 (LGD5)

Outlook Actions:

  -- Outlook remains Stable

W&T's B3 CFR reflects risk to the company's credit profile because
of increased leverage. Moody's expects W&T's debt-to-average daily
production metric to hover around $30,000 per barrel of oil
equivalent (boe) per day and debt-to-proved developed (PD) reserves
figure to approach $18 per boe over the next 12 months, while cash
flow coverage of debt and interest decline. The rating also
reflects the enhanced risk of a concentrated asset base primarily
in the shallow and deep waters of the Gulf of Mexico that have a
short reserve life and high decline rates, and the capital
intensity and inherent operational challenges of offshore
drilling.

W&T's SGL-3 Speculative Grade Liquidity Rating reflects its
adequate liquidity profile over the next 12 months. At March 31,
2015, W&T would have had roughly $285 million of liquidity pro
forma for the new second lien term loan, including approximately $8
million of cash and roughly $275 million of availability under its
$500 million borrowing base credit facility due 2018. Financial
covenants under the credit facility will include a First Lien
Leverage Ratio of no greater than 2.5x, Secured Debt Leverage Ratio
of no greater than 3.5x, and an Interest Coverage Ratio of no less
than 2.2x. In addition, a Leverage Ratio of no greater than 5.0x
resumes for the quarter ended June 30, 2016, stepping down to 4.5x
for the quarter ended September 30, 2016, and then to 4.0x for
subsequent quarters thereafter. As EBITDA declines with low oil
prices, W&T's availability under its credit facility could shrink
in order to comply with these covenants.

In accordance with Moody's Loss Given Default Methodology, W&T's
unsecured notes are rated Caa1, which is one notch below the
company's B3 CFR. This notching reflects the priority claim given
to the senior secured revolving credit facility and the new second
lien term loan. The second lien term loan is rated B2, one notch
above W&T's CFR, reflecting the term loan's priority claim over the
unsecured notes in the capital structure.

The stable outlook reflects the expectation that W&T will maintain
adequate liquidity and will be able to maintain production levels
as it benefits from the capital expenditures expected to be spent
during the first half of 2015 and as some of its deepwater wells
subsequently come online.

A downgrade is possible if liquidity falls below $150 million or if
W&T's production volumes were to decline more than anticipated. An
upgrade may be possible if the company achieves debt to PD reserves
below $15 per boe on a sustained basis and retained cash flow to
debt above 15% on a sustained basis.

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

W&T Offshore, Inc. is a independent oil and natural gas exploration
and production (E&P) company primarily focused on developing
continental shelf and deepwater assets in the Gulf of Mexico. The
company also has onshore activities in the Permian Basin
concentrated in West Texas. W&T has its headquarters in Houston,
Texas.


W3 CO: S&P Revises Outlook to Negative & Affirms 'B-' CCR
---------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook to negative
from stable and affirmed its 'B-' corporate credit rating on
Houston-based W3 Co.

S&P also affirmed its 'B-' issue-level ratings on the company's
first-lien term loan and revolver.  The recovery rating on the debt
remains '3', indicating S&P's expectation of meaningful (50% to
70%; upper half of the range) recovery in the event of a payment
default.  In addition, S&P affirmed its 'CCC' issue-level rating on
the company's second-term loan.  The recovery rating on the debt
remains '6', indicating S&P's expectation of negligible (0% to 10%)
recovery in the event of a payment default.

"The ratings on W3 reflect our assessment of the company's 'weak'
business profile, 'highly leveraged' financial risk profile, and
'less than adequate' liquidity, as defined in our criteria," said
Standard & Poor's credit analyst Stephen Scovotti.  "Our business
profile assessment incorporates the company's narrow business focus
and small scale in the fragmented market for safety equipment and
maintenance services as well as the low volatility of demand for
the company's safety products and services.  The financial profile
assessment incorporates the company's highly leveraged financial
metrics, the recent deterioration in the company's liquidity, and
S&P's expectation that the company will slightly outspend cash
flows in 2015."

The negative outlook reflects S&P's expectation that liquidity will
be thin over the course of 2015.  It also reflects S&P's
expectation that debt to EBITDA will approach 7x and FFO to debt
will be about 6% in 2015.

S&P could lower the rating if liquidity further deteriorated or if
S&P views debt leverage as unsustainable.  S&P believes this could
occur if end market conditions weaken beyond its expectations,
which would result in sustained FFO to debt well below 12%.

S&P could revise the outlook to stable if W3 is able to increase
liquidity such that it views liquidity as "adequate," as defined in
S&P's criteria, while maintaining debt leverage at sustainable
levels.



WABUSH IRON: Placed Under CCAA Protection; FTI Named as Monitor
---------------------------------------------------------------
Wabush Iron Co. Limited et al. sought and obtained from the
Superior Court of Quebec in Montreal an initial order pursuant to
the Companies' Creditors Arrangement Act as amended under court
file number 500-11-048114-157.  FTI Consulting Canada Inc. has been
appointed as monitor pursuant to the initial order.

The monitor can be reached at:

FTI Consulting canada Inc.
Monitor of Wabush
TD Waterhouse Tower
79 Wellington Street West
Suite 2010, P.O. Box 104
Toronto, Ontario M5K 1G8
Tel: 416-649-8074
Toll Free: 1-844-846-7135
Email: wabush@fticonsulting.com


WAYNE KENNETH AUGE: NNMOC's Summary Judgment Bid Granted in Part
----------------------------------------------------------------
Bankruptcy Judge David T. Thuma granted in part the Plaintiff's
Motion for Summary Judgment in the case captioned THE NORTHERN NEW
MEXICO ORTHOPAEDIC CENTER, P.C., Plaintiff, v. WAYNE KENNETH AUGE,
individually and as trustee of the Covalent Global Trust u/t/i
dated 12/1/03, Defendant, NO. 14-10443 T11, ADV. NO. 14-01057
(Bankr. D.N.M.).

The Northern New Mexico Orthopaedic Center, P.C. ("NNMOC") asked
for summary judgment on all counts, based upon a pre-petition state
court judgment entered by the Honorable Raymond Ortiz against Dr.
Wayne Kenneth Auge ("Auge").

Judge Thuma determined that issue preclusion applies in this case.
Thus, to the extent a fact was actually litigated and necessarily
determined in the state court action, Judge Ortiz's finding is
binding in the bankruptcy court.

Judge Thuma found that Judge Ortiz's findings and conclusions are
not sufficient to support a grant of summary judgment under
Sections 523(a)(2)(A), 523(a)(4), and 523(A)(6).  The findings,
however, established the necessary elements of NNMOC's Section
523(a)(4) embezzlement claim.  Thus, NNMOC is entitled to summary
judgment that the portion of its claim against Auge arising from
Auge's improper bonuses is nondischargeable embezzlement.

In an April 22, 2015 memorandum opinion available at
http://is.gd/kMiDSyfrom Leagle.com, Judge Thuma held that NNMOC is
entitled to summary judgment that $372,421.37 of its claim against
Auge, plus 15% interest accruing after January 14, 2011, is
nondischargeable under Section 523(a)(4) for embezzlement.

                   About Wayne Kenneth Auge, II

Dr. Wayne Kenneth Auge, II commenced a Chapter 11 case (Bankr. D.
N.M. Case No. 14-10443) on February 14, 2014, following a judgment
rendered against him in a State Court Action filed by The Northern
New Mexico Orthopaedic Center, P.C. ("NNMOC"), and his fellow
shareholders in NNMOC, namely: Dr. Brant Bair, Dr. Steven Jones,
and Dr. Sanford Schulhofer.


WEST COAST: Growers, Bank Oppose Trustee Appointment
----------------------------------------------------
Raisin growers for debtor West Coast Growers, Inc., as well as the
lender, are opposing a motion by the U.S. Trustee for the
appointment of (i) a Chapter 11 trustee who'll take over management
of the Debtor, or in the alternative, (ii) an examiner.

The raisin growers, owed in excess of $5,200,000, oppose the
motion, stating that it will create unnecessary confusion and
disrupt the carefully made plans to finish out the pack-out.  The
Growers consist of 5T Farms, Alberta Otto, Alex Kobets; Alfred
Duran; Assemi & Sons, Inc.; Lincoln Grantor Farms; Manning Avenue
Pistachios; Bryan & Kimberly Ambrosini, Cameron Wulf; Chrsitie V.
Willet; Christie Valorosi Willet, Trustee of the Valorosi Trust;
Good Earth, Inc.; Hagopian Enterprises, Inc., Mark Hagopian, Jared
Vawter; J.M. Lasgoity; Kenneson Farms, Inc.; Michael Lagoluso, Jr.;
Schafer & Schafer; Ara Karkazian; and Ty Bellach.

Creditor Central Valley Community Bank says the appointment of a
Chapter 11 trustee would not be in the best interest of creditors.
Central Valley says a Chapter 11 trustee is not warranted in the
case, and the U.S. Trustee has not met her burden of establishing
by a preponderance of the evidence that cause exists warranting the
appointment of a Chapter 11 trustee.

The Green Grape Growers say the motion was filed prematurely.
According to Green Grape, it may in fact turn out that a trustee is
necessary but at this time it seems the Debtors are working to
maximize the value of their respective estates.  The Green Grape
Growers consist of Deran Koligian Farms, L.P.; Keith & Mimi
Koligian; Adam & Phillip Kezirian; Alice Kesirian; Americo Foglio;
Thelma Foglio; and Martin Foglio

                      Trustee/Examiner Motion

As reported in the Troubled Company Reporter on April 27, 2015,
Tracy Hope Davis, U.S. Trustee for Region 17, is asking the Court
to appoint a trustee, stating that "cause" exists based upon:

   -- inherent and material conflicts of interests created and held
by current management rendering it incapable of performing its
respective fiduciary duty to each estate; and

   -- gross mismanagement or incompetence of current management as
evidenced by Charlotte Ellen Salwasser's abdication of management
to a corporate restructuring officer, by the filing of inaccurate
bankruptcy schedules and statements, and by the failure to timely
file her monthly operating report.

Mrs. Salwasser is the debtor in possession in her personal
bankruptcy case and, as the principal of Salwasser, Inc. and WCG,
acts as the fiduciary for those corporate debtors-in-possession.

The Growers are represented by:

         Riley C. Walter, Esq.
         WALTER & WILHEM LAW GROUP
         205 East River Park Circle, Suite 410
         Fresno, CA 93720
         Tel: (559) 435-980
         Fax: 559) 435-9868
         E-mail: rileywalter@W2LG.com

The Green Grape Growers are represented by:

         Darryl J. Horowit, Esq.
         Rusell W. Reynolds, Esq.
         COLMAN & HOROWITT, LLP
         499 West Shaw, Suite 116
         Fresno, CA 93704
         Tel: (559) 28-4820
         Fax: (559) 248-4830

Central Valley is represented by:

         Kurt F. Vote, Esq.
         Micaela L. Neal, Esq.
         WANGER JONES HELSLEY PC
         26 5 E. River Park Circle, Suite 310
         Fresno, CA 93720
         Tel: (559 ) 233-4800
         Fax: (559 ) 233-9330
         E-mail: kvote@wjhattomeys.com
                 mneal@wjhattomeys.com

                      About West Coast Growers

West Coast Growers, Inc., a Kerman, California-based processor and
distributor of California raisins, sought Chapter 11 bankruptcy
protection (Bankr. E.D. Cal. Case No. 15-11079) on March 20, 2015,
in Fresno, California.  The case is assigned to Judge W. Richard
Lee.

Related entity Salwasser, Inc. (the 100% shareholder of WCG) also
sought bankruptcy protection on March 20, 2015 (Case No.
15-11080).  Charlotte Ellen Salwasser filed a Chapter 11 petition
(Case No. 15-10705) on Feb. 26, 2015.  Ms. Salwasser an husband
George Salwasser are the principals and 50% shareholders of
Salwasser, Inc.  Mr. Salwasser is the president of WCG, and Ms.
Salwasser is the vice president and secretary of WCG.

West Coast Growers disclosed, in its schedules, $12,091,374 in
assets and $59,616,599 in liabilities as of the Chapter 11 filing.


Hagop T. Bedoyan, Esq., Jacob L. Eaton, Esq., at Lisa A. Holder,
Esq., at Klein, Denatale, Goldner, Cooper, Rosenlieb & Kimball,
LLP, serve as West Coast Growers' attorneys.  Peter L. Fear, Esq.,
at Fear Law Group, P.C., represents Salwasser as counsel.

The U.S. Trustee for Region 17 appointed two creditors to serve on
the official committee of unsecured creditors.



WEST COAST: Says Sale Excludes Property Subject to Growers' Liens
-----------------------------------------------------------------
West Coast Growers Inc., responded to the limited objection by a
group of growers to its application to employ Pearson Realty as
real estate broker.

The limited objection is based on a concern by the Growers that the
Debtor seeks to employ Pearson Realty to sell property that may be
subject to the producer's liens held by the Growers, and further
stated that the Growers do not consent to a surcharge of their
collateral for any commissions.

The Debtor explained that the listing agreement provides for a
broker's commission payable to Pearson Realty equal to 4% of the
final sale price of the property to be sold.  The property subject
to the listing agreement does not include property subject to the
Growers' producer's liens.

The Growers are raisin growers, owed in excess of $5,200,000, and
consist of 5T Farms, Alberta Otto, Alex Kobets; Alfred Duran;
Assemi & Sons, Inc.; Lincoln Grantor Farms; Manning Avenue
Pistachios; Bryan & Kimberly Ambrosini, Cameron Wulf; Chrsitie V.
Willet; Christie Valorosi Willet, Trustee of the Valorosi Trust;
Good Earth, Inc.; Hagopian Enterprises, Inc., Mark Hagopian, Jared
Vawter; J.M. Lasgoity; Kenneson Farms, Inc.; Michael Lagoluso, Jr.;
Schafer & Schafer; Ara Karkazian; and Ty Bellach.

                        Bid to Hire Broker

As reported in the April 14, 2015 edition of the TCR, West Coast
Growers is asking the Court for authority to employ Pearson Realty
as its real estate broker.

The Debtor leases its real property from Salwasser Inc. that filed
for bankruptcy on March 20, 2015.  The asset of Salwasser estate
include real property consisting of about 60 acres of land located
in Biola, County of Fresno in California.  Jim Olivas, real estate
agent at the firm, notes the value of the real property is about
$20 million based on comparable sales in the area and a preliminary
inspection of the real property and personal property.

The firm will receive a commission, upon consummation of any sale
of the real property and personal property, in an amount equal to
4% of the purchase price.

The Debtor assures the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.

                      About West Coast Growers

West Coast Growers, Inc., a Kerman, California-based processor and
distributor of California raisins, sought Chapter 11 bankruptcy
protection (Bankr. E.D. Cal. Case No. 15-11079) on March 20, 2015,
in Fresno, California.  The case is assigned to Judge W. Richard
Lee.

Related entity Salwasser, Inc. (the 100% shareholder of WCG) also
sought bankruptcy protection on March 20, 2015 (Case No.
15-11080).  Charlotte Ellen Salwasser filed a Chapter 11 petition
(Case No. 15-10705) on Feb. 26, 2015.  Ms. Salwasser an husband
George Salwasser are the principals and 50% shareholders of
Salwasser, Inc.  Mr. Salwasser is the president of WCG, and Ms.
Salwasser is the vice president and secretary of WCG.

West Coast Growers disclosed, in its schedules, $12,091,374 in
assets and $59,616,599 in liabilities as of the Chapter 11 filing.


Hagop T. Bedoyan, Esq., Jacob L. Eaton, Esq., at Lisa A. Holder,
Esq., at Klein, Denatale, Goldner, Cooper, Rosenlieb & Kimball,
LLP, serve as West Coast Growers' attorneys.  Peter L. Fear, Esq.,
at Fear Law Group, P.C., represents Salwasser as counsel.

The U.S. Trustee for Region 17 appointed two creditors to serve on
the official committee of unsecured creditors.



WET SEAL: Landlords Want Court to Sustain Objection to Sale
-----------------------------------------------------------
Landlords Carousel Center Company, L.P., Crossgates Mall General
Company NewCo, LLC, Crystal Run NewCo, LLC, Holyoke Mall Company,
L.P., JPMG Manassas Mall Owner LLC, and Pyramid Walden Company,
L.P., filed a supplement to their limited objection to The Wet
Seal, Inc., et al.'s March 16 motion for entry of an order
authorizing the sale of substantially all of the Debtors' assets
free and clear of all claims, liens, rights, interests and
encumbrances.

A copy of the supplement is available for free at:

                      http://is.gd/NTmL8u

A copy of the limited objection is available for free at:

                      http://is.gd/4FOvAN

As reported by the Troubled Company Reporter on April 13, 2015, the
Debtor won court approval to sell its assets to an affiliate of
Versa Capital Management LLC in a deal that includes $7.5 million
in cash, various news sources reported.  Dawn McCarty, writing for
Bloomberg News, reported that Versa's Mador Lending LLC won an
auction for the teen clothing retailer's inventory and some leases.
As part of the deal, it provided $20 million in replacement
bankruptcy financing and assumed certain liabilities, the Bloomberg
report said.

The Landlords claim that the Debtors have failed to provide
adequate assurance of future performance by the Buyer under the
leases.  The Landlords have requested adequate assurance
information since filing its limited objection and the entry of the
sale order, but none has been provided.

The Landlords oppose assumption and assignment of the leases (i)
absent the existence of adequate assurance of future performance;
(ii) payment in full of the actual cure amounts; (iii) assumption
of liability for accrued, but unbilled or not yet due, obligations,
including indemnity obligations; and (iv) payment of attorneys'
fees in compliance with the terms of the Leases.

The Landlords are represented by:

      Ballard Spahr LLP
      Leslie C. Heilman, Esq.
      Matthew G. Summers, Esq.
      919 Market Street, 11th Floor
      Wilmington, DE 19801
      Tel: (302) 252-4465
      Fax: (302) 252-4466
      E-mail: heilmanl@ballardspahr.com
              summersm@ballardspahr.com

              and

      Menter, Rudin & Trivelpiece, P.C.
      Kevin M. Newman, Esq.
      Adam F. Kinney, Esq.
      Office and Post Office Address
      308 Maltbie Street, Suite 200
      Syracuse, New York 13204-1439
      Tel: (315) 474-7541
      Fax: (315) 474-4040

                        About Wet Seal

The Wet Seal, Inc., and three affiliates -- The Wet Seal Retail,
Inc., Wet Seal Catalog, Inc., and Wet Seal GC, LLC -- filed
separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 15-10081
to 15-10084) on Jan. 15, 2015.  The Debtors are a national
multi-channel retailer selling fashion apparel and accessory items
designed for female customers aged 13 to 24 years old.  The Wet
Seal, Inc., disclosed $215,254,952 in assets and $60,598,968 in
liabilities as of the Chapter 11 filing.

The Hon. Christopher S. Sontchi presides over the jointly
administered cases.  Maris J. Kandestin, Esq., and Michael R.
Nestor, Esq., at Young Conaway Stargatt & Taylor, LLP; Lee R.
Bogdanoff, Esq., Michael L. Tuchin, Esq., David M. Guess, Esq.,
and Jonathan M. Weiss, Esq., at Klee, Tuchin, Bogdanoff & Stern
LLP; and Paul Hastings LLP, serve as the Debtors' Chapter 11
counsel.  FTI Consulting serves as the Debtors' restructuring
advisor.  The Debtors' investment banker is Houlihan Lokey.  The
Debtors tapped Donlin, Recano & Co., Inc. as claims and noticing
agent.  

The petitions were signed by Thomas R. Hillebrandt, interim chief
financial officer.

B. Riley, the original DIP lender and plan sponsor, is represented
by Van C. Durrer, II, Esq., at Skadden, Arps, Slate, Meagher &
Flom
LLP.

Versa Capital Management, LLC, and its affiliate, Mador Lending,
LLC, which was selected as the successful bidder at an auction, is
being advised by Greenberg Traurig LLP, Klehr Harrison Harvey
Branzburg LLP, and KPMG LLP.  

The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors.  The Committee retained Pachulski Stang Ziehl & Jones
LLP as its counsel and Province Inc. as its financial advisor.

The Wet Seal, Inc., changed its name to "Seal123, Inc." on April
17, 2015, in accordance with the Asset Purchase Agreement with
Mador Lending, LLC, an affiliate of Versa Capital Management, LLC
as buyer.


[^] Large Companies With Insolvent Balance Sheet
------------------------------------------------
                                               Total
                                              Share-      Total
                                   Total    Holders'    Working
                                  Assets      Equity    Capital
  Company         Ticker            ($MM)       ($MM)      ($MM)
  -------         ------          ------    --------    -------
ABSOLUTE SOFTWRE  ABT CN           111.9        (5.5)      (0.6)
ABSOLUTE SOFTWRE  ALSWF US         111.9        (5.5)      (0.6)
ABSOLUTE SOFTWRE  ABT2EUR EU       111.9        (5.5)      (0.6)
ABSOLUTE SOFTWRE  OU1 GR           111.9        (5.5)      (0.6)
ACCRETIVE HEALTH  ACHI US          510.0        (5.5)      (0.6)
ADVANCED EMISSIO  OXQ1 GR          106.4        (5.5)      (0.6)
ADVANCED EMISSIO  ADES US          106.4        (5.5)      (0.6)
ADVENT SOFTWARE   ADVS US          424.8        (5.5)      (0.6)
ADVENT SOFTWARE   AXQ GR           424.8        (5.5)      (0.6)
AEROJET ROCKETDY  GCY GR         1,911.7        (5.5)      (0.6)
AEROJET ROCKETDY  GCY TH         1,911.7        (5.5)      (0.6)
AEROJET ROCKETDY  AJRD US        1,911.7        (5.5)      (0.6)
AIR CANADA        AC CN         11,581.0        (5.5)      (0.6)
AIR CANADA        ADH2 TH       11,581.0        (5.5)      (0.6)
AIR CANADA        ADH2 GR       11,581.0        (5.5)      (0.6)
AIR CANADA        ACEUR EU      11,581.0        (5.5)      (0.6)
AIR CANADA        ACDVF US      11,581.0        (5.5)      (0.6)
AK STEEL HLDG     AKS US         4,556.3        (5.5)      (0.6)
AK STEEL HLDG     AK2 TH         4,556.3        (5.5)      (0.6)
AK STEEL HLDG     AKS* MM        4,556.3        (5.5)      (0.6)
AK STEEL HLDG     AK2 GR         4,556.3        (5.5)      (0.6)
ALLIANCE HEALTHC  AIQ US           551.6        (5.5)      (0.6)
AMC NETWORKS-A    9AC GR         4,049.4        (5.5)      (0.6)
AMC NETWORKS-A    AMCX* MM       4,049.4        (5.5)      (0.6)
AMC NETWORKS-A    AMCX US        4,049.4        (5.5)      (0.6)
AMER RESTAUR-LP   ICTPU US          33.5        (5.5)      (0.6)
AMYLIN PHARMACEU  AMLN US        1,998.7        (5.5)      (0.6)
ANGIE'S LIST INC  ANGI US          178.8        (5.5)      (0.6)
ANGIE'S LIST INC  8AL GR           178.8        (5.5)      (0.6)
ANGIE'S LIST INC  8AL TH           178.8        (5.5)      (0.6)
ANTHERA PHARMACE  ANTH US            3.5        (5.5)      (0.6)
ANTHERA PHARMACE  6TA1 GR            3.5        (5.5)      (0.6)
ANTHERA PHARMACE  ANTHEUR EU         3.5        (5.5)      (0.6)
ANTHERA PHARMACE  6TA1 TH            3.5        (5.5)      (0.6)
ASPEN TECHNOLOGY  AZPN US          317.1        (5.5)      (0.6)
ASPEN TECHNOLOGY  AST GR           317.1        (5.5)      (0.6)
AUTOZONE INC      AZ5 GR         7,950.0        (5.5)      (0.6)
AUTOZONE INC      AZ5 TH         7,950.0        (5.5)      (0.6)
AUTOZONE INC      AZOEUR EU      7,950.0        (5.5)      (0.6)
AUTOZONE INC      AZO US         7,950.0        (5.5)      (0.6)
AVID TECHNOLOGY   AVID US          182.0        (5.5)      (0.6)
AVID TECHNOLOGY   AVD GR           182.0        (5.5)      (0.6)
BARRACUDA NETWOR  CUDA US          389.3        (5.5)      (0.6)
BARRACUDA NETWOR  7BM GR           389.3        (5.5)      (0.6)
BERRY PLASTICS G  BERY US        5,214.0        (5.5)      (0.6)
BERRY PLASTICS G  BP0 GR         5,214.0        (5.5)      (0.6)
BRINKER INTL      BKJ GR         1,437.3        (5.5)      (0.6)
BRINKER INTL      EAT US         1,437.3        (5.5)      (0.6)
BRP INC/CA-SUB V  BRPIF US       2,347.9        (5.5)      (0.6)
BRP INC/CA-SUB V  DOO CN         2,347.9        (5.5)      (0.6)
BRP INC/CA-SUB V  B15A GR        2,347.9        (5.5)      (0.6)
BURLINGTON STORE  BURL* MM       2,624.6        (5.5)      (0.6)
BURLINGTON STORE  BURL US        2,624.6        (5.5)      (0.6)
BURLINGTON STORE  BUI GR         2,624.6        (5.5)      (0.6)
CABLEVISION SY-A  CVY TH         6,701.2        (5.5)      (0.6)
CABLEVISION SY-A  CVC US         6,701.2        (5.5)      (0.6)
CABLEVISION SY-A  CVCEUR EU      6,701.2        (5.5)      (0.6)
CABLEVISION SY-A  CVY GR         6,701.2        (5.5)      (0.6)
CABLEVISION-W/I   8441293Q US    6,701.2        (5.5)      (0.6)
CABLEVISION-W/I   CVC-W US       6,701.2        (5.5)      (0.6)
CAMBIUM LEARNING  ABCD US          154.9        (5.5)      (0.6)
CARBYLAN THERAPE  CBYL US           10.9        (5.5)      (0.6)
CASELLA WASTE     CWST US          649.9        (5.5)      (0.6)
CASELLA WASTE     WA3 GR           649.9        (5.5)      (0.6)
CEDAR FAIR LP     7CF GR         2,005.9        (5.5)      (0.6)
CEDAR FAIR LP     FUN US         2,005.9        (5.5)      (0.6)
CENTENNIAL COMM   CYCL US        1,480.9        (5.5)      (0.6)
CHOICE HOTELS     CHH US           661.1        (5.5)      (0.6)
CHOICE HOTELS     CZH GR           661.1        (5.5)      (0.6)
CIENA CORP        CIE1 GR        2,056.2        (5.5)      (0.6)
CIENA CORP        CIEN TE        2,056.2        (5.5)      (0.6)
CIENA CORP        CIE1 TH        2,056.2        (5.5)      (0.6)
CIENA CORP        CIEN US        2,056.2        (5.5)      (0.6)
CINCINNATI BELL   CBB US         1,733.0        (5.5)      (0.6)
CINCINNATI BELL   CIB GR         1,733.0        (5.5)      (0.6)
CLEAR CHANNEL-A   CCO US         6,179.8        (5.5)      (0.6)
CLEAR CHANNEL-A   C7C GR         6,179.8        (5.5)      (0.6)
CLIFFS NATURAL R  CLF2EUR EU     2,702.6        (5.5)      (0.6)
CLIFFS NATURAL R  CLF* MM        2,702.6        (5.5)      (0.6)
CLIFFS NATURAL R  CVA TH         2,702.6        (5.5)      (0.6)
CLIFFS NATURAL R  CVA GR         2,702.6        (5.5)      (0.6)
CLIFFS NATURAL R  CLF US         2,702.6        (5.5)      (0.6)
COLLEGIUM PHARMA  COLL US            5.1        (5.5)      (0.6)
CONNACHER OIL& G  C8O1 TH        1,193.3        (5.5)      (0.6)
CONNECTURE INC    2U7 GR           112.3        (5.5)      (0.6)
CONNECTURE INC    CNXR US          112.3        (5.5)      (0.6)
CORINDUS VASCULA  CVRS US            0.0        (5.5)      (0.6)
CORIUM INTERNATI  6CU GR            62.7        (5.5)      (0.6)
CORIUM INTERNATI  CORI US           62.7        (5.5)      (0.6)
CYAN INC          CYNI US          112.1        (5.5)      (0.6)
CYAN INC          YCN GR           112.1        (5.5)      (0.6)
DELEK LOGISTICS   DKL US           332.6        (5.5)      (0.6)
DELEK LOGISTICS   D6L GR           332.6        (5.5)      (0.6)
DIEGO PELLICER W  DPWW US            0.0        (5.5)      (0.6)
DIRECTV           DTVEUR EU     24,301.0        (5.5)      (0.6)
DIRECTV           DTV US        24,301.0        (5.5)      (0.6)
DIRECTV           DTV CI        24,301.0        (5.5)      (0.6)
DIRECTV           DIG1 GR       24,301.0        (5.5)      (0.6)
DOMINO'S PIZZA    EZV GR           637.0        (5.5)      (0.6)
DOMINO'S PIZZA    DPZ US           637.0        (5.5)      (0.6)
DOMINO'S PIZZA    EZV TH           637.0        (5.5)      (0.6)
DUN & BRADSTREET  DNB1EUR EU     2,027.7        (5.5)      (0.6)
DUN & BRADSTREET  DB5 TH         2,027.7        (5.5)      (0.6)
DUN & BRADSTREET  DB5 GR         2,027.7        (5.5)      (0.6)
DUN & BRADSTREET  DNB US         2,027.7        (5.5)      (0.6)
DUNKIN' BRANDS G  DNKN US        3,360.1        (5.5)      (0.6)
DUNKIN' BRANDS G  2DB GR         3,360.1        (5.5)      (0.6)
DUNKIN' BRANDS G  2DB TH         3,360.1        (5.5)      (0.6)
DURATA THERAPEUT  DRTX US           82.1        (5.5)      (0.6)
DURATA THERAPEUT  DTA GR            82.1        (5.5)      (0.6)
DURATA THERAPEUT  DRTXEUR EU        82.1        (5.5)      (0.6)
EDGEN GROUP INC   EDG US           883.8        (5.5)      (0.6)
ENTELLUS MEDICAL  ENTL US           14.0        (5.5)      (0.6)
ENTELLUS MEDICAL  29E GR            14.0        (5.5)      (0.6)
EOS PETRO INC     EOPT US            1.4        (5.5)      (0.6)
EXELIXIS INC      EXEL US          282.9        (5.5)      (0.6)
FAIRWAY GROUP HO  FGWA GR          372.2        (5.5)      (0.6)
FAIRWAY GROUP HO  FWM US           372.2        (5.5)      (0.6)
FENIX PARTS INC   9FP GR             0.8        (5.5)      (0.6)
FENIX PARTS INC   FENX US            0.8        (5.5)      (0.6)
FERRELLGAS-LP     FGP US         1,747.0        (5.5)      (0.6)
FERRELLGAS-LP     FEG GR         1,747.0        (5.5)      (0.6)
FREESCALE SEMICO  FSLEUR EU      3,096.0        (5.5)      (0.6)
FREESCALE SEMICO  1FS TH         3,096.0        (5.5)      (0.6)
FREESCALE SEMICO  1FS GR         3,096.0        (5.5)      (0.6)
FREESCALE SEMICO  FSL US         3,096.0        (5.5)      (0.6)
GAMING AND LEISU  GLPI US        2,552.5        (5.5)      (0.6)
GAMING AND LEISU  2GL GR         2,552.5        (5.5)      (0.6)
GARDA WRLD -CL A  GW CN          1,482.9        (5.5)      (0.6)
GARTNER INC       GGRA GR        1,789.4        (5.5)      (0.6)
GARTNER INC       IT US          1,789.4        (5.5)      (0.6)
GENESIS HEALTHCA  SH11 GR        6,031.4        (5.5)      (0.6)
GENESIS HEALTHCA  GEN US         6,031.4        (5.5)      (0.6)
GENTIVA HEALTH    GHT GR         1,225.2        (5.5)      (0.6)
GENTIVA HEALTH    GTIV US        1,225.2        (5.5)      (0.6)
GLG PARTNERS INC  GLG US           400.0        (5.5)      (0.6)
GLG PARTNERS-UTS  GLG/U US         400.0        (5.5)      (0.6)
GOLD RESERVE INC  GRZ CN            19.4        (5.5)      (0.6)
GOLD RESERVE INC  GDRZF US          19.4        (5.5)      (0.6)
GOLD RESERVE INC  GOD GR            19.4        (5.5)      (0.6)
GRAHAM PACKAGING  GRM US         2,947.5        (5.5)      (0.6)
GYMBOREE CORP/TH  GYMB US        1,187.9        (5.5)      (0.6)
HCA HOLDINGS INC  2BH GR        31,288.0        (5.5)      (0.6)
HCA HOLDINGS INC  HCA US        31,288.0        (5.5)      (0.6)
HCA HOLDINGS INC  2BH TH        31,288.0        (5.5)      (0.6)
HD SUPPLY HOLDIN  5HD GR         6,060.0        (5.5)      (0.6)
HD SUPPLY HOLDIN  HDS US         6,060.0        (5.5)      (0.6)
HERBALIFE LTD     HLF US         2,388.9        (5.5)      (0.6)
HERBALIFE LTD     HLFEUR EU      2,388.9        (5.5)      (0.6)
HERBALIFE LTD     HOO GR         2,388.9        (5.5)      (0.6)
HOVNANIAN ENT-A   HOV US         2,461.4        (5.5)      (0.6)
HOVNANIAN ENT-B   HOVVB US       2,461.4        (5.5)      (0.6)
HOVNANIAN-A-WI    HOV-W US       2,461.4        (5.5)      (0.6)
HUGHES TELEMATIC  HUTCU US         110.2        (5.5)      (0.6)
IHEARTMEDIA INC   IHRT US       13,581.9        (5.5)      (0.6)
INCYTE CORP       ICY TH           862.6        (5.5)      (0.6)
INCYTE CORP       INCYEUR EU       862.6        (5.5)      (0.6)
INCYTE CORP       INCY US          862.6        (5.5)      (0.6)
INCYTE CORP       ICY GR           862.6        (5.5)      (0.6)
INFOR US INC      LWSN US        6,778.1        (5.5)      (0.6)
INVENTIV HEALTH   VTIV US        1,006.9        (5.5)      (0.6)
IPCS INC          IPCS US          559.2        (5.5)      (0.6)
ISTA PHARMACEUTI  ISTA US          124.7        (5.5)      (0.6)
JUST ENERGY GROU  JE CN          1,205.7        (5.5)      (0.6)
JUST ENERGY GROU  1JE GR         1,205.7        (5.5)      (0.6)
JUST ENERGY GROU  JE US          1,205.7        (5.5)      (0.6)
KEMPHARM INC      KMPH US           13.7        (5.5)      (0.6)
LEAP WIRELESS     LEAP US        4,662.9        (5.5)      (0.6)
LEAP WIRELESS     LWI TH         4,662.9        (5.5)      (0.6)
LEAP WIRELESS     LWI GR         4,662.9        (5.5)      (0.6)
LEE ENTERPRISES   LEE US           779.6        (5.5)      (0.6)
LENNOX INTL INC   LXI GR         1,879.5        (5.5)      (0.6)
LENNOX INTL INC   LII US         1,879.5        (5.5)      (0.6)
LORILLARD INC     LLV TH         4,154.0        (5.5)      (0.6)
LORILLARD INC     LO US          4,154.0        (5.5)      (0.6)
LORILLARD INC     LLV GR         4,154.0        (5.5)      (0.6)
MANNKIND CORP     NNF1 TH          360.0        (5.5)      (0.6)
MANNKIND CORP     NNF1 GR          360.0        (5.5)      (0.6)
MANNKIND CORP     MNKD US          360.0        (5.5)      (0.6)
MARRIOTT INTL-A   MAR US         6,803.0        (5.5)      (0.6)
MARRIOTT INTL-A   MAQ GR         6,803.0        (5.5)      (0.6)
MARRIOTT INTL-A   MAQ TH         6,803.0        (5.5)      (0.6)
MDC COMM-W/I      MDZ/W CN       1,640.1        (5.5)      (0.6)
MDC PARTNERS-A    MDZ/A CN       1,640.1        (5.5)      (0.6)
MDC PARTNERS-A    MD7A GR        1,640.1        (5.5)      (0.6)
MDC PARTNERS-A    MDCA US        1,640.1        (5.5)      (0.6)
MDC PARTNERS-EXC  MDZ/N CN       1,640.1        (5.5)      (0.6)
MERITOR INC       MTOR US        2,317.0        (5.5)      (0.6)
MERITOR INC       AID1 GR        2,317.0        (5.5)      (0.6)
MERRIMACK PHARMA  MACK US          127.0        (5.5)      (0.6)
MERRIMACK PHARMA  MP6 GR           127.0        (5.5)      (0.6)
MICHAELS COS INC  MIK US         2,005.0        (5.5)      (0.6)
MICHAELS COS INC  MIM GR         2,005.0        (5.5)      (0.6)
MONEYGRAM INTERN  MGI US         4,578.9        (5.5)      (0.6)
MOODY'S CORP      DUT TH         4,976.0        (5.5)      (0.6)
MOODY'S CORP      DUT GR         4,976.0        (5.5)      (0.6)
MOODY'S CORP      DUT QT         4,976.0        (5.5)      (0.6)
MOODY'S CORP      MCO US         4,976.0        (5.5)      (0.6)
MOODY'S CORP      MCOEUR EU      4,976.0        (5.5)      (0.6)
MORGANS HOTEL GR  M1U GR           532.4        (5.5)      (0.6)
MORGANS HOTEL GR  MHGC US          532.4        (5.5)      (0.6)
MOXIAN CHINA INC  MOXC US            2.3        (5.5)      (0.6)
MPG OFFICE TRUST  1052394D US    1,280.0        (5.5)      (0.6)
NATIONAL CINEMED  XWM GR           985.6        (5.5)      (0.6)
NATIONAL CINEMED  NCMI US          985.6        (5.5)      (0.6)
NAVISTAR INTL     IHR TH         6,785.0        (5.5)      (0.6)
NAVISTAR INTL     IHR GR         6,785.0        (5.5)      (0.6)
NAVISTAR INTL     NAV US         6,785.0        (5.5)      (0.6)
NEFF CORP-CL A    NEFF US          634.4        (5.5)      (0.6)
NEW ENG RLTY-LP   NEN US           175.7        (5.5)      (0.6)
NORTHWEST BIO     NWBO US           49.4        (5.5)      (0.6)
NORTHWEST BIO     NBYA GR           49.4        (5.5)      (0.6)
NTELOS HOLDINGS   NTLS US          708.5        (5.5)      (0.6)
OCATA THERAPEUTI  T2N1 GR            5.7        (5.5)      (0.6)
OCATA THERAPEUTI  OCAT US            5.7        (5.5)      (0.6)
OMTHERA PHARMACE  OMTH US           18.3        (5.5)      (0.6)
PALM INC          PALM US        1,007.2        (5.5)      (0.6)
PBF LOGISTICS LP  PBFX US          402.3        (5.5)      (0.6)
PBF LOGISTICS LP  11P GR           402.3        (5.5)      (0.6)
PHILIP MORRIS IN  PM FP         33,255.0        (5.5)      (0.6)
PHILIP MORRIS IN  PM1CHF EU     33,255.0        (5.5)      (0.6)
PHILIP MORRIS IN  4I1 QT        33,255.0        (5.5)      (0.6)
PHILIP MORRIS IN  4I1 TH        33,255.0        (5.5)      (0.6)
PHILIP MORRIS IN  PMI SW        33,255.0        (5.5)      (0.6)
PHILIP MORRIS IN  PM US         33,255.0        (5.5)      (0.6)
PHILIP MORRIS IN  PM1 TE        33,255.0        (5.5)      (0.6)
PHILIP MORRIS IN  PM1EUR EU     33,255.0        (5.5)      (0.6)
PHILIP MORRIS IN  4I1 GR        33,255.0        (5.5)      (0.6)
PLAYBOY ENTERP-A  PLA/A US         165.8        (5.5)      (0.6)
PLAYBOY ENTERP-B  PLA US           165.8        (5.5)      (0.6)
PLY GEM HOLDINGS  PG6 GR         1,231.9        (5.5)      (0.6)
PLY GEM HOLDINGS  PGEM US        1,231.9        (5.5)      (0.6)
POLYMER GROUP IN  POLGA US       1,901.8        (5.5)      (0.6)
POLYMER GROUP-B   POLGB US       1,901.8        (5.5)      (0.6)
PROTALEX INC      PRTX US            0.6        (5.5)      (0.6)
PROTECTION ONE    PONE US          562.9        (5.5)      (0.6)
PUREBASE CORP     PUBC US            0.3        (5.5)      (0.6)
QUALITY DISTRIBU  QLTY US          417.9        (5.5)      (0.6)
QUALITY DISTRIBU  QDZ GR           417.9        (5.5)      (0.6)
QUINTILES TRANSN  Q US           3,236.7        (5.5)      (0.6)
QUINTILES TRANSN  QTS GR         3,236.7        (5.5)      (0.6)
RAYONIER ADV      RYQ GR         1,281.8        (5.5)      (0.6)
RAYONIER ADV      RYAM US        1,281.8        (5.5)      (0.6)
RE/MAX HOLDINGS   2RM GR           362.5        (5.5)      (0.6)
RE/MAX HOLDINGS   RMAX US          362.5        (5.5)      (0.6)
REGAL ENTERTAI-A  RGC* MM        2,484.4        (5.5)      (0.6)
REGAL ENTERTAI-A  RETA GR        2,484.4        (5.5)      (0.6)
REGAL ENTERTAI-A  RGC US         2,484.4        (5.5)      (0.6)
RENAISSANCE LEA   RLRN US           57.0        (5.5)      (0.6)
RENTPATH INC      PRM US           208.0        (5.5)      (0.6)
REVLON INC-A      REV US         1,873.7        (5.5)      (0.6)
REVLON INC-A      RVL1 GR        1,873.7        (5.5)      (0.6)
ROUNDY'S INC      4R1 GR         1,112.5        (5.5)      (0.6)
ROUNDY'S INC      RNDY US        1,112.5        (5.5)      (0.6)
RURAL/METRO CORP  RURL US          303.7        (5.5)      (0.6)
RYERSON HOLDING   RYI US         1,903.2        (5.5)      (0.6)
RYERSON HOLDING   7RY GR         1,903.2        (5.5)      (0.6)
RYERSON HOLDING   7RY TH         1,903.2        (5.5)      (0.6)
SALLY BEAUTY HOL  SBH US         2,134.9        (5.5)      (0.6)
SALLY BEAUTY HOL  S7V GR         2,134.9        (5.5)      (0.6)
SBA COMM CORP-A   SBAC US        7,527.3        (5.5)      (0.6)
SBA COMM CORP-A   SBJ GR         7,527.3        (5.5)      (0.6)
SBA COMM CORP-A   SBJ TH         7,527.3        (5.5)      (0.6)
SBA COMM CORP-A   SBACEUR EU     7,527.3        (5.5)      (0.6)
SCIENTIFIC GAM-A  TJW GR         9,703.4        (5.5)      (0.6)
SCIENTIFIC GAM-A  SGMS US        9,703.4        (5.5)      (0.6)
SEARS HOLDINGS    SEE GR        13,209.0        (5.5)      (0.6)
SEARS HOLDINGS    SEE TH        13,209.0        (5.5)      (0.6)
SEARS HOLDINGS    SHLD US       13,209.0        (5.5)      (0.6)
SEQUENOM INC      QNMA QT          145.5        (5.5)      (0.6)
SEQUENOM INC      QNMA GR          145.5        (5.5)      (0.6)
SEQUENOM INC      SQNM US          145.5        (5.5)      (0.6)
SEQUENOM INC      QNMA TH          145.5        (5.5)      (0.6)
SEQUENOM INC      SQNMEUR EU       145.5        (5.5)      (0.6)
SILVER SPRING NE  SSNI US          528.2        (5.5)      (0.6)
SILVER SPRING NE  9SI TH           528.2        (5.5)      (0.6)
SILVER SPRING NE  9SI GR           528.2        (5.5)      (0.6)
SIRIUS XM CANADA  SIICF US         298.2        (5.5)      (0.6)
SIRIUS XM CANADA  XSR CN           298.2        (5.5)      (0.6)
SONIC CORP        SONC US          625.8        (5.5)      (0.6)
SONIC CORP        SONCEUR EU       625.8        (5.5)      (0.6)
SONIC CORP        SO4 GR           625.8        (5.5)      (0.6)
SPORTSMAN'S WARE  SPWH US          270.7        (5.5)      (0.6)
SPORTSMAN'S WARE  06S GR           270.7        (5.5)      (0.6)
SUPERVALU INC     SVU US         4,485.0        (5.5)      (0.6)
SUPERVALU INC     SJ1 TH         4,485.0        (5.5)      (0.6)
SUPERVALU INC     SJ1 GR         4,485.0        (5.5)      (0.6)
SYNERGY PHARMACE  SGYP US          194.8        (5.5)      (0.6)
SYNERGY PHARMACE  SGYPEUR EU       194.8        (5.5)      (0.6)
SYNERGY PHARMACE  SGYP GR          194.8        (5.5)      (0.6)
THERAVANCE        HVE GR           488.7        (5.5)      (0.6)
THERAVANCE        THRX US          488.7        (5.5)      (0.6)
THRESHOLD PHARMA  NZW1 GR           88.0        (5.5)      (0.6)
THRESHOLD PHARMA  THLD US           88.0        (5.5)      (0.6)
TRANSDIGM GROUP   TDG US         7,226.2        (5.5)      (0.6)
TRANSDIGM GROUP   T7D GR         7,226.2        (5.5)      (0.6)
TRINET GROUP INC  TN3 GR         1,620.2        (5.5)      (0.6)
TRINET GROUP INC  TNETEUR EU     1,620.2        (5.5)      (0.6)
TRINET GROUP INC  TNET US        1,620.2        (5.5)      (0.6)
TRINET GROUP INC  TN3 TH         1,620.2        (5.5)      (0.6)
TRYCERA FINANCIA  TRYF US            0.0        (5.5)      (0.6)
UNISYS CORP       USY1 TH        2,131.5        (5.5)      (0.6)
UNISYS CORP       UIS1 SW        2,131.5        (5.5)      (0.6)
UNISYS CORP       UISCHF EU      2,131.5        (5.5)      (0.6)
UNISYS CORP       USY1 GR        2,131.5        (5.5)      (0.6)
UNISYS CORP       UIS US         2,131.5        (5.5)      (0.6)
UNISYS CORP       UISEUR EU      2,131.5        (5.5)      (0.6)
VENOCO INC        VQ US            596.0        (5.5)      (0.6)
VERISIGN INC      VRS TH         2,607.7        (5.5)      (0.6)
VERISIGN INC      VRS GR         2,607.7        (5.5)      (0.6)
VERISIGN INC      VRSN US        2,607.7        (5.5)      (0.6)
VERIZON TELEMATI  HUTC US          110.2        (5.5)      (0.6)
VERSEON CORP      VSN LN             -          (5.5)      (0.6)
VIKING THERAPEUT  1VT GR             3.0        (5.5)      (0.6)
VIRGIN MOBILE-A   VM US            307.4        (5.5)      (0.6)
WEIGHT WATCHERS   WW6 TH         1,446.4        (5.5)      (0.6)
WEIGHT WATCHERS   WTWEUR EU      1,446.4        (5.5)      (0.6)
WEIGHT WATCHERS   WW6 GR         1,446.4        (5.5)      (0.6)
WEIGHT WATCHERS   WTW US         1,446.4        (5.5)      (0.6)
WEST CORP         WSTC US        3,546.2        (5.5)      (0.6)
WEST CORP         WT2 GR         3,546.2        (5.5)      (0.6)
WESTERN REFINING  WR2 GR           434.0        (5.5)      (0.6)
WESTERN REFINING  WNRL US          434.0        (5.5)      (0.6)
WESTMORELAND COA  WLB US         1,829.7        (5.5)      (0.6)
WESTMORELAND COA  WME GR         1,829.7        (5.5)      (0.6)
WESTMORELAND RES  WMLP US          204.0        (5.5)      (0.6)
WESTMORELAND RES  2OR1 GR          204.0        (5.5)      (0.6)
WYNN RESORTS LTD  WYNNCHF EU     9,151.7        (5.5)      (0.6)
WYNN RESORTS LTD  WYNN SW        9,151.7        (5.5)      (0.6)
WYNN RESORTS LTD  WYR GR         9,151.7        (5.5)      (0.6)
WYNN RESORTS LTD  WYNN* MM       9,151.7        (5.5)      (0.6)
WYNN RESORTS LTD  WYR QT         9,151.7        (5.5)      (0.6)
WYNN RESORTS LTD  WYNN US        9,151.7        (5.5)      (0.6)
WYNN RESORTS LTD  WYR TH         9,151.7        (5.5)      (0.6)
XERIUM TECHNOLOG  TXRN GR          561.0        (5.5)      (0.6)
XERIUM TECHNOLOG  XRM US           561.0        (5.5)      (0.6)
XOMA CORP         XOMA US           78.1        (5.5)      (0.6)
XOMA CORP         XOMA GR           78.1        (5.5)      (0.6)
YRC WORLDWIDE IN  YRCW US        1,966.2        (5.5)      (0.6)
YRC WORLDWIDE IN  YEL1 GR        1,966.2        (5.5)      (0.6)
YRC WORLDWIDE IN  YEL1 TH        1,966.2        (5.5)      (0.6)


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

                            *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.  
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2015.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.

                   *** End of Transmission ***