TCR_Public/150602.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, June 2, 2015, Vol. 19, No. 153

                            Headlines

1827 WEST 3RD: Voluntary Chapter 11 Case Summary
525 BARRY LLC: Case Summary & 7 Largest Unsecured Creditors
ACQUIRED SALES: Says Bankruptcy in Future a Possibility
ALBERT GNADT: Interest in 409A Plan Not Exempt Property
AMERICAN ENERGY-PERMIAN: Moody's Cuts CFR to Caa1, Outlook Negative

AMERICAN ENERGY-WOODFORD: Moody's Rates New 2nd Lien Notes 'Caa3'
ARCAPITA BANK: RA Holding Authorizes Sukuk Cert. Full Redemption
ARCHDIOCESE OF ST. PAUL: Selling Five Properties, No Offers Yet
B&B ALEXANDRIA: Meeting of Creditors Set for June 23
BATTLE CREEK: Meeting of Creditors Set for June 18

BIRMINGHAM COAL: To Continue Business While in Chapter 11
BLUE BIRD: S&P Retains 'B' Corp. Credit Rating, Outlook Stable
BPZ RESOURCES: Reports $19.8-Mil. Net Loss in Q1 of 2015
CAESARS ENTERTAINMENT: Aims to Restore Retirement Payments
CAESARS ENTERTAINMENT: Studying Restoration of Retirement Payments

CBRE SERVICES: S&P Raises Rating on Sr. Unsecured Notes From 'BB+'
CEDAR BAY GENERATING: S&P Hikes Rating on $250MM Debt to 'BB+'
CELLCEUTIX CORP: Discloses $2.9-Mil. Net Loss in First Quarter
CEQUEL COMMUNICATIONS: S&P Affirms 'B-' Sr. Unsecured Notes Rating
CIRRUS LOGIC: S&P Assigns 'BB' Rating on $250MM Facility Due 2017

COFFEE REGIONAL: S&P Affirms 'BB-' Rating on $28.4MM Revenue Bonds
COMMSCOPE TECHNOLOGIES: Moody's Rates New Unsecured Notes at B2
CONYERS 138: Seeks Dismissal of Chapter 11 Case
CORINTHIAN COLLEGES: Student Committee Wants Court to Enforce Stay
CRESCENT HOLDINGS: S&P Affirms 'B-' CCR, Outlook Stable

CYTORI THERAPEUTICS: Reports $22.0-Mil. Net Loss in Q1 of 2015
DAE AVIATION: Moody's Puts Ratings Under Review for Downgrade
DENVER PARENT: Moody's Cuts CFR to 'Ca', Outlook Negative
DEWEY & LEBOEUF: Got Stuck in Debt Cycle, Ex-Partner Says
DIGERATI TECHNOLOGIES: Has $1.85-Mil. Net Loss in Jan. 31 Quarter

DILLARD'S INC: Moody's Withdraws 'Ba1' CFR and PDR Ratings
DISTRICT AT MCALLEN: Says Ramirez Claim Subject to Dispute
DUKE REALTY: Fitch Withdraws 'BB+' Preferred Stock Rating
DVORKIN HOLDINGS: Trustee's Full-Payment Plan Moves Forward
EL PASO CHILDREN'S: Andy Krafsur, Rick Bonart Want to Join Board

EMPRESAS OMAJEDE: Seeks Valuation of Carraizo Properties
ENDEAVOUR INTERNATIONAL: Reports $111-Mil. Net Loss in Q1
ENERGY FUTURE: Committees Object to Exclusivity Extension Request
ENERGY FUTURE: Disclosure Statement Hearing Schedule Set
ENERGY FUTURE: Has Until Oct. 29 to Keep Control of Bankruptcy

EPICOR RSG: Moody's Assigns 'B3' Corporate Family Rating
EVERYWARE GLOBAL: Alvarez & Marsal Provided CRO Services
EVERYWARE GLOBAL: Court Approves Pachulski as Co-Counsel
EVERYWARE GLOBAL: Jefferies LLC Approved as Investment Banker
EVERYWARE GLOBAL: Prime Clerk Okayed as Administrative Advisor

FREDERICK'S OF HOLLYWOOD: Cancels May 28 Auction
FREDERICK'S OF HOLLYWOOD: Hires Milbank Tweed as Attorneys
FREDERICK'S OF HOLLYWOOD: Hires Richards Layton as Co-counsel
FREDERICK'S OF HOLLYWOOD: Taps Consensus as Financial Advisor
FREDERICK'S OF HOLLYWOOD: Taps Kurtzman Carson as Admin Advisor

FRONTIER OILFIELD: Has $12.2-Mil. Working Capital Deficit
FTS INTERNATIONAL: Moody's Rates New $350MM Notes 'B1'
FULLER BRUSH: Bankruptcy Court Closes Chapter 11 Cases
GOLDEN COUNTY: Proposes July 1 Auction on Assets
GOODMAN TANK: Case Summary & 20 Largest Unsecured Creditors

GT ADVANCED: Court Approves Settlement on upMeyer Equipment
GULF PACKAGING: U.S. Trustee Forms Creditors Committee
HIGH RIDGE: Files Schedules of Assets and Liabilities
INTERNATIONAL BRIDGE: Bankruptcy Won't Affect Dept. of Education
INTERNATIONAL STEM CELL: Needs to Raise More Working Capital

ITR CONCESSION: Toll Road Exits Bankruptcy Protection
JOSEPH C. FIORE: Ally Wins Stay Relief to Repossess Vehicle
KARMALOOP INC: Names Seth Haber Chief Executive Officer
KENAN ADVANTAGE: Moody's Alters Outlook to Stable & Affirms B1 CFR
KOSMOS ENERGY: Fitch Affirms 'B' Issuer Default Rating

LANGERMANN'S OF BALTIMORE: Files for Ch 11; Blames Baltimore Riots
LDK SOLAR: Reports $270 Million Net Loss in 2014
LEHMAN BROTHERS: LBHI Claim in Hometrust Suit Not Time-Barred
MARRONE BIO: Receives Stay of NASDAQ Trading Suspension
MERITAGE HOMES: Fitch Affirms 'BB-' IDR, Outlook Stable

MIDSTATES PETROLEUM: Moody's Rates $625MM Second Lien Notes 'B2'
MOLYCORP INC: Expected to Skip $32.5-Mil. Loan Payment
NAT'L GENERAL HOLDINGS: A.M. Best Affirms 'bb' Pref. Stock Rating
NATROL INC: Hires Kochar & Co. as Indian Counsel
NEW HORIZONS HEALTH: Case Summary & 20 Largest Unsecured Creditors

NEWTON MANUFACTURING: Case Summary & 20 Top Unsecured Creditors
NII HOLDINGS: CapCo 2012 Group Says Plan Treatment Unfair
NII HOLDINGS: Files Plan Supplements Ahead of June 3 Hearing
NW VALLEY: Reorganization Plan Slated for Oral Ruling on July 6
OCH-ZIFF CAPITAL: Incurs $165-Mil. Net Loss in March 31 Quarter

OHCMC-OSWEGO LLC: Asks Court to Issue Final Decree Order
OXANE MATERIALS: Case Summary & 20 Largest Unsecured Creditors
PATRIOT COAL: Said to Pick Blackhawk Mining as Stalking Horse
PRESS GANEY: Moody's Raises CFR to 'B1', Outlook Stable
PRONERVE HOLDINGS: Taps Garden City as Administrative Agent

REVETT MINING: Losses, Lack of Capital Raise Going Concern Doubt
SANTA CRUZ BERRY: Employs Thomas Vogele as Bankruptcy Counsel
SANTA CRUZ BERRY: Hires Polis & Assocs. as Litigation Counsel
SANTA CRUZ BERRY: Wants Case Jointly Administered with Corralitos
SANTA CRUZ BERRY: Wants Corralitos Case Assigned to Judge Hammond

SAVE THE WORLD: Incurs $1.7-Mil. Net Loss in First Quarter
SEMLER SCIENTIFIC: Expects to Continue to Incur Losses
SFX ENTERTAINMENT: Moody's Reviews 'Caa1' CFR for Downgrade
SIGA TECHNOLOGIES: Patheon Joins Creditors Committee
SMURFIT-STONE: "Poston" Claims Discharged in Bankruptcy

SOUTHERN PACIFIC: Creditors File Receivership Application
SPECTRUM ANALYTICAL: Ch 11 Trustee Wants to Have Co. Sold Intact
SPECTRUM ANALYTICAL: Steven Weiss Appointed Chapter 11 Trustee
STOCKTON, CA: Argues Against Appeal of Bankruptcy Plan
STOWE LEASING: Case Summary & 3 Largest Unsecured Creditors

TECHNICAL HEAT: Case Summary & 5 Largest Unsecured Creditors
UNIVERSITY GENERAL: Seeks Sept. 25 Extension of Lease Decision Date
VARIANT HOLDING: Equity Holders Balk at $30M Price Drop
VRINGO INC: Has $6.98-Mil. Loss in March 31 Quarter
WELLCARE HEALTH: Moody's Keeps 'Ba2' Rating on Senior Notes

WEST COAST PROPAGATIONS: Case Summary & 14 Top Unsecured Creditors
WYNN RESORTS: Fitch Affirms 'BB' Issuer Default Rating
[*] Klamser Announces Winners of 40 Under 40 Emerging Leaders Award
[*] Stafford Receives Chambers USA National Level Ranking
[^] Large Companies With Insolvent Balance Sheet


                            *********

1827 WEST 3RD: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: 1827 West 3rd, L.L.C.
        5309 East Via Del Cielo
        Paradise Valley, AZ 85253

Case No.: 15-06718

Chapter 11 Petition Date: May 29, 2015

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

Judge: Hon. Paul Sala

Debtor's Counsel: Mark J. Giunta, Esq.
                  LAW OFFICE OF MARK J. GIUNTA
                  245 W. Roosevelt St., Suite A
                  Phoenix, AZ 85003
                  Tel: 602-307-0837
                  Fax: 602-307-0838
                  Email: markgiunta@giuntalaw.com

Total Assets: $4.2 million

Total Liabilities: $2.4 million

The petition was signed by Sheldon E. Richardson, managing member.

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


525 BARRY LLC: Case Summary & 7 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: 525 Barry LLC
        6301 N. Kedvale
        Chicago, IL 60646

Case No.: 15-19009

Chapter 11 Petition Date: May 29, 2015

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

Judge: Hon. Carol A. Doyle

Debtor's Counsel: David R Herzog, Esq.
                  HERZOG & SCHWARTZ PC
                  77 W Washington Suite 1717
                  Chicago, IL 60602
                  Tel: 312-977-1600
                  Email: drhlaw@mindspring.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Miraljub Simonovic, authorized
representative.

A list of the Debtor's seven largest unsecured creditors is
available for free at http://bankrupt.com/misc/ilnb15-19009.pdf


ACQUIRED SALES: Says Bankruptcy in Future a Possibility
-------------------------------------------------------
Acquired Sales Corp. disclosing a net loss of $217,000 on $nil of
revenues for the three months ended March 31, 2015, compared with a
net loss of $67,400 on $nil of revenue for the same period last
year.

The Company has a history of recurring losses, which have resulted
in an accumulated deficit of $12.6 million as of March 31, 2015.
During the three months ended March 31, 2015, the Company
recognized a loss of $217,000 from continuing operations.  The
Company used net cash of $214,000 in operating activities of
continuing operations.  The sale of Cogility and DSTG eliminated
the Company's source of revenue.  As a result, there is substantial
doubt that the Company will be able to continue as a going concern.
Bankruptcy of the Company at some point in the future is a
possibility, according to the regulatory filing.

The Company's balance sheet at March 31, 2015, showed $1.04 million
in total assets, $48,100 in total liabilities, and stockholders'
equity of $992,000.

A copy of the Form 10-Q filed with the U.S. Securities and Exchange
Commission is available at:

                      http://is.gd/Q2mwje

Lake Forest, Illinois-based Acquired Sales Corp. through its
wholly owned subsidiary, Cogility Software Corporation, has
developed software technology that is solving problems facing the
U.S. defense and intelligence communities and many corporations.
The software technology allows customers to quickly access and
analyze data generated by disparate sources and stored in many
different databases.



ALBERT GNADT: Interest in 409A Plan Not Exempt Property
-------------------------------------------------------
Bankruptcy Judge Brian F. Kenney sustained the Chapter 7 trustee's
objections to the debtor's claim of exemptions in the case
captioned In re: ALBERT P. GNADT, Chapter 7, Debtor, CASE NO.
11-10378-BFK (Bankr. E.D. Va.)

Debtor Albert P. Gnadt listed as exempt property his interest in
the Kforce Executive Nonqualified Defined Benefit Plan, a
nonqualified deferred compensation plan established pursuant to
Internal Revenue Code Section 409A (the "409A Plan").  He had
accrued $30,154.99 in deferred compensation in his 409A Plan.  On
January 14, 2015, the Trustee filed her Objections to the Debtor's
Claim of Exemptions in his 409A Plan.

Judge Kenney held that the debtor's interest in his 409A Plan is
property of the bankruptcy estate, and is not exempt under state
law. It is not excluded from property of the estate under
Bankruptcy Code Section 541(c)(2) because the 409A Plan at issue is
not a trust, and, while it has an anti-alienation provision, there
is no reason to conclude that this provision is enforceable under
applicable non-bankruptcy law.

A copy of the May 7, 2015 memorandum opinion is available at
http://is.gd/WWD5gwfrom Leagle.com.

                      About Albert P. Gnadt

Albert P. Gnadt filed a voluntary petition under Chapter 11 (Bankr.
E.D. Va. Case No. 11-10378) on January 18, 2011.  The case was
converted to Chapter 7 on June 11, 2014.  Ms. Meiburger was
appointed as the Chapter 7 Trustee.

The Court approved the Debtor's Second Amended Disclosure Statement
on October 16, 2013.  The Debtor filed a Third Amended Plan on
March 24, 2014.  A confirmation hearing on the Debtor's Third
Amended Plan was set for June 4, 2014.

In the meantime, the U.S. Trustee filed a Motion to Convert the
case to Chapter 7.

At the confirmation hearing, the Debtor's counsel advised the Court
that the Debtor had just lost his employment with Kforce. The
Debtor conceded that his Third Amended Plan was not feasible, and
he consented to the U.S. Trustee's Motion to Convert the case to
Chapter 7.  The Court entered an Order converting the case from
Chapter 11 to Chapter 7 on June 11, 2014.  Janet Meiburger was
appointed as the Chapter 7 Trustee.


AMERICAN ENERGY-PERMIAN: Moody's Cuts CFR to Caa1, Outlook Negative
-------------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to American Energy -
Permian Basin, LLC's proposed offering of $295 million senior
secured second lien notes due May 2020. Moody's also downgraded
AEPB's Corporate Family Rating to Caa1 from B3, its Probability of
Default Rating to Caa1-PD from B3-PD and its senior unsecured notes
ratings to Caa2 from Caa1. AEPB's Speculative Grade Liquidity
Rating was downgraded to SGL-4 from SGL-3 reflecting the tightness
in company's liquidity. The ratings outlook was changed to negative
from stable.

The proceeds from the proposed second lien notes offering will be
used primarily to repay drawings under AEPB's existing senior
secured revolving facility. AEPB's assigned ratings are contingent
upon the successful raising of approximately $295 million of second
lien notes proceeds.

"The second lien notes offering improves AEPB's interim liquidity,
however the projected capital expenditures will continue to exert
pressure on liquidity," said Sreedhar Kona, Moody's Senior Analyst.
"AEPB's debt burden, which was already elevated, has worsened in
the current commodity price environment and will require a
significant improvement in the cashflow metrics to achieve a stable
outlook."

Assignments:

Issuer: American Energy - Permian Basin, LLC

  -- US$295 million Senior Secured Second Lien Notes, Assigned B1
     (LGD2)

Rating Actions:

  -- Corporate Family Rating, Downgraded to Caa1 from B3

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

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

  -- $350 million senior unsecured notes due 2019, Downgraded to
     Caa2 (LGD4) from Caa1 (LGD4)

  -- $650 million senior unsecured notes due 2020, Downgraded to
     Caa2 (LGD4) from Caa1 (LGD4)

  -- $600 million senior unsecured notes due 2021, Downgraded to
     Caa2 (LGD4) from Caa1 (LGD4)

Outlook Actions:

  -- Outlook revised to Negative from Stable

AEPB's Caa1 CFR reflects the company's elevated leverage relative
to its cash flow and asset value, coupled with high on-going
liquidity needs. Although AEPB continues to demonstrate strong
execution ability with the average daily production of 17,100 boe
per day in the first quarter 2015 (year-over-year growth of 114%),
and proved developed reserves of approximately 29 million boe, the
company's high leverage and limited financial flexibility pose a
growing risk to its business profile. Moody's expects AEPB's
leverage to be $90,000 per Boe and debt to proved developed
reserves of $62 per Boe at the end of 2015.

AEPB's proposed second lien notes are rated B1, three notches above
AEPB's Caa1 CFR, reflecting their priority claim over the unsecured
notes under Moody's Loss Given Default methodology. The unsecured
notes are rated Caa2, which is one notch below the company's Caa1
CFR. This notching reflects the priority claim given to the senior
secured revolving credit facility and the proposed second lien
notes.

AEPB's SGL-4 Speculative Grade Liquidity Rating reflects a weak
liquidity profile over the next 12 months. Pro forma for the second
lien notes issuance the company will have over $300 million of
liquidity including cash and availability under its revolving
credit facility. However, the company will need to rely heavily on
external financing to fund its projected growth or to maintain the
current level of production. Although the recent amendments to the
Credit Agreement provide covenant relief in the near term, there is
uncertainty around the company's ability to comply with the
covenants in the longer team

The negative rating outlook reflects the company's weak leverage
metrics and the challenges to grow production with the projected
liquidity. The outlook could return to stable if the liquidity
improves significantly and leverage improves through greater cash
flow or equity issuances.

A downgrade is possible if the RCF/Debt ratio falls below 5% or if
the company's liquidity worsens further to strain its ability to
service debt. An upgrade in the near term is unlikely. AEPB will be
considered for an upgrade if the company achieves substantial
reduction of debt resulting in a more sustainable capital
structure. RCF/Debt ratio approaching 15% combined with adequate
liquidity could result in a ratings upgrade.

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.

American Energy - Permian Basin, LLC Resources Corporation is an
independent exploration and production (E&P) company focused on
onshore oil and gas production in unconventional liquids-rich
basins and fields. The company primarily operates in the central
Midland Basin within the Permian Basin of west Texas and is
headquartered in Oklahoma City, Oklahoma.


AMERICAN ENERGY-WOODFORD: Moody's Rates New 2nd Lien Notes 'Caa3'
-----------------------------------------------------------------
Moody's Investors Service assigned a Caa3 rating to American Energy
-- Woodford, LLC's (AEW) proposed senior secured second lien notes
due 2020. On May 26, AEW announced a proposed exchange offer of its
outstanding $350 million in senior notes for new second lien notes,
with up to $245 million of second lien notes to be issued if 100%
of the senior noteholders accept the exchange offer. Moody's
affirmed AEW's Caa2 Corporate Family Rating (CFR) and downgraded
the existing senior notes to Ca from Caa3. Moody's also downgraded
the Probability of Default Rating (PDR) to Ca-PD from Caa2-PD,
reflecting the high probability of default in the near term in
light of the company's proposed exchange offer. The ratings outlook
was changed to stable from negative.

AEW's assigned ratings are contingent upon successfully completing
the proposed transactions, including the proposed exchange offer,
$100 million in new sponsor equity proceeds and a new $140 million
borrowing base credit facility. The ratings are subject to review
of all final documentation related to these transactions.

Moody's considers AEW's proposed exchange of unsecured debt for
second lien debt as a distressed exchange for its senior unsecured
debt, which is an event of default under Moody's definition of
default. Moody's expects AEW's CFR to remain at Caa2 and the PDR to
be revised to Caa2-PD at the close of the announced exchange.
Moody's will also append this revised Caa2-PD PDR with an "/LD"
designation indicating limited default at the close of the
exchange, which will be removed three business days thereafter.

Assignments:

Issuer: American Energy -- Woodford, LLC

  -- US$245 million Senior Secured Second Lien Notes, Assigned
     Caa3 (LGD4)

Rating Actions:

  -- Corporate Family Rating, Affirmed Caa2

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

  -- Senior Unsecured Notes, Downgraded to Ca from Caa3 (LGD
     changed to LGD6 from LGD4)

Outlook Actions:

  -- Outlook revised to Stable from Negative

AEW is offering to exchange second lien notes for its existing
senior notes at 70% of face value, including a 5% Early
Participation Consideration. The second lien notes interest expense
will be payable-in-kind (PIK) for three years and will mature in
2020. This transaction results in meaningful upfront debt reduction
and reduced cash interest payments, however much of the debt
reduction will be reversed by the end of 2016 because of planned
negative free cash flow under its development program funded on the
revolver and accrual of PIK interest. Moody's affirmed AEW's Caa2
CFR reflecting risks from AEW's still high financial leverage
following the exchange, limited production volumes and reduced cash
flows owing to low commodity prices. AEW's business plan has
execution risk as it plans to outspend cash flow and ramp up
capital expenditures, to grow its production from a small base. The
company's leverage metrics, production volumes and retained cash
flow metrics could improve over time if the business plan is
effectively executed, which could lead to a more sustainable
capital structure and positive ratings momentum.

Pro forma for the transactions, AEW will have roughly $40 million
in cash. AEW is also expected to have availability under an
expected new $140 million borrowing base revolving credit facility.
This credit facility is expected to mature in 2019. Financial
covenants under the facility are expected to include EBITDAX / Cash
Interest Expense of no less than 3.0x and Net First Lien Debt /
EBITDAX of no more than 3.0x.

AEW existing senior notes are rated Ca, which is two notches below
the Caa2 CFR under Moody's Loss Given Default Methodology. This
notching reflects the size of the potential priority claim given to
the senior secured credit facility and the proposed second lien
notes over the senior unsecured notes that remain outstanding, if
any, following the exchange. The proposed second lien notes are
rated Caa3, one notch below AEW's CFR, reflecting the credit
facility's priority claim over the second lien notes.

The stable outlook reflects the company's expected adequate
liquidity upon completion of the proposed transactions.

Ratings could be downgraded if the company's liquidity deteriorates
or production volumes decline significantly. Ratings could be
upgraded if production growth is achieved at competitive costs and
retained cash flow to debt is sustained above 10%, combined with
adequate liquidity.

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.


ARCAPITA BANK: RA Holding Authorizes Sukuk Cert. Full Redemption
----------------------------------------------------------------
RA Holding Corp. on May 27 disclosed that it has authorized the
redemption of all of the remaining $142.6 million of the
outstanding sukuk certificates issued pursuant to the Second
Amended Joint Plan of Reorganization of Arcapita Bank B.S.C.(c)
(the "POR").  Upon the completion of the redemption, the Company
will have redeemed all of the $550 million of the sukuk
certificates issued pursuant to the POR, in addition to
approximately $100 million of profit that had accrued on the
certificates.

The redemption of the sukuk certificates was made possible as a
result of the Company having successfully exited, in 2015, its
investments in Lusail Golf Development, PODS, Inc., Freightliner
Group Limited, JJill and Honiton Energy.  As the Company continues
to monetize its remaining investments, it expects to be in a
position to make distributions in connection with the Company's
Class A Preferred Shares.

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IS NOT AN
OFFER TO PURCHASE OR A SOLICITATION OF AN OFFER TO SELL ANY
SECURITIES

                     About RA Holding Corp.

RA Holding Corp. is the top level holding company in the group
created pursuant to the plan of reorganization of Arcapita Bank
B.S.C.(c) and certain affiliates under chapter 11 of the United
States Bankruptcy Code.

                     About Arcapita Bank

Arcapita Bank B.S.C., also known as First Islamic Investment Bank
B.S.C., along with affiliates, filed for Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 12-11076) in Manhattan on March 19,
2012.  The Debtors said they do not have the liquidity necessary to
repay a US$1.1 billion syndicated unsecured facility when it comes
due on March 28, 2012.

Falcon Gas Storage Company, Inc., filed a Chapter 11 petition
(Bankr. S.D.N.Y. Case No. 12-11790) on April 30, 2012.  Falcon Gas
is an indirect wholly owned subsidiary of Arcapita that previously
owned the natural gas storage business NorTex Gas Storage Company
LLC.  In early 2010, Alinda Natural Gas Storage I, L.P. (n/k/a Tide
Natural Gas Storage I, L.P.), Alinda Natural Gas Storage II, L.P.
(n/k/a Tide Natural Gas Storage II, L.P.) acquired the stock of
NorTex from Falcon Gas for $515 million.  Arcapita guaranteed
certain of Falcon Gas' obligations under the NorTex Purchase
Agreement.

The Debtors tapped Gibson, Dunn & Crutcher LLP as bankruptcy
counsel, Linklaters LLP as corporate counsel, Towers & Hamlins LLP
as international counsel on Bahrain matters, Hatim S Zu'bi &
Partners as Bahrain counsel, KPMG LLP as accountants, Rothschild
Inc. and financial advisor, and GCG Inc. as notice and claims
agent.

Milbank, Tweed, Hadley & McCloy LLP represented the Official
Committee of Unsecured Creditors.  Houlihan Lokey Capital, Inc.,
served as its financial advisor and investment banker.

Founded in 1996, Arcapita is a global manager of Shari'ah-compliant
alternative investments and operates as an investment bank.
Arcapita is not a domestic bank licensed in the United States.
Arcapita is headquartered in Bahrain and is regulated under an
Islamic wholesale banking license issued by the Central Bank of
Bahrain.  The Arcapita Group employs 268 people and has offices in
Atlanta, London, Hong Kong and Singapore in addition to its Bahrain
headquarters.  The Arcapita Group's principal activities include
investing on its own account and providing investment opportunities
to third-party investors in conformity with Islamic Shari'ah rules
and principles.

The Arcapita Group had roughly US$7 billion in assets under
management.  On a consolidated basis, the Arcapita Group owns
assets valued at roughly US$3.06 billion and has liabilities of
roughly US$2.55 billion.  The Debtors owe US$96.7 million under two
secured facilities made available by Standard Chartered Bank.

Arcapita explored out-of-court restructuring scenarios but was
unable to achieve 100 percent lender consent required to effectuate
the terms of an out-of-court restructuring.

Subsequent to the Chapter 11 filing, Arcapita Investment Holdings
Limited, a wholly owned Debtor subsidiary of Arcapita in the Cayman
Islands, issued a summons seeking ancillary relief from the Grand
Court of the Cayman Islands with a view to facilitating the Chapter
11 cases.  AIHL sought the appointment of Zolfo Cooper as
provisional liquidator.

As reported in the TCR on Jun 19, 2013, the Bankruptcy Court for
the Southern District of New York entered its Findings of Fact,
Conclusions of Law, and Order confirming the Second Amended Joint
Chapter 11 Plan of Reorganization of Arcapita Bank B.S.C.(c) and
Related Debtors with respect to each Debtor other than Falcon Gas
Storage Company, Inc.

A copy of the Confirmed Second Amended Joint Plan (With First
Technical Modifications) is available at:

          http://bankrupt.com/misc/arcapita.doc1265.pdf   

The effective date of the Debtors' Second Amended Joint Plan of
Reorganization, dated as of June 11, 2013, occurred on Sept. 17,
2013.


ARCHDIOCESE OF ST. PAUL: Selling Five Properties, No Offers Yet
---------------------------------------------------------------
The Archdiocese of Saint Paul and Minneapolis has listed five
properties with a combined assessed value of $10.6 million for
sale, St. Paul Pioneer Press reports.

Citing Tom Mertens, the Archdiocese's chief financial officer,
Pioneer Press relates that the Archdiocese "would like to get the
highest price available" and is asking interested buyers to make
reasonable offers.

Pioneer Press quoted Mr. Mertens as saying, "We certainly know that
there's a need for cash, whether that be monies to be placed in a
fund for victims or used in operations as we move through the
(bankruptcy) process here."

Pioneer Press states that the properties, which have not been
listed with specific selling prices, include:

      -- the chancery and Archbishop's residence, 226 and 230
         Summit Avenue;

      -- the Hayden Center, 328 W. Kellogg Boulevard;

      -- the Dayton Building and nearby vacant lot, 244 and 250
         Dayton Avenue; and

      -- the Hazelwood property, 10310 295th St. W., Northfield,  
         Minnesota.

According to Pioneer Press, there have been no offers on the
properties yet, and the Archdiocese is leaning more toward leasing
a space than buying.

                    About Archdiocese of St. Paul

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

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

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

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

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

U.S. Trustee for Region 12 appointed five creditors to serve on the
official committee of unsecured creditors.

The U.S. Trustee appointed five creditors to serve on the Committee
of Parish Creditors.  Ginny Dwyer appointed as the acting
chairperson of the committee until such time as the members can
meet and officially elect their own person.

                           *    *    *

The Debtor's exclusive period for filing a Chapter 11 plan and
disclosure statement ends on Nov. 30, 2015.


B&B ALEXANDRIA: Meeting of Creditors Set for June 23
----------------------------------------------------
The meeting of creditors of B&B Alexandria Corporate Park TIC 10
LLC is set to be held on June 23, 2015, at 1:30 p.m., according to
a filing with the U.S. Bankruptcy Court in Delaware.

The meeting will be held at J. Caleb Boggs Federal Building, Room
2112, 844 King Street, in Wilmington, Delaware.

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

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

                       About B&B Alexandria

B&B Alexandria Corporate Park TIC 10 LLC filed Chapter 11
bankruptcy petition (Bankr. D. Del. Case No. 15-11053) on May 14,
2015.  The petition was signed by David H. Bralove, special
member.

The Debtor estimated assets and liabilities of $10 million to $50
million.  Cross & Simon LLC serves as the Debtor's counsel.  Judge
Kevin J. Carey presides over the case.


BATTLE CREEK: Meeting of Creditors Set for June 18
--------------------------------------------------
The meeting of creditors of Battle Creek Conservation Ventures LLC
is set to be held on June 18, 2015, at 3:00 p.m., according to a
filing with the U.S. Bankruptcy Court for the Central District of
California.

The meeting will be held at 21041 Burbank Blvd., #100, in Woodland
Hills, California.

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

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

                About Battle Creek Conservation

Battle Creek Conservation Ventures, LLC, commenced a Chapter 11
bankruptcy case (Bankr. C.D. Cal. Case No. 15-11683) on May 13,
2015.  Judge Maureen Tighe presides over the case.

The Debtor estimated assets of $11 million and total liabilities of
$9.3 million.


BIRMINGHAM COAL: To Continue Business While in Chapter 11
---------------------------------------------------------
CanAm Coal Corp.'s Alabama based coal mining subsidiaries;
Birmingham Coal & Coke Co., Inc ("BCC"), Cahaba Contracting &
Reclamation, LLC ("CCR") and RAC Mining, LLC ("RAC") (collectively
referred to as the "Alabama Subsidiaries") have filed voluntary
petitions under Chapter 11 of the United States Bankruptcy Code in
the United States Bankruptcy Court for the Northern District of
Alabama.  The Alabama Subsidiaries have mineral reserves, mining
operations, coal properties and long term off-take contracts with
customers in the northwestern region of Alabama.  During the
restructuring, the Alabama Subsidiaries will operate its
businesses, continue customer shipments, continue to honor its
obligations to its landowners and will continue to pay its
employees in the normal course.

"Over the past several years, the coal markets in the U.S. have
faced a number of significant challenges, including increased
environmental regulations and reductions in demand due to
weaknesses in the U.S. and global economy and lower natural gas
prices.  This environment has created an extremely challenging
financing environment as the Company attempted to refinance its
existing debt obligations," stated Jos De Smedt, CanAm's Chief
Executive Officer.  "Additionally, weakness in the local thermal
coal market in the fourth quarter of 2014 and the first quarter of
2015, combined with a cold and extremely wet winter that impacted
the mining and shipment of coal, has continued to erode CanAm's
cash position."

CanAm plans to use the Chapter 11 process to undertake a financial
restructuring and create a strong financial foundation for the
company's future.  "After careful consideration of all available
alternatives, the boards of the respective companies determined
that a Chapter 11 filing was a necessary and prudent step and the
best way to maintain regular operations and allow for a successful
restructuring," said Mr. Robert Lewis, President of CanAm, BCC and
CCR.

Jones Walker LLP is serving as legal counsel for the Alabama
Subsidiaries and Borden Ladner Gervais LLP is serving as Canadian
counsel for CanAm.

The Company is also reporting that it has received a notice of
default from Christian & Small Attorneys who are representing
certain holders of the Company's 9.5% Unsecured 2016 Debentures and
12% Secured 2018 Debentures (collectively referred to as the
"Debentures").  In accordance with the terms of the Debentures, the
entire principal of all Debentures becomes immediately due and
payable upon default.  The Company is currently reviewing the
notice of default.  In addition, the Company has received a demand
for payment notice for an outstanding related party loan in the
amount of $750,000 that was advanced on November 5, 2014.  The
Company is currently reviewing the notice of demand for payment.

                       About Birmingham Coal

Birmingham Coal & Coke Company, Inc. produces and markets coal to
industrial, utility and export markets. It owns and operates three
coal mines with an average annual coal production of approximately
480,000 tons.  The company also offers coal brokerage services.
Birmingham Coal & Coke Company, Inc. was founded in 2000 and is
based in Birmingham, Alabama.  As of May 9, 2011, Birmingham Coal
operates as a subsidiary of CanAm Coal Corp.

On May 27, 2015, Birmingham Coal and affiliates Cahaba Contracting
& Reclamation LLC, and RAC Mining LLC each filed a voluntary
petition for Chapter 11 reorganization (Bankr. N.D. Ala. Lead Case
No. 15-02075) in Birmingham, Alabama.

The Debtors tapped Jones Walker LLP as counsel.

Birmingham Coal and Cahaba Contracting each estimated $10 million
to $50 million in assets and debt. RAC Mining estimated $1 million
to $10 million in assets and debt.


BLUE BIRD: S&P Retains 'B' Corp. Credit Rating, Outlook Stable
--------------------------------------------------------------
Standard & Poor's Ratings Services revised its recovery rating on
Fort Valley, Ga.-based school bus manufacturer Blue Bird Body Co.'s
senior secured credit facility, consisting of a $60 million senior
secured revolver due 2019 and a $235 million senior secured term
loan due 2020, to '3' from '4'.  The '3' recovery rating indicates
S&P's expectations of meaningful (50%-70%; lower end of the range)
recovery in the event of a payment default.  The revision reflects
the company's lower overall debt claims at the simulated year of
default.

"Our 'B' corporate credit rating and stable outlook on Blue Bird
remain unchanged.  The stable outlook reflects our belief that Blue
Bird will be able to sustain its operating performance at current
levels over the next year, in light of positive industry trends.
We could lower our ratings on Blue Bird within the next 12 months
if the company's prospects reverse, potentially due to negative
market trends or increased competitive pressure.  We could also
downgrade the company if it declares a large debt-financed
distribution to its shareholders that raises its leverage well
beyond 5x and causes its free operating cash flow-to-debt ratio to
fall below 5%.  Although not likely in the next 12 months, we could
raise our rating on the company if its ownership changes such that
we no longer consider it to be controlled by its financial sponsors
and we believe that management will be committed to less aggressive
financial policies going forward," S&P said.

RATINGS LIST

Blue Bird Body Co.
Corporate Credit Rating                B/Stable/--

                                        TO          FROM
Ratings Affirmed; Recovery Band Revised
Blue Bird Body Co.
Senior Secured Credit Facility         B           B
  Recovery Rating                       3L          4H



BPZ RESOURCES: Reports $19.8-Mil. Net Loss in Q1 of 2015
--------------------------------------------------------
BPZ Resources, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $19.8 million on $11.3 million of revenue
for the three months ended Mar. 31, 2015, compared with a net loss
of $3.57 million on $21.0 million of revenue for the same period
last year.

The Company's balance sheet at Mar. 31, 2015, showed $275 million
million in total assets, $223 million in total liabilities, and
stockholders' equity of $14.2 million.

The severe downturn in the economic climate for the oil and gas
industry, increased capital costs and debt service costs for the
industry, combined with experiencing less-than-expected operating
performance in Block Z-1, have placed an extreme strain on the
Company’s cash flow from operations.  This has resulted in the
inability of the Company to meet its debt obligations, and has made
it exceptionally difficult for the Company to obtain reasonable
financing.  As a result of these events, the Company had to explore
restructuring alternatives, which culminated in BPZ Resources, Inc.
filing for voluntary reorganization under Chapter 11 of the
Bankruptcy Code during the first quarter of 2015.  Because of the
risks and uncertainties associated with the Chapter 11 case, the
Company cannot predict or quantify the ultimate impact that events
occurring during the Chapter 11 case will have on its business,
financial condition and results of operations, and there is no
certainty as to its ability to continue as a going concern.

A copy of the Form 10-Q is available at:

                        http://is.gd/SkEgg8

                        About BPZ Resources

BPZ Energy -- http://www.bpzenergy.com/-- which trades as BPZ   
Resources, Inc., under ticker symbol BPZ on the New York Stock
Exchange and the Bolsa de Valores in Lima, is an independent oil
and gas exploration and production company which has license
contracts covering 1.9 million net acres in offshore and onshore
Peru.  BPZ Resources maintains an office in Victoria, Texas, and
through its subsidiaries maintains offices in Lima and Tumbes,
Peru, and Quito, Ecuador.

BPZ Resources sought Chapter 11 protection (Bankr. S.D. Tex. Case
No. 15-60016) in Victoria, Texas, on March 9, 2015.  The case is
pending before the Honorable David R. Jones.

The Debtor has tapped Stroock & Stroock & Lavan LLP as bankruptcy
counsel, Hawash Meade Gaston Neese & Cicack LLP, as local Texas
counsel, Houlihan Lokey Capital, Inc., as investment banker, Baker
Hostetler, as the audit committee's special counsel; and Kurtzman
Carson Consultants as claims and noticing agent.

The Debtor disclosed total assets of $364 million and debt of $275
million.

The U.S. trustee overseeing the Chapter 11 case of BPZ Resources
Inc. appointed five creditors of the company to serve on the
official committee of unsecured creditors.


CAESARS ENTERTAINMENT: Aims to Restore Retirement Payments
----------------------------------------------------------
Howard Stutz at the Las Vegas Review-Journal reports that Tim
Donovan, the general counsel for Caesars Entertainment Corp., told
the Nevada Gaming Commission that the Company was going through a
process to determine how Caesars Entertainment Operating Company,
Inc., can restore lost retirement and deferred compensation
payments to current and former workers.

Caesars Entertainment, Review-Journal recalls, halted some $78.6
million in monthly payments in January 2015 when it filed for
bankruptcy for its largest operating unit.  According to the
report, Caesars explained in March 2015 that the payments were
stopped because, under bankruptcy law, a company in Chapter 11
can't separate supplemental retirement plans from other unsecured
creditors.  The report adds that the Nevada gaming regulators
chastised the company in March after several of the workers who
lost their monthly checks publicized their plight.

Review-Journal relates that payments to workers in two of five
deferred compensation plans were resumed this month when it was
determined the parent company was partially liable for those funds.


The company restored monthly payments to roughly 88% of the current
retirees, primarily those who were part of two deferred
compensation plans for executives and directors, Review-Journal
states, citing Mr. Donovan.  Payments also resumed for six
individuals "who had contracts" with Caesars, the report says.

                   About Caesars Entertainment

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

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

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

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

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

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

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

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

                         *     *     *

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

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


CAESARS ENTERTAINMENT: Studying Restoration of Retirement Payments
------------------------------------------------------------------
Howard Stutz, writing for Las Vegas Review-Journal, reported that
the general counsel for Caesars Entertainment Corp. told the Nevada
Gaming Commission the casino company was going through a
“painstaking” process to determine how its bankrupt division
can restore lost retirement and deferred compensation payments to
current and former employees.

According to the report, the issue came up during a routine
suitability finding for one of Caesars’ executives.  Caesars
halted some $78.6 million in monthly payments in January when it
filed a Chapter 11 bankruptcy for its largest operating unit, the
report related.  In May, the company resumed payments to workers in
two of five deferred compensation plans when it was determined the
parent company was partially liable for those funds, the report
said.

                   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.


CBRE SERVICES: S&P Raises Rating on Sr. Unsecured Notes From 'BB+'
------------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its issue rating
on CBRE Services Inc.'s senior unsecured notes, which include $425
million notes due 2023 and $800 million notes due 2025, to 'BBB-'
from 'BB+'.  S&P also affirmed the 'BBB-' issuer credit rating on
CBRE.  The outlook remains positive.

Embedded in CBRE's current credit agreement is a provision that,
upon the company reaching investment-grade status -- and
maintaining that status for 90 days -- at both Moody's and Standard
& Poor's, the collateral package supporting the senior secured bank
facilities can be removed at the request of the company, with at
least two weeks notice.  On Dec. 11, 2014, Standard & Poor's raised
its issuer credit rating on CBRE to 'BBB-'.  Approximately three
months later the company achieved the same transition into
investment-grade territory at Moody's.  The 90-day requirement will
be met on June 9, 2015.  S&P is aware that the company has made a
formal request to the bank group to release the collateral, with
the required two-week notice. In addition, the company requested
that the bank lenders remove from the credit agreement a provision
that required the reinstatement of the collateral pledge
requirement if eitherof the two rating agencies were to lower the
their issuer credit rating on the company to below investment
grade.  "Our assessment of this repledge requirement is that it
would have created a subordinate debt instrument at a time,
potentially, when noteholders would arguably need more protection,
not less," said Standard & Poor's credit analyst Richard Zell.
"However, CBRE has received the necessary approvals to amend the
credit agreement, removing the repledge requirement, resulting in a
debt structure where noteholders are paripassu with bank lenders.
As such, we rate the debt at the same level as the issuer credit
rating," said Mr. Zell.

The positive outlook on CBRE reflects S&P's expectation that the
integration of Global Workplace Solutions, set to close during the
second half of 2015, into CBRE will be executed successfully and
that during the quarters following the proposed acquisition, which
will result in increased debt, leverage will decline.

S&P could raise the rating on the company if CBRE maintains its
conservative approach to financial management, as evidenced by a
reduction in leverage during the next 12-24 months, and
successfully executes the integration of GWS, resulting in an
increase in recurring revenue.  S&P's rating on CBRE currently
includes an "unfavorable" peer assessment, reflecting the company's
historical approach to leverage usage.  If S&P chooses to raise its
rating on CBRE, it would likely be the result of an increase in
S&P's confidence of CBRE's commitment to a lower leverage profile,
in which case S&P would remove the "unfavorable" peer assessment.

S&P could lower the rating if the company increases its leverage
substantially to finance a large acquisition or shareholder payout,
or if its performance unexpectedly deteriorates.  For instance, S&P
would likely lower the rating if it expects the company's leverage
to rise above 3x on a sustained basis.



CEDAR BAY GENERATING: S&P Hikes Rating on $250MM Debt to 'BB+'
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its rating to 'BB+' from
'BB' on Cedar Bay Generating Co. L.P.'s $250 million senior secured
first-lien term loan B facility.  The outlook is stable.

"The raised rating reflects our view of the project's recent low
levels of dispatch," said Standard & Poor's credit analyst Ben
Macdonald.  "The lower dispatch translates to a
larger-than-forecast cash sweep and higher debt service coverage,"

Mr. Macdonald added.

Cedar Bay owns and operates a 250 megawatt (MW) coal-fired
circulating fluidized bed (CFB) cogeneration facility located in
Jacksonville, Fla.

The project provides capacity and dispatchable energy under a
long-term power purchase agreement (PPA) with Florida Power & Light
Co. (FPL).  Under a long-term power purchase agreement that runs
through Jan. 31, 2025.  The project also provides steam under a
contract with RockTenn CP LLC through January 2025.



CELLCEUTIX CORP: Discloses $2.9-Mil. Net Loss in First Quarter
--------------------------------------------------------------
Cellceutix Corporation filed its quarterly report on Form 10-Q,
disclosing a net loss of $2.9 million on $nil of revenues for the
three months ended Mar. 31, 2015, compared with a net loss of $2.33
million on $nil of revenue for the same period last year.

The Company's balance sheet at Mar. 31, 2015, showed $17.1 million
in total assets, $7.31 million in total liabilities, and
stockholders' equity of $9.76 million.

At March 31, 2015, Cellceutix had $10.8 million in cash and cash
equivalents.  It has expended substantial funds on the research and
development of product candidates.  The Company's net losses
incurred for the nine months ended March 31, 2015 and 2014,
amounted to $10.0 million and $4.91 million, respectively, and has
a working capital of approximately $4.12 million at March 31, 2015
and a working capital (deficit) of approximately ($4.09 million) at
June 30, 2014.  In view of these matters, the ability of the
Company to continue as a going concern is dependent upon its
ability to generate additional financing.

A copy of the Form 10-Q is available at:

                       http://is.gd/hMbEUo

Cellceutix Corporation is developing small molecule therapies to
treat diseases particularly in the areas of cancer and inflammatory
disease.  The Company's product, Kevetrin(TM) is undergoing
clinical trials at Harvard Cancer Centers' Dana-Farber Cancer
Institute and Beth Israel Deaconess Medical Center.



CEQUEL COMMUNICATIONS: S&P Affirms 'B-' Sr. Unsecured Notes Rating
------------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B-' issue-level
rating on St. Louis-based cable operator Cequel Communications
Holdings I LLC's senior unsecured notes due 2020 and 2021, and
removed the ratings from CreditWatch, where S&P originally placed
them with negative implications on May 20, 2015.  The removal of
the CreditWatch listing reflects S&P's opinion that the issue-level
ratings on this debt will be no lower than 'B-' in the event that
Altice S.A.'s acquisition of the company is completed.  S&P's 'B+'
corporate credit rating for Cequel remains on CreditWatch with
negative implications until S&P has clarity that the deal will
close.

If the transaction closes, the issue-level rating on the unsecured
notes will remain 'B-' and S&P will revise the recovery rating on
this debt to '5' from '6'.  This outcome is consistent with the
preliminary ratings on the $300 million of proposed senior notes
due 2025.  In this case, the corporate credit rating on Cequel will
be lowered to 'B' from 'B+', as previously stated in S&P's May 26
release on Altice US Holding I S.ar.l.

In the event that the transaction doesn't close, S&P will raise the
issue-level rating on Cequel's unsecured notes to 'B+' from 'B-'
and revise the recovery rating on this debt to '3' from '6'. Under
this scenario, S&P expects the corporate credit rating on Cequel
will remain 'B+'.

In either case, the revised recovery ratings reflect an increased
net enterprise value for Cequel under S&P's hypothetical default
scenario of $4.7 billion.  Using this revised valuation assuming
the deal closes, under the proposed capital structure (which
includes $1.1 billion of new senior secured notes due 2023, $300
million of senior unsecured notes due 2025, and $320 million senior
holding company notes due 2025) the recovery ratings on the senior
unsecured debt will be '5', reflecting S&P's expectation of modest
(10%-30%; higher half of the range) recovery for lenders in the
event of a payment default.  Assuming the deal does not close,
applying this same valuation to the existing capital structure at
Cequel will result in a revision of the recovery rating on the
unsecured debt to '3', indicating S&P's expectation for meaningful
(50%-70%; higher half of the range) recovery for lenders in the
event of a payment default.  S&P will continue to monitor
developments around the proposed acquisition.

RATINGS LIST

Cequel Communications Holdings I LLC
Corporate Credit Rating                B+/Watch Neg/--

Affirmed; CreditWatch Action
                                        To     From
Cequel Communications Holdings I LLC
Cequel Capital Corp.
Senior Unsecured                       B-     B-/Watch Neg
  Recovery Rating                       6      6



CIRRUS LOGIC: S&P Assigns 'BB' Rating on $250MM Facility Due 2017
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned a 'BB' issue-level
rating to Austin, Texas-based Cirrus Logic Inc.'s $250 million
revolving credit facility due 2017.  The '1' recovery rating
indicates S&P's expectation for very high recovery (90% to 100%) in
the event of payment default.  The existing 'B+' corporate credit
rating and the debt ratings on Cirrus Logic Inc. were affirmed on
May 28.  The outlook is stable.

"The rating reflects our view of Cirrus' "vulnerable" business risk
profile reflecting its high customer concentration and narrow
product focus, despite strong recent performance, as well as the
successful acquisition of Wolfson Microelectronics during the
previous fiscal year," said Standard & Poor's credit analyst Minesh
Shilotri.  The financial risk profile of "intermediate"
incorporates S&P's view of Cirrus' moderate adjusted leverage
offset by S&P's expectation for potential volatility during periods
of stress given its heavy reliance on a top customer.

S&P views Cirrus' business risk profile as "vulnerable."  During
fiscal 2015, ended March 31, more than 80% of the company's
revenues were generated from its audio products.  This segment is
typically characterized by a high degree of volatility, reflecting
rapid product cycles and volatile product demand.  Apple's share of
Cirrus' total revenue accounted for about 72% during the company's
fiscal year, leaving the company's operating performance highly
vulnerable to any reduction in orders, as well as to continued
pricing pressure despite the strong growth in recent quarters.

"While the Wolfson acquisition has diversified its customer base
and has added a new tier 1 customer in Samsung Electronics, which
now represents 15% of Cirrus' revenues, it does not diversify the
company's product portfolio, in our opinion," added Mr. Minesh. "On
the other hand, Cirrus parts have now been designed into Apple
products for multiple generations, which speaks to its ability to
deliver at scale and meet Apple's quality standards."  Cirrus
Logic's non-audio products, which include its energy and industrial
products, account for less than 20% of its total revenues.  The
company also has opportunities in the automotive space, which could
diversify its revenue base.  At this point, however, Cirrus is
primarily an audio codec company focused on the highly competitive
consumer electronics market.



COFFEE REGIONAL: S&P Affirms 'BB-' Rating on $28.4MM Revenue Bonds
------------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook to stable
from negative and affirmed its 'BB-' long-term rating on Coffee
County Hospital Authority, Ga.'s $28.4 million series 2004 hospital
revenue refunding bonds, issued for Coffee Regional Medical Center
Inc. (CRMC).

"The stable outlook reflects our view of CRMC's improved
operations, as seen in reduced losses in fiscal 2014, and what
appears to be a true turnaround thus far in fiscal 2015 year to
date," said Standard & Poor's credit analyst Kevin Holloran.  "The
new management team is expected to continue implementation of cost
control initiatives, which should return CRMC's operations to
better than break even on a consistent basis."

The 'BB-' rating reflects S&P's assessment of the medical
center's:

   -- Negative financial performance for an extended period;

   -- Very low maximum annual debt service coverage;

   -- Inherent risks associated with operating a smaller, more
      rural-based facility;

   -- High reliance on key admitting physicians;

   -- Leading business position in its primary service area as the

      only acute-care provider in Coffee County;

   -- Stabilized unrestricted reserve levels; and

   -- New management, who S&P believes has the opportunity to
      bring a new focus to the medical center.



COMMSCOPE TECHNOLOGIES: Moody's Rates New Unsecured Notes at B2
---------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to the proposed
senior unsecured note offering by CommScope Technologies LLC, and
assigned Ba2 ratings to the proposed incremental term loan B and
senior secured note issuances of CommScope, Inc. Moody's also
affirmed CommScope Holding Company, Inc's B1 corporate family
rating and B1-PD probability of default rating. Proceeds from the
issuances are being used to fund the acquisition of TE
Connectivity's Broadband Network Solutions (BNS) business, as well
as repay a portion of the existing first lien term loan facility.
The outlook remains positive.

The B1 corporate family rating reflects CommScope's high leverage
levels particularly given the frequency and severity of downturns
in the connectivity industry and challenges in predicting carrier
spending patterns. Leverage pro forma for the BNS transaction is
estimated at over 5x but expected to decline towards 4x over the
next few years barring significant cutbacks in carrier spending.
The B1 rating also reflects the company's leading positions across
multiple end-markets including carrier based antenna systems,
small-cell distributed antenna systems, structured cabling systems,
coaxial cable systems, and fiber optic cabling and connectivity
solutions. After completing the recently announced acquisition of
TE's BNS business, CommScope will be similar in scale to
connectivity peers Molex and Amphenol. However, CommScope's
revenues are concentrated in the wireless carrier business, which
can be impacted by inherent large fluctuations in telecom carrier
build-out and upgrade spending. Although performance in this and
other key end markets is difficult to predict, CommScope has good
cash flow generating capabilities in up and down markets. While the
business is cyclical, revenues are expected to grow organically at
2% to 4% over the next several years, driven by strength in its
higher margin wireless products segment. Though Carlyle's ownership
has declined to below 50%, Carlyle continues to control the board
and may drive more aggressive policies than a non-controlled
company with a fully independent board.

CommScope is expected to have very good liquidity as reflected in
the SGL-1 rating based on cash on hand (approximately $450 million
expected upon closing of the transaction), a $550 million revolver
and expectations of strong free cash flow over the next year.

The positive ratings outlook reflects the expectation that
CommScope will focus on paying down debt over the next several
years and refrain from additional large acquisitions until the
network solutions business is integrated. The ratings could be
downgraded if leverage is expected to remain above 5.5x on other
than a temporary basis. While the rating accommodates the cyclical
nature of the industry, ratings could be downgraded due to a
significant deterioration in CommScope's core businesses or loss of
market share. The ratings could be upgraded if the company
successfully integrates TE Connectivity's broadband network
solutions business and leverage is on track to get to 4x. Though an
upgrade is not contingent on CommScope instituting a Board with
majority representation by independent directors, it would be
considered a positive from a corporate governance perspective.

Assignments:

Issuer: CommScope Technologies LLC

  -- Senior Unsecured Regular Bond/Debenture, Assigned B2 (LGD5)

Issuer: Commscope, Inc.

  -- Senior Secured Regular Bond/Debenture, Assigned Ba2 (LGD2)

  -- Senior Secured Bank Credit Facility,Assigned Ba2 (LGD2)

Affirmations:

Issuer: CommScope Holding Company, Inc.

  -- Corporate Family Rating, Affirmed B1

  -- Probability of Default Rating, Affirmed B1-PD

  -- Speculative Grade Liquidity Rating, Affirmed SGL-1

  -- Senior Unsecured Regular Bond/Debenture, Affirmed B3 (LGD6)

Issuer: Commscope, Inc.

  -- Senior Secured Bank Credit Facility, Affirmed Ba2 (LGD2)

  -- Senior Unsecured Regular Bond/Debentures, Affirmed B2 (LGD4)

Outlook Actions:

Issuer: CommScope Holding Company, Inc.

  -- Outlook, Remains Positive

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

CommScope Holding Company, Inc., headquartered in Hickory, North
Carolina, is a leading global provider of connectivity and
infrastructure solutions targeted towards the wireless industry,
cable, and telecom service providers as well as the enterprise
market.


CONYERS 138: Seeks Dismissal of Chapter 11 Case
-----------------------------------------------
Conyers 138, LLC, filed a motion asking the U.S. Bankruptcy Court
for the Northern District of Georgia, Atlanta Division, to dismiss
its Chapter 11 case.

According to Evan M. Altman, Esq. at the Law Offices of Evan M.
Altman, Esq., in Atlanta, Georgia, the Debtor filed the Chapter 11
case to prevent a foreclosure sale by OHN1, LLC, from occurring on
the Debtor's property located in College Park, Georgia.

OHN1 holds the first security position in the Property.  Mr. Altman
tells the Court that once OHN1 forecloses against the Property,
there would most likely be no monies available for a distribution
to unsecured creditors.  Accordingly, the dismissal of the Chapter
11 case will not prejudice creditors, Mr. Altman asserts.

Mr. Altman further asserts that it will be in the best interest of
justice to allow the case to be dismissed and for the creditors to
be paid outside of bankruptcy.

The Motion is scheduled for hearing on June 10, 2015 at 11:00 am.

The Debtor is represented by:

          Evan M. Altman, Esq.
          THE LAW OFFICES OF EVAN M. ALTMAN, ESQ.
          Northridge 400
          8325 Dunwoody Place
          Building Two
          Atlanta, GA 30350
          Tel: (770)394-6466

                        About Conyers 138

Conyers 138, LLC, filed a Chapter 11 bankruptcy petition
(Bankr.
N.D. Ga. Case No. 14-73659) in Atlanta, Georgia, on Dec.
1, 2014,
without stating a reason. The Law Offices of Evan M.
Altman, Esq., 
in Atlanta, serves as the Debtor's counsel. The
Debtor, in its
amended schedules, disclosed $11,706,197 in assets
and $3,365,277
in liabilities as of the Chapter 11 filing.



CORINTHIAN COLLEGES: Student Committee Wants Court to Enforce Stay
------------------------------------------------------------------
The student committee at the Corinthian Colleges bankruptcy case
will ask the Bankruptcy Court to order an automatic stay that puts
all the debts on hold so the court can decide who's responsible for
repaying the federal loans, Karen Weise and Janet Lorin, writing
for Bloomberg.com, report, citing Scott Gautier, a bankruptcy
lawyer at Robins Kaplan who's part of a team representing
Corinthian Colleges students.

Bloomberg.com quoted Mr. Gautier as saying, "Our premise is that if
in fact there was a pattern and scheme of misrepresentation, is
this really an obligation of Corinthian to return this money to the
government?"  Citing Mr. Gautier, the report states that the school
had $19.2 million in assets when it filed for bankruptcy, making it
"doubtful there will ever be enough money in the estate to make the
students whole."

                     About Corinthian Colleges

Corinthian Colleges, Inc., Pegasus Education, Inc., and 23
affiliated entities filed voluntary Chapter 11 petitions (Bankr. D.
Del. Lead Case No. 15-10952) on May 4, 2015.  The Chapter 11
petitions are being jointly administered under the caption In re:
Corinthian Colleges, Inc. et al., Case No. 15-10952 (KJC).  The
cases are assigned to Judge Kevin J. Carey.

Corinthian Colleges, Inc., was founded in February 1995, and
through acquisitions became one of the largest for-profit
post-secondary education companies in the United States and
Canada.

Corinthian Colleges, which in 2014 had more than 100 campuses all
over the U.S. and Canada, sought bankruptcy protection to complete
an orderly wind down of its operations.

The Debtors tapped Richards, Layton & Finger, P.A., as counsel;
FTI Consulting, Inc., as restructuring advisors; and
Rust Consulting/Omni Bankruptcy as claims and noticing agent.

Corinthian Colleges disclosed total assets of $19.2 million and
total liabilities of $143.1 million in its petition.


CRESCENT HOLDINGS: S&P Affirms 'B-' CCR, Outlook Stable
-------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'B-'
corporate credit rating on Crescent Holding LLC and its
subsidiaries and coissuers, Crescent Communities LLC and Crescent
Ventures Inc.  The outlook is stable.

S&P also revised its recovery rating on Crescent's $425 million
senior secured notes due 2017 to '1' from '3'.  The '1' recovery
rating indicates S&P's expectation for a very high (90%-100%)
recovery in the event of a default and results in an issue-level
rating of 'B+' (two notches higher than the corporate credit rating
on Crescent).

Crescent is a real estate development company that develops
residential and multifamily communities and commercial projects and
manages land holdings primarily in southeast, southwest, and
mid-Atlantic markets.  The privately held company is owned by
financial sponsors and does not file public financial statements.

"The stable rating outlook on Crescent reflects our view that
fundamentals in its single-family housing markets are rebounding
and also our expectation that multifamily fundamentals will remain
favorable over the next year," said Standard & Poor's credit
analyst Pablo Garces.  "We assume that between cash on hand and
additional borrowings, the company will be able to fund its
ambitious planned development spending."

S&P would lower its rating on Crescent if, contrary to its current
expectations, liquidity became constrained due to
weaker-than-anticipated sales volume and pricing or
more-aggressive-than-anticipated capital spending.  Failure to
comply with covenants under borrowing agreements could also trigger
a reassessment.

S&P sees the possibility of an upgrade of Crescent as unlikely over
the next 12 months.  Longer term, S&P believes an upgrade would
require the company to reduce debt to EBITDA to less than 5x on a
sustained basis, through some combination of debt reduction or
growth in EBITDA.  Furthermore, S&P would have to gain confidence
that the company and its private equity sponsors would maintain
leverage at this level going forward.



CYTORI THERAPEUTICS: Reports $22.0-Mil. Net Loss in Q1 of 2015
--------------------------------------------------------------
Cytori Therapeutics filed its quarterly report on Form 10-Q,
disclosing a net loss of $22.0 million on $902,000 of revenue for
the three months ended Mar. 31, 2015, compared with a net loss of
$10.4 million on $1.03 million of revenue for the same period last
year.

The Company's balance sheet at Sept. 30, 2014, showed $37.1 million
million in total assets, $60.2 million in total liabilities, and a
stockholders' deficit of $23.2 million.

KPMG LLP previously expressed substantial doubt about the Company's
ability to continue as a going concern, citing that the Company has
recurring losses from operations, liquidity position, and debt
service requirements.

A copy of the Form 10-Q is available at:

                         http://is.gd/xeR4Ae

                           About Cytori

Based in San Diego, California, Cytori Therapeutics (NASDAQ: CYTX)
-- http://www.cytori.com/-- is an emerging leader in providing   
patients and physicians around the world with medical
technologies, which harness the potential of adult regenerative
cells from adipose tissue.  The Company's StemSource(R) product
line is sold globally for cell banking and research applications.



DAE AVIATION: Moody's Puts Ratings Under Review for Downgrade
-------------------------------------------------------------
Moody's Investors Service placed the ratings of DAE Aviation
Holdings, Inc. ("StandardAero"), including its B2 Corporate Family
and B2-PD Probability of Default ratings, under review for
downgrade following Dubai Aerospace Enterprise ("DAE") Ltd.'s
announcement that it signed a definitive agreement to sell
StandardAero to an affiliate of Veritas Capital. StandardAero is a
provider of aircraft engine maintenance, repair and overhaul
("MRO") and aircraft completion services.

On Review for Downgrade:

  -- Corporate Family Rating, Placed on Review for Downgrade,
     currently B2

  -- Probability of Default Rating, Placed on Review for
     Downgrade, currently B2-PD

  -- $590 million first lien senior secured term loan B
     (aggregate of Tranche B1 and Tranche B2) due 2018, Placed on
     Review for Downgrade, currently, B1 (LGD-3)

  -- $250 million second lien term loan due 2019, Placed on
     Review for Downgrade, currently, Caa1 (LGD-5)

Outlook Actions:

  -- Outlook, Changed To Ratings Under Review from Stable

Although transaction terms have not been disclosed, the ratings
have been put under review down due to Moody's expectation that the
proposed private equity transaction would result in a more highly
levered capital structure. For the last twelve month period ended
March 31, 2015, DAE's debt/EBITDA totaled approximately 5.0x
(including Moody's standard lease adjustments). The ratings
consider that any potential acquisition-related debt would pressure
the current ratings. The review will consider the final capital
structure and portion of purchase price financed with debt.
According to DAE's announcement, the transaction is expected to
allow StandardAero to focus on organic and inorganic growth
opportunities.

Moody's review of the ratings will focus primarily on the financial
leverage and the capital structure that will result from the sale
to Veritas Capital, as well as ongoing operating trends at
StandardAero. Moody's will also evaluate current and projected
operating performance. Moody's expects to withdraw the existing
credit facility ratings if the facilities are redeemed as part of
the transaction.

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

DAE Aviation Holdings, Inc. ("DAE") is a leading provider of
aircraft engine maintenance, repair and overhaul ("MRO") and
aircraft completion and modification services to the commercial,
business, military and general aviation industries. Annual revenues
total $1.7 billion, with approximately 80% of revenues generated in
North America. DAE is headquartered in Tempe, Arizona and is
wholly-owned by Dubai Aerospace Enterprises LTD ("DAE Dubai").


DENVER PARENT: Moody's Cuts CFR to 'Ca', Outlook Negative
---------------------------------------------------------
Moody's Investors Service downgraded Denver Parent Corporation's
(DPC) Corporate Family Rating to Ca from Caa2 and revised the
Probability of Default Rating to Ca-PD/LD from Caa2-PD. Moody's
also downgraded DPC's senior unsecured rating to C from Ca, and its
operating subsidiary, Venoco, Inc.'s (Venoco) senior unsecured
notes rating to Ca from Caa2. Speculative Grade Liquidity Rating of
SGL-4 at DPC remains unchanged. The rating outlook remains
negative.

Moody's considers Venoco's debt exchange that closed in April, 2015
as a distressed exchange for its senior unsecured debt, which is an
event of default under Moody's definition of default. The company
exchanged $194 million of unsecured debt (out of the total $500
million originally issued) due February 2019 for $150 million of
new second lien notes due February 2019. Moody's expect Venoco to
consummate further exchanges as it seeks to manage its untenable
capital structure. Moody's appended DPC's revised Ca-PD PDR with an
"/LD" designation indicating limited default, which will be removed
after three business days.

DPC and Venoco completed a series of other financing transactions
in April in addition to the debt exchange. Venoco issued $175
million first lien secured notes due 2019, $150 million second lien
term loan due 2019, and $75 million cash collateralized term loan
due October 2015. Proceeds were used to repay $71.4 million
outstanding under Venoco's revolver which was then terminated.
Following these financings, DPC's consolidated debt went up by
approximately $138 million.

DPC's Ca CFR reflects its very high consolidated financial leverage
following the debt exchange, modest production and proved reserve
scale, weak capital efficiency, geographic concentration and the
inherent execution risks related to its offshore California
operations. DPC's debt-to-average daily production metric exceeds
$100,000 per barrel of oil equivalent (boe) per day and
debt-to-proved developed (PD) reserves figure is expected to exceed
$30 per boe over the next 12 months. DPC's rating also reflects the
elevated risk that the company will find difficulty growing out of
its levered capital structure as reduced capital expenditures
budgeted for 2015 and lower commodity prices will impact production
and EBITDA.

DPC and Venoco have weak liquidity, as indicated by DPC's SGL-4
Speculative Grade Liquidity rating. Although the company likely has
a sizeable cash balance following the recent financings, the new
$75 million term loan matures in October and DPC could generate
weak cash flows during the remainder of 2015 if the commodity
prices remain weak. They had a cash balance of around $8 million as
of March 31, 2015 and do not have a revolving credit facility. The
revolver was terminated upon close of the debt exchange transaction
in April 2015. If the term loan is successfully refinanced,
liquidity would be enhanced somewhat.

The C rating on DPC's $285 million senior PIK notes reflects the
subordination to Venoco's $75 million term loan, $175 milion first
lien notes, $150 million second lien notes, and $308 million
remaining senior unsecured notes. The size of the debt ahead of the
DPC notes in the capital structure results in the DPC notes being
notched below the Ca CFR under Moody's Loss Given Default
Methodology.

The Ca rating on Venoco's remaining $308 million senior unsecured
notes reflects the subordination to the secured debt at Venoco and
the seniority to the DPC PIK notes. The subordination to the
secured debt and seniority to the DPC PIK notes results in Venoco's
outstanding senior unsecured notes being rated at the Ca CFR under
Moody's Loss Given Default Methodology.

The negative outlook reflects the assumption that leverage will
remain at unsustainably high levels, and further debt exchanges are
likely to happen. For consideration of an upgrade, DPC and Venoco
would need to substantially reduce financial leverage and improve
operating performance and liquidity. The rating could be downgraded
if asset value further erodes.

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.

Denver Parent Corporation/Venoco, Inc. is an independent E&P
company headquartered in Denver, Colorado.


DEWEY & LEBOEUF: Got Stuck in Debt Cycle, Ex-Partner Says
---------------------------------------------------------
Sara Randazzo, writing for The Wall Street Journal, reported that a
former partner at Dewey & LeBoeuf LLP testified the firm got caught
in a never-ending debt cycle after the economic downturn, shedding
light on how the once-august legal outfit spiraled into
bankruptcy.

According to the report, during testimony in a criminal trial
against Dewey’s three former leaders, former high-level partner
Jane Boisseau told a jury that once Dewey failed to meet its
compensation targets in 2008, it started a system of borrowing from
the next year to pay debts owed from the prior one.

In 2010, for instance, $145 million in “bonuses” were paid to
key partners to make up for failed promises from 2009, the Journal
said, citing a series of exhibits projected on a large screen in
the courtroom in downtown Manhattan.

                      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.


DIGERATI TECHNOLOGIES: Has $1.85-Mil. Net Loss in Jan. 31 Quarter
-----------------------------------------------------------------
Digerati Technologies, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing a
net loss of $1.85 million on $96,000 of total operating revenues
for the three months ended Jan. 31, 2014, compared with a net
income of $2.66 million on $211,000 of total operating revenues for
the same period in the prior year.

The Company's balance sheet at Jan. 31, 2014, showed $76.8 million
in total assets, $82.1 million in total liabilities, and a
stockholders' deficit of $5.21 million.

Digerati has incurred net losses and has accumulated a deficit of
approximately $80.4 million and a working capital deficit of
approximately $5.14 million which raises substantial doubt about
Digerati's ability to continue as a going concern.

A copy of the Form 10-Q is available at:

                       http://is.gd/SY0Hqz
                          
Digerati Technologies, Inc., through its subsidiary, provides
a range of cloud-based services to global businesses.  The Company
offers fully hosted IP/PBX services, IP trunking, VoIP transport
and other customized VoIP solutions for specialized applications.


DILLARD'S INC: Moody's Withdraws 'Ba1' CFR and PDR Ratings
----------------------------------------------------------
Moody's Investors Service upgraded Dillard's Inc. senior unsecured
rating to Baa3 from Ba2. The company's Ba1 Corporate Family Rating
and Ba1-PD probability of default rating were withdrawn, as well as
its SGL-1 Speculative Grade Liquidity rating. The rating outlook is
stable. All ratings actions are detailed below.

"The senior unsecured rating upgrade to Baa3 from Ba2 recognizes
Dillard's move to an unsecured capital structure and the
expectation that the company will maintain a commitment to an
investment grade financial profile. It also reflects the view that
Dillard's operating performance has shown increasing stability as a
result of improved merchandising, cost controls, and integration of
its online business which is evident in its strong credit metrics"
said Moody's Vice President Scott Tuhy.

The following ratings were upgraded:

Issuer: Dillard's, Inc.

  -- Senior unsecured rating to Baa3 from Ba2 (LGD 4)

  -- Subordinated notes to Ba1 from Ba3 (LGD6)

Issuer: Dillard's Capital Trust I

  -- $200 million preferred stock to Ba1 from Ba3 (LGD6)

The following ratings were withdrawn:

Issuer: Dillard's Inc.

  -- Corporate Family Rating, Ba1

  -- Probability of Default Rating, Ba1-PD

  -- Speculative Grade Liquidity Rating, SGL-1

Dillard's Baa3 senior unsecured rating reflects its good credit
metrics as a result of its low level of funded debt which results
in modest leverage with debt/EBITDA near 1.4 times and
EBITA/Interest expense around 7 times. The rating also reflects the
company's increasingly consistent operating performance and Moody's
expect the company to sustain high single digit EBIT margins. This
reflects the company's continued improvements in merchandising
along with ongoing disciplined inventory management are driving its
ability to maintain the improvements it has made in operating
margins and that its operating performance will be more predictable
going forward than it had been in the past. Dillard's rating is
also supported by its very good liquidity and its sizable portfolio
of company owned real estate and the expectations the company will
maintain balanced financial policies. The ratings are constrained
by the company's geographic concentration in the southern and
southwestern United States, the continued traffic challenges facing
traditional mall-based department stores and the company's still
moderate operating margins relative to investment grade peers.

The stable rating outlook reflects the view that Dillard's credit
metrics will remain solid. It also factors Dillard's improved
operating performance and moderate leverage which provides the
company with sufficient cushion to maintain good credit metrics and
also offset its position as a regionally concentrated department
store chain.

Ratings could be upgraded if the company further moderates its
regional concentration and if operating performance improves
further, while maintaining balanced financial policies, and
excellent liquidity. Quantitatively ratings could be upgraded
should debt to EBITDA remain sustained below 2.0x and EBIT margins
were to rise and be sustained above double digits.

Ratings could be downgraded if the company were to engage in more
aggressive financial policies, such as monetizing a meaningful
portion of its owned real estate. Also, if the company's margins
evidenced erosion versus peers. Ratings could be downgraded if debt
to EBITDA rises above 3.0 times or if the company's excellent
liquidity profile were to meaningfully erode.

Headquartered in Little Rock, Arkansas, Dillard's, Inc., is a
regional department store chain operating 277 Dillard's locations
and 20 clearance centers in 29 states and an Internet store at
www.dillards.com as of January 31, 2015. LTM revenues are $6.8
billion.

The principal methodology used in these ratings was Global Retail
Industry published in June 2011.


DISTRICT AT MCALLEN: Says Ramirez Claim Subject to Dispute
----------------------------------------------------------
Dr. Ernesto Ramirez, who filed an involuntary Chapter 11 petition
for The District At Mcallen, L.P., filed a trial brief in support
of his bid for n order of relief.

Section 303(b) states in relevant part:

   (b) An involuntary case against a person is commenced by the
filing with the bankruptcy court of a petition under chapter 7 or
11 of this title—

      (1) by three or more entities, each of which is either a
holder of a claim against such person that is not contingent as to
liability or the subject of a bona fide dispute as to liability or
amount . . ., if such noncontingent, undisputed claims aggregate at
least $15,325 more than the value of any lien on property of the
debtor securing such claims held by the holders of such claims;

      (2) if there are fewer than 12 such holders, excluding any
employee or insider of such person . . ., by one or more of such
holders that hold in the aggregate at least $15,325of such claims;

Dr. Ramirez notes that the Debtor has not filed its creditor list
under Rule 1013(b), and so should be foreclosed from arguing that
more than 12 creditors exist.  Dr. Ramirez says he would show that
there are only three creditors that qualify to be counted towards
the existence of twelve that would prevent a single creditor from
filing this involuntary petition.  

A copy of the Dr. Ramirez's brief is available for free at:

  http://bankrupt.com/misc/DistrictAtMcAllen_38_briefRamirez.pdf

Meanwhile, alleged debtor District At Mcallen filed a second
amended answer in contravention of the involuntary petition filed
by Ramirez to reassert these defenses:

   1. The claim on which Mr. Ramirez basis his involuntary petition
is the subject of one or more bona fide disputes as to liability or
amount.  Dr. Ramirez's claim is a claim for "Indemnity for City
Bank's Claim on Guaranty."  However, the
Alleged Debtor is not a party to any indemnity agreement with
Dr. Ramirez.

   2. The only parties to said alleged indemnity agreement (besides
Dr. Ramirez) are C. L. Holt and C. L Holt, L.P.  While it is true
that Holt is a limited partner of the Alleged Debtor, it is true
that a contractual obligation consummated by a partner in his
individual capacity does not bind the partnership.

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



DUKE REALTY: Fitch Withdraws 'BB+' Preferred Stock Rating
---------------------------------------------------------
Fitch Ratings has affirmed its 'BBB' Issuer Default Rating for Duke
Realty Corp. (NYSE: DRE) and its operating partnership Duke Realty
Limited Partnership.

The Rating Outlook is Stable.

KEY RATING DRIVERS

The ratings take into account Duke's large, high quality and
diversified portfolio of predominantly industrial and medical
office properties, as well as its strong access to various forms of
capital, including a healthy level of internally generated retained
cash flow after dividends.  The company's leverage and fixed-charge
coverage (FCC) metrics are consistent to moderately strong for the
'BBB' rating.  Development risk and only adequate unencumbered
asset coverage of unsecured debt (partly due to non-income
producing development assets) balance these credit strengths.

Asset Sales Improve Credit Profile

Fitch expects the percentage of Duke's NOI derived from suburban
office properties to decrease to below 10% by year-end 2015 through
a combination of asset sales, industrial and medical office
same-store NOI (SSNOI) growth and development stabilizations.  DRE
sold $161 million of dispositions during 1Q'15, including the
entirety of its Cleveland office and its retail property
portfolios.

In April, the company closed on the sale of a $1.1 billion suburban
office portfolio to an affiliate of Starwood Capital that was
announced in late January.  The transaction divests all the
company's wholly-owned, in-service, suburban office properties
located in Nashville, Raleigh, South Florida, and St. Louis.  After
the closing of the Starwood office portfolio sale, Duke's NOI
percentage from suburban office should approximate 12%.  Also in
April, DRE sold a 5.2 million square foot industrial portfolio
primarily consisting of older assets located in the Midwest,
generating proceeds of $270 million.  These properties comprised
the majority of Duke's 5.9 million square foot Midwest industrial
portfolio.

Appropriate Leverage for Ratings

Fitch expects DRE's leverage to sustain in the low 6.0x range
through 2017.  The company's pro forma leverage was 6.2x at March
31, 2015 based on trailing 12-month (TTM) recurring operating
EBITDA after adjusting for the company's April portfolio sales.
This compares to 7.0x, 6.8x and 8.0x during 2014, 2013 and 2012,
respectively.  Fitch's low 6.0x leverage expectation for Duke is
appropriate to moderately strong for a 'BBB' rated REIT focused
primarily on high-quality bulk industrial properties. Fitch defines
leverage as consolidated debt, net of readily available cash over
recurring operating EBITDA, including cash distributions from
unconsolidated joint ventures (JVs).

Adequate Fixed Charge Coverage

Fitch expects that FCC will improve to roughly 3.0x in 2017, driven
by low-to-mid single digit same-store net operating income (SSNOI)
growth, incremental NOI from development deliveries and lower
recurring capex given a reduced suburban office footprint. Fixed
charge coverage (FCC) was 2.2x for the TTM ending March 31, 2015,
an increase from 2.1x, 1.9x and 1.6x during 2014, 2013 and 2012,
respectively.  Duke's preferred equity repurchases have also helped
its FCC.  Projected FCC is consistent with the 'BBB' IDR. Fitch
defines FCC as recurring operating EBITDA, less recurring capital
expenditures and straight-line rent adjustments, divided by total
interest incurred and preferred dividends.

Pre-Leasing Balances Development Risk

Fitch expects DRE to start between $400 million to $500 million of
new industrial and medical office developments per year through
2017.  The company's ability to win new build-to-suit (BTS)
developments could push starts closer to the high end of the range.
Fitch's ratings for Duke anticipate a more conservative
development posture for the company during this cycle that includes
limiting the pipeline size to within a range of 5% to 7.5% of
undepreciated assets (currently implies $500 million to $700
million), with the speculative component generally limited to less
than half.  Duke's development pipeline totalled $405.6 million
including joint ventures (JVs) at 100%, representing 4.4% of
undepreciated gross assets at March 31, 2015.  The company's
unfunded committed development expenditures (at DRE's share)
represented 2.4% of gross assets.  This is down from 2.8% and 3.9%
at year-end 2014 and 2013, respectively, but up from its 0.7% cycle
low in 2009.  The pipeline's leased percentage has also decreased
to 55% at March 31, 2015 versus 58% and 89% at the end of 2014 and
2013.

Improving Fundamentals

Fitch expects DRE's SSNOI to sustain in the low-to-mid single
digits through 2017, driven by positive industrial and medical
office leasing spreads and modest occupancy gains.  Duke's SSNOI
increased by 6.8% for the quarter ending March 31, 2015, led by
7.1% growth in its bulk distribution portfolio and solid 5.9% gains
for its medical and suburban office assets.  Duke's in-service
portfolio occupancy was 96% at the end of the first quarter, up
from 95.3% at Dec. 31, 2014 and 94.2% at Dec. 31, 2013.  Spreads on
renewal leases were positive 8.4% during the first quarter compared
with 8.8% and 3.1% during 2014 and 2013, respectively.

Adequate Financial Flexibility

The company's liquidity profile is also adequate with total sources
of liquidity covering total uses by 1.3x for the April 1, 2015 -
Dec. 31, 2016 period.  Including the cost to complete its
development pipeline reduces Duke's coverage to an adequate 1.0x.
Fitch defines liquidity coverage as sources of liquidity divided by
uses of liquidity.  Sources of liquidity include unrestricted cash,
availability under the unsecured revolving credit facility, and
projected retained cash flow from operating activities after
dividends.  Uses of liquidity include pro rata debt maturities,
expected recurring capital expenditures, and remaining development
costs.

DRE's liquidity profile is also supported by 1.9x pro forma
unencumbered asset coverage of unsecured debt assuming a stressed
8.25% cap rate, which is only adequate for the 'BBB' rating. Duke's
UA/UD is hurt by the capital allocated to non-income producing
development assets.

Duke has a well-balanced debt maturity schedule.  The company's
next unsecured maturity is not until March 1, 2016 when its $150
million 5.500% senior unsecured notes mature.

Conservative Dividend Payout

Fitch expects DRE's dividend payout ratio to improve modestly over
the next 12-24 months through SSNOI growth and incremental NOI from
development completions and a smaller portfolio contribution from
more capital intensive suburban office properties.  Duke's AFFO
payout ratio was 71% in 2014 compared to 76% in 2013 and 83% in
2012.  The company retains roughly $90 million of internally
generated cash flow annually that can be used to service financial
obligations and fund external growth.

Stable Outlook

The Stable Rating Outlook is based on Fitch's expectation that
leverage will stabilize in the low 6.0x range and coverage will
improve to roughly 3.0x, and that the company will maintain
adequate financial flexibility over the near to medium term.

KEY RATING ASSUMPTIONS

   -- SSNOI growth of 4% in 2015 and 3% in 2016 and 2017;

   -- Acquisitions and CIP completions of roughly $100 million and

      $400 million, respectively in each year during the forecast
      period;

   -- Land acquisitions of roughly $50 million per year during the

      next three years, roughly offset by non-core land sales;

   -- Development spending of roughly $450 million per year
      through 2017;

   -- Dispositions totaling $1.65 billion during 2015 (implies an
      incremental $150 million between May 1 and Dec. 31, 2015)
      and no dispositions during 2016 and 2017;

   -- No equity issuance during the forecast period;

   -- Unsecured bond issuances of $500 million and $750 million
      during 2016 and 2017 at rates of 4.5% and 4.75%,
      respectively, with a portion of the proceeds used to
      unencumbers assets as consolidated mortgages mature.

RATING SENSITIVITIES

Duke's asset quality and balance sheet improvements have led to
positive momentum in its credit profile, but Fitch's Outlook for
the company remains Stable.  Further de-leveraging could result in
the company exceeding several positive rating sensitivities we have
identified.  However, Fitch plans to observe the level at which
DRE's metrics stabilize (and the company's tolerance for operating
outside of these metrics) before considering a positive rating
action given our rating case expectation for Duke's leverage to
sustain in the low 6.0x range through 2017.  Duke has not publicly
committed to maintain financial policies consistent with a higher
rating level.

These factors may collectively or individually result in upward
rating momentum:

   -- Fitch's expectation of leverage sustaining below 6.0x (pro
      forma leverage was 6.2x for the TTM ended March 31, 2015);

   -- Fitch's expectation of FCC above 3.0x (TTM coverage was
      2.2x).

These factors may have a negative impact on the ratings:

   -- Fitch's expectation of leverage sustaining above 7.0x;

   -- Fitch's expectation of FCC sustaining below 2.0x

FULL LIST OF RATING ACTIONS

Fitch has affirmed the ratings for Duke Realty Corp. and Duke
Realty Limited Partnership as follows:

Duke Realty Corporation
   -- IDR at 'BBB'.

Duke Realty Limited Partnership
   -- IDR at 'BBB';
   -- Senior unsecured line of credit at 'BBB';
   -- Senior unsecured term loan at 'BBB';
   -- Senior unsecured notes at 'BBB'.

Fitch has withdrawn its 'BB+' preferred stock rating for Duke
Realty Corporation as the company no longer has any preferred stock
outstanding as it was taken private.



DVORKIN HOLDINGS: Trustee's Full-Payment Plan Moves Forward
-----------------------------------------------------------
Judge Jacqueline P. Cox scheduled a hearing on June 30, 2015, to
consider confirmation the full-payment proposed by the Chapter 11
trustee and equity holders of debtor Dvorkin Holdings, LLC, while
the judge rejected a competing plan filed by general unsecured
creditor ASM Capital.

Gus A. Paloian, as Chapter 11 trustee, and equity holders Francine
Dvorkin, Beverly Dvorkin, and Aaron Dvorkin filed a plan that
proposes to pay claim holders 100% with interest rate of 0.17%,
which is the federal rate, and to permit interest holders to retain
their interests in the holders.  ASM Capital IV, LP and ASM Capital
V, LP, proposed a competing plan that proposes to pay claim holders
interest at the contracts' default rate of 9%.

The Debtor has more than enough cash to pay its debts.  The Chapter
11 Trustee has cash in the amount of $27,800,417.  Scheduled claims
total less than $23,600,000.

According to the Trustee and the Equity Holders, after it became
evident that the Trustee was in the process of recovering tens of
millions of dollars for the benefit of creditors in the case, ASM
purchased two general unsecured claims for pennies on the dollar.
Not being satisfied with its phenomenal investment, ASM now pursues
confirmation of its own plan which seeks to displace Equity
Interest Holders so ASM can pay itself postpetition interest at a
rate equal to the lesser of the contractual default rate or 9%.

Judge Cox, however, rejected ASM's plan.  ASM asserted that
unsecured creditors must receive the amounts to which they are
entitled under applicable non-bankruptcy law -- most importantly,
the amounts for which they bargained in their contractual
arrangements with the debtor -- before any amounts can be paid to
equity.

Like ASM, FirstMerit Bank, N.A., and ColFin Bulls Funding A, LLC,
filed documents opposing the Trustee's plan on grounds that they
should be paid postpetition interest at their respective
contractual rates.

ASM argued that the contract rate of interest is required by the
Seventh Circuit's ruling in In re Chicago, Milwaukee, St. Paul and
Pacific Railroad Co., 791 F.2d 524, 530.  The judge, however, ruled
that the Bankruptcy Code provision applies in the present case, not
the Seventh Circuit ruling in Chicago that predates it.  11 U.S.C.
Sec. 726(a), which is the distribution provision for liquidation
cases, provides for payment of interest at the legal rate from the
date of the filing of the petition.

The judge noted that in Onink v. Cardelucci (in re Cardelucci), 285
F.3d 1231, 1234 (9th Cir. 2002), the Ninth Circuit held that when a
debtor in bankruptcy is insolvent, unsecured creditors are entitled
to interest at the legal rate from the date of filing prior to the
distribution of liquidated assets.  That court ruled that "interest
at the legal rate" means interest at the federal statutory rate
pursuant to 28 U.S.C. Sec. 1961(a), to the exclusion of the
contract default rate of interest and states' judgment interest
rate.

According to the judge, the ASM Plan is unconfirmable as a matter
of law because it provides for payment of postpetition interest
equal to the lesser of 9% or the contractual default rate.
Accordingly, the judge rejected the disclosure statement explaining
the ASM Plan.

Judge Cox also rejected claims by ASM that allowing equity to
retain its interest would violate the absolute priority rule.  The
judge pointed out that because all claims will be paid in full, the
Plan does not violate the absolute priority rule.

No voting will occur under the Trustee's Joint Amended Plan because
each class is unimpaired under the Plan.

The Court set this schedule:

  -- The deadline for parties to file and serve objections to
confirmation of the Amended Plan is June 12, 2015, at 5:00 p.m.
CST.

  -- The Trustee will file and serve its response to any objection
on or before June 23, 2015 at 5:00 p.m. CST.

  -- Any and all administrative claims and applications for final
allowance of professional fee claims are due June 23, 2015 at 5:00
p.m. CST.

  -- Objections to any administrative claims or applications for
final allowance of professional fee claims are due June 26, 2015,
at 5:00 p.m. CST.

  -- The hearing on final allowance of administrative claims and
professional fee claims is scheduled on June 30, 2015 at 10:00
a.m.

  -- The hearing on confirmation of the Amended Plan will be held
on June 30, 2015 at 10:00 a.m. CST.

A copy of the Court's order approving the adequacy of the
disclosure statement explaining the Trustee's Plan is available for
free at:

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

ASM Capital is represented by:

         Peter A. Siddiqui, Esq.
         Paul T. Musser, Esq.
         KATTEN MUCHIN ROSENMAN LLP
         525 West Monroe Street
         Chicago, IL 60661-3693
         Tel: (312) 902-5200

The Chapter 11 Trustee and his attorneys can be reached at:

         Gus A. Paloian, Esq.
         James B. Sowka, Esq.
         Christopher J. Harney, Esq.
         SEYFARTH SHAW LLP
         131 South Dearborn Street
         Chicago, IL 60603
         Tel: (312) 460-5000
         Fax: (312) 460-7000

THE Equity Interest Holders' attorneys can be reached at:

         Gina B. Krol, Esq.
         COHEN & KROL
         105 W. Madison St., Suite 1100
         Chicago, IL 60602
         Tel: (312) 368-0300

                      About Dvorkin Holdings

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

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

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

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

On March 16, 2015, the Clerk of the Court reassigned the case to
U.S. Bankruptcy Judge Jacqueline P. Cox.


EL PASO CHILDREN'S: Andy Krafsur, Rick Bonart Want to Join Board
----------------------------------------------------------------
Maria Garcia at KVIA.com reports that bankruptcy lawyer and Spira
Footwear CEO Andy Krafsur and Rick Bonart, DVM, the consumer
advocate on the Public Service Board and who recently ran
unsuccessfully for City Council, have expressed willingness to join
El Paso Children's Hospital Corporation board, after four members
resigned from the 11-member board.

According to KVIA.com, Mr. Krafsur, who oversaw thousands of
bankruptcy cases as an El Paso bankruptcy trustee before he began
Spira Footwear, told Children's Hospital CEO, Mark Herbers, that he
is willing to offer his expertise and time to help the hospital.
The report quoted Mr. Krafsur as saying, "I would not ordinarily
feel like I would be a good board member for the Children's
Hospital.  I'm not a healthcare expert.  But I'm a bankruptcy
expert."  

ABC-7 relates that Mr. Bonart has sent in his resume to be
considered for the board.

Taxpayers still owe $116 million for construction of the Children's
Hospital and UMC spokesperson Ryan Mielke said that the balance
will have to be paid even if the hospital shuts down, Aileen B.
Flores at El Paso Times reports.

Citing Mr. Mielke, El Paso Times relates that the outstanding
principal balance is $116.3 million.  The report states that UMC is
scheduled to pay $2 million on the principal in August.

According to El Paso Times, U.S. Bankruptcy Judge H. Christopher
Mott will hear a motion on June 11, 2015, in which he is asked by
Children's Hospital to order another round of mediation.

UMC has hired outside legal counsel for the bankruptcy case and the
amount UMC will have to pay Norton Rose Fulbright US LLP is still
unknown because UMC is still negotiating a cost, El Paso Times
states, citing Mr. Mielke.

                 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 dba
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.


EMPRESAS OMAJEDE: Seeks Valuation of Carraizo Properties
--------------------------------------------------------
Empresas Omajede, Inc., asks the U.S. Bankruptcy Court for the
District of Puerto Rico to schedule a hearing on the valuation of
the Carraizo Properties.

Kendra Loomis, Esq., at G.A. Carlo-Altieri & Associates, in San
Juan, Puerto Rico, say that after the hearing held on August 4,
2014, two issues remained with Banco Popular de Puerto Rico and
these relate to the valuation of real property which the Debtor
seeks to surrender to BPPR and the Debtor's objection to BPPR's
claim secured by other real properties, in particular the
application of the grace periods with respect to late fees and the
applicable default rates.

Ms. Loomis says that the unresolved issues that prevent the filing
of an amended plan were fully briefed as of August 25, 2014, and
October 1, 2014.  More than seven months have passed and no rulings
have been issued, Ms. Loomis tells the Court.  The case is in a
state of uncertainty until the motions of August and October are
ruled upon and hearings are scheduled to resolve the remaining
issues, Ms. Loomis points out.

Ms. Loomis further asserts that the lack of resolution of the
issues presented to the Court has presented and continues to
present hardship to the Debtor and the unsecured creditors of the
estate, including the mother of the Debtor's principal.  According
to Ms. Loomis, the mother's inability to collect the funds she is
owed from Debtor has caused her home to be placed in foreclosure as
she is unable to pay the mortgage, yet is owed $461,005 by the
Debtor, which the Debtor proposes to pay, yet is unable to pay
without an order of confirmation.

The Debtor cannot voluntarily dismiss the case at this stage, as it
would not retain the agreements reached with all creditors, could
incur significant additional expenses and would find itself
litigating the issues raised with BPPR in local courts for years to
come and after significant time and expense in the bankruptcy court
attempting to resolve them, Ms. Loomis additionally asserts.

The Debtor is represented by:

          Kendra Loomis, Esq.
          Gerardo A. Carlo-Altieri, Esq.
          G.A. CARLO-ALTIERI & ASSOCIATES
          254 San Jose St., Third Floor
          San Juan, PR 00901
          Tel: (787)919-0026
          Email: Loomislegal@gmail.com
                 gaclegal@gmail.com

                    About Empresas Omajede

Empresas Omajede, Inc., filed a Chapter 11 petition (Bankr.
D.P.R.
Case No. 12-10113) in Old San Juan, Puerto Rico, on Dec.
21, 2012.
Nelson E. Galarza serves as financial advisor.



The Debtor disclosed $16,718,614 in assets and $4,935,883
in
liabilities in its schedules. The Debtor is a Single Asset
Real
Estate as defined in 11 U.S.C. Sec. 101(51B) with principal
assets
located at La Ectronica Building, 1608 Bori St., in San
Juan,
Puerto Rico.



ENDEAVOUR INTERNATIONAL: Reports $111-Mil. Net Loss in Q1
---------------------------------------------------------
Endeavour International Corporation filed its quarterly report on
Form 10-Q, disclosing a net loss of $111 million on $64.3 million
of revenues for the three months ended Mar. 31, 2015, compared with
a net loss of $44.9 million on $94.16 million of revenue for the
same period last year.

The Company's balance sheet at Mar. 31, 2015, showed $577 million
in total assets, $1.45 billion in total liabilities, and a
stockholders' deficit of $887 million.

A copy of the Form 10-Q is available at:

                         http://is.gd/9LnlDN

                   About Endeavour International

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

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

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

Endeavour Operating Corporation, in its schedules, disclosed
$808,358,297 in assets and $1,242,480,297 in liabilities as of the
Chapter 11 filing.

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

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

                        *     *     *

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

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

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

On April 29, 2015, the Debtor announced that, as a result of
recent declines in oil and gas prices, the Company withdrew the
proposed Plan.



ENERGY FUTURE: Committees Object to Exclusivity Extension Request
-----------------------------------------------------------------
Multiple parties -- including Wilmington Savings Fund Society (in
its capacity as successor indenture trustee), Energy Future
Holdings' (EFH) official committee of unsecured creditors, Texas
Competitive Electric Holdings' (TCEH) official committee of
unsecured creditors, the ad hoc committee of TCEH's first lien
creditors, American Stock Transfer & Trust Company, the ad hoc
group of TCEH's unsecured noteholders and Law Debenture Trust
Company of New York (in its capacity as indenture trustee) -- filed
with separate objections to Energy Future Holdings Corp., et al.'s
third motion for an exclusivity extension, various news sources
reported.

BankruptcyData reported that the official committee of unsecured
creditors asserts, "The EFH Committee is concerned that the
Debtors, who still seek a joint plan for the 'E side' and the 'T
side', will not be able to craft a joint plan that is confirmable
as to EFH, EFIH, EFIH Finance, and EECI, (collectively, the 'EFH
Debtors'). Nonetheless, the EFH Committee recognizes that the Court
believes the Debtors should have 'some runway [in] connection with
alternative plan structure[s].' The EFH Committee would, of course,
welcome a plan of reorganization that pays claims against the EFH
Debtors in full, a proposition that appears to be the basis of all
plan efforts currently underway....But stakeholders and the Court
should be able to consider the outcome of these alternative plan
efforts before determining whether a further extension of
exclusivity is appropriate for the EFH Debtors. Any further
extension at this time could prejudice the creditors of the EFH
Debtors....The creditors of the EFH Debtors should not be forced to
continue to bear the costs of delay if the current alternative plan
efforts are unsuccessful. Any further extension of the exclusivity
periods should be limited to 60 days -- the EFH Debtors have not
demonstrated 'sufficient cause' for a further extension at this
time."

As previously reported by The Troubled Company Reporter, the
Debtors are asking the U.S. Bankruptcy Court for the District of
Delaware to:

   (a) extend the period during which the Debtors have the
exclusive right to file a Chapter 11 plan to the end of the
statutory period provided by Section 1121 of the Bankruptcy Code,
through and including Oct. 29, 2015; and

   (b) extend the period during which the Debtors have the
exclusive right to solicit acceptances of their plan through and
including Dec. 29, 2015.

According to Jason M. Madron, Esq., at Richards, Layton & Finger,
P.A., in Wilmington, Delaware, the Debtors will use the extension
of the Exclusive Periods to advance the Plan and their other
initiatives to a value-maximizing outcome for these cases.

Mr. Madron states: "The preservation of the Debtors' Exclusive
Periods is critical to capitalize on all the momentum built since
entry of the Second Extension Order.  The Plan has the built-in
flexibility to allow the Debtors to incorporate the outcome of both
the ultimate EFH-EFIH Transaction and the Debtors' negotiations
with their creditors.  The Scheduling Order will provide a
framework for these negotiations, but at the same time will ensure
that, if these negotiations are unsuccessful, these cases will keep
moving forward and parties will have a forum to raise any
objections.  An extension of the Exclusive Periods is integral to
these efforts."

"On the other hand, allowing the Exclusive Periods to lapse at this
time would, among other things, undermine these efforts and the
spirit of the Scheduling Order.  The filing of independent plans by
various factions would distract stakeholders and diminish the
incentive for collaboration.  It would also create uncertainty
around the Debtors' ability to exit from Chapter 11 in a reasonable
timeframe and around the EFH-EFIH Transaction process.  The estates
would suffer as a result," Mr. Madron adds.

                        About Energy Future

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

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

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

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

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

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

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

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

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


ENERGY FUTURE: Disclosure Statement Hearing Schedule Set
--------------------------------------------------------
U.S. Bankruptcy Judge Christopher S. Sontchi entered an order
scheduling certain hearing dates and deadlines in connection with
the approval of Energy Future Holdings Corp.'s Chapter 11 plan.

Judge Sontchi is strongly encouraging parties-in-interest to
resolve all objections to the Disclosure Statement before the
hearing on the Disclosure Statement and is strongly discouraging
the parties from pursuing expensive, time-consuming, and
unnecessary discovery or litigation regarding the adequacy of the
Disclosure Statement.

These dates will govern approval of the Disclosure Statement:

   * May 11, 2015, the date on which parties may begin serving
written discovery requests and all written discovery requests must
be served no later than May 18, 2015.

   * May 11, 2015, the date on which parties may begin serving
written disposition notices and all written discovery requests must
be served no later than May 18, 2015.

   * Monday, June 15, 2015, at 4:00 p.m. (prevailing Eastern Time)
will be the deadline by which parties must respond and object to
written discovery requests.

   * Monday, June 29, 2015 at 4:00 p.m. (prevailing Eastern Time)
will be the deadline by which any party, including parties, must
file any objections to the Disclosure Statement.

   * Thursday, July 2, 2015, at 4:00 p.m. (prevailing Eastern Time)
will be deadline by which all discovery will be complete.

   * Monday, July 13, 2015 at 4:00 p.m., will be the deadline by
which the Debtors must file their reply to all timely objections to
the Disclosure Statement.

   * Wednesday, July 16, 2015, will be the date by which counsel to
parties who filed timely objections to the Disclosure Statement and
counsel to the Debtors must meet and confer with a view toward
narrowing and resolving their disputes regarding the adequacy of
the disclosure statement.

   * Monday, July 20, 2015, at 9:30 a.m. (prevailing Eastern Time)
will be the date and time of the start of the Disclosure Statement
Hearing.

   * The Debtors must file the final Disclosure Statement as
approved by the Court no later than 5 days after the conclusion of
the Disclosure Statement Hearing.

Pursuant to a stipulation, the Debtors, the TCEH Committee, the
TCEH First Lien Ad Hoc Group, Wilmington Savings Fund Society, FSB
as indenture trustee for the TCEH second lien notes, and the ad hoc
consortium of TCEH second lien noteholders, the ad hoc group of
TCEH unsecured bondholders and Law Debenture Trust Company of New
York, as the indenture trustee for the TCEH Unsecured notes agreed
to commence mediation regarding the Plan.  Peter L. Borowitz, Esq.,
is appointed as mediator.  Mediation will commence on May 18, 2015,
and will terminate on July 20, 2015.

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

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

                            The Plan

As reported in the April 15, 2015 edition of the TCR, Energy Future
and its affiliates filed a joint plan of reorganization and
disclosure statement, which provides for a comprehensive
restructuring and recapitalization of the Debtors' pre-bankruptcy
obligations and corporate form, preserves the going concern value
of the Debtors' businesses, maximizes recoveries available to all
constituents, provides for an equitable distribution to the
Debtors' stakeholders, protects the jobs of employees, and ensures
continued provision of electricity in Texas to the Texas
Competitive Electric Holdings Company LLC's 1.7 million retail
customers and the smooth delivery of electricity to the entire
state through the TCEH Debtors' generation activities.

A full-text copy of the Plan dated April 14, 2015, is available at
http://bankrupt.com/misc/EFHplan0414.pdf

A full-text copy of the Disclosure Statement is available at
http://bankrupt.com/misc/EFHds0414.pdf

                        About Energy Future

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

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

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

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

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

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

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

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

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


ENERGY FUTURE: Has Until Oct. 29 to Keep Control of Bankruptcy
--------------------------------------------------------------
Peg Brickley, writing for Daily Bankruptcy Review, reported that
U.S. Bankruptcy Judge Christopher Sontchi in Delaware gave Energy
Future Holdings Corp. more time to round up support for its chapter
11 plan, as creditors and potential bidders circle its valuable
transmissions unit, Oncor.

Judge Sontchi granted Energy Future's request to ward off the
threat of competing chapter 11 plans until Oct. 29, the maximum
time allowed by law.

                        About Energy Future

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

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

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

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

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

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

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

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

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


EPICOR RSG: Moody's Assigns 'B3' Corporate Family Rating
--------------------------------------------------------
Moody's Investors Service assigned B3 corporate family rating and
Caa1-PD probability of default rating to Epicor RSG US, Inc., the
Retail Solutions Group business unit recently spun-off from Epicor
Software Corporation. Moody's also assigned a B3 rating to the
company's proposed first lien credit facilities. The proceeds of
the debt issuance are being used to capitalize the new business
entity, as well as fund a distribution to shareholders. The ratings
outlook is stable.

The B3 rating is driven by RSG's limited operating history and
standalone financials, limited free cash flow expectations, and
leverage. The ratings also consider the company's strong niche
position as a provider of software to mid-market retailers. Moody's
estimates RSG's leverage at approximately 4.5x as of the last
twelve month period ending March 31, 2015. While leverage is
moderate relative to other B3 rated enterprise software companies,
RSG is smaller in scale as measured by revenues, free cash flow is
expected to be very limited over the next 12 to 18 months and the
company has to transition to a standalone basis. The small scale is
offset somewhat by the company's leading positions as a provider of
retail planning solutions software, and retail point of sale
software and hardware solutions where it competes against larger
players, Oracle Micros, Manhattan Associates, and JDA. RSG's
solutions are expected to be further bolstered by the integration
of recent acquisitions Quantisense and ShopVisible, which provide
order management and data analysis tools for specialty retailers.
The ratings also reflect the risk of potential disruptions as the
company builds functional back office resources in order to stand
alone from its parent company as well as the aggressive financial
policies of the private equity owners.

The stable outlook reflects the expectation of low to mid single
digit growth, and limited but positive free cash flow over the next
12 to 18 months. The ratings could be upgraded if the company
successfully builds the infrastructure necessary to operate and
report as a standalone business and free cash flow to debt is
expected to be sustained above 5%. The ratings could be downgraded
if performance were to deteriorate materially, free cash flow is
negative on other than a temporary, or if liquidity otherwise
deteriorates.

Liquidity is adequate based on a projected $10 million of cash on
the balance sheet at the close of the transaction, access to a $15
million revolving credit facility (expected to be undrawn at
closing) and expectations of limited but positive free cash flow.

Assignments:

Issuer: Epicor RSG US, Inc.

  -- Probability of Default Rating, Assigned Caa1-PD

  -- Corporate Family Rating, Assigned B3

Issuer: Epicor RSG US, Inc. and co-borrower ERSC Amalco (Canada)

  -- Senior Secured Bank Credit Facility, Assigned B3 (LGD3)

Outlook Actions:

Issuer: Epicor RSG US, Inc.

  -- Outlook is Stable

The principal methodology used in these ratings was Global Software
Industry published in October 2012. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.  
Epicor RSG US, Inc. ("RSG") is a leading provider of retail
planning and point of sale software for mid-market retailers. The
company had revenues of approximately $139 million in the last
twelve months ended March 31, 2015. RSG is expected to spin off
from Epicor Software Corporation in June 2015, concurrent with
being acquired by private equity group, Apax Partners.


EVERYWARE GLOBAL: Alvarez & Marsal Provided CRO Services
--------------------------------------------------------
EveryWare Global, Inc. and its debtor-affiliates have sought and
obtained authorization from the U.S. Bankruptcy Court for the
District of Delaware to employ Alvarez & Marsal North America, LLC
to provide the Debtors with:

     -- a Chief Restructuring Officer;

     -- an Interim Vice President of Finance; and

     -- certain additional authorized representatives
        of A&M and its professional service provider
        affiliates to assist the CRO and IVPF,

nunc pro tunc to the April 7, 2015 petition date.

The Debtors designated William H. Runge, III as CRO and Joel K.
Mostrom as IVPF.

The Debtors employed A&M to provide the Engagement Personnel on the
terms and conditions set forth in the engagement letter, dated
March 20, 2015 except as otherwise explicitly set forth herein or
in any order granting this Motion.

Generally, the Engagement Personnel supported the Debtors with
respect to:

   (a) the CRO shall perform all normal and customary duties
       required of the CRO;

   (b) the IVPF shall provide such support as reasonably requested

       by the CRO and/or the Debtors' then existing Chief
       Financial Officer or CEO;

   (c) in addition, the Engagement Personnel shall perform such
       other services as requested or directed by the CEO or board

       of the directors of the Debtors (the "Board") and agreed to

       by A&M including but not limited to the following:

       -- assistance in the development and management of a 13-
          week cash flow forecast;

       -- assistance in preparation of reports and liaison with
          constituents;

       -- assistance in the discussions with and providing
          information to potential investors, secured lenders,
          official committees, the Office of the United States
          Trustee for the District of Delaware (the "U.S.
          Trustee") as deemed necessary and appropriate by the
          Debtors;

       -- assistance in the overall financial reporting division
          in managing the administrative requirements of the
          Bankruptcy Code, including post-petition reporting
          requirements and claim reconciliation efforts;

       -- assistance to the Debtors and their other advisors in
          furthering restructuring plans or strategic alternatives

          for maximizing the enterprise value of their various
          business lines;

      --  serving as the principal contact with the Debtors' key
          constituents/creditors with respect to financial and
          operational matters; and

      --  performance of other services in connection with the
          restructuring process as reasonably requested or
          directed by the Board and other authorized Debtor
          personnel, consistent with the role played by A&M in
          this matter and not duplicative of services being
          performed by other professionals in these proceedings.

A&M will be paid by the Debtors for the services of the Engagement
Personnel at their customary hourly billing rates with the
exception of the IVPF. A&M and the Debtors have agreed that the
Debtors will pay A&M a flat weekly rate of $31,680 in return for
the services rendered to the Debtors by the IVPF. Any partial weeks
will be pro-rated, based on the number of days in the week.
Further, the Debtors and A&M have agreed that the CRO shall be
compensated at $825 per hour. The current hourly billing rates for
Additional Personnel, based on the position held by such Additional
Personnel at A&M, are subject to the following ranges:

       Managing Director          $750-$950
       Director                   $550-$750
       Analyst/Associate          $350-$550

William H. Runge, III, managing director of A&M, 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.

A&M can be reached at:

       William H. Runge, III
       ALVAREZ & MARSAL NORTH AMERICA, LLC
       Monarch Tower
       3424 Peachtree Road NE, Suite 1500
       Atlanta, GA 30326
       Tel: (404) 260-4040
       Fax: (404) 260-4090

                    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 a voluntary Chapter
11 petition (Bankr. D. Del. Case No. 15-10743) on April 7, 2015.
Twelve of its affiliates filed separate Chapter 11 petitions the
next day.  The cases are pending before Judge Laurie Selber
Silverstein.

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.

                         *     *     *

EveryWare Global, Inc., on May 22, 2015, confirmed the Company's
financial restructuring plan dated April 7, 2015, 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.


EVERYWARE GLOBAL: Court Approves Pachulski as Co-Counsel
--------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Everyware Global Inc., et al., to employ Pachulski Stang Ziehl &
Jones LLP as their co-counsel.

As reported in the Troubled Company Reporter on May 15, 2015,
PSZ&J is expected to, among other things:

  a) provide legal advice regarding local rules, practices, and
procedures;

  b) review and comment on drafts of documents to ensure compliance
with local rules, practices, and procedures; and

  c) file documents as requested by Kirkland & Ellis LLP and
coordinating with the Debtors' claims agent for service of
documents.

The firm's principal attorneys and paralegals designated to
represent the Debtors and their current standard hourly rates
are:

     Laura Davis Jones, Esq.     $1,025
     Colin R. Robinson, Esq.     $650
     Peter J. Keane, Esq.        $525
     Karina Yee, Esq.            $305

The Debtors tell the Court that PSZ&J has received payments during
the year prior to the their petition date in the amount of $75,000
including their aggregate filing fees for these cases, in
connection with its prepetition representation.

The Debtors assure the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.

                    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 a voluntary Chapter
11 petition (Bankr. D. Del. Case No. 15-10743) on April 7, 2015.
Twelve of its affiliates filed separate Chapter 11 petitions the
next day.  The cases are pending before Judge Laurie Selber
Silverstein.

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.

                         *     *     *

EveryWare Global, Inc., on May 22, 2015, confirmed the Company's
financial restructuring plan dated April 7, 2015, 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.


EVERYWARE GLOBAL: Jefferies LLC Approved as Investment Banker
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Everyware Global Inc., et al., to employ Jefferies LLC as
investment banker, nunc pro tunc to the Petition Date.

Jefferies is expected to, among other things:

   1. provide advice and assistance to the Debtors in connection
with analyzing, structuring, negotiating and effecting a
restructuring or an amendment;

   2. become familiar with, to the extent Jefferies deems
appropriate, and analyzing, the business, operations, properties,
financial condition and prospects of the Debtors; and

   3. advise the Debtors on the current state of the restructuring
market.

The Debtors and Jefferies have agreed to these compensation and
expense reimbursement:

   -- a monthly fee equal to $125,000 per month until the
expiration or termination of the engagement letter;

   -- upon the consummation of a restructuring or similar
transaction, a transaction fee in an amount equal to 1.0% of the
aggregate principal amount of all restructured liabilities;

   -- upon entering into an amendment, a fee equal to 0.25% of the
face amount of such amended indebtedness outstanding as of the
time of such amendment if the amendment affects the covenants
through (but not after) Dec. 31, 2015 or 0.50% of the face amount
of such amended indebtedness outstanding as of the time of such
amendment if the amendment affects the covenants beyond Dec. 31,
2015;

   -- upon closing of an M&A Transaction, a fee equal to 2.0% of
transaction value;

   -- upon the closing of a transaction, these fees: (i) if the
financing involves Equity Securities, a fee in an amount equal to
5.0% of the aggregate gross proceeds received or to be received
from the sale of Equity Securities to investors; (ii) if the
financing involves Debt Securities, a fee equal to 4.0% of the
aggregate principal amount of such Debt Securities; and (iii) if
the financing involves the execution of a credit agreement
for Bank Debt, a fee equal to 2.0% of the maximum principal amount
available under the Bank Debt.

                       Objections Resolved

All objections to the application were resolved.

The Debtors received an informal response to the application from
the U.S. Trustee and a limited objection from the Prepetition Term
Lender Committee.

The Debtors later submitted a revised proposed order to address the
U.S. Trustee's and the Term Lender Committee's concerns.  A copy of
the document is available for free at:

http://bankrupt.com/misc/EveryWareGlobal_183_cert_Jefferies.pdf

The Term Lender Committee, in its objection, noted that the Court
can and should condition the retention of the Debtors'
professionals on reasonable compensation terms that will benefit
the estates, rather than unjustly enrich a professional at the
expense of the estates.

The revised order provides, among other things that Jefferies' fees
in connection with the Chapter 11 cases will be capped at $2.5
million.  In addition, the fees and expenses payable to Jefferies
will be subject to review pursuant to 11 U.S.C. Sec. 328(a) and
will not be subject to the standard of review set forth in Sec.
330, except by the U.S. Trustee, who will have the right to object
to Jefferies' requests for payment of fees and expenses based on
the reasonableness standard in Sec. 330.  The judge approved the
indemnification, contribution and reimbursement provisions include
in the Engagement Letter, subject to certain modifications.

                       Disinterestedness

Richard Morgner, managing director and joint global head of
Restructuring & Recapitalization at Jefferies 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.

Jefferies LLC can be reached at:

       Richard Morgner
       JEFFERIES LLC
       520 Madison Avenue
       New York, NY 10022
       Tel: (212) 284-1746
       Fax: (646) 786-5809
       E-mail: rmorgner@jefferies.com

                    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 a voluntary Chapter
11 petition (Bankr. D. Del. Case No. 15-10743) on April 7, 2015.
Twelve of its affiliates filed separate Chapter 11 petitions the
next day.  The cases are pending before Judge Laurie Selber
Silverstein.

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.

                         *     *     *

EveryWare Global, Inc., on May 22, 2015, confirmed the Company's
financial restructuring plan dated April 7, 2015, 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.


EVERYWARE GLOBAL: Prime Clerk Okayed as Administrative Advisor
--------------------------------------------------------------
EveryWare Global, Inc. and its debtor-affiliates were authorized by
the U.S. Bankruptcy Court for the District of Delaware to employ
Prime Clerk LLC as administrative advisor, nunc pro tunc to the
April 7, 2015 petition date.

The Debtors required Prime Clerk:

   (a) assist with, among other things, solicitation, balloting,
       and tabulation of votes, and prepare any related reports,
       as required in support of confirmation of a chapter 11
       plan, and in connection with such services, process
       requests for documents from parties in interest, including,

       if applicable, brokerage firms, bank backoffices, and    
       institutional holders;

   (b) prepare an official ballot certification and, if necessary,

       testify in support of the ballot tabulation results;

   (c) assist with the preparation of the Debtors' schedules of
       assets and liabilities and statements of financial affairs
       and gather data in conjunction therewith;

   (d) provide a confidential data room, if requested;

   (e) manage and coordinate any distributions pursuant to a
       chapter 11 plan; and

   (f) provide such other processing, solicitation, balloting, and

       other administrative services described in the Engagement
       Agreement, but not included in the Section 156(c)
       Application, as may be requested from time to time by the
       Debtors, the Court, or the Office of the Clerk of the
       Bankruptcy Court.

Prime Clerk will be paid at these hourly rates:

       Analyst                     $35-$50
       Technology Consultant       $80-$120
       Consultant                  $95-$145
       Senior Consultant           $150-$170
       Director                    $180-$195
       Solicitation Consultant     $195
       Director of Solicitation    $220

Prime Clerk will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Benjamin P. D. Schrag, executive vice president of Prime Clerk,
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.

Prime Clerk can be reached at:

       Shai Waisman
       PRIME CLERK LLC
       830 3rd Avenue, 9th Floor
       New York, NY 10022
       Tel: (212) 257-5450
       E-mail: swaisman@primeclerk.com

                    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 a voluntary Chapter
11 petition (Bankr. D. Del. Case No. 15-10743) on April 7, 2015.
Twelve of its affiliates filed separate Chapter 11 petitions the
next day.  The cases are pending before Judge Laurie Selber
Silverstein.

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.

                         *     *     *

EveryWare Global, Inc., on May 22, 2015, confirmed the Company's
financial restructuring plan dated April 7, 2015, 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.


FREDERICK'S OF HOLLYWOOD: Cancels May 28 Auction
------------------------------------------------
Sherri Toub, a bankruptcy columnist for Bloomberg News, reported
that Frederick's of Hollywood Inc. canceled an auction set for May
28 after no qualified bidders emerged to compete with Authentic
Brands Group LLC.

According to the report, the Debtor will sell its e-commerce
business, trademarks and inventory to ABG for $22.5 million,
subject to reduction based on inventory value.  ABG would also give
Frederick’s 25 percent of revenue in perpetuity from the
purchased brands, net of expenses, after ABG gets the first $10
million, the report related.

                         About Frederick's

Frederick's of Hollywood Group Inc., sells women's apparel and
related products under its proprietary Frederick's of Hollywood
brand.  Frederick's had more than 200 brick-and-mortar stores at
its peak. At present it sells its products at its online shop at
http://www.fredericks.com/     

On April 19, 2015, Frederick's of Hollywood and five affiliates
each filed voluntary petitions for relief under Chapter 11 of the
United States Bankruptcy Code.  The cases are pending approval to
be jointly administered under Case No. 15-10836 before the
Honorable Kevin Gross (Bankr. D. Del.).

The Company disclosed $36.5 million in assets and $106 million in
debt as of the bankruptcy filing.  The material debt obligations
principally consist of $33 million in loans under a secured credit
agreement, $16.2 million in unsecured promissory notes, and $56.7
million in trade debt and liabilities to landlords.

The Debtors tapped Milbank, Tweed, Hadley & McCloy LLP, as
bankruptcy counsel; Richards, Layton & Finger, P.A., as local
counsel; Consensus Advisory Services LLC as investment banker and
financial advisor; and Kurtzman Carson Consultants LLC, as claims
and noticing agent.

Andrew R. Vara, Acting U.S. Trustee for Region 3, notified the
U.S. Bankruptcy Court in Delaware that he has appointed seven
members to the Official Committee of Unsecured Creditors in the
Chapter 11 cases of Frederick's of Hollywood, Inc., and its debtor
affiliates.


FREDERICK'S OF HOLLYWOOD: Hires Milbank Tweed as Attorneys
----------------------------------------------------------
Frederick's of Hollywood, Inc. and its debtor-affiliates seek
authorization from the U.S. Bankruptcy Court for the District of
Delaware to employ Milbank, Tweed, Hadley & McCloy LLP as
attorneys, nunc pro tunc to the April 19, 2015 petition date.

The Debtors require Milbank Tweed to:

   (a) advise the Debtors with respect to their rights, powers,
       and duties as debtors in possession in the continued
       operation of their businesses and the management of their
       properties;

   (b) advise and consult on the conduct of the Chapter 11 Cases,
       including all of the legal and administrative requirements
       of operating in chapter 11;

   (c) advise the Debtors and taking all necessary or appropriate
       actions at the Debtors' direction with respect to
       protecting and preserving the Debtors' estates, including
       the defense of any actions commenced against the Debtors,
       the negotiation of disputes in which the Debtors are
       involved, and the preparation of objections to claims filed

       against the Debtors' estates;

   (d) attend meetings and negotiating with representatives of
       creditors and other parties in interest, including
       governmental authorities, as necessary;

   (e) draft all necessary or appropriate pleadings in connection
       with the Chapter 11 Cases, including motions, applications,

       answers, orders, reports, and papers necessary or otherwise

       beneficial to the administration of the Debtors' estates;

   (f) represent the Debtors in connection with obtaining
       authority to continue using cash collateral and
       post-petition financing;

   (g) advise and assist the Debtors in connection with a proposed

       sale of all or substantially all of their assets under
       section 363 of the Bankruptcy Code;

   (h) advise the Debtors concerning potential executory contract
       and unexpired lease assumptions, assignments, and
       rejections;

   (i) appear before the Court and any appellate courts to
       represent the interests of the Debtors' estates;

   (j) advise the Debtors regarding tax matters;

   (k) take all necessary or appropriate actions in connection
       with a plan or plans of reorganization and related
       disclosure statement(s) and all related documents, and such

       further actions as may be required in connection with the
       administration of the Debtors' estates; and

   (l) perform and advise the Debtors as to all other necessary
       legal services in connection with these Chapter 11 Cases,
       including, without limitation, any general corporate legal
       services.

Milbank Tweed will be paid at these hourly rates:

       Partners                  $995-$1,285
       Of Counsel                $940-$1,140
       Special Counsel           $955
       Associates                $390-$875
       Legal Assistants          $190-$335

Milbank Tweed will also be reimbursed for reasonable out-of-pocket
expenses incurred.

As of April 10, 2015, the Debtors provided Milbank Tweed with a
retainer of $375,000 in accordance with the terms of Milbank
Tweed's retention. As of April 17, 2015, the Debtors provided
Milbank Tweed with an additional retainer in the amount of $525,000
in order to replenish the prior retainer. As of the date hereof,
following application of the retainers described above prior to the
Petition Date, Milbank Tweed holds a retainer in the amount of $.71
(the "Retainer") that it will hold according to its standard
internal procedures in the same manner as Milbank Tweed holds
retainers received from each of its other clients.

Tyson M. Lomazow, partner in the Financial Restructuring Group of
the firm Milbank Tweed, 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.

Milbank Tweed can be reached at:

       Tyson M. Lomazow, Esq.
       MILBANK, TWEED, HADLEY & McCLOY LLP
       One Chase Manhattan Plaza
       New York, NY 10005
       Tel: (212) 530-5000
       Fax: (212) 530-5219
       E-mail: tlomazow@milbank.com

                        About Frederick's

Frederick's of Hollywood Group Inc., sells women's apparel and
related products under its proprietary Frederick's of Hollywood
brand.  Frederick's had more than 200 brick-and-mortar stores at
its peak. At present it sells its products at its online shop at
http://www.fredericks.com/  

On April 19, 2015, Frederick's of Hollywood and five affiliates
each filed voluntary petitions for relief under Chapter 11 of the
United States Bankruptcy Code.  The cases are pending approval to
be jointly administered under Case No. 15-10836 before the
Honorable Kevin Gross (Bankr. D. Del.).

The Company disclosed $36.5 million in assets and $106 million in
debt as of the bankruptcy filing.  The material debt obligations
principally consist of $33 million in loans under a secured credit
agreement, $16.2 million in unsecured promissory notes, and $56.7
million in trade debt and liabilities to landlords.

The Debtors tapped Milbank, Tweed, Hadley & McCloy LLP, as
bankruptcy counsel; Richards, Layton & Finger, P.A., as local
counsel; Consensus Advisory Services LLC as investment banker and
financial advisor; and Kurtzman Carson Consultants LLC, as claims
and noticing agent.


FREDERICK'S OF HOLLYWOOD: Hires Richards Layton as Co-counsel
-------------------------------------------------------------
Frederick's of Hollywood, Inc. and its debtor-affiliates seek
authorization from the U.S. Bankruptcy Court for the District of
Delaware to employ Richards, Layton & Finger, P.A. as co-counsel,
nunc pro tunc to the April 19, 2015 petition date.

The Debtors require Richards Layton to:

   (a) take all necessary actions to protect and preserve the
       estates of the Debtors, including the prosecution of
       actions on the Debtors' behalf, the defense of any actions
       commenced against the Debtors, the negotiation of disputes
       in which the Debtors are involved, and the preparation of
       objections to claims filed against the Debtors' estates;

   (b) advise the Debtors of their rights, powers, and duties as
       debtors and debtors in possession under chapter 11 of the
       Bankruptcy Code;

   (c) prepare on behalf of the Debtors, as debtors in possession,

       all necessary motions, applications, answers, orders,
       reports, and other papers in connection with the
       administration of the Debtors' estates and serve such
       papers on creditors;

   (d) take all necessary or appropriate actions in connection
       with a plan or plans of reorganization and related
       disclosure statements and all related documents, and such
       further actions as may be required in connection with
       the administration of the Debtors' estates; and

   (e) perform all other necessary legal services in connection
       with the prosecution of these chapter 11 cases.

Richards Layton will be paid at these hourly rates:

       Partners                  $585-$825
       Counsel                   $525
       Associates                $260-$490
       Paraprofessionals         $235
       Russell C. Silberglied    $725
       Zachary I. Shapiro        $490
       Joseph C. Barsalona II    $260
       Ann Jerominski            $235

Richards Layton will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Prior to the Petition Date, the Debtors paid Richards Layton a
total payment of $125,000 in connection with and in contemplation
of these chapter 11 cases. The Debtors request that the retainer
monies paid to Richards Layton and not expended for prepetition
services and disbursements be treated as an evergreen retainer to
be held by Richards Layton as security throughout the chapter 11
cases until Richards Layton's fees and expenses are awarded by
final order and payable to Richards Layton.

Russell C. Silberglied, director of Richards Layton, 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.
Richards Layton can be reached at:

       Russell C. Silberglied, Esq.
       RICHARDS, LAYTON & FINGER, PA
       One Rodney Square
       920 North King Street
       Wilmington, DE 19801
       Tel: (302) 651-7700
       Fax: (302) 651-7701
       E-mail: silberglied@rlf.com

                         About Frederick's

Frederick's of Hollywood Group Inc., sells women's apparel and
related products under its proprietary Frederick's of Hollywood
brand.  Frederick's had more than 200 brick-and-mortar stores at
its peak. At present it sells its products at its online shop at
http://www.fredericks.com/  

Frederick's of Hollywood and five affiliates each filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. D. Del. Lead Case No. 15-10836) on April 19, 2015.  The
cases are assigned to the Honorable Kevin Gross.

The Company disclosed $36.5 million in assets and $106 million in
debt as of the bankruptcy filing.  The material debt obligations
principally consist of $33 million in loans under a secured credit
agreement, $16.2 million in unsecured promissory notes, and $56.7
million in trade debt and liabilities to landlords.

The Debtors tapped Milbank, Tweed, Hadley & McCloy LLP, as
bankruptcy counsel; Richards, Layton & Finger, P.A., as local
counsel; Consensus Advisory Services LLC as investment banker and
financial advisor; and Kurtzman Carson Consultants LLC, as claims
and noticing agent.


FREDERICK'S OF HOLLYWOOD: Taps Consensus as Financial Advisor
-------------------------------------------------------------
Frederick's of Hollywood, Inc. and its debtor-affiliates seek
authorization from the U.S. Bankruptcy Court for the District of
Delaware to employ Consensus Advisory Services LLC as financial
advisor and investment banker, nunc pro tunc to the April 19, 2015
petition date.

The Debtors require Consensus to:

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

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

   (c) work with the Debtors to provide materials necessary to
       inform potential purchasers of the Debtors' business and
       the Assets and to support a possible sale, liquidation, or
       other disposition of the Assets (a "Transaction");

   (d) develop and execute a sales and marketing program by (i)
       identifying potential parties who may have an interest in
       participating in a Transaction, including re-marketing the
       business and the Assets to those parties Consensus reached
       out to prepetition, (ii) approaching such parties to
       explore their interest; (iii) eliciting proposals to
       acquire the Assets from qualified acquirers, all with a
       view toward completing one or more sales, assignments,
       licenses, or other disposition of the Assets; and

   (e) assist and advise the Debtors in structuring, negotiating
       and closing a Transaction with one or more interested
       parties in the context of these chapter 11 cases.

Debtors and Consensus have agreed to the following terms and
structure for compensation:

   -- in the event that the Debtors and ABG consummate the
      Transaction contemplated by that certain Asset Purchase
      Agreement, dated as of April 13, 2015, during the term of
      Consensus' employment, the Debtors shall pay Consensus a
      transaction fee, which shall be a graduated fee that is
      based upon the "Cash Proceeds," as such term is defined in
      the Engagement Agreement (the "Sale Fee"). The Fee shall be
      calculated as follows:

      - if Cash Proceeds are up to, but not above, $20 million,
        2% of the Cash Proceeds, the total of which will be offset

        against any amount of fees paid to Consensus prepetition
        pursuant to section 4.1 of the Engagement Letter (the
        "First Increment");

      - if Cash Proceeds are above $20 million but less than $30
        million, Consensus will be paid (i) the First Increment
        plus (ii) 4% of the difference of Cash Proceeds received
        minus $20 million ((i) and (ii) collectively, the (the
        "Second Increment")); and

      - if Cash Proceeds are equal to or greater than $30 million,
        Consensus will be paid (i) the First Increment; (ii) the
        Second Increment; and (iii) 6% of the difference of Cash
        Proceeds received minus $30 million. If Cash Proceeds are
        greater than $30 million, the First Increment will not be
        offset by the fees paid pursuant to section 4.1 of the
        Engagement Letter.

   -- in the event that (i) the Debtors enter into a "Sale
      Transaction", as such term is defined in the Engagement
      Agreement, with a party other than ABG, or (ii) the
      Engagement Agreement is terminated without Cause by the
      Debtors or with Cause by Consensus, the Debtors shall pay
      Consensus a transaction fee, which shall be a graduated fee
      that is based upon the "Gross Consideration," as such term
      is defined in the Engagement Agreement (the "Alternate
      Fee").  The Alternate Fee shall be calculated as follows:

      - if Gross Consideration is up to, but not above, $20
        million, 2% of the Gross Consideration, the total of which

        will be offset against any amount of fees paid to
        Consensus prepetition pursuant to section 4.1 of the
        Engagement Letter (the "Alternate First Increment");

      - if Gross Consideration is above $20 million but less than
        $30 million, Consensus will be paid (i) the Alternate
        First Increment plus (ii) 4% of the difference of Gross
        Consideration received minus $20 million ((i) and (ii)
        collectively, the (the "Alternate Second Increment")); and

      - if Gross Consideration is equal to or greater than $30
        million, Consensus will be paid (i) the Alternate First
        Increment; (ii) the Alternate Second Increment; and (iii)
        6% of the difference of Gross Consideration received minus

        $30 million. Note that if Cash Consideration is greater
        than $30 million, the Alternate First Increment will not
        be offset by the fees paid pursuant to section 4.1 of the
        Engagement Letter.

   -- with respect to that certain Revenue Sharing Agreement,
      dated as of April 13, 2015, by and between the Debtors and
      ABG, the Debtors or their successors in interest thereunder
      shall pay Consensus a fee equal to 5% of the revenues
      received under that agreement, provided that the aggregate
      fee shall not exceed $2 million (the "RSA Fee", and with the

      Sale Fee and the Alternate Fee, collectively, the "Fee");

   -- compensation which is payable to Consensus following a
      Transaction shall be paid to Consensus from the proceeds of
      the Transaction subject to subsequent Court approval.

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

Michael A. O'Hara, chief executive Officer and managing member of
Consensus, 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.

Consensus can be reached at:
  
       Michael A. O'Hara
       10 East 53rd Street, 24th Floor
       New York, NY 10022
       Tel: (212) 651-2135
       Fax: (212) 504-2772

                        About Frederick's

Frederick's of Hollywood Group Inc., sells women's apparel and
related products under its proprietary Frederick's of Hollywood
brand.  Frederick's had more than 200 brick-and-mortar stores at
its peak. At present it sells its products at its online shop at
http://www.fredericks.com/  

Frederick's of Hollywood and five affiliates each filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. D. Del. Lead Case No. 15-10836) on April 19, 2015.  The
cases are assigned to the Honorable Kevin Gross.

The Company disclosed $36.5 million in assets and $106 million in
debt as of the bankruptcy filing.  The material debt obligations
principally consist of $33 million in loans under a secured credit
agreement, $16.2 million in unsecured promissory notes, and $56.7
million in trade debt and liabilities to landlords.

The Debtors tapped Milbank, Tweed, Hadley & McCloy LLP, as
bankruptcy counsel; Richards, Layton & Finger, P.A., as local
counsel; Consensus Advisory Services LLC as investment banker and
financial advisor; and Kurtzman Carson Consultants LLC, as claims
and noticing agent.


FREDERICK'S OF HOLLYWOOD: Taps Kurtzman Carson as Admin Advisor
---------------------------------------------------------------
Frederick's of Hollywood, Inc. and its debtor-affiliates seek
authorization from the U.S. Bankruptcy Court for the District of
Delaware to employ Kurtzman Carson Consultants LLC as the
administrative advisor, nunc pro tunc to the April 19, 2015
petition date.

The Debtors require Kurtzman Carson to:

   (a) assist with, among other things, solicitation, balloting
       and tabulation of votes, and prepare any related reports,
       as required in support of confirmation of a chapter 11
       plan, and in connection with such services, process
       requests for documents from parties in interest, including,

       if applicable, brokerage firms, bank back-offices and
       institutional holders;

   (b) prepare an official ballot certification and, if necessary,

       testify in support of the ballot tabulation results;

   (c) assist with the preparation of the Debtors' schedules of
       assets and liabilities and statements of financial affairs
       and gather data in conjunction therewith;

   (d) manage and coordinate any distributions pursuant to a
       chapter 11 plan;

   (e) prepare fee applications for Professional Services in     
       accordance with any required procedures approved by the
       Court and as provided in paragraph 12 herein; and

   (f) provide other processing, solicitation, balloting and other
       administrative services described in the Engagement
       Agreement, but not included in the scope of the Section
       156(c) Order, as may be requested from time to time by the
       Debtors, the Court or the Office of the Clerk of the
       Bankruptcy Court (the "Clerk").

Kurtzman Carson will be paid at these hourly rates:

       Executive Vice President             Waived
       Director/Senior Managing Consultant  $170
       Consultant/Senior Consultant         $65-$160
       Project Specialist                   $45-$95
       Technology/Programming Consultant    $35-$70
       Clerical                             $25-$45

Kurtzman Carson will also be reimbursed for reasonable
out-of-pocket expenses incurred.

The Debtors provided Kurtzman Carson a retainer in the amount of
$30,000. KCC seeks to first apply the retainer to all prepetition
invoices, and thereafter, to have the retainer replenished to the
original retainer amount, and thereafter, to hold the retainer
under the Engagement Agreement during these chapter 11 cases as
security for the payment of fees and expenses incurred under the
Engagement Agreement.

Evan J. Gershbein, senior vice president of Corporate Restructuring
Services for Kurtzman Carson, 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.

Kurtzman Carson can be reached at:

       Drake D. Foster
       KURTZMAN CARSON CONSULTANTS LLC
       2335 Alaska Ave.
       El Segundo, CA 90245
       Tel: (310) 823-9000
       Fax: (310) 823-9133
       E-Mail: dfoster@kccllc.com

                         About Frederick's

Frederick's of Hollywood Group Inc., sells women's apparel and
related products under its proprietary Frederick's of Hollywood
brand.  Frederick's had more than 200 brick-and-mortar stores at
its peak. At present it sells its products at its online shop at
http://www.fredericks.com/  

Frederick's of Hollywood and five affiliates each filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. D. Del. Lead Case No. 15-10836) on April 19, 2015.  The
cases are assigned to the Honorable Kevin Gross.

The Company disclosed $36.5 million in assets and $106 million in
debt as of the bankruptcy filing.  The material debt obligations
principally consist of $33 million in loans under a secured credit
agreement, $16.2 million in unsecured promissory notes, and $56.7
million in trade debt and liabilities to landlords.

The Debtors tapped Milbank, Tweed, Hadley & McCloy LLP, as
bankruptcy counsel; Richards, Layton & Finger, P.A., as local
counsel; Consensus Advisory Services LLC as investment banker and
financial advisor; and Kurtzman Carson Consultants LLC, as claims
and noticing agent.


FRONTIER OILFIELD: Has $12.2-Mil. Working Capital Deficit
---------------------------------------------------------
Frontier Oilfield Services, Inc., filed its quarterly report on
Form 10-Q, disclosing a net income of $1.71 million on $2.73
million of revenues for the three months ended Mar. 31, 2015,
compared with a net loss of $1.47 million on $4.93 million of
revenue for the same period last year.

The Company's balance sheet at Mar. 31, 2015, showed $15.3 million
in total assets, $13.7 million in total liabilities, and a
stockholders' equity of $1.55 million.

The Company has generated losses from operations, has an
accumulated deficit and working capital deficiency.  These factors
raise substantial doubt regarding the Company's ability to continue
as a going concern.  As a result, its auditors issued an audit
opinion with respect to the 2014 annual financial statements which
included a statement describing going concern status.

A copy of the Form 10-Q is available at:

                        http://is.gd/lfMKcF

Frontier Oilfield Services, Inc., is engaged in the transportation
and disposal of saltwater and other oilfield fluids in Texas.  The
Chico, Texas-based Company currently owns and operates eleven
disposal wells in Texas.



FTS INTERNATIONAL: Moody's Rates New $350MM Notes 'B1'
------------------------------------------------------
Moody's Investors Service assigned a B1 rating to FTS
International, Inc.'s proposed $350 million senior secured notes
due 2020. Moody's also downgraded its Corporate Family Rating to
Caa1 from B2 and the ratings on FTSI's existing debt to Caa2 from
B2. The company's Speculative Grade Liquidity Rating was moved to
SGL-2 from SGL-3. This concludes the ratings review started
May 1, 2015. The outlook is stable.

"FTS International's $350 million debt issuance should provide
adequate liquidity through mid-2016 as the company endures the
sharp downturn in North American demand for oilfield services,"
stated James Wilkins, a Moody's analyst. "However, the Corporate
Family Rating was lowered to Caa1 to reflect the depressed
fundamentals of the oilfield services business and uncertain timing
and nature of a recovery in profitability and cash flow
generation."

The following summarizes the ratings activity.

FTS International, Inc.

Ratings assigned:

  -- Sr. Secured notes due 2020 -- B1 (LGD2)

Ratings downgraded:

  -- Corporate Family Rating -- Caa1 from B2

  -- Probability of Default Rating -- Caa1-PD from B2-PD

  -- Sr sec term loan due 2021 -- Caa2 (LGD4) from B2 (LGD4)

  -- Sr sec notes due 2022 -- Caa2 (LGD4) from B2 (LGD4)

Ratings upgraded:

  -- Speculative Grade Liquidity Rating -- SGL-2 from SGL-3

  -- Outlook: Stable

FTSI's Caa1 CFR reflects Moody's expectation that the company's
operating results and credit metrics will be stressed through 2015
and into 2016 as a result of the sharp decline in demand for its
oilfield services. The company generated negative $12 million of
EBITDA (including Moody's analytical adjustments) in the first
quarter 2015, as a result of lower demand for oilfield services and
price reductions demanded by customers throughout the industry. At
the end of the first quarter 2015, the company was operating 25 of
its 32 fleets. The average price for its fracturing services in the
first quarter 2015 declined 18%, but lower quarter-end prices will
lead to a further decline in average quarterly prices in the second
quarter 2015. FTSI has taken steps to reduce its costs, but the
cost reduction efforts will not be fully realized until the second
half 2015. Moody's expects the company to generate negative free
cash flow in 2015 and early 2016. However, the nature and timing of
a recovery in demand for oilfield services is a function of crude
oil and natural gas commodity prices, and therefore is uncertain.

Under Moody's Loss-Given-Default rating methodology, the proposed
$350 million notes due 2020 are rated B1, three notches higher than
the Caa1 CFR, as a result of the notes due 2020 having a first lien
security interest in the company's working capital and PP&E, and
being effectively senior in ranking to the existing $470 million
secured notes due 2022, the $480 million secured term loan due
2021, as well as the unsecured non-debt obligations.

The company's ratings are further restrained by the company's high
concentration in one service line (domestic pressure pumping) and
its exposure to the extremely competitive and highly cyclical
industry landscape dominated by much larger and financially
stronger players. FTSI has a high quality fleet of fracturing
equipment, scale within its niche oilfield services business in
certain North American geographies, substantial market positions
and related equipment manufacturing operations that further
supports its industry expertise and profit margins.

FTSI's SGL-2 Speculative Grade Liquidity Rating reflects good
liquidity supported by cash balances ($350 million as of March 31,
2015, pro forma for the debt issuance and termination of the
revolving credit facility) and operating cash flow. The company
will repay borrowings under the $300 million ABL revolving credit
facility with part of the net proceeds from the notes issuance and
terminate the revolving credit facility, after which it will not be
subject to maintenance financial covenants. Moody's expect funds
from operations to decrease in 2015 as horizontal drilling activity
and demand for fracturing remains substantially below 2014 levels.
FTSI will have the ability to manage its liquidity by reducing
capex to below historical levels ($112 million in 2014) as drilling
activity in 2015 will not support growth. The company does not have
any maintenance financial covenants under its term loan.

The stable outlook reflects Moody's expectation that FTSI will have
ample liquidity to enable it to weather the downturn in demand for
its oilfield services. The ratings could be downgraded if its
liquidity materially worsened such that the firm was expected to
have less than $75 million of cash in the next 12 months. The
ratings could be upgraded should its operating performance improve
such that EBITDA margins remain above 5%, leverage (debt/EBITDA)
remains below 5x and retained cash flow to debt remains above 5% on
a sustained basis.

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

FTS International, Inc., through its wholly owned subsidiary, FTS
International Services, LLC, provides oil and natural gas well
stimulation products and services (with a focus on high-pressure
hydraulic fracturing) to exploration and production (E&P)
companies. FTSI is owned 70% by a subsidiary of Temasek Holdings
(Private), Limited (Aaa stable), Senja Capital Ltd and other
investors (Investor Group) with the remaining 30% owned by
Chesapeake Energy Corporation (Ba1 positive).


FULLER BRUSH: Bankruptcy Court Closes Chapter 11 Cases
------------------------------------------------------
SierraConstellation Partners, as Liquidating Trustee of The Fuller
Brush Company, Inc., and CPAC, Inc., sought and obtained from Judge
Sean H. Lane of the U.S. Bankruptcy Court for the Southern District
of New York a final decree closing the Debtor's Chapter 11 cases.

According to Andrew C. Gold, Esq., at Herrick, Feinstein LLP, in
New York, a substantial consummation of the joint Chapter 11 plan
has occurred.  Pursuant to the Plan, on December 6, 2013, the
Debtors and Stillwater Advisory Group, the initial liquidating
trustee appointed by the Debtors, executed a liquidating trust
agreement.  Thereafter, Stillwater Advisory Group resigned and
appointed SierraConstellation Partners as successor Liquidating
Trustee, in accordance with the Liquidating Trust Agreement.

Mr. Gold says that pursuant to the Plan, on account of the Class 2
Victory Park Secured Claim, Victory Park received the following:
(i) the proceeds of the ILS Sale; (ii) the VPC Purchased Assets;
(iii) the proceeds of the sales of the Non-Fuller Assets.
Distributions to Victory Park under the Plan have been made.

Mr. Gold adds that pursuant to the Plan, on account of Class 3
General Unsecured Claims, general unsecured creditors received
their pro rata distribution of $100,000.  Distributions to general
unsecured creditors under the Plan have been made.

Judge Lane signed the final decree order on April 15, 2015.

The Liquidating Trustee is represented by:

          Andrew C. Gold, Esq.
          Hanh V. Huynh, Esq.
          HERRICK, FEINSTEIN LLP
          2 Park Avenue
          New York, NY 10016
          Tel: (212)592-1400
          Fax: (212)592-1500
          Email: agold@herrick.com
                 hhuynh@herrick.com

                       About Fuller Brush

The Fuller Brush Company -- http://www.fuller.com/-- sells

branded and private label products for personal care,
commercial
and household cleaning and has a current catalog of
2,000 cleaning
products. Some of Fuller's retail partners include
Home Trends, 
Bi-Mart, Byerly's, Lunds, Home Depot, Do-It-Best,
Primetime
Solutions, Vermont Country Store and Starcrest.



Founded in 1906 and based in Great Bend, Kansas, The Fuller
Brush
Company, Inc., and its parent, CPAC, Inc., filed for
Chapter 11
protection (Bankr. S.D.N.Y. Case Nos. 12-10714 and
12-10715) in
Manhattan on Feb. 21, 2012. Fuller Brush filed for
bankruptcy
five years after the company was taken over by private
equity firm
Buckingham Capital Partners. Fuller, which has 180
employees as
of the Chapter 11 filing, disclosed $22.9 million in
assets and
$50.9 million in debt. Fuller said it will be business
as usual
while undergoing Chapter 11 restructuring. But it said
that while
in reorganization, it intends to trim about half of
the current
catalog of cleaning products.



Herrick Feinstein LP serves as the Debtors' bankruptcy
counsel.



The official committee of unsecured creditors has tapped the
law
firm of Kelley Drye & Warren LLP as counsel.



The reorganization is being financed with a $5 million loan
from
an affiliate of Victory Park Capital Advisors LLC, the
secured
lender owed $22.7 million.



In October 2012, Innovative Livestock Services Inc.
purchased
Fuller Brush's non-consumer business for $12 million
cash.


Victory Park exchanged $5 million in secured debt for the
Debtors'
consumer business.


The U.S. Bankruptcy Court for the Southern District of New York
in April 2015 entered an order confirming The Fuller Brush Company,
Inc., and CPAC, Inc.'s Modified Joint Chapter 11 Plan filed Feb.
19, 2013.

Class 2 (Victory Park Secured Claim) and Class 3 (General
Unsecured Claims) voted to accept the Plan.

As reported in the TCR on March 27, Judge Sean H. Lane approved
the disclosure statement explaining The Fuller Brush Company,
Inc., et al.'s Plan of Reorganization.


GOLDEN COUNTY: Proposes July 1 Auction on Assets
------------------------------------------------
Sherri Toub, a bankruptcy columnist for Bloomberg News, reported
that Golden County Foods Inc. filed a motion seeking permission to
sell substantially all of its assets and complete that sale within
60 days or convert the Chapter 11 case to Chapter 7 where its
assets will be liquidated piecemeal.

According to the report, the Debtor has a deal to sell
substantially all assets for to Monogram Foods for $22 million,
plus the assumption of liabilities, subject to competitive bidding.
The Monogram deal hinges on getting a new contract with a major
customer on satisfactory terms and termination of the company's
union contract, the Bloomberg report said, citing court papers.
The Debtor proposes that competing bids be due June 29 followed by
an auction and sale-approval hearing on July 1.

                     About Golden County

Golden County (Bankr. D. Del. Case No. 15-11062) and its affiliates
GCF Franchisee, Inc. (Bankr. D. Del. Case No. 15-11063) and GCF
Holdings II, Inc. (Bankr. D. Del. Case No. 15-11064) filed separate
Chapter 11 bankruptcy petitions on May 15, 2015, estimating assets
and liabilities at between $10 million and $50 million each.  The
petition was signed by Dave Wiggins, chief executive officer.

Mark D. Collins, Esq., and Tyler D. Semmelman, Esq., at Richards,
Layton & Finger, P.A., serve as the Debtors' counsel.  The Debtors
also hired Neligan Foley LLP as local counsel.


GOODMAN TANK: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Goodman Tank Lines, Inc.
        463 Old Reading Pike
        Stowe, PA 19464

Case No.: 15-13768

Chapter 11 Petition Date: May 29, 2015

Court: United States Bankruptcy Court
       Eastern District of Pennsylvania (Philadelphia)

Judge: Hon. Ashely M. Chan

Debtor's Counsel: Albert A. Ciardi, III
                  CIARDI CIARDI & ASTIN, P.C.
                  One Commerce Square
                  2005 Market Street, Suite 3500
                  Philadelphia, PA 19103
                  Tel: (215) 557-3550
                  Fax: 215-557-3551
                  Email: aciardi@ciardilaw.com

                    - and -

                  Jennifer E. Cranston, Esq.
                  CIARDI CIARDI & ASTIN, P.C.
                  One Commerce Square
                  2005 Market Street, Suite 3500
                  Philadelphia, PA 19103
                  Tel: 215 557 3550
                  Email: jcranston@ciardilaw.com

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Craig D. Goodman, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/paeb15-13768.pdf


GT ADVANCED: Court Approves Settlement on upMeyer Equipment
-----------------------------------------------------------
Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg
News, reported that GT Advanced Technologies Inc. received
bankruptcy court approval of a settlement with supplier that frees
upMeyer Burger AG equipment for sale.

According to the report, the Debtor used Meyer Burger equipment to
cut and process sapphire boules grown in the furnaces now being
marketed for sale.  Among other disputes, Meyer Burger said it
owned some of the equipment, valued at almost $12 million, the
report related.

The accord resolves the ownership dispute in GT Advanced's favor,
clearing the path for the company to sell the equipment, the report
further related.  As part of the settlement, Meyer Burger waives
all so-called reclamation and administrative claims against the
company that would have required payment in full, Bloomberg said,
citing court papers.  It gets a $34.8 million unsecured claim
against GT Advanced, representing a reduction of more than $48.6
million, the Bloomberg report noted.

                 About GT Advanced Technologies

Headquartered in Merrimack, New Hampshire, GT Advanced Technologies
Inc. -- http://www.gtat.com/-- produces materials and equipment
for the electronics industry.  On Nov. 4, 2013, GTAT announced a
multiyear supply deal with Apple Inc. to produce sapphire glass
material for use in consumer electronics products.

Under the deal, Apple would provide GTAT with a prepayment of
approximately $578 million paid in four installments and, starting
in 2015, GTAT would reimburse Apple for the prepayment over a
five-year period.

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

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

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

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

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

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


GULF PACKAGING: U.S. Trustee Forms Creditors Committee
------------------------------------------------------
The U.S. trustee overseeing the bankruptcy case of Gulf Packaging
Inc. appointed nine creditors to serve on an official committee of
unsecured creditors:

     (1) Ramunas Venclovas
         Signode Industrial Group LLC

     (2) Robert Novotny
         AEP Industries, Inc.

     (3) Mark Belfore
         Maillis Strapping Systems, USA, Inc.

     (4) Judy McHenry
         Intertape Polymer Corp.

     (5) Shelly Martin
         Berry Plastics Corporation

     (6) Vito Gentile
         Sigma Stretch Film

     (7) Alexander LaRosa (representative)
         Stacktight, LLC

     (8) Asami Cillo
         Strapack, Inc.

     (9) Jim Schornagel
         Leicatex Limited

Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense.  They may investigate the debtor's business and financial
affairs.  Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.

                       About Gulf Packaging

Formed as a Texas corporation in February 2012, Gulf Packaging Inc.
is a national distributor of packaging equipment and supplies,
which sells its product by and through several independent
entities.  GPI is a private company, with its equity held in equal
parts by the Fleck Family Partnership, LLC and CWJ Eagle, LLC
(which is affiliated with the Cutshall family).

Gulf Packaging sought Chapter 11 protection (Bankr. N.D. Ill. Case
No. 15-15249) on April 29, 2015.  The case is assigned to Judge
Pamela S. Hollis.

The Debtor tapped FrankGecker LLP as counsel; BMC Group Inc. as
claims and noticing agent; and the firm of Gavin/Solmonese to
provide Edward T. Gavin as Chief Restructuring Officer.


HIGH RIDGE: Files Schedules of Assets and Liabilities
-----------------------------------------------------
High Ridge Management Corp., filed with th U.S. Bankruptcy Court
for th Souther District of Florida its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $15,500,000
  B. Personal Property            $3,818,753
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $14,139,712
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-Priority
     Claims                                        $7,177,964
                                 -----------      -----------
        Total                    $19,318,753      $21,317,676

A copy of the schedules is available for free at:

http://bankrupt.com/misc/HighRidgeManagement_97_initialSAL.pdf

                         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 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.


INTERNATIONAL BRIDGE: Bankruptcy Won't Affect Dept. of Education
----------------------------------------------------------------
International Bridge Corporation's bankruptcy filing won't affect
the Department of Education, Roselle Romanes, writing for
Pacificnewscenter.com, reports, citing DOE Superintendent Jon
Fernandez.

According to Pacificnewscenter.com, Mr. Fernandez said that the
Department doesn't deal directly with the Company, which built the
new John F. Kennedy High School.  Pacificnewscenter.com, citing Mr.
Fernandez, relates that since JFK is one of the Department's lease
schools, they deal directly  with the landlord Capital Projects
Finance Authority, whose maintenance contractor is the Company.

Mr. Fernandez, Pacificnewscenter.com reports, said that they
already met with CaPFA representatives and he was assured that
operations will continue to run smoothly and that there will be no
interruption of services.

                     About Int'l Bridge Corp.

International Bridge Corporation, a contractor for government
projects in the South Pacific and Guam, sought Chapter 11
protection (Bankr. D. Kan. Case No. 15-20951) in Kansas City on
May 7, 2015.  Robert Toelkes, the sole shareholder and manager,
signed the petition.  The Debtor disclosed total assets of $17.4
million and total debts of $27.4 million.

The case is assigned to Judge Robert D. Berger.  The Debtor tapped
Stevens & Brand, LLP, as its counsel.  Foulston Siefkin, LLP,
serves as the Debtor's special litigation counsel.  Robert G. Nath,
PLLC, represents the Debtor as special tax counsel.

According to the docket, the Debtor's Chapter 11 plan and
disclosure statement are due by Sept. 4, 2015.


INTERNATIONAL STEM CELL: Needs to Raise More Working Capital
------------------------------------------------------------
International Stem Cell Corp. filed its quarterly report on Form
10-Q, disclosing a net loss of $1.23 million on $1.62 million of
revenues for the three months ended Mar. 31, 2015, compared with a
net loss of $1.44 million on $1.65 million of revenue for the same
period last year.

The Company's balance sheet at Mar. 31, 2015, showed $6.69 million
in total assets, $6.77 million in total liabilities, and a
stockholders' deficit of $79,000.

The Company needs to raise additional working capital.  The timing
and degree of any future capital requirements will depend on many
factors.  Currently, the Company's burn rate is approximately
$255,000 per month, excluding capital expenditures and patent costs
averaging $56,000 per month.  There can be no assurance that the
Company will be successful in maintaining its normal operating cash
flow, and that such cash flows will be sufficient to sustain the
Company's operations through 2015.  Based on the above, there is
substantial doubt about the Company's ability to continue as a
going concern.

A copy of the Form 10-Q is available at:

                        http://is.gd/1aj1Ml

International Stem Cell Corp. operates as a biotechnology company,
which develops a new stem cell technology called parthenogenesis
that addresses the problem of immune-rejection. The company
operates through two business subsidiaries: Lifeline Skin Care and
Lifeline Cell Technology. Stem Cell was founded by William B.
Adams, Kenneth C. Aldrich and Gregory S. Keller on August 17, 2001
and is headquartered in Carlsbad, CA.



ITR CONCESSION: Toll Road Exits Bankruptcy Protection
-----------------------------------------------------
Patrick Fitzgerald, writing for Daily Bankruptcy Review, reported
that a toll road that runs across northern Indiana exited
bankruptcy protection and is now be operated by Australia's IFM
Investors.

According to the report, IFM Investors paid $5.725 billion to
operate the 157-mile road between the Ohio Turnpike and Chicago
Skyway for the next 66 years.  The deal closed on May 27, according
to a filing in U.S. Bankruptcy Court in Chicago, the report said.

                       About ITR Concession

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

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

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

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





JOSEPH C. FIORE: Ally Wins Stay Relief to Repossess Vehicle
-----------------------------------------------------------
Bankruptcy Judge Gregory L. Taddonio granted Ally Financial
Services, Inc.'s request for relief from automatic stay in the
Chapter 11 case of Joseph C. Fiore and Marion M. Fiore.

On March 17, 2015, Ally Financial Services (Ally) filed its motion
seeking relief from automatic stay on the grounds that its interest
in a 2008 Nissan Maxima, over which it holds a lien, was not
adequately protected due to a lack of insurance on the vehicle and
the absence of monthly papers.

In his May 6, 2015 memorandum opinion available at
http://is.gd/20sPoCfrom Leagle.com, Judge Taddonio concluded that
Ally's interest in the Nissan is not adequately protected because
it is not receiving any payments to compensate it for the lost
value attributable to the debtors' continued use and possession of
the vehicle.  Without a firm offer of adequate protection, and in
the absence of sufficient cash flow to suggest the Debtors possess
the ability to fulfill its obligations, the Court concluded that
Ally is entitled to relief from the automatic stay to pursue its
rights under applicable nonbankruptcy law.

            About Joseph C. Fiore and Marion M. Fiore

Joseph and Marion Fiore filed a voluntary petition for relief under
chapter 13 of the United States Bankruptcy Code (Bankr. W.D. Pa.
Case No. 13-21363-GLT) on March 29, 2013.  Their chapter 13 plan
was confirmed on April 7, 2014.  They later requested conversion of
the case to chapter 11 of the Bankruptcy Code.  The Court granted
the request and converted the case.


KARMALOOP INC: Names Seth Haber Chief Executive Officer
-------------------------------------------------------
Boston-based Karmaloop, Inc., a 15-year-old online retailer
specializing in streetwear, art and music-inspired clothing, on May
26 disclosed that industry veteran Seth Haber will lead the company
as CEO.  Mr. Haber is the former co-owner and director of the
hugely successful Agenda Trade Shows.  Held in New York and Long
Beach, California, The Agenda Trade Shows are the premier
streetwear and action sports trade events.  Mr. Haber exited the
company following its sale to Reed Exhibitions in December 2012.  A
native of Brookline, Mass., Mr. Haber holds a bachelor's degree in
Industrial and Labor Relations from Cornell University.

"Karmaloop has a unique and loyal customer base and I look forward
to leading the company toward a strong future, for the sake of our
customers and vendors as well as our employees," said Mr. Haber.
"I have been in this business for a long time and I have worked
with most, if not all, of KL's key business partners.  I know that
we can continue to build on what the company has already done in
order to take it to the next level."

Comvest Partner Robert O'Sullivan said, "We conducted an extensive
CEO search and found a number of highly qualified candidates
interested in leading Karmaloop.  Throughout the process, Seth
distinguished himself as our number one choice.  His passion for
the streetwear culture, varied experience in the industry and
achievement in building Agenda made him a natural fit for the
position.  We feel very lucky to have found Seth, and even more
fortunate that we were able to convince him that this is a unique
opportunity to restore Karmaloop to its roots.  Because of our
confidence in Seth, we are investing significant capital to support
his vision and ensure the company is able to deliver the kind of
customer experience that will lead to success."

Haber's appointment follows the recent acquisition of Karmaloop by
Comvest Partners, West Palm Beach, and CapX Partners, Chicago,
which includes all of Karmaloop's businesses; Karmaloop.com, PLNDR,
Kazbah and Karmaloop Europe.  Comvest and CapX will acquire the
Company as part of the Company's voluntary chapter 11 bankruptcy
case pending in the United States Bankruptcy Court for the District
of Delaware.  The sale is expected to close in early June.

                         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.


KENAN ADVANTAGE: Moody's Alters Outlook to Stable & Affirms B1 CFR
------------------------------------------------------------------
Moody's Investors Service revised the rating outlook of Kenan
Advantage Group, Inc. to stable from negative. Concurrently,
Moody's affirmed all other ratings of Kenan, including the B1
Corporate Family Rating, B1-PD Probability of Default rating, as
well as the Ba3 and B3 ratings of the senior secured credit
facility and the $350 million senior unsecured notes due 2018,
respectively.

The rating outlook revision reflects Moody's expectation that the
improvements in operating margins and cash flow generation that
Kenan has demonstrated are sustainable and will result in credit
metrics that are more supportive of the company's B1 CFR. Operating
margins increased to almost 6% in 2014, from only 4.5 to 5.0% in
previous years, calculated on a Moody's adjusted basis. At current
levels of profitability, Kenan should be able to generate
consistently positive free cash flow of around $15 to $25 million
annually. While leverage has been high due to Kenan's acquisitive
growth strategy and past distributions to its shareholders, Moody's
anticipates Debt-to-EBITDA to be around 4.5 times in 2015, more in
line with levels typically seen at the B1 rating category.

The B1 CFR also considers Kenan's position as a leading
truck-transporter of liquid bulk products throughout the United
States and western Canada. Kenan's acquisitive growth strategy
enhances the company's scale, geographic footprint and end market
exposure, but sizeable acquisitions are likely funded with
additional debt, increasing the risk of elevated leverage. At the
same time, Moody's believes that Kenan's fuel delivery services and
transportation services in the food sector make the company less
susceptible to an economic downturn compared to other trucking
companies.

Moody's expects that Kenan's liquidity profile will remain
adequate. While cash balances are modest, Moody's anticipates that
Kenan will generate sufficient cash flow from operations to fund
sizeable investments in its fleet and network. The company is
expected to maintain ample headroom under its senior secured
leverage and interest coverage loan covenants. However, Kenan is
reliant on external sources to fund the more than $500 million of
maturities due in June 2016.

The stable rating outlook is predicated on Moody's expectation of a
favorable demand and pricing environment, as well as operating
margins at current levels of around 6%, supporting steady but
modest improvements in the company's credit metrics.

The ratings could be downgraded if Moody's expects Debt-to-EBITDA
to exceed 5.0 times on a sustained basis, EBIT to Interest to
remain below 1.5 times, or if Moody's expects availability under
the revolving credit facility to diminish due to high usage or
covenant restrictions. Operational challenges, significant
debt-funded acquisitions or shareholder distributions could also
pressure the ratings.

Ratings could be upgraded if the company demonstrates improving
margins, cash flow and leverage through earnings growth or
reduction of debt through the use of free cash flow. Debt-to-EBITDA
would need to be sustained below 4.0 times and EBIT-to-Interest
would need to exceed 2.5 times to warrant an upgrade of the CFR.

Outlook Actions:

Issuer: Kenan Advantage Group, Inc.

  -- Outlook, Changed To Stable From Negative

Affirmations:

Issuer: Kenan Advantage Group, Inc.

  -- Corporate Family Rating, Affirmed B1

  -- Probability of Default Rating, Affirmed B1-PD

  -- Senior Secured Bank Credit Facilities, Affirmed Ba3 (LGD3)

  -- Senior Unsecured Regular Bond/Debenture, Affirmed B3 (LGD5)

The principal methodology used in these ratings was Global Surface
Transportation and Logistics Companies published in April 2013.
Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

Kenan is a provider of liquid bulk transportation and logistics
services to the fuels, chemicals, liquid food and merchant gas
markets. Utilizing a dedicated contract carriage model, Kenan
offers transportation services throughout the U.S. and in western
Canada. Revenues for the last 12 months ended March 2015 were
approximately $1.5 billion.


KOSMOS ENERGY: Fitch Affirms 'B' Issuer Default Rating
------------------------------------------------------
Fitch Ratings has affirmed US-based Kosmos Energy Ltd.'s Long-term
Issuer Default Rating at 'B' with Stable Outlook.  The company's
senior secured rating and $525 million notes due 2021 are also
affirmed at 'B'/'RR4'.

KOS's ratings take into account the company's small though growing
upstream production, lack of geographical diversification, and
rising leverage as we expect its capex to peak in 2015.  On the
positive side we note KOS's reasonable liquidity, sound per-barrel
profitability at the company's only producing Jubilee field in
Ghana and strong prospects for production growth in 2016-2017.
Also, a strong hedging position in 2015-16 acts as a buffer against
the negative effect of low oil prices, which Fitch assumes will
stabilize at USD80/bbl for Brent by 2017.

KOS is a small but growing oil and gas exploration and production
(E&P) company focused on the offshore Atlantic margin, with 2014
net production of 23 thousand barrels of oil per day (Mbpd) from
the offshore Jubilee field in Ghana (B/Negative).  The company has
a 24.1% working interest in the Jubilee field, which produces
around 100 Mbpd.  In 2014 KOS generated USD716m in EBITDAX (EBITDA
before exploration expenses).

KEY RATING DRIVERS

Hedging Mitigates Falling Oil Prices

Fitch expects KOS's profits to decline in 2015 on weaker oil price
but this will be partly offset by the company's strong hedging
position.  This should allow KOS to proceed with its ambitious
exploration and development programme.  More than 70% of KOS's
2015-16 production is hedged at above USD80/bbl.

At mid-May 2015 Brent was trading at around USD65/bbl, compared
with USD110/bbl in early July 2014.  Fitch expects prices to
rebound to the marginal cost of supply of USD80 Brent by 2017,
which Fitch now uses as a base case.

Production Set To Increase

KOS's small scale of operation and lack of geographic
diversification are dominant drivers of its 'B'-category rating.
KOS intends to boost production by developing two sites in close
proximity to the Jubilee field, TEN (Tweneboa, Enyenra, Ntomme) and
possibly MTA (Mahogany, Teak, Akasa).

Fitch may consider an upgrade to 'B+' if the company's production
exceeds 40Mbpd.  Fitch now expects that production will gradually
rise to 30Mbpd in 2017 from 23Mbpd in 2015; this conservative
forecast assumes possible delays with ramping-up the Jubilee field
and bringing TEN on line.  KOS expects its production to exceed
40Mbpd by 2017 and that TEN will proceed as planned.

Ghana-Ivory Coast Border Dispute

Ghana and Ivory Coast have never officially agreed on their
maritime border, and in September 2014 Ghana took legal action
under a UN convention to resolve the dispute as it could affect the
TEN project.  In April 2015 the Hamburg-based International
Tribunal for the Law of the Sea ordered to suspend all new drilling
in the disputed area until the final decision is taken in 2017;
however, it allowed production from wells already drilled.

KOS announced it expects TEN to proceed as planned as all the wells
required for the 'first oil' phase have been drilled.  Fitch agrees
that the risks there are limited; however, Fitch is unlikely to
give KOS the full credit for the project until the issue has been
resolved.  Fitch believes there might be some delays with ramping
up TEN to the planned level of production as a limit to the amount
of drilled wells would somewhat reduce the company's flexibility in
responding to possible geological issues.

Under the worst case scenario (the project is suspended or even
lost) Fitch expects KOS and its partners to intensify the MTA
project instead.  Its credit metrics would not significantly worsen
vs.  Fitch's expectations as it gives KOS very limited upside for
TEN at this stage.

Adequate Reserves

At end-2014 KOS had proved oil and gas reserves of 75 million
barrels (MMboe).  Its proved (1P) reserve life of nine years and
proved and probable (2P) reserve life of 17 years are in line with
the median for Fitch-rated speculative-grade peers (10 and 18
years, respectively).  KOS's per-barrel profitability is strong due
to a favourable tax regime, fairly low lifting costs and
concentration on liquids.  In 2014, its funds from operation (FFO)
per barrel produced amounted to USD61/bbl, compared with the median
of USD30/bbl.

Elevated Country Risk
KOS is exposed to elevated country risks, as its operations are
concentrated in Ghana.  Ghana has a strong business environment
relative to that of other African countries, ranking 70 out of 189
in the World Bank's 2015 Doing Business Survey.  It is also safer
compared with some other parts of Africa such as the Niger Delta.
However, the country's public finances are weak.

Fitch expects that the tax regime for oil companies in Ghana will
not change over the medium term, and KOS's tax burden will not
materially increase.  However, the possibility of tax regime change
cannot be ruled out due to Ghana's large budget deficit.  Fitch
also assumes that KOS's operations would not necessarily be
affected by capital controls or other possible restrictive
measures, since the company's proceeds do not flow through Ghana,
and its cash assets are kept primarily outside Ghana.  Fitch
therefore do not cap KOS's rating at the sovereign rating or the
Country Ceiling.  However, Fitch may review this approach if the
government attempts to revise the tax regime in Ghana.

Substantive Exploration Portfolio

KOS has a wide exploration portfolio, including several licensed
blocks in offshore west Africa, Portugal, Suriname and Ireland.
Near-term prospects are centred in offshore Mauritania, where the
company announced a significant gas discovery in early 2015.

In March 2015, Chevron acquired a 30% non-operated interest in
KOS's blocks offshore Mauritania, reducing KOS's share to 60%.
Although Chevron will pay a disproportionate share of the costs of
further exploration work in the area, KOS's exploration spending
will also significantly increase to USD300m in 2015 (vs. around
USD150m per annum in 2012-14).  This will put a strain on the
company's financial metrics in 2015-16.

KOS's promising exploration portfolio may help the company
replenish its reserves, but success is not guaranteed and the
company's exploration budget may put a strain on its free cash flow
(FCF).  A failure to translate exploration spending into increased
proved reserves could negatively affect the ratings.

Manageable Mid-Cycle Leverage

KOS's leverage will increase over the next two years but will
remain in line with other 'B'-rated peers.  Its operating cash flow
will decrease due to lower oil prices, but this will be partly
offset by the hedging programme.  Capital intensity will remain
high, peaking in 2015.  Fitch projects funds from operations (FFO)
adjusted net leverage to be around 2.1x at end-2015, compared with
0.5x in 2014, but still manageable. On average, we expect net
leverage at around 2.5x in 2015-2018.  Fitch also believes KOS is
likely to be FCF-negative until at least 2017-2018.

KEY ASSUMPTIONS

   -- Brent gradually recovering from USD55/bbl in 2015 to USD65
      in 2016 and USD80 thereafter;

   -- Around USD300m received in 2015-16 under the hedging
      programme;

   -- Upstream production: flat in 2015; +10% yoy in 2016; +15%
      yoy in 2017, reaching 30Mbpd in 2017;

   -- Exploration and development capex peaking at USD800m in 2015

      and declining thereafter;

   -- Balance under the 1st lien reserve-based lending loan (RBL)
      not exceeding USD800 million;

   -- Zero dividends policy.

RATING SENSITIVITIES

Positive: Future developments that may, individually or
collectively, lead to positive rating action include:

   -- Improvement to the upstream business profile (e.g. net
      production above 40Mbpd; bringing TEN or MTA on stream)

   -- Final resolution of the maritime border dispute between
      Ghana and Ivory Coast which does not significantly affect
      the TEN development

   -- Organic reserve replacement ratio sustainably above 100%;
      proved reserve life above nine years

   -- Extremely conservative financial profile (e.g. FFO adjusted
      net leverage consistently below 2x)

   -- Positive FCF on a sustained basis

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

   -- Net production falling below 20Mbpd

   -- Significant project delays and cost overruns at the TEN and
      MTA blocks

   -- Suspension of the TEN project or a material change in fiscal

      terms arising from the maritime border dispute between Ghana

      and Ivory Coast

   -- Deterioration in liquidity (e.g. cash and credit lines
      amounting to less than 50% of short-term debt)

   -- Leverage rising above expectations (e.g. consistently above
      3.5x)

   -- Unfavorable tax changes having a direct impact on KOS's
      cash-generating ability

   -- Organic reserve replacement ratio significantly below 100%;
      proved reserve life falling below five years

   -- Utilized balance under the RBL exceeding USD1bn may result
      in worse recovery prospects for 2nd lien creditors,
      including the bondholders, and hence trigger a downgrade to
      the senior secured rating

LIQUDITY AND DEBT STRUCTURE

As of March 31, 2015, KOS's liquidity position was strong.  The
company had no short-term debt, and available cash amounted to
USD360m.  Additional liquidity support was provided by the
company's USD1.5bn RBL (USD1bn undrawn) and its undrawn USD300m
revolving credit facility.

The USD225m notes, issued in April 2015, mirror the existing 7.875%
senior secured notes due 2021 and are subordinated to the USD1.5bn
RBL.  The 'B' rating on the notes reflects their fairly strong
recovery prospects, as indicated by the 'RR4' rating.  The proceeds
from the newly issued notes were used to repay part of the
indebtedness under the RBL.



LANGERMANN'S OF BALTIMORE: Files for Ch 11; Blames Baltimore Riots
------------------------------------------------------------------
Langermann's of Baltimore, LLC, filed for Chapter 11 bankruptcy
protection (Bankr. D. Md. Case No. 15-17199) on May 20, 2015,
estimating its assets of up to $50,000, and its liabilities between
$1 million and $10 million.  The petition was signed by Mark
Lasker, member.

The partners in the restaurant will meet with their creditors on
June 3 to hash out a fresh plan for repaying their debt, Sarah
Meehan at Baltimore Business Journal reports, citing Dave McGill, a
partner in the Company.

Business Journal relates that Mr. McGill said that the Company had
struggled with cash flow problems, but the protests, riots and
curfew following the death of Freddie Gray exacerbated those
issues.  According to Business Journal, Mr. McGill said that from
April 24 until May 3, the Company would have done between $65,000
and $70,000 in sales; instead the restaurant only made between
$20,000 and $25,000.  Citing Mr. Lasker, Carrie Wells at The
Baltimore Sun adds that the restaurant had about 500 guests, when
it would typically have 15,000.  Business Journal states that large
reservations were canceled as parties coming from the city and
surrounding counties backed out.

Citing Mr. McGill, Business Journal relates that customers are
still concerned about the state of Baltimore, and business is
lagging as a result of the continued perception of violence.

According to Business Journal, the owner said that he has no plans
to close the Company.

Judge David E. Rice presides over the case.

Stephen L. Prevas, Esq., at Prevas And Prevas serves as the
Company's bankruptcy counsel.

Langermann's of Baltimore, LLC, is headquartered in Baltimore,
Maryland.  It opened in the Can Company building in 2009.


LDK SOLAR: Reports $270 Million Net Loss in 2014
------------------------------------------------
LDK Solar Co., Ltd., filed with the U.S. Securities and Exchange
Commission its annual report on Form 20-F for the fiscal year ended
Dec. 31, 2014.

KPMG LLP expressed substantial doubt about the Company's ability to
continue as a going concern citing that the Company has suffered
recurring losses from operations, and has a working capital deficit
and a net capital deficit.

The Company reported a net loss of $270 million on $680 million in
revenues for the year ended Dec. 31, 2014, compared with a net loss
of $1.64 billion on $598 million of revenues in the same period in
2013.

The Company's balance sheet at Dec. 31, 2014, showed $3.05 billion
in total assets, $5.15 billion in total liabilities, and a
stockholders' deficit of $2.1 billion.

A copy of the Form 20-F is available at:

                       http://is.gd/nJ9lQR

                        About LDK Solar

LDK Solar Co., Ltd. -- http://www.ldksolar.com/-- based in Hi-  
Tech Industrial Park, Xinyu City, Jiangxi Province, People's
Republic of China, is a vertically integrated manufacturer of
photovoltaic products, including high-quality and low-cost
polysilicon, solar wafers, cells, modules, systems, power projects
and solutions.

LDK Solar was incorporated in the Cayman Islands on May 1, 2006,
by LDK New Energy, a British Virgin Islands company wholly owned
by Xiaofeng Peng, LDK's founder, chairman and chief executive
officer, to acquire all of the equity interests in Jiangxi LDK
Solar from Suzhou Liouxin Industry Co., Ltd., and Liouxin
Industrial Limited.

LDK Solar in February 2014 filed in the Cayman Islands for the
appointment of provisional liquidators, four days before it was
due to make a $197 million bond repayment.  Its Joint Provisional
Liquidators are Tammy Fu and Eleanor Fisher, both of Zolfo Cooper
(Cayman) Limited.

In September 2014, LDK Solar, LDK Silicon and LDK Silicon Holding
Co., Limited each applied to file an originating summons to
commence their restructuring proceedings in the High Court of Hong
Kong.

On Oct. 21, 2014 three U.S. subsidiaries of LDK Solar, LDK Solar
Systems, Inc., LDK Solar USA, Inc. and LDK Solar Tech USA, Inc.
filed voluntary petitions to reorganize under Chapter 11 of the
United States Bankruptcy Code in the United States Bankruptcy
Court for the District of Delaware. The lead case is In re LDK
Solar Systems, Inc. (Bankr. D. Del., Case No. 14-12384). On Oct.
21, 2014, LDK Solar filed a petition in the same U.S. Bankruptcy
Court for recognition of the provisional liquidation proceeding in
the Grand Court of the Cayman Islands. The Chapter 15 case is In
re LDK Solar CO., Ltd. (Bankr. D. Del., Case No. 14-12387). The
U.S. Debtors' General Counsel is Jessica C.K. Boelter, Esq., at
Sidley Austin LLP, in Chicago, Illinois. The U.S. Debtors'
Delaware counsel is Robert S. Brady, Esq., Maris J. Kandestin,
Esq., and Edmon L. Morton, Esq., at Young, Conaway, Stargatt & 73
Taylor, LLP, in Wilmington, Delaware.  The U.S. Debtors' financial
advisor is Jefferies LLC.  The Debtors' voting and noticing agent
is Epiq Bankruptcy Solutions, LLC.

The U.S. Debtors commenced the Chapter 11 Cases in order to
implement the prepackaged plan of reorganization, with respect to
which the U.S. Debtors launched a solicitation of votes on
Sept. 17, 2014, from the holders of LDK Solar's 10% Senior Notes
due 2014, as guarantors of the Senior Notes, and required such
holders of the Senior Notes to return their ballots by Oct. 15,
2014. Holders of the Senior Notes voted overwhelmingly in favor of
accepting the Prepackaged Plan.



LEHMAN BROTHERS: LBHI Claim in Hometrust Suit Not Time-Barred
-------------------------------------------------------------
Bankruptcy Judge Shelley C. Chapman denied the defendant's Motion
to Dismiss in the case captioned LEHMAN BROTHERS HOLDINGS INC.,
Adversary Proceeding Plaintiff, v. HOMETRUST MORTGAGE COMPANY,
Defendant, CASE NO. 08-13555 (SCC), NO. 14-02392 (Bankr. S.D.
N.Y.).

Plaintiff Lehman Brothers Holdings Inc. ("LBHI") filed a complaint
against Hometrust Mortgage Company ("Hometrust") seeking a
declaratory judgment that its claim for contractual indemnification
accrued upon settlement of its liability to the Federal National
Home Mortgage Association ("Fannie Mae") on or about January 22,
2014.  Hometrust argued that the complaint should be dismissed
because LBHI's claim for contractual indemnification is time-barred
as a matter of law.

In a memorandum decision dated May 7, 2015 and available at
http://is.gd/ulWVm5from Leagle.com, Judge Chapman concluded that
LBHI's claim for indemnification did not accrue until its liability
to a third party was fixed or payment was made.  Accordingly, the
six-year statute of limitations on LBHI's claim for contractual
indemnification did not begin to run until January 22, 2014, the
date of the Fannie Mae settlement.  LBHI's claim against Hometrust
is not time-barred.

Attorneys for Lehman Brothers Holdings Inc.:

     WOLLMUTH MAHER & DEUTSCH LLP
     William A. Maher, Esq.
     Adam M. Bialek, Esq.
     500 Fifth Avenue
     New York, NY 10110

Attorneys for Hometrust Mortgage Company:

     FOLEY & LARDNER LLP
     Derek L. Wright, Esq.
     E-mail: dlwright@foley.com
     90 Park Avenue
     New York, NY 10016

          - and -

     AMERICAN MORTGAGE LAW GROUP
     Tracy L. Henderson, Esq.
     75 Rowland Way, Suite 350
     Novato, CA 94945


MARRONE BIO: Receives Stay of NASDAQ Trading Suspension
-------------------------------------------------------
Marrone Bio Innovations, Inc. on May 28 disclosed that it has
received a letter from The NASDAQ Stock Market LLC indicating that
a NASDAQ Hearings Panel granted the Company's request to extend the
stay of any suspension in trading in the Company's common stock on
NASDAQ at least pending the completion of the Company's scheduled
hearing before the Panel and a final determination regarding the
Company's listing status.  As previously announced, as part of the
Company's request for a hearing before the Panel, the Company
requested the extended stay of any suspension in trading.  Also as
previously announced, the hearing is scheduled for June 18, 2015.
Although the Panel typically issues decisions within 30 days of the
hearing date, there is no requirement that the Panel do so within
that time frame.

At the hearing, the Company plans to present a definitive plan to
regain compliance with the NASDAQ listing rule that requires the
Company to be current in the filing of its periodic financial
reports with the Securities and Exchange Commission and to request
an extension of time to file its delayed reports.  The Panel has
the discretion to grant the Company an extension to do so through
November 2, 2015.

                 About Marrone Bio Innovations

Marrone Bio Innovations, Inc. -- http://www.marronebio.com-- is a
provider of bio-based pest management and plant health products for
the agriculture, turf and ornamental and water treatment markets.


MERITAGE HOMES: Fitch Affirms 'BB-' IDR, Outlook Stable
-------------------------------------------------------
Fitch Ratings has affirmed the ratings for Meritage Homes
Corporation (NYSE: MTH), including the company's Issuer Default
Rating at 'BB-'.  The Rating Outlook is Stable.

KEY RATING DRIVERS

The 'BB-' rating and Stable Outlook for MTH are influenced by the
company's execution of its business model, conservative land
policies, geographic diversity and healthy liquidity position.  The
ratings and Outlook also take into account Fitch's expectation of
further moderate improvement in the housing market in 2015 and 2016
and share gains by MTH and hence volume outperformance relative to
industry trends as the market largely continues its focus on
trade-up housing (MTH's strength).

MTH's sales are reasonably dispersed among its 17 metropolitan
markets within nine states.  During 2013, the company ranked among
the top 10 builders in such markets as San Antonio and Austin, TX;
Orlando, FL; Phoenix, AZ; Riverside/San Bernardino, CA; Denver, CO;
San Francisco/Oakland/Fremont and Sacramento, CA; Greenville, SC
and Nashville, TN.  The company also builds in the Central Valley,
CA; Houston, TX; Inland Empire, CA; Tucson, AZ; Tampa, FL; and
Raleigh-Durham and Charlotte, NC.  MTH entered the Nashville,
Tennessee market with its August 2013 acquisition of Phillips
Builders and entered Atlanta, GA and Greenville-Spartanburg, SC
with the acquisition of Legendary Communities in 2014.

Fitch estimates that currently less than 20% of MTH's sales are to
entry level buyers; less than 5% are to active adults (retirees);
less than 5% are to luxury customers; and the balance of the total
are generated from first and second time trade-up customers.

IMPROVING HOUSING MARKET

Housing metrics increased in 2014 due to more robust economic
growth during the last three quarters of the year (prompted by
improved household net worth, industrial production and consumer
spending), and consequently acceleration in job growth (as
unemployment rates decreased to 6.2% for 2014 from an average of
7.4% in 2013), despite modestly higher interest rates, as well as
more measured home price inflation.  A combination of tax increases
and spending cuts in 2013 shaved about 1.5pp off annual economic
growth, according to the Congressional Budget Office. Many
forecasters estimate the fiscal drag in 2014 was only about 0.25%.

Single-family starts in 2014 improved 4.8% to 648,000 as
multifamily volume grew 15.6% to 355,000.  Thus, total starts in
2014 were 1.003 million.  New home sales were up a modest 1.6% to
436,000, while existing home volume was off 2.9% to 4.940 million
largely due to fewer distressed homes for sale and limited
inventory.

New home price inflation moderated in 2014, at least partially
because of higher interest rates and buyer resistance.  Average new
home prices rose 6.4% in 2014, while median home prices advanced
approximately 5.4%.

Housing activity is likely to ratchet up more sharply in 2015 with
the support of a steadily growing, relatively robust economy
throughout the balance of the year.  Considerably lower oil prices
should restrain inflation and leave American consumers with more
money to spend.  The unemployment rate should continue to move
lower (5.3% in 2015).  Credit standards should steadily, moderately
ease throughout 2015.  Demographics should be more of a positive
catalyst.  More of those younger adults who have been living at
home should find jobs and these 25 to 35 year-olds should provide
some incremental elevation to the rental and starter home markets.


Single-family starts are forecast to rise about 17.3% to 760,000 in
2015 as multifamily volume expands about 7% to 381,000.  Total
starts would be in excess of 1.1 million.  New home sales are
projected to increase 18% to 515,000.  Existing home volume is
expected to approximate 5.152 million, up 4.3%.

New home price inflation should further taper off with higher
interest rates and the mix of sales shifting more to first time
homebuyer product.  Average and median home prices should increase
3.0%-3.5%.

SOME EROSION IN HOME AFFORDABILITY

The most recent Freddie Mac 30 year average mortgage rate (March
28, 2015) was 3.87%, up 3 bps sequentially from the previous week
and 46 bps higher than the average rate during the month of January
2013 (3.41%), a low point for mortgage rates.  Current rates are
still below historical averages and help moderate the effect of
much higher home prices during the past few years. Income growth
has been (and may continue to be) relatively modest.

Nevertheless, there has been some lessening of affordability as the
upcycle in housing has matured.  The Realtor Association's
composite affordability index peaked at 207.3 in the first quarter
of 2012, averaged 176.9 in 2013, 164.4 in 2014 and was 170.3 in
March 2015.

Erosion in affordability is likely to continue as interest rates
likely head higher in 2015 (as the economy strengthens).  Fitch
projects that mortgage rates will average 20-30 bps higher in 2015.
Home price inflation should moderate this year reflecting the
higher interest rates and the mix of sales shifting more to first
time homebuyer product.  However, average and median home prices
should still rise within a range of 3.0%-3.5% this year, pressuring
affordability.

LAND STRATEGY

MTH employs conservative land and construction strategies.  The
company typically options or purchases land only after necessary
entitlements have been obtained so that development or construction
may begin as market conditions dictate.

Under normal circumstances MTH has used lot options, and that is
expected to be the future strategy in markets where it is able to
do so.  The use of non-specific performance rolling options gives
the company the ability to renegotiate price/terms or void the
option, which limits downside risk in market downturns and provides
the opportunity to hold land with minimal investment.

However, as of March 31, 2015, only 33.6% of MTH's lots were
controlled through options.  This is a lower than typical
percentage as there are currently fewer opportunities to option
lots and, in certain cases, the returns for purchasing lots
outright are far better than optioning lots from third parties.

Total lots controlled, including those optioned, were 29,303 at
March 31, 2015.  This represents a 4.8-year supply of total lots
controlled based on trailing 12-months deliveries.  On the same
basis, MTH's owned lots represent a supply of 3.2 years.

MTH began to increase its overall land position during the middle
of 2010 following four years of declining lot supply.  The company
spent roughly $236 million on land purchases during 2010, compared
with $182 million during 2009.  In 2011, MTH invested $193 million
in land and $54 million in development.  The company spent $480
million on land and development in 2012.  In 2013 MTH expended $594
million on real estate including $228 million on development
activities.  In 2014, the company committed $705 million to land
and development.  This year the company may invest approximately
$700 million in real estate activities, excluding about $200
million in land banking.

Debt/Leverage/Cash Flow/Liquidity

MTH successfully managed its balance sheet during the severe
housing downturn, allowing the company to accumulate cash and pay
down its debt as it pared down inventory.  The company had
unrestricted cash and equivalents of $89.2 million at March 31,
2015.  The company's debt totaled $965.8 million at the end of the
first quarter 2015.

MTH's debt maturities are well-laddered, with the next debt
maturity in March 2018, when its 4.50% $175 million senior notes
become due.

MTH has been willing to occasionally issue equity.  It issued $90
million of common equity during the 3Q 2012.  More recently, in
January 2014 the company issued approximately 2.53 million shares
of common stock for net proceeds of approximately $110 million to
use for working capital, potential expansion into new markets
and/or expansion of existing markets, including the possible
acquisition of other homebuilders or assets, and general corporate
purposes.

In July 2012, the company entered into a $125 million unsecured
revolving credit facility maturing in 2015.  In 2014, MTH amended
and restated the credit facility, increasing the capacity as of
Dec. 31, 2014 to $400.0 million, raising the amount available for
letters of credit to $200 million and extending the maturity date
to June 2018.  In the first quarter of 2015, MTH further increased
the capacity to $500 million.  Current availability is $453.3
million.

Leverage (debt/EBITDA) has been steadily improving in recent years,
in particular during 2013 and 2014.  The ratio decreased to 3.5x at
the end of 2014 from 3.9x at year-end 2013 and 7.9x at the
conclusion of 2012.  Leverage was 3.8x at March 31, 2015.  Interest
coverage, which was 4.7x as of Dec. 31, 2013 and 4.6x at the end of
2014.  Coverage was 4.3x as of March 31, 2015.

As is the case with most builders in our coverage, Fitch expects
MTH will be cash flow negative in 2015.  The company was cash flow
from operations (CFFO) negative $38.2 million in the March 2015
quarter and on an LTM basis was CFFO negative by $117.7 million. In
2014, 2013, 2012 and 2011, the company was negative CFFO by $211.2
million, $86.3 million, $220.5 million and $74.1 million,
respectively.

Fitch currently expects MTH will be CFFO negative by about $35
million in 2015.  The company is expected to spend a similar amount
on land and development this year as in 2014 influencing cash flow.
As the cycle matures, real estate spending is leveling out in as
profits continue to rise and consequently cash flow likely will
turn positive in 2016.

Fitch is comfortable with this real estate strategy given the
company's liquidity position and debt maturity schedule.  Fitch
expects MTH over the next few years will maintain liquidity
(consisting of cash and investments and the revolving credit
facility) of at least $350 million, a level that Fitch believes is
appropriate given the challenges/risks still facing the industry.

KEY ASSUMPTIONS

Fitch's key assumptions within its rating case for the issuer
include:

   -- Industry single-family housing starts improve about 17%,
      while new and existing home sales grow 18% and almost 4.5%,
      respectively, in 2015;

   -- MTH's revenues increase at a mid-twenties pace, but
      homebuilding EBITDA margins erode in excess of 100 bps this
      year, due to higher expenses (especially land costs) and
      lesser home price inflation;

   -- The company's debt/EBITDA approximates 3.7x and interest
      coverage reaches about 5.0x by year-end 2015;

   -- MTH spends approximately $900 million on land acquisitions
      and development activities this year;

   -- The company maintains an adequate liquidity position (above
      $350 million) with a combination of unrestricted cash and
      revolver availability.

RATING SENSITIVITIES
Future ratings and Outlooks will be influenced by broad
housing-market trends as well as company specific activity, such as
trends in land and development spending, general inventory levels,
speculative inventory activity (including the impact of high
cancellation rates on such activity), gross and net new order
activity, debt levels and especially free cash flow trends and
uses, and the company's cash position.

Positive rating actions may be considered if the recovery in
housing is better than Fitch's current outlook and shows
durability; MTH shows sustained improvement in credit metrics (such
as homebuilding debt to EBITDA consistently below 3.5x).  The
company would be expected to maintain a healthy total liquidity
position consisting of cash, short term investments and credit
facility availability (above $350 million) through the cycle with a
bias towards the cash and investments component into the next
downturn.

A negative rating action could be triggered if the industry
recovery dissipates; 2015 and 2016 revenues each drop at roughly a
mid-teens pace while pretax profitability approaches 2012/2011
levels; and MTH's liquidity position falls sharply, perhaps below
$300 million as the company maintains an overly aggressive land and
development spending program.

FULL LIST OF RATINGS

Fitch has affirmed these ratings and assigned the following
Recovery Rating for Meritage Homes:

   -- Long-term Issuer Default Rating 'BB-';
   -- Senior unsecured debt 'BB-/RR4'.

The Rating Outlook is Stable.

In accordance with Fitch's updated Recovery Rating (RR)
methodology, Fitch is now providing RRs to issuers with IDRs in the
'BB' category.  The Recovery Rating of '4' for Meritage Homes'
unsecured debt supports a rating of 'BB-', and reflects average
recovery prospects in a distressed scenario.



MIDSTATES PETROLEUM: Moody's Rates $625MM Second Lien Notes 'B2'
----------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to Midstates
Petroleum Company, Inc.'s issuance of $625 million senior secured
second lien notes due 2020. Moody's also assigned a Caa1 rating to
Midstates' approximately $504 million senior secured third lien
notes due 2020, issued in exchange for $630 million of its existing
senior unsecured notes. Moody's affirmed Midstates' Caa1 Corporate
Family Rating (CFR), revised the Probability of Default Rating to
Caa1-PD/LD from Caa1-PD, and downgraded the senior unsecured notes
ratings to Caa3 from Caa2. Moody's raised Midstates' Speculative
Grade Liquidity Rating to SGL-3 from SGL-4, due to its adequate
liquidity pro forma for the second lien issuance and amendments to
its credit facility. The ratings outlook was changed to stable from
negative.

The proceeds from the second lien notes offering will primarily be
used to repay borrowings under Midstates' existing senior secured
revolving facility and for general corporate purposes.
Additionally, Midstates obtained an amendment to the financial
covenants in its credit facility to provide sufficient room for
covenant compliance over the next 12 months.

Moody's considers Midstates' exchange of unsecured debt for third
lien debt as a distressed exchange for its senior unsecured debt,
which is an event of default under Moody's definition of default.
As noted above, Moody's appended the Caa1-PD PDR with an "/LD"
designation indicating limited default, which will be removed three
business days thereafter.

Assignments:

Issuer: Midstates Petroleum Company, Inc.

  -- Senior Secured Second Lien Notes, Assigned B2 (LGD2)

  -- Senior Secured Third Lien Notes, Assigned Caa1 (LGD4)

Rating Actions:

  -- Corporate Family Rating, Affirmed Caa1

  -- Probability of Default Rating, Revised to Caa1-PD/LD from
     Caa1-PD

  -- Speculative Grade Liquidity, Raised to SGL-3 from SGL-4

  -- 10.75% sr unsecured notes due 2020, downgraded to Caa3
     (LGD5) from Caa2 (LGD4)

  -- 9.25% sr unsecured notes due 2021, downgraded to Caa3 (LGD5)
     from Caa2 (LGD4)

Outlook Actions:

  -- Outlook revised to Stable from Negative

Midstates' Caa1 CFR reflects risk for the company's credit profile
because of high leverage and continued cash flow outspend. Moody's
expects Midstates' debt-to-average daily production metric to
exceed $55,000 per barrel of oil equivalent (boe) per day and
debt-to-proved developed (PD) reserves figure to exceed $24 per boe
over the next 12 months. Midstates' rating also reflects the risk
that the company will find difficulty in growing out of its levered
capital structure as the reduced $250 to $275 million in capital
expenditures budgeted for 2015, along with the roll-off of its 2015
hedges, impact production and EBITDA.

Midstates' SGL-3 Speculative Grade Liquidity Rating reflects its
adequate liquidity profile over the next 12 months. Pro forma for
the new notes issuance as of March 31, 2015, Midstates has over
$400 million of liquidity including cash and availability under its
revolving credit facility with an expected $253 million borrowing
base. Midstates obtained an amendment to its credit facility to
replace its maximum net debt-to-EBITDA covenant with a maximum
first lien secured debt-to-EBITDA covenant of 1.0x. This amendment
should provide sufficient room for the company to comply with its
financial covenants over the next 12 months.

Midstates' unsecured notes are rated Caa3, which is two notches
below the company's Caa1 CFR under Moody's Loss Given Default
Methodology. This notching reflects the priority claim given to the
senior secured revolving credit facility, the second lien notes,
and the third lien notes. The second lien notes are rated B2, two
notches above Midstates' CFR, reflecting those notes' priority
claim to the company's assets over the third lien notes and
unsecured notes, partially offset by the senior secured revolving
credit facility's first lien claim to the assets. Moody's believes
that the B2 rating is more appropriate for the second lien notes
than the B1 rating suggested by Moody's Loss Given Default
Methodology based on the company's highly complex capital
structure. The third lien notes are rated Caa1, at the same level
as Midstates' CFR, reflecting its priority claim over the unsecured
notes. However, the third lien notes could get downgraded if the
proportion of unsecured debt relative to secured debt in the
capital structure is decreased by a significant amount.

The stable rating outlook reflects the company's adequate liquidity
and ability to maintain production levels over the next 12 months.
A downgrade is possible if liquidity falls below $100 million or if
Midstates' production volumes were to decline more than
anticipated. Retained cash flow to debt approaching 15% combined
with adequate liquidity could result in a ratings upgrade.

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.

Midstates Petroleum Company, Inc. is an independent exploration and
production (E&P) company focused on oilfields in the Mississippian
Lime play in Oklahoma and the Anadarko Basin in Texas and western
Oklahoma. The company is headquartered in Tulsa, Oklahoma.


MOLYCORP INC: Expected to Skip $32.5-Mil. Loan Payment
------------------------------------------------------
John W. Miller, writing for The Wall Street Journal, reported that
Molycorp Inc. is expected to announce that it will ski a $32.5
Million loan payment, triggering a 30-day grace period that could
lead to a bankruptcy filing before the end of June.

Jodi Xu Klein, writing for Bloomberg News, reported that two people
with knowledge on the matter said hedge fund firm JHL Capital Group
is leading a group of creditors that would inject as much as $200
million of capital into  as part of a plan to restructure Molycorp.


According to the Bloomberg report, the people said JHL, which owns
40% of Molycorp's $650 million of 10% first lien notes maturing
June 2020, would spearhead a so-called debtor-in-possession loan to
fund the company through Chapter 11 proceedings.

                          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.


NAT'L GENERAL HOLDINGS: A.M. Best Affirms 'bb' Pref. Stock Rating
-----------------------------------------------------------------
A.M. Best Co. has affirmed the financial strength rating (FSR) of
A- (Excellent) and the issuer credit rating (ICR) of "a-" of the
insurance subsidiaries of National General Holdings Corp. (National
General Holdings) (headquartered in New York) [NASDAQ: NGHC], also
known as National General Group (National General).  Concurrently,
A.M. Best has affirmed the ICR and senior debt ratings of "bbb-" of
National General Holding.  The outlook for all ratings is stable.

These ratings reflect the group's solid risk-adjusted
capitalization, the historically profitable operating performance
of the group's personal lines books of business, a well-established
market presence and an increase in efficiency and pricing
sophistication from a recently completed system enhancement, which
has enabled the group to process an increase in premium volumes.
Additionally, the ratings take into consideration the completed
equity offerings of National General Holdings in each of the last
three years (2013-2015) and their beneficial impact on the overall
financial flexibility, liquidity and improved statutory
risk-adjusted capitalization of National General.

These positive rating factors are partially offset by operating
losses in three out of the past five years, primarily driven by
variable underwriting results due to increased loss frequency, loss
reserve strengthening and weather-related losses.  In addition, the
execution risk on business assumed through the Tower Personal Lines
Reinsurance Agreement transaction, including the increase in the
group's property exposures, could result in increased variability
in results, driven by the vagaries of weather and catastrophe
events.  However, this risk is somewhat mitigated through a strong
reinsurance program.

Key rating factors that may lead to future positive rating actions
include the group outperforming its projections and peers over an
extended period of time.  However, negative rating actions could
result if the group's operating performance falls short of
expectations or its risk-adjusted capitalization declines to a
level that no longer supports the ratings of its members.

The FSR of A- (Excellent) and the ICRs of "a-" have been affirmed
for the following insurance subsidiaries of National General
Holdings Corp.:

    New South Insurance Company

    National General Assurance Company

    Integon National Insurance Company

    Integon Indemnity Corporation

    Integon General Insurance Corporation

    Imperial Fire and Casualty Insurance Company

    National Automotive Insurance Company

    MIC General Insurance Corporation

    National General Insurance Company

    National Health Insurance Company

    Integon Casualty Insurance Company

    Integon Preferred Insurance Company

    National General Insurance Online Inc.

    Personal Express Insurance Company

The following debt ratings have been affirmed:

National General Holdings Corp.

-- "bbb-" on $250 million 6.75% senior unsecured notes, due 2024
-- "bb" on $205 million 7.5% preferred stock


NATROL INC: Hires Kochar & Co. as Indian Counsel
------------------------------------------------
LEAF123 Inc. fka Natrol Inc. and its debtor-affiliates seek
authorization from the U.S. Bankruptcy Court for the District of
Delaware to employ Kochhar & Co. as Indian counsel.

The Debtors require Kochar & Co. to:

  -- provide legal advice with respect to certain pending matters
     in India;

  -- prepare, on behalf of the Debtors, necessary applications,
     motions, answers, orders, reports, and other legal papers in
     connection with legal matters in India;

  -- appear in court and otherwise protecting the interests of the

     Debtors in India; and

  -- perform all other legal services for the Debtors that may be
     necessary and proper in connection with legal matters in
     India.

Kochar & Co. will be paid at these hourly rates:

       Senior Partner     $425
       Partner            $400
       Senior Associate   $350
       Associate          $275

Kochar & Co. will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Rohit Kochhar, chairman and managing partner of Kochar & Co.,
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.

Kochar & Co. can be reached at:

       Rohit Kochhar, Esq.
       Kochhar & Co. LLC
       47 Perimeter Center East, Suite 260
       Atlanta, GA 30346
       Tel: +1-770-4340715
       Fax: +1-404-3930804
       E-mail: atlanta@usa.kochhar.com

                         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 HORIZONS HEALTH: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: New Horizons Health Systems, Inc.
           dba New Horizons Medical Center
           dba New Horizons Family Practice
        330 Roland Avenue
        Owenton, KY 40359

Case No.: 15-30235

Nature of Business: Health Care

Chapter 11 Petition Date: May 29, 2015

Court: United States Bankruptcy Court
       Eastern District of Kentucky (Frankfort)

Judge: Hon. Gregory R. Schaaf

Debtor's Counsel: Ellen Arvin Kennedy, Esq.
                  DINSMORE & SHOHL LLP
                  250 West Main Street, Suite 1400
                  Lexington, KY 40507
                  Tel: (859) 425-1020
                  Email: dsbankruptcy@dinslaw.com

Debtor's          KELLEY S. GAMBLE, CPA
Accountant:

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Bernard T. Poe, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/kyeb15-30235.pdf


NEWTON MANUFACTURING: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Newton Manufacturing Company
        1123 1st Ave E
        Newton, IA 50208

Case No.: 15-01128

Chapter 11 Petition Date: May 31, 2015

Court: United States Bankruptcy Court
       Southern District of Iowa (Des Moines)

Debtor's Counsel: Jeffrey D Goetz, Esq.
                  BRADSHAW, FOWLER, PROCTOR & FAIRGRAVE PC
                  801 Grand Ave, Ste 3700
                  Des Moines, IA 50309-8004
                  Tel: (515) 246-5817
                  Fax: (515) 246-5808
                  Email: bankruptcyefile@bradshawlaw.com

Total Assets: $5.15 million

Total Liabilities: $7.72 million

The petition was signed by Mancil Laidig, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/iasb15-01128.pdf


NII HOLDINGS: CapCo 2012 Group Says Plan Treatment Unfair
---------------------------------------------------------
The Ad Hoc Group of NII Capital 2021 Noteholders and the U.S.
Trustee have filed objections to confirmation of NII Holdings Inc.,
et al.'s First Amended Plan of Reorganization.

"The CapCo 2021 Group has great respect for the efforts and
achievements of the Debtors in maximizing the value of their
estates and improving their subsidiaries' operations during their
chapter 11 cases.  The CapCo 2021 Group also has no doubt that the
Debtors strove in good faith to achieve what they believe to be a
consensual plan.  But in striving for that goal, they sacrificed
their duty to obtain a fair and equitable plan for all creditors,"
says Mitchell A. Seider, Esq., at Latham & Watkins LLP, counsel to
the CapCo 2012 Group.

"This Plan presents a remarkable situation.  By their own
admission, the Debtors are settling claims (the Transferred
Guarantor Claims) that they currently believe to be "without
merit".  They are settling these admittedly meritless claims for
$285.1 million—more than 10 percent of the estates' value under
the Plan.  The impact of this distribution is to diminish the
recoveries of holders of the Capco 7.625% Notes (or the "Capco 2021
Notes") by approximately $150 million, or about 34.3 percent of
their proposed distributions under the Plan.  Moreover, the
Transferred Guarantor Claims would receive a vastly
disproportionate share of their distributions in cash -- their
distributions include $143.2 million of cash (or about 50 percent
in cash), and the cash distributions for all of the Capco Notes
Claims are $130.2 million (or only about 15.6 percent in cash)."

The CapCo 2021 Group contends, among other thing things, that the
Plan unfairly discriminates against the holders of Capco 2021
Notes.  The CapCo 2021 Notes receive substantially less
distributions under the Plan than the Capco 2016/2019 Notes,
despite the fact that they are claims of equal priority.  Mr.
Seider says this disparate treatment is unfair:

  i. First, there exists no reasonable basis for discriminating
against the Capco 2021 Notes.  Settlement of the Transferred
Guarantor Claims, which the Debtors believe have no merit, cannot
be a reasonable basis to provide enhanced distributions of $285
million.  Furthermore, the Capco 2021 Notes are entitled to
guarantees, and therefore distributions, of equal priority to those
of the CapCo 2016/2019 Notes under Section 4.18(b) of the Capco
2021 Indenture.

ii. Second, as a legal matter, the Debtors would be able to
confirm the Plan (or another formulation) without discrimination
against the CapCo 2021 Notes. If the Plan Proponents were to either
(a) reclassify holders of Capco Notes into separate classes, and
allocate the proposed distributions for Class 6E pro rata among the
three classes, or (b) simply eliminate Class 6E and redistribute
those proceeds to the class consisting of all Capco Notes, the Plan
would likely be confirmable.  The discrimination itself is the
primary factor that stands in the way of the Plan satisfying the
requirements of section 1129 of the Bankruptcy Code.

iii. Finally, the discrimination is grossly disproportionate to its
rationale.  The rationale for disparate treatment among holders of
Capco Notes -- the Transferred Guarantor Claims -- is meritless,
and thus, any discrimination against the Capco 2021 Notes would
fail to satisfy this final prong.  Likewise, the rationale that the
disparate treatment is based on the fact that the indenture
trustees for the Capco 2016/2019 Notes filed proofs of claims for
the Transferred Guarantor Claims is an ex post facto creation.  The
discrimination goes back to the First PSA, in which the Transferred
Guarantor Claims were allocated solely to Capco 2016/2019 Notes.
But the first PSA was filed on Nov. 24, 2014, before the claims bar
date and before anyone had submitted a proof of claim—that is,
when it was unknown whether proofs of claim would be submitted on
behalf of the Capco 2021 Notes, the Capco 2016/2019 Notes, or none
of them.  So the actual reason for the discrimination was not any
divergence in proofs of claim which did not yet exist, but rather
because that is what Aurelius requested and no one in response
advocated for equal treatment.

The United States Trustee, meanwhile, objects to those provisions
in both the Plan Support Agreement and the Plan that seek to allow
the Debtors to pay, without application and Court review, what the
Debtors deem to be the reasonable professional fees and expenses of
the requisite consenting noteholders on the basis of their
"substantial contribution" in these cases.  According to the U.S.
Trustee, the Debtors have inappropriately delegated to themselves
the sole right to evaluate these fees and expenses and have, in
essence, usurped the Court's authority to review and approve them
under the appropriate statutory standards.  The Bankruptcy Code
does not provide for the payment of these fees and expenses absent
application and Court approval under 11 U.S.C. Sec. 503(b) and the
United States Trustee requests that the Court deny those provisions
that permit these fees and expenses to be paid without full
compliance with the requirements of Section 503(b).

Counsel to the CapCo 2012 Group can be reached at:

         Mitchell A. Seider, Esq.
         Christopher Harris, Esq.
         Adam J. Goldberg, Esq.
         Sarah B. Rogers, Esq.
         LATHAM & WATKINS LLP
         885 Third Avenue
         New York, NY 10022-4611
         Tel: (212) 906-1800
         Fax: (212) 751-4864

Certain provisions in the Noteholders Group's objections were
redacted in publicly available filings.  A copy of the document is
available for free at:

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

                        June 3 Plan Hearing

NII Holdings Inc., et al., are slated to seek confirmation of their
reorganization plan at a hearing on June 3, 2015.

The Debtors filed a first plan support agreement on Nov. 24, 2014,
and a proposed plan of reorganization on Dec. 22, 2014.

On Jan. 26, 2015, the Debtors reached an agreement for the sale of
their operations in Mexico, operated by non-debtor Comunicaciones
Nextel de Mexico, S.A. de C.V., to an affiliate of AT&T for $1.875
billion, subject to adjustments.  The sale transaction was approved
on March 23, 2015.  The sale was completed April 30, 2015.

As a result of the sale transaction, the Debtors on March 13, 2015,
filed the First Amended Plan, which provides improved recoveries
and recoveries that include cash distributions.

The Debtors on April 20, 2015, filed a solicitation version of the
Disclosure Statement and First Amended Plan.

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

                      About NII Holdings

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

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

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

The U.S. Trustee for Region 2 appointed five creditors of NII
Holdings to serve on the official committee of unsecured
creditors. The panel is represented by Kenneth H. Eckstein, Esq.
and Adam C. Rogoff, Esq. of Kramer Levin Naftalis & Frankel LLP.
Kurtzman Carson Consultants LLC is the panel's information agent.


NII HOLDINGS: Files Plan Supplements Ahead of June 3 Hearing
------------------------------------------------------------
Ahead of the June 3 hearing on their First Amended Plan of
Reorganization, NII Holdings, Inc., et al., on May 11, 2015 filed
certain draft forms, signed copies or summaries of material terms
of certain documents relating to the Plan and/or to be executed,
delivered, assumed and/or performed in connection with the
consummation of the Plan on the Effective Date.  A copy of the Plan
Supplement is available for free at:

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

                        June 3 Plan Hearing

NII Holdings Inc., et al., are slated to seek confirmation of their
reorganization plan at a hearing on June 3, 2015.

The Debtors filed a first plan support agreement on Nov. 24, 2014,
and a proposed plan of reorganization on Dec. 22, 2014.

On Jan. 26, 2015, the Debtors reached agreement for the sale of
their operations in Mexico, operated by non-debtor Comunicaciones
Nextel de Mexico, S.A. de C.V., to an affiliate of AT&T for $1.875
billion, subject to adjustments.  The sale transaction was approved
on March 23, 2015.  The sale was completed April 30, 2015.

As a result of the sale transaction, the Debtors on March 13, 2015,
filed the First Amended Plan, which provides improved recoveries
and recoveries that include cash distributions.

The Debtors on April 20, 2015, filed a solicitation version of the
Disclosure Statement and First Amended Plan.

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

                      About NII Holdings

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

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

The Debtors have tapped Jones Day's Scott J. Greenberg, Esq. and
Michael J. Cohen, Esq., as counsel and Prime Clerk LLC as claims
and noticing agent. NII Holdings disclosed $1.22 billion in assets

and $3.068 billion in liabilities as of the Chapter 11 filing.

The U.S. Trustee for Region 2 appointed five creditors of NII
Holdings to serve on the official committee of unsecured
creditors. The panel is represented by Kenneth H. Eckstein, Esq.
and Adam C. Rogoff, Esq. of Kramer Levin Naftalis & Frankel LLP.
Kurtzman Carson Consultants LLC is the panel's information agent.


NW VALLEY: Reorganization Plan Slated for Oral Ruling on July 6
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nevada convened a
hearing on May 21, 2015, to consider confirmation of NW Valley
Holdings LLC's Plan of Reorganization.  Thereafter, the Court
continued the Plan hearing for oral ruling.  The oral ruling is
scheduled for July 6, 2015, at 3:00 p.m.

In a brief filed May 15, the Debtor asked the Court to overrule
various objections to confirmation of its Plan and to confirm the
Plan.

A limited objection was filed by KB Home, KB Home Nevada, Inc., and
KB Home Kyle, Inc.  An objection to confirmation was filed by U.S.
Bank, N.A., as the plan administrator for the KHI Post-Consummation
Trust and Liquidating Trust Administrator for KHI Liquidation
Trust.

KB Home calls for amendment to the Plan to clearly provide that it
does not impair KB Home's claims against non-debtor parties.

According to U.S. Bank, the Plan has multiple defects that preclude
confirmation.  Specifically, U.S. Bank asserts that: confirmation
should be denied for the following reasons:

  -- Plan's Non-Compliance with Bankruptcy Code (Sec. 1129(a)(1)):
The Plan contains several provisions that violate the Bankruptcy
Code, including (i) an improper designation of Class 3 General
Unsecured Claims as unimpaired in violation of Sec. 1124 and in
derogation of creditor voting rights under Sec. 1126; (ii) an
overbroad injunction provision that appears to limit creditors'
setoff rights under Sec. 553; (iii) an overbroad exculpation
provision for the benefit of Kyle Holdings and its representatives
in violation of Sec. 524(e) and in contravention of Sec.
1123(b)(6); and (iv) claim objection procedures that contravene
Sec. 502.  The Plan also contemplates a discharge in violation of
Sec. 1141(d)(3), and it lacks adequate means for its implementation
in accordance with Sec. 1123(a)(5).

  -- Debtor's Non-Compliance with Bankruptcy Code (Sec.
1129(a)(2)): By agreeing to the Kyle Restructuring Letter without
this Court's approval and without a "fiduciary out" provision, the
Debtor violated the Bankruptcy Code's prohibitions against
extraordinary transactions without court approval, and it
essentially abdicated its fiduciary duties for the benefit of an
insider.  Moreover, because the Disclosure Statement is deficient,
the Debtor has failed to provide adequate information on the Plan
in accordance with Sec. 1125.

  -- Not Proposed in Good Faith (Sec. 1129(a)(3)): Considering that
the Debtor has no non-cash assets of any value and that the Plan
exists only to treat the insider claims of Kyle Holdings, the Plan
lacks a true purpose that is consistent with the objectives of the
Bankruptcy Code.  The filing of this case appears to have been
motivated by an ulterior motive -- the springing of the Kimball
Hill Guaranty for the benefit of Kyle Agent.

  -- Not in Best Interests of General Unsecured Creditors (Sec.
1129(a)(7)): The Plan does not serve the best interests of general
unsecured creditors because it does not contemplate a challenge to
Kyle Holdings' claims or the pursuit of avoidance actions,
including the obvious preference action against Kyle Holdings for
the $2 Million Deposit payment that it received 10 days before the
Petition Date.  In the event this case is not dismissed, general
unsecured creditors would be better served in a chapter 7
liquidation, where they would have the benefit of an independent
trustee who will pursue avoidance actions and Sec. 502 claim
objections without being hobbled by connections to insiders like
Kyle Holdings.

In response, the Debtor claims the KH Trust Objection makes
numerous arguments predicated on mistaken assertions of fact,
including principally that: (a) the Debtor was fully released of
any and all claims by the Original Homebuilders in the 2011
Settlement Agreement, when in fact, no such release occurred, and
thus KEH, as the successor to those Original Homebuilders and
various other homebuilders and obligors to the Credit Agreement,
does in fact have valid claims for indemnity and contribution
against the Debtor; and (b) Kimball Hill also have valid claims for
indemnity and contribution, among other alleged theories, against
the Debtor, when in fact, the Kimball Hill Trusts have no such
claims because they are barred, waived and/or must be disallowed.
A resolution of the foregoing two critical issues frames many of
the rest of the analysis with respect to the confirmation of the
proposed Plan.

According to the Debtor, the KB Home Objection is satisfied by a
proposed modification to provide a clear disclaimer in the
exculpation provision of the Debtor's Plan.  The balance of the
arguments raise in the KB Home Objection must be dismissed for lack
of standing because it is neither a creditor of the Debtor's
bankruptcy estate, nor an equity security interest in the Debtor.

A copy of the Debtor's omnibus reply to the objections and brief in
support of the confirmation of the Plan is available for free at:

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

In response to the Debtor's omnibus reply, KB Home pointed out that
while the proposed change is a step in the right direction, it
remains too narrowly crafted to protect KB Home's rights against
non-bankrupt parties.

KB Home is represented by:

        SCHWARTZER & McPHERSON LAW FIRM
        Jeanette McPherson
        2850 S. Jones Blvd., Suite 1
        Las Vegas, NV 89146-5308
        Tel: (702) 228-7590
        Fax: (702) 892-0122
        E-mail: bkfilings@s-mlaw.com

              - and -

        McKOOL SMITH, P.C.
        Paul D. Moak
        Christopher D. Johnson
        600 Travis, Suite 7000
        Houston, TX 77002
        Tel: (713) 485-7300
        Fax: (713) 485-7344
        E-mail: pmoak@mckoolsmith.com
                cjohnson@mckoolsmith.com

U.S. Bank is represented by:

        Peter J. Roberts, Esq.
        SHAW FISHMAN GLANTZ & TOWBIN LLC
        321 North Clark Street, Suite 800
        Chicago, IL 60654
        Telephone: (312) 541-0151
        E-mail: proberts@shawfishman.com

              - and -

        Brian D. Shapiro
        228 S. 4th Street, Suite 300
        Las Vegas, NV 89101
        Telephone: (702) 386-8600
        E-mail: brian@brianshapirolaw.com

The Debtor's attorneys can be reached:

        LARSON & ZIRZOW, LLC
        Zachariah Larson, Esq.
        Matthew C. Zirzow, Esq.
        810 S. Casino Center Blvd. #101
        Las Vegas, NV 89101
        Tel: (702) 382-1170
        Fax: (702) 382-1169
        E-mail: zlarson@lzlamnv.com
                mzirzow@lzlawmnv.com

                     About NW Valley Holdings

NW Valley Holdings LLC was organized on Feb. 12, 2014, to provide a
vehicle and a process for its managers and members, who were all
homebuilders and other property developers, to group together and
make a joint bid to acquire certain real property consisting of
1,710.86 gross acres located in the City of Las Vegas, Nevada at a
Bureau of Land Management auction, and on which they intended to
develop a master-planned community.  A syndicate of lenders led by
Wachovia Bank, N.A., as administrative agent, agreed to provide
$565,000,000 to finance the acquisition and develop the property.

The great recession and financial crisis of 2007 to 2008 hit.  In
September 2008, a trustee's deed upon sale was recorded, thereby
evidencing the transfer of the property for a credit bid of
$5 million to an entity called KAG Property, LLC, as successor to
Wachovia's rights under the loan.  The trustee's deed excluded any
portion of the property "lying within the U.S. Highway 95/Rancho
Drive as it presently exists."  The remaining real property
consists of 6 very small parcels of property directly under or
immediately adjacent to the U.S. Highway 95.

In May 2013, Wells Fargo, successor by merger to Wachovia, sold all
of its rights and interests in the loan and KAG Property to
affiliates of Kyle Partners, LLC.  Kyle Agent, LLC, was named
successor administrative agent.  Kyle Partners owns 89% of the
beneficial interest of any remaining amounts owing under the credit
agreement.

KEH acquired an aggregate 90.41% of the membership interests in the
Company.  The Kimball Hill Trusts hold the remaining 9.59%.

NW Valley Holdings LLC filed a Chapter 11 bankruptcy petition
(Bank. D. Nev. Case No. 15-10116) on Jan. 10, 2015.  The petition
was signed by Charles C. Reardon, senior managing director of
Asgaard Capital, LLC, as manager.  The Debtor disclosed assets of
$815,000 and liabilities of $428 million.  Judge August B. Landis
is assigned to the case.  

On Feb. 27, 2015, the Court authorized the employment of Asgaard
Capital LLC as the Debtor's manager.

The Debtor has tapped Larson & Zirzow, LLC, as general bankruptcy
counsel.  The Debtor also hired Asset Insight of Nevada as real
property appraiser to provide an appraisal of the Remaining Real
Property.  The Debtor has tapped David R. Black, CPA, as its
accountant.


OCH-ZIFF CAPITAL: Incurs $165-Mil. Net Loss in March 31 Quarter
---------------------------------------------------------------
Och-Ziff Capital Management Group LLC filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q, disclosing a net income of $165 million on $333 million of
total revenues for the three months ended March 31, 2015, compared
with net income of $166 million on $285.48 million of total
revenues for the same period in 2014.

The Company's balance sheet at March 31, 2015, showed $9.68 billion
in total assets, $7.35 billion in total liabilities and total
stockholders' equity of $1.62 billion.

As the Company's Revolving Credit Facility, the Notes and, with
respect to its funds, other committed secured credit facilities
expire, or if its lenders fail, the Company will need to replace
them by entering into new facilities or finding other sources of
liquidity.  Furthermore, to the extent that the debt financing
markets make it difficult or impossible for the Company to
refinance or replace its Revolving Credit Facility or the Notes,
the Company may be unable to repay the loans outstanding under the
Revolving Credit Facility, if any, or the aggregate principal
amount of the Notes upon maturity, its liquidity may be reduced in
a manner that may restrict or otherwise prevent the Company from
funding or operating its general business affairs.  The Company may
be forced to sell assets, undergo a recapitalization or seek
bankruptcy protection, and substantial doubt may be raised as to
its status as a going concern.

A copy of the Form 10-Q is available at:

                       http://is.gd/jaFdRA
                          
Och-Ziff is a publicly owned investment management company that
was founded in 1994 and is based New York, New York with
additional offices in London, United Kingdom; Hong Kong; Tokyo,
Japan; Bangalore, India; and Beijing, China.


OHCMC-OSWEGO LLC: Asks Court to Issue Final Decree Order
--------------------------------------------------------
OHCMC-OSWEGO, LLC, asks the U.S. Bankruptcy Court for the Northern
District of Illinois, Eastern Division, to issue a final decree
order closing its Chapter 11 case.

Richard S. Lauter, Esq., at Freeborn & Peters LLP, in Chicago,
Illinois, says the Court should enter a final decree closing the
Chapter 11 case because the Debtor's estate has been administered
and the Debtor's Modified Plan of Liquidation has been
substantially consummated.

Mr. Lauter adds that pursuant to the Plan, the Debtor has sold
substantially all of its assets -- three parcels of real property
-- to REO Funding Solutions V, LLC for $11,125,000.00.

Mr. Lauter tells the Court that PNC Bank, N.A., has filed a motion
asking the Court to compel the Debtor to comply with the terms of
the Confirmed Plan and requested the entry of an order requiring
the Debtor to turn over $43,741 that PNC asserted constituted its
cash collateral.  Mr. Lauter further tells the Court that the
Debtor has filed a motion for surcharge against BMO Harris Bank,
N.A., and PNC Bank, the Debtors' pre-petition secured lenders, in
order to pay outstanding U.S.Trustee fees, which total $13,325 for
the third and fourth quarter of 2014, and additional amounts that
will be due for the first and second quarters of 2015.  The Debtor,
BMO, and PNC have reached an agreement in principal to resolve the
Surcharge Motion and the Motion to Compel and are in the process of
documenting that agreement through a stipulation.

Mr. Lauter says the Debtor, PNC, and BMO have agreed to resolve the
Surcharge Motion and the Motion to Compel so long as a Final Decree
is entered by May 31, 2015.  The Debtor was unable to timely file
its motion in order to give sufficient notice to all creditors.
Nevertheless, the Motion will be served via ECF notice upon the
U.S. Trustee and all parties-in-interest who have filed an
appearance in this case and mailed to all parties in interest.  Mr.
Lauter contends that notice provided is appropriate under the
circumstances and, further, no party will be prejudiced by the
shortened and limited notice requested herein.

The Debtor is represented by:

          Richard S. Lauter, Esq.
          Devon J. Eggert, Esq.
          FREEBORN & PETERS LLP
          311 South Wacker Drive, Suite 3000
          Chicago, IL 60606
          Tel: (312)360-6000
          Fax: (312)360-6520
          E-mail: rlauter@freeborn.com
                  deggert@freeborn.com

                    About OHCMC-OSWEGO, LLC

OHCMC-Oswego, LLC, is an Illinois limited liability company
that
was formed on July 12, 2005 to, inter alia, acquire, develop
and
sell a series of real estate developments. It is wholly owned
by
Oliver-Hoffman Corporation. Its principal place of business
is
located at 3108 S. Rt. 59, Ste. 124-373, Naperville,
Illinois.



OHCMC-Oswego filed a Chapter 11 bankruptcy petition (Bankr.
N.D.
Ill. Case No. 14-05349) in Chicago on Feb. 19, 2014, with
plans to
sell its assets. Camille O. Hoffmann signed the petition
as
president of managing and sole member. The Debtor
disclosed
$92,268 plus an unknown amount in assets and
$56,782,127 in
liabilities. The Hon. Carol A. Doyle presides over
the case. The
Debtor is represented by David C. Gustman,, Esq.,
at Freeborn &
Peters LLP.



The U.S. Bankruptcy Court confirmed the Debtor's Modified Plan
of
Liquidation dated June 30, 2014, which contemplates a sale of
the
Debtors' assets.



No trustee, examiner or creditors' committee has been appointed in

the case.


OXANE MATERIALS: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Oxane Materials, Inc.
        467 W. 38th Street
        Houston, TX 77018

Case No.: 15-32940

Nature of Business: Developer of Nanotechnologies

Chapter 11 Petition Date: May 31, 2015

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

Judge: Hon. Jeff Bohm

Debtor's Counsel: Morris Dean Weiss, Esq.
                  TAUBE SUMMERS HARRISON TAYLOR MEINZER BROWN LLP
                  100 Congress Ave., 18th Floor
                  Austin, TX 78701
                  Tel: 512-472-5997
                  Email: mweiss@taubesummers.com

Estimated Assets: $10 million to $50 million

Estimated Debts: $10 million to $50 million

The petition was signed by Gregory S. Milligan, chief restructuring
officer.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Total Energy Ventures              Investor            $1,707,345
International (SAS
2 place Jean Millier
La Defense 6
92078 Paris La Defense Cedex
France

BP Alternative Energy              Investor               $720,417
International Ltd
150 West Warrenville Road, J-8
Naperville, IL 60563

Zschimmer & Schwarz Inc.           Services               $555,102
70 GA Highway 22W
Milledgeville, GA 31061

Alan L. Sarroff                    Investor               $353,820
43 Meadow Woods Road
Great Neck, NY 11020-1324

Arkansas Economic                  Note                   $259,999
Development Commission
900 West Capitol Avenue
Suite 400
Little Rock, AR 72201

Thermal Specialties Construction   Services               $235,765
Service

Aluchem Inc.                       Services               $209,550

Crawford County Tax Collector      Property taxes         $184,683

Paresh D. Kanani                   Investor               $175,000

Equipment Pro, Inc.                Services               $163,959

Hess Pumice Products, Inc.         Services               $150,474

Glencore Ltd.                      Services               $147,889

Schneck Process, LLC               Services               $147,045

Spraying Systems Co.               Services               $139,191

Cockrum Welding Fabrication, Inc.  Services               $137,218

Savino Del Bene USA, Inc.          Services                $82,416

Lazard Freres & Co LLC             Services                $72,882

Staccato International Co.         Services                $65,093

TEC Staffing Services              Services                $64,869

Eutectic Corporation               Services                $64,278


PATRIOT COAL: Said to Pick Blackhawk Mining as Stalking Horse
-------------------------------------------------------------
Jodi Xu Klein, Laura J. Keller, and Tim Loh, writing for Bloomberg
News, reported that Patriot Coal Corp. has selected Blackhawk
Mining LLC as the potential buyer for its assets in bankruptcy
court, according to three people with knowledge of the matter.

According to the Bloomberg report, citing two of the people, who
asked not to be named because the negotiations are private,
Blackhawk, based in Lexington, Kentucky, will be the so-called
stalking horse in an auction to set a benchmark price for most of
Patriot’s assets.

                        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.

The U.S. trustee overseeing the Chapter 11 case of Patriot Coal
Corp. appointed seven creditors of the company to serve on the
official committee of unsecured creditors.

Patriot Coal estimated more than $1 billion in assets and debt.


PRESS GANEY: Moody's Raises CFR to 'B1', Outlook Stable
-------------------------------------------------------
Moody's Investors Service upgraded Press Ganey Holdings, Inc.'s
("Press Ganey", formerly PGA Holdings, Inc.) Corporate Family
Rating to B1 from B2 and Probability of Default rating to B2-PD
from B3-PD. Moody's also upgraded the company's senior secured
credit facility ratings, including its existing revolving credit
facility and term loan, to B1 from B2. The rating outlook is
stable.

The upgrade of the Corporate Family Rating reflects the improvement
in Press Ganey's financial leverage, namely the repayment of
approximately $175 million of outstanding borrowings under its term
loan facility with the proceeds raised from an initial public
offering of its common stock [NYSE: PGND]. The debt repayment has
resulted in an improvement in the company's pro forma financial
leverage to under 3 times from 4.6x for the twelve months ended
March 31, 2015. The upgrade incorporates Moody's expectation that
Press Ganey will maintain a disciplined acquisition strategy and
good availability under combined sources of internal and external
liquidity.

Press Ganey Holdings, Inc.

Ratings upgraded:

  -- Corporate Family Rating to B1 from B2

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

  -- Senior secured credit facilities to B1 (LGD 3) from B2
     (LGD 3)

  -- The rating outlook is stable.

Press Ganey's B1 Corporate Family Rating reflects its small size
based on revenue and earnings, moderate financial leverage, and
modest interest coverage. The ratings are also constrained by the
company's exposure to leveraging event risks under private equity
majority ownership, mitigated by the recent public issuance of
common shares. The company faces risks related to the short-term
nature of contracts and susceptibility to an to an increasingly
competitive environment and pricing pressures if both the
healthcare and IT industries continue to consolidate, or if
substantially larger firms with greater resources enter the market.
However, while the industry has few legal barriers to entry, Press
Ganey's business profile benefits from its leading market presence
in providing healthcare information and performance improvement
services, exhibiting a defensible position within this niche
segment. This is demonstrated by the company's historically high
client retention rates. Also benefiting the credit profile is Press
Ganey's good customer diversity. Moody's expect Press Ganey to
benefit from favorable industry fundamentals and regulatory
requirements imposed by the Centers for Medicare & Medicaid
Services (CMS), and also from an increase in pay-for performance
initiatives on behalf of commercial payors.

The rating outlook is stable, and reflects Moody's assumption that
the company will achieve mid-to-high single digit revenue and
earnings growth over the next twelve months along with modest debt
reduction. Given the company's small absolute size and Moody's
expectation of modest free cash flow, Moody's expects the company
to maintain stronger metrics than for many similarly-rated
companies.

Given the company's small absolute revenue size, limited
business-line diversity, and exposure to leveraging events under
private equity majority ownership, an upgrade is unlikely over the
near-term. Over time, the rating could be upgraded if the company
can significantly grow its revenue size and increasingly diversify
sources of revenue across business lines, while sustaining or
improving upon current credit metrics.

The ratings could be downgraded if there is deterioration in the
company's operating performance, such that free cash flow turns
negative on a sustained basis, or if the company undertakes
material debt-financed acquisitions or shareholder initiatives. In
particular, the ratings could be downgraded if adjusted debt/EBITDA
exceeds 4 times or if the company's liquidity profile
deteriorates.

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.

Headquartered in South Bend, Indiana, Press Ganey Holdings, Inc.
("Press Ganey") is a leading provider of performance measurement
and improvement services to U.S. healthcare providers including
hospitals, medical practices and alternate-site providers. The
company's portfolio of services addresses the growing needs of
healthcare organizations to measure and improve patient
satisfaction (based on results of patient surveys), enhance quality
of care, increase operational efficiencies, and optimize Medicare
reimbursement capabilities. Press Ganey operates in three primary
businesses, including patient satisfaction surveying, clinical
performance measurement, and operational and strategic consulting
services. Following a May 2015 Initial Public Offering (IPO), the
company is publicly-traded [NYSE: PGND]. Following the close of the
IPO transaction, Moody's estimate financial sponsor, Vestar Capital
Partners, retains ownership of approximately 57.5% of the company.
For the twelve months ended March 31, 2015, the company generated
total revenues of approximately $291 million.


PRONERVE HOLDINGS: Taps Garden City as Administrative Agent
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware will convene
a hearing on June 15, 2015 at 11:00 a.m., to consider Pronerve
Holdings, LLC, et al.'s motion to employ Garden City Group, LLC as
administrative agent.

The Debtors intend to employ GCG nunc pro tunc to the Petition
Date, to, among other things:

  a) generate and provide claim reports;

  b) manage the preparation, compilation and mailing of documents
to creditors and other parties-in-interest in connection with the
solicitation of a chapter 11 plan; and

  c) collect and tabulate votes in connection with any plan filed
by the Debtors and providing ballot reports to the Debtors and
their professionals.

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

                       About ProNerve Holdings

Founded in 2008, ProNerve is headquartered in a suburb of Denver,
Colorado.  ProNerve and certain affiliated practice entities
provide intraoperative neurophysiologic monitoring ("IOM") services
to health systems, acute care hospitals, specialty hospitals,
ambulatory surgical centers, surgeons, and physician groups in more
than 25 states.

ProNerve Holdings, LLC and its affiliates sought Chapter 11
protection (Bankr. D. Del. Case No. 15-10373) on Feb. 24, 2015,
with a deal to sell assets to SpecialtyCare IOM Services, LLC for a
credit bid of $35 million.

The cases are assigned to Judge Kevin J. Carey.

The Debtor tapped Pepper Hamilton LLP as counsel, and The Garden
City Group, Inc., as claims and noticing agent.



REVETT MINING: Losses, Lack of Capital Raise Going Concern Doubt
----------------------------------------------------------------
Revett Mining Company, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing a
net loss of $2.53 million on $2.27 million of revenue for the three
months ended March 31, 2015, compared to a net loss of $834,000 on
$6,000 of revenue for the same period in 2014.

The Company's balance sheet at March 31, 2015, showed $28.0 million
in total assets, $10.1 million in total liabilities, and
stockholders' equity of $17.9 million.

The Company does not have sufficient cash to fund normal operations
and meet its debt obligations for the next twelve months without
deferring payments on certain current liabilities or raising
additional funds.  The Company's continued losses and lack of
capital raise substantial doubt about the Company's ability to
continue as a going concern as of March 31, 2015.

A copy of the Form 10-Q is available at:

                       http://is.gd/KxLOgr
                          
Revett Mining Co., Inc. explores, develops and operates base and
precious metal mineral deposits. Its principal properties include
Troy mine, an underground copper and silver mine in Lincoln County,
Montana and Rock Creek mine, a development-stage copper and silver
deposit in Sanders County, Montana. The company operates through
its subsidiaries: Revett Silver Co., Troy Mines, Inc. and RC
Resource, Inc. The company was founded in August 2004 and is
headquartered in Spokane Valley, WA.


SANTA CRUZ BERRY: Employs Thomas Vogele as Bankruptcy Counsel
-------------------------------------------------------------
Santa Cruz Berry Farming Company, LLC, seeks authority from the
U.S. Bankruptcy Court for the Northern District of California, San
Jose Division, to employ Thomas Vogele & Associates, APC, as
general insolvency counsel.

The scope of the Professional's employment will include providing
Santa Cruz Berry with legal advice with respect to its powers and
duties as the debtor-in-possession, assisting Santa Cruz Berry with
the investigation and determination of the estate's assets and
liabilities, preparing any necessary motions and applications on
behalf of Santa Cruz Berry, providing advice concerning the claims
of creditors, preparing, prosecuting, and attaining confirmation of
a plan of reorganization, and preparing monthly operating reports
and other data necessary for interim statements and operating
reports.

The terms of employment of the Professional agreed to by Santa Cruz
Berry are that the Professional will undertake representation of
Santa Cruz at a rate between $225 and $350 per hour, depending on
the experience and expertise of the attorney or staff performing
the work.  While no retainer has been paid yet, Santa Cruz Berry
intends to pay the Professional a postpetition retainer in the
amount of $25,000.

Mr. Vogele, the founder and principal of Thomas Vogele &
Associates, APC, assures the Court that his 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.

                 About Santa Cruz Berry Farming

Watsonville, California-based Santa Cruz Berry Farming grows
conventional and organic strawberries.  The privately owned company
was founded by and is currently managed by Fritz Koontz.  Seven
Seas Berry Sales, a division of the Tom Lange Co., is the sales
agent for the Company.

Santa Cruz Berry Farming Company, LLC, and Corralitos Farms, LLC,
commenced Chapter 11 bankruptcy cases (Bankr. N.D. Cal. Case Nos.
15-51771 and 15-51772) in San Jose, California, on May 25, 2015.

The Debtors tapped Thomas A. Vogele, Esq., at Thomas Vogele and
Associates, APC, in Costa Mesa, California, as counsel.


SANTA CRUZ BERRY: Hires Polis & Assocs. as Litigation Counsel
-------------------------------------------------------------
Santa Cruz Berry Farming Co. seeks authority from the U.S.
Bankruptcy Court for the Northern District of California, San Jose
Division, to employ Thomas J. Polis, Esq., a principal at Polis &
Associates, APLC, to act as special litigation counsel to prosecute
particular claims asserted by and against Tom Lange Company and its
related entities.

The professional will undertake representation of Santa Cruz at a
rate of $435 per hour.  Santa Cruz has paid the professional a
prepetition retainer in the amount of $15.

Mr. Polis assures the Court that his 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.

                 About Santa Cruz Berry Farming

Watsonville, California-based Santa Cruz Berry Farming grows
conventional and organic strawberries.  The privately owned company
was founded by and is currently managed by Fritz Koontz.  Seven
Seas Berry Sales, a division of the Tom Lange Co., is the sales
agent for the Company.

Santa Cruz Berry Farming Company, LLC, and Corralitos Farms, LLC,
commenced Chapter 11 bankruptcy cases (Bankr. N.D. Cal. Case Nos.
15-51771 and 15-51772) in San Jose, California, on May 25, 2015.

The Debtors tapped Thomas A. Vogele, Esq., at Thomas Vogele and
Associates, APC, in Costa Mesa, California, as counsel.


SANTA CRUZ BERRY: Wants Case Jointly Administered with Corralitos
-----------------------------------------------------------------
Santa Cruz Berry Farming Company, LLC, asks the U.S. Bankruptcy
Court for the Northern District of California, San Jose Division,
to issue and order directing joint administration of its Chapter 11
case with the Chapter 11 case of Corralitos Farms, LLC.

According to Thomas Vogele, Esq., at Thomas Vogele & Associates,
APC, in Costa Mesa, California, joint administration of the estates
is in the best interests of the Debtors, the Court, and the
creditors.  Mr. Vogele explains that Santa Cruz and Corralitos
share members, obligations, equipment, and leases, and are joint
obligors on various secured promissory notes.  Due to the fact that
their assets, liabilities, guaranties, and obligations are in many
ways intertwined, administration of one estate necessarily affects
the other, he tells the Court.

Joint administration avoids any inequity and allows for Debtors,
the Court, and the creditors to effectively administer each estate
at the same time while minimizing delay or expense, Mr. Vogele
asserts.

                 About Santa Cruz Berry Farming

Watsonville, California-based Santa Cruz Berry Farming grows
conventional and organic strawberries.  The privately owned company
was founded by and is currently managed by Fritz Koontz.  Seven
Seas Berry Sales, a division of the Tom Lange Co., is the sales
agent for the Company.

Santa Cruz Berry Farming Company, LLC, and Corralitos Farms, LLC,
commenced Chapter 11 bankruptcy cases (Bankr. N.D. Cal. Case Nos.
15-51771 and 15-51772) in San Jose, California, on May 25, 2015.

The Debtors tapped Thomas A. Vogele, Esq., at Thomas Vogele and
Associates, APC, in Costa Mesa, California, as counsel.


SANTA CRUZ BERRY: Wants Corralitos Case Assigned to Judge Hammond
-----------------------------------------------------------------
Santa Cruz Berry Farming Company, LLC, asks the U.S. Bankruptcy
Court for the Northern District of California, San Jose Division,
to transfer the Chapter 11 case of Corralitos Farms, LLC, to Judge
M. Elaine Hammond.

According to Thomas Vogele, Esq., the request was made on the
grounds that the two bankruptcies were filed in succession, with
the Corralitos Bankruptcy filed immediately after the Santa Cruz
Berry Bankruptcy, and the two bankruptcies were assigned to
different judges.  Mr. Vogele tells the Court that the estates are
related, and thus having both cases heard in front of the same
judge would promote efficient administration of the estate and
would avoid inconsistent or conflicting rulings.

Mr. Vogele explains that Santa Cruz Berry and Corralitos share
members, obligations, equipment, and leases, and are joint obligors
on various secured promissory notes.  Due to the fact that their
assets, liabilities, guaranties, and obligations are in many ways
intertwined, administration of one estate necessarily affects the
other, he says.  Having each case heard in a single forum avoids
any inequity and allows Debtors, the Court, and the creditors to
effectively administer each estate at the same time while
minimizing delay and expense, he further asserts.

                 About Santa Cruz Berry Farming

Watsonville, California-based Santa Cruz Berry Farming grows
conventional and organic strawberries.  The privately owned company
was founded by and is currently managed by Fritz Koontz.  Seven
Seas Berry Sales, a division of the Tom Lange Co., is the sales
agent for the Company.

Santa Cruz Berry Farming Company, LLC, and Corralitos Farms, LLC,
commenced Chapter 11 bankruptcy cases (Bankr. N.D. Cal. Case Nos.
15-51771 and 15-51772) in San Jose, California, on May 25, 2015.

The Debtors tapped Thomas A. Vogele, Esq., at Thomas Vogele and
Associates, APC, in Costa Mesa, California, as counsel.


SAVE THE WORLD: Incurs $1.7-Mil. Net Loss in First Quarter
----------------------------------------------------------
Save The World Air, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $1.17 million on $nil of revenue for the
three months ended Mar. 31, 2015, compared with a net loss of $1.4
million on $nil of revenue for the same period last year.

The Company's balance sheet at Mar. 31, 2015, showed $1.50 million
in total assets, $976,000 in total liabilities, and stockholders'
equity of $525,000.

The Company's independent registered public accounting firm, in its
report on the Dec. 31, 2014 financial statements, has raised
substantial doubt about the Company's ability to continue as a
going concern.  Its ability to continue as a going concern is
dependent upon the ability to raise additional funds and implement
its business plan.

A copy of the Form 10-Q is available at:

                        http://is.gd/YDCmyl

Santa Barbara, Calif.-based Save The World Air, Inc. (STWA) is a
developer and vendor of integrated viscosity reduction and joule
heat solutions for the global energy industry.  The Company designs
and manufactures industrial-grade equipment for the upstream,
gathering and midstream energy sectors.


SEMLER SCIENTIFIC: Expects to Continue to Incur Losses
------------------------------------------------------
Semler Scientific, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing a
net loss of $1.37 million on $1.2 million of revenue for the three
months ended March 31, 2015, compared with a net loss of $817,000
on $837,000 of revenue for the same period in 2014.

The Company's balance sheet at March 31, 2015, showed $6.4 million
in total assets, $3.81 million in total liabilities, and
stockholders' equity of $2.59 million.

The Company has incurred recurring losses since inception and
expects to continue to incur losses as a result of costs and
expenses related to the Company's marketing and other promotional
activities, research and continued development of its product.  As
of March 31, 2015, the Company has working capital of $1.85 million
and cash and restricted cash of $5.16 million (which includes $2.1
million of restricted cash).  The Company's principal sources of
cash have included the issuance of equity securities, and to a
lesser extent, borrowings under loan agreements and revenue from
leasing its product.  To increase revenues, the Company's operating
expenses will continue to grow and, as a result, the Company will
need to generate significant additional revenues to achieve
profitability.  In order to execute on its business plan, and given
current available cash, the Company anticipates that it will need
to raise additional capital.

The Company's financial statements as of March 31, 2015 have been
prepared under the assumption that the Company will continue as a
going concern.  The Company's ability to continue as a going
concern is dependent upon its ability to obtain additional equity
or debt financing, attain further operating efficiencies and,
ultimately, to generate additional revenue.  The financial
statements do not include any adjustments that might result from
the outcome of this uncertainty.  The Company can give no
assurances that additional capital that the Company is able to
obtain, if any, will be sufficient to meet the Company's needs.  If
the Company is unable to raise additional capital within the next
twelve months to continue to fund operations at its current cash
expenditure levels, the Company's operations will need to be
curtailed.  The foregoing conditions raise substantial doubt about
the Company’s ability to continue as a going concern.

A copy of the Form 10-Q is available at:

                       http://is.gd/zgHugl
                          
Semler Scientific, Inc., a medical risk-assessment company,
develops, manufactures, and markets various patented products to
identify the risk profile of medical patients to allow healthcare
providers to capture full reimbursement potential for their
services in the United States.  Its products include FloChec that
is used in the office setting to allow providers to measure
arterial blood flow in the extremities and is a useful tool for
internists and primary care physicians.  The company provides its
FloChec product and services to its customers through its
salespersons and through its co-exclusive distributor.  Semler
Scientific, Inc. was founded in 2007 and is headquartered in
Portland, Oregon.

BDO USA, LLP, expressed substantial doubt about the Company's
ability to continue as a going concern, citing that the Company has

suffered recurring losses from operations and expects continuing
future losses.

The Company reported a net loss of $4.51 million on $3.63 million
of revenue for the year ended Dec. 31, 2014, compared with a net
loss of $2.23 million on $2.27 million of revenue in the prior
year.

The Company's balance sheet at Dec. 31, 2014, showed $7.5 million
in total assets, $4.06 million in total liabilities and total
stockholders' equity of $3.44 million.


SFX ENTERTAINMENT: Moody's Reviews 'Caa1' CFR for Downgrade
-----------------------------------------------------------
Moody's Investors Service placed SFX Entertainment, Inc.'s ratings
on review for downgrade following the company's May 26, 2015
announcement of a "definitive merger agreement whereby an affiliate
of Robert F.X. Sillerman, the Company's Chairman and Chief
Executive Officer, will acquire all the outstanding common stock of
SFX that he does not already own." The company's Caa1 corporate
family rating, Caa1-PD probability of default rating (PDR), B1
first lien revolving credit facility rating, and Caa1 second lien
notes rating were placed on review for downgrade. SFX' speculative
grade liquidity rating of SGL-3, indicating adequate liquidity, was
affirmed.

While an indeterminable proportion of the purchase price for the
62.6% of the outstanding common stock of SFX that Mr. Sillerman
does not own will be satisfied via an exchange of shares into the
continuing entity, and financing arrangements for the balance of
the company have not been announced, the transaction has the
potential of doubling SFX' debt without augmenting cash flow,
warranting a comprehensive ratings review.

That said, if financing arrangements provide the company with a
sufficient period in which to prove out its business model and cash
flow generating capability before refinance milestones arise, there
is the potential of the ratings being affirmed. Alternatively,
short-dated arrangements or arrangements with imbedded
conditionality which may truncate the applicable term to maturity,
are more likely to precipitate a downgrade.

The following summarizes Moody's ratings and the rating actions for
SFX:

Issuer: SFX Entertainment, Inc.

  -- Outlook: Changed to On Review from Stable

  -- Corporate Family Rating: placed on review for downgrade,
     currently Caa1

  -- Probability of Default Rating: placed on review for
     downgrade, currently Caa1-PD

  -- First Lien Senior Secured Revolving Credit Facility: placed
     on review for downgrade, currently B1 (LGD1)

  -- Second Lien Senior Secured Notes: placed on review for
     downgrade, currently Caa1 (LGD3)

Moody's review, which will likely be concluded concurrently with
the acquisition of SFX, will focus on the company's prospects and
debt service capabilities given what will likely be a very
significant debt burden. The revenue and EBITDA build-up from
individual festivals, as well as ticketing and sponsorship revenues
will be reviewed in detail, as will repeating sources and uses of
cash flow. Moody's review will also address capital spending,
liquidity planning, and the potential of additional acquisition
activity. Additionally, issues related to governance and the future
sufficiency of information as the company is taken private will
also be addressed.

Ratings are on review for downgrade because of a potentially
significant increase in debt without a corresponding increase in
cash flow.

The Caa1 CFR might be upgraded if Moody's were to develop good
visibility and confidence in SFX's future cash flow, coupled with
adequate liquidity and roughly breakeven free cash flow.

Until SFX's business model stabilizes, liquidity arrangements will
have a significant influence on its rating. In the event liquidity
is constrained and the probability of default increases, downwards
rating pressure will result.

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.

Headquartered in New York, New York, SFX Entertainment, Inc.,
(SFX), is a leading producer of live events and media and
entertainment content focused exclusively on electronic music
culture (EMC).


SIGA TECHNOLOGIES: Patheon Joins Creditors Committee
----------------------------------------------------
The U.S. Trustee for Region 2 appointed Patheon Manufacturing
Services, LLC to serve on SIGA Technologies Inc.'s official
committee of unsecured creditors.

The unsecured creditors' committee is now composed of:

     (1) PharmAthene, Inc.
         One Park Place, Suite 450
         Annapolis, MD 21401
         Attn: Eric I. Richman
               Chief Executive Officer
         Tel: (410) 269-2520

     (2) Patheon Manufacturing Services, LLC
         c/o Patheon Pharmaceuticals Inc.
         2110 East Galbraith Road
         Cincinnati, OH 45237-1625
         Attn: Francis P. McCune, Secretary
         Tel: (732) 537-6112

                      About SIGA Technologies

Publicly held SIGA Technologies, Inc., with headquarters in Madison
Avenue, New York, is a biotech/pharmaceutical company that
specializes in the development and commercialization of solutions
for serious unmet medical needs and biothreats.  SIGA's lead
product is Tecovirimat, also known as ST-246, an orally
administered antiviral drug that targets orthopoxviruses.

SIGA sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case
No. 14-12623) on Sept. 16, 2014, in Manhattan.  The case is
assigned to Judge Sean H. Lane.

The Debtor has tapped Weil, Gotshal & Manges LLP, as counsel, and
Prime Clerk LLC as claims agent.

The Debtor's Chapter 11 plan and disclosure statement are due May
14, 2015.

The Debtor disclosed total assets of $131,669,746 and $7,954,645 in
liabilities as of the Chapter 11 filing.

The Statutory Creditors' Committee is represented by Martin J.
Bienenstock, Esq., Scott K. Rutsky, Esq., and Ehud Barak, Esq., at
PROSKAUER ROSE LLP.  The Committee tapped to retain Guggenheim
Securities, LLC, as its financial advisor and investment banker.


SMURFIT-STONE: "Poston" Claims Discharged in Bankruptcy
-------------------------------------------------------
In the case captioned RODNEY F. POSTON, Plaintiff, v. ROCK TENN
SMURFIT-STONE, Defendant, DOCKET NO. 1:13-CV-00206-MOC-DLH (W.D.
N.C.), District Judge Max O. Cogburn, Jr. granted the defendant's
Motion for Summary Judgment and Motion to Take Judicial Notice of a
Confirmation Order filed in another district.

Defendant argued that the action is barred as a matter of law as
the plaintiff's claims were discharged by the United States
Bankruptcy Court in In re: Smurfit-Stone Container Corporation,
09-10235 (Bankr. D. Del.)

In his May 6, 2015 order available at http://is.gd/mUPDSffrom
Leagle.com, Judge Cogburn granted the defendant's Motion for
Summary Judgment and dismissed the action with prejudice.  Judge
Cogburn found that the claims asserted by the plaintiff against the
defendant arose before the effective date of the Confirmation
Order.  As a matter of law, claims that arose before the
Confirmation Order was entered were discharged, released, and
barred by the discharge and injunction provisions of the
Confirmation Order entered in the defendant's Chapter 11 bankruptcy
proceeding.

Rodney F. Poston, Plaintiff, Pro Se.

Rock Tenn Smurfit-Stone, Defendant, represented by Elizabeth R.
Dangel -- elizabeth.dangel@ogletreedeakins.com -- Ogletree,
Deakins, Nash, Smoak, and Stewart, P.C. & Kelly Suzanne Hughes --
kelly.hughes@ogletreedeakins.com -- Ogletree, Deakins, Nash, Smoak
& Stewart, P.C..

                        About Smurfit-Stone

Smurfit-Stone Container Corp. -- http://www.smurfit-stone.com/--
is one of the leading integrated manufacturers of paperboard and
paper-based packaging in North America and one of the world's
largest paper recyclers.  The Company operates 162 manufacturing
facilities that are primarily located in the United States and
Canada.  The Company also owns roughly one million acres of
timberland in Canada and operates wood harvesting facilities in
Canada and the United States.  The Company employs roughly 21,250
employees, 17,400 of which are based in the United States.  For
the quarterly period ended September 30, 2008, the Company
reported roughly US$7.450 billion in total assets and
US$5.582 billion in total liabilities on a consolidated basis.

Smurfit-Stone and its U.S. and Canadian subsidiaries filed for
Chapter 11 protection on January 26, 2009 (Bankr. D. Del. Lead
Case No. 09-10235).  Certain of the company's affiliates,
including Smurfit-Stone Container Canada Inc., a wholly owned
subsidiary of SSCE, and certain of its affiliates, filed to
reorganize under the Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice in Canada.

Smurfit-Stone joined pulp- and paper-related bankruptcies as
rising Internet use hurts magazines and newspapers.  Corporacion
Durango SAB, Mexico's largest papermaker, sought U.S. bankruptcy
in October.  Quebecor World Inc., a magazine printer and Pope &
Talbot Inc., a pulp-mill operator, also sought cross-border
bankruptcies for their operations in the U.S. and Canada.

James F. Conlan, Esq., Matthew A. Clemente, Esq., Dennis M.
Twomey, Esq., and Bojan Guzina, Esq., at Sidley Austin LLP, in
Chicago, Illinois; and Robert S. Brady, Esq., and Edmon L. Morton,
Esq., at Young Conaway Stargatt & Taylor in Wilmington, Delaware,
served as the Debtors' bankruptcy counsel.  PricewaterhouseCoopers
LLC, served as the Debtors' financial and investment consultants.
Lazard Freres & Co. LLC served as the Debtors' investment bankers.
Epiq Bankruptcy Solutions LLC acted as the Debtors' notice and
claims agent.

The Company's Plan of Reorganization, which was confirmed by the
U.S. Bankruptcy Court on June 21, 2010, and recognized by a
Canadian court order, became effective July 1, 2010.

The Plan provides that 2.25% of the new Smurfit-Stone common stock
pool will be distributed pro rata to the Company's previous
preferred stockholders and 2.25% of the New Smurfit-Stone common
stock pool will be distributed pro rata to the Company's previous
common stockholders.


SOUTHERN PACIFIC: Creditors File Receivership Application
---------------------------------------------------------
Southern Pacific Resource Corp. on May 28 disclosed that the
Company's First Lien Term Loan Creditors have filed an application
with the Court of Queen's Bench of Alberta to place the Company
into Receivership and appoint a Receiver to manage the Company's
affairs.  PwC Canada ("PWC") had been appointed by the Court as
monitor under the existing CCAA proceedings and has been proposed
as the Receiver in order to provide continuity to the insolvency
process.  All of the materials filed with the Court, including the
Initial and subsequent Orders under the CCAA and the application
for Receivership, are available on the PWC's website
--www.pwc.com/car-stp  

The application is scheduled to be heard in Court on Monday, June
1, 2015 at 8:30 AM MT.

Southern Pacific's Board of Directors has reviewed and will not
oppose the application. Southern Pacific will not be seeking to
extend the CCAA stay of proceedings, scheduled to expire June 1,
2015.  It is also the intent of all the existing members of the
Board of Directors to resign immediately in the event of a
successful appointment of a Receiver.  The effect of a Receivership
will make any recovery for unsecured creditors or shareholders very
unlikely.


SPECTRUM ANALYTICAL: Ch 11 Trustee Wants to Have Co. Sold Intact
----------------------------------------------------------------
Jim Kinney at Masslive.com reports, citing Steven Weiss, the
Chapter 11 bankruptcy trustee for Spectrum Analytical Inc., hopes
to have the Company sold intact to new owners who will keep it
running.

According to Masslive.com, the Chapter 11 Trustee said that Seth
Schalow, a manager first hired in March by a court-appointed
receiver to bring order to anarchic operations at Spectrum
Analytical in Agawam, has already met and talked with interested
parties.

Masslive.com relates that the Hon. Henry J. Boroff of the U.S.
Bankruptcy Court for the District of Massachusetts has ruled that
Mr. Schalow will be staying on the job.  The report says that as
Mr. Schalow helps market the business for sale, he will keep the
Company running, its customers satisfied, its bills paid and and
its 150 employees working and getting paid.

The Company is a viable business now that it is under new
management, Masslive.com states, citing the Chapter 11 Trustee.

                     About Spectrum Analytical

Spectrum Analytical Inc. provides testing and analytical data for
environmental interests.  Hanibal Technology LLC serves as
Spectrum's exclusive international marketing and sales agent, and
focuses on education, research, and development in environmental
technology.  Spectrum maintains offices in Agawam, Massachusetts,
Tampa, Florida, North Kingstown, Rhode Island, and Syracuse, New
York.

Spectrum Analytical and Hanibal Technology commenced Chapter 11
bankruptcy cases (Bankr. D. Mass. Case Nos. 15-30404 and 15-30405)
on April 30, 2015, to retake management of their business and
assets from the receiver installed by their lender.  Hanibal Tayeh,
the sole member, signed the bankruptcy petitions.

Spectrum estimated $10 million to $50 million in assets and debt.
Hanibal estimated less than $10 million in assets and debt.

Bacon Wilson, P.C., serves as the Debtors' counsel.


SPECTRUM ANALYTICAL: Steven Weiss Appointed Chapter 11 Trustee
--------------------------------------------------------------
William K. Harrington, the United States Trustee for Region 1,
appointed Steven Weiss to serve as Chapter 11 trustee in the
Chapter 11 cases of Spectrum Analytical, Inc., and Hanibal
Technology, LLC.

Richard T. King, Assistant U.S. Trustee, tells the U.S. Bankruptcy
Court for the District of Massachusetts, Western Division, that Mr.
Weiss has no connection with the Debtors, their creditors, any
other parties of interest, the Debtors' attorneys and accountants,
the United States Trustee, and persons employed in the Office of
the United States Trustee.  The bond requirement was set at
$10,000.

A Certificate of Appointment of Chapter 11 Trustee naming Mr. Weiss
was issued on May 12, 2015, and approved by Bankruptcy Judge Henry
J. Boroff on the same day.

The United States Trustee is represented by:

          Richard T. King, Esq.
          Assistant United States Trustee
          UNITED STATES DEPARTMENT OF JUSTICE
          Office of the United States Trustee
          446 Main Street, 14th Floor
          Worcester, MA 01608
          Telephone: (508)793-0555
          Facsimile: (508)793-0558
          E-mail: richard.t.king@usdoj.gov

The Chapter 11 Trustee may be reached at:

          Steven Weiss, Esq.
          SHATZ, SCHWARTZ & FENTIN
          1441 Main Street, Suite 1100
          Springfield, MA 01103
          Tel: (413) 737-1131
          Email: sweiss@ssfpc.com

                   About Spectrum Analytical

Spectrum Analytical Inc. provides testing and analytical data
for
environmental interests. Hanibal Technology LLC serves
as
Spectrum's exclusive international marketing and sales agent,
and
focuses on education, research, and development in
environmental
technology. Spectrum maintains offices in Agawam,
Massachusetts,
Tampa, Florida, North Kingstown, Rhode Island, and
Syracuse, New
 York.



Spectrum Analytical and Hanibal Technology commenced Chapter
11
bankruptcy cases (Bankr. D. Mass. Case Nos. 15-30404 and
15-30405)
on April 30, 2015, to retake management of their
business and
assets from the receiver installed by their lender.
Hanibal Tayeh,
the sole member, signed the bankruptcy
petitions.



Spectrum estimated $10 million to $50 million in assets and debt.

Hanibal estimated less than $10 million in assets and
debt.

Bacon Wilson, P.C., serves as the Debtors'
counsel.




STOCKTON, CA: Argues Against Appeal of Bankruptcy Plan
------------------------------------------------------
Robin Respaut, writing for Reuters, reported that the city of
Stockton, in California, urged an appellate court to back the
city's exit from municipal bankruptcy after a holdout creditor
appealed its plan.

According to Reuters, Stockton said in a brief filed on May 28 that
the creditor, two funds managed by Franklin Templeton Investments,
was trying to relitigate its case using the same flawed legal
arguments that a U.S. federal bankruptcy court judge had already
rejected.  Franklin filed the opening brief to its appeal with the
U.S. Bankruptcy Appellate Panel of the Ninth Circuit in March,
claiming it would receive less than 1 percent of its unsecured
claim and that "no bondholder has ever received so little in the
history of municipal bankruptcy," the report related.

                     About Stockton, Calif.

The City of Stockton, California, filed a Chapter 9 petition
(Bankr. E.D. Cal. Case No. 12-32118) in Sacramento on June 28,
2012, becoming the largest city to seek creditor protection in
U.S. history.  The city was forced to file for bankruptcy after
talks with bondholders and labor unions failed.  Stockton
estimated more than $1 billion in assets and in excess of
$500 million in liabilities.

The city, with a population of about 300,000, identified the
California Public Employees Retirement System as the largest
unsecured creditor with a claim of $147.5 million for unfunded
pension costs.  In second place is Wells Fargo Bank NA as trustee
for $124.3 million in pension obligation bonds.  The list of
largest creditors includes $119.2 million owing on four other
series of bonds.

The city is being represented by Marc A. Levinson, Esq., and John
W. Killeen, Esq., at Orrick, Herrington & Sutcliffe LLP.  The
petition was signed by Robert Deis, city manager.

Mr. Levinson also represented the city of Vallejo, Cal. in its
2008 bankruptcy.  Vallejo filed for protection under Chapter 9
(Bankr. E.D. Cal. Case No. 08-26813) on May 23, 2008, estimating
$500 million to $1 billion in assets and $100 million to $500
million in debts in its petition.  In August 2011, Vallejo was
given green light to exit the municipal reorganization.   The
Vallejo Chapter 9 plan restructures $50 million of publicly held
debt secured by leases on public buildings.  Although the Plan
doesn't affect pensions, it adjusts the claims and benefits of
current and former city employees.  Bankruptcy Judge Michael
McManus released Vallejo from bankruptcy on Nov. 1, 2011.

The bankruptcy judge on April 1, 2013, ruled that the city of
Stockton is eligible for municipal bankruptcy in Chapter 9.

Judge Klein, in late October 2014, confirmed the debt-adjustment
plan by the city of Stockton, rejecting arguments that it unfairly
discriminated among creditors by chopping a mutual fund's recovery
to near zero while shielding city retirees from any impairment at
all.

Stockton, California city manager Kurt Wilson said the city's First
Amended Plan of Adjustment, as Modified, became effective; and the
Company emerged from Chapter 9 protection, following the U.S.
Bankruptcy Court's confirmation of the plan on Feb. 4, 2015.

                       *     *     *

The Troubled Company Reporter, on Sep. 26, 2014, reported that
Moody's Investors Service has affirmed the long-term ratings of
the city of Stockton's (CA) water and sewer enterprises' debts at
Ba1. Moody's have also changed the outlook on the city's water
bond rating to developing from stable, while the developing
outlook on the sewer system's rating remains the same.

The TCR, on Nov. 10, 2014, reported that Moody's Investors Service
has upgraded to Ba3 from Caa3 the City of Stockton's (CA) series
2006 lease revenue bonds and affirmed the city's 2007 pension
obligation at Ca. Moody's have removed the developing outlook from
the Series 2006 bonds and Moody's have removed the negative
outlook from the Series 2007 bonds.

The TCR, on Nov. 14, 2014, reported that Standard & Poor's Ratings
Services raised its long-term rating and underlying rating (SPUR)
to 'B-' from 'CCC' on the Stockton Public Financing Authority,
Calif.'s series 2003A and 2003B certificates of participation
(COPs) and its SPUR to 'B-' from 'CCC' on the authority's series
2006A lease revenue refunding bonds.  Standard & Poor's also
affirmed its 'CC' SPUR on Stockton Redevelopment Agency's series
2004 (arena project) revenue bonds.  All series are appropriation
obligations of Stockton.  The outlook on the series 2003A and
2003B COP long-term rating and SPUR and on the 2006A lease revenue
refunding bond SPUR is stable, and the outlook on the series 2004
revenue bond rating (arena project) is negative.


STOWE LEASING: Case Summary & 3 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Stowe Leasing, Inc.
        463 Old Reading Pike
        Stowe, PA 19464

Case No.: 15-13769

Chapter 11 Petition Date: May 29, 2015

Court: United States Bankruptcy Court
       Eastern District of Pennsylvania (Philadelphia)

Judge: Hon. Ashely M. Chan

Debtor's Counsel: Albert A. Ciardi, III, Esq.
                  CIARDI CIARDI & ASTIN, P.C.
                  One Commerce Square
                  2005 Market Street, Suite 3500
                  Philadelphia, PA 19103
                  Tel: (215) 557-3550
                  Fax: 215-557-3551
                  Email: aciardi@ciardilaw.com


                  Jennifer E. Cranston, Esq.
                  CIARDI CIARDI & ASTIN, P.C.
                  One Commerce Square
                  2005 Market Street, Suite 3500
                  Philadelphia, PA 19103
                  Tel: 215 557 3550
                  Email: jcranston@ciardilaw.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Craig Goodman, president.

A list of the Debtor's three largest unsecured creditors is
available for free at http://bankrupt.com/misc/paeb15-13769.pdf


TECHNICAL HEAT: Case Summary & 5 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Technical Heat Transfer Services, Inc.
        374 N. Ellicott Creek Rd.
        Amherst, NY 14228

Case No.: 15-11176

Chapter 11 Petition Date: May 29, 2015

Court: United States Bankruptcy Court
       Western District of New York (Buffalo)

Judge: Hon. Carl L. Bucki

Debtor's Counsel: Arthur G. Baumeister, Jr., Esq.
                  AMIGONE, SANCHEZ & MATTREY LLP
                  1300 Main Place Tower
                  350 Main Street
                  Buffalo, NY 14202
                  Tel: (716) 852-1300
                  Email: abaumeister@amigonesanchez.com

Total Assets: $42,863

Total Liabilities: $1.57 million

The petition was signed by Douglas M. Clune, president.

A list of the Debtor's five largest unsecured creditors is
available for free at http://bankrupt.com/misc/nywb15-11176.pdf


UNIVERSITY GENERAL: Seeks Sept. 25 Extension of Lease Decision Date
-------------------------------------------------------------------
University General Health System, Inc., and its debtor affiliates,
ask the U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, to extend the time by which they must decide
whether to assume or reject unexpired non-residential real property
leases to the earlier of (i) September 25, 2015; or (ii) the date
of the entry of an order confirming a plan in the case.

Joshua W. Wolfshohl, Esq., at Porter Hedges, LLP, in Houston,
Texas, says sufficient cause exists for the requested extension.
He tells the Court that the Debtors are moving in an expeditious
fashion to evaluate their real property leases.  One lease has
already been rejected.  With respect to the remaining leases, the
Debtors are timely paying postpetition rent, he notes.  The Debtors
believe the requested extension is appropriate under the
circumstances as the Debtors evaluate their options and formulate
their plan.

The Debtors are represented by:

          John F. Higgins, Esq.
          Joshua W. Wolfshohl, Esq.
          Aaron J. Power, Esq.
          PORTER HEDGES, LLP
          1000 Main Street, 36th Floor
          Houston, TX 77002
          Telephone: (713)226-6000
          Facsimile: (713)226-6248
          Email: jhiggins@porterhedges.com     
                 jwolfshohl@porterhedges.com   
                 apower@porterhedges.com

                  About University General

University General Health System, Inc., with headquarters in

Houston, Texas, is a multi-specialty health care provider
that
 delivers concierge physician- and patient-oriented
services. UGHS 
and its consolidated subsidiaries operate,
amongst others, a
general acute care hospital, ambulatory
surgical centers, 
hyperbaric wound care centers, diagnostic
imaging centers, physical therapy centers, and senior living
centers.



UGHS owns the University General Hospital, a 72-bed, general
acute
care hospital in the heart of the Texas Medical Center in
Houston, 
Texas.



UGHS and its affiliated entities sought Chapter 11 protection

(Bankr. S.D. Tex. Lead Case No. 15-31086) in Houston, Texas,
on
 Feb. 27, 2015. The case is assigned to Judge Letitia Z.
Paul.



The Debtors have tapped John F Higgins, IV, Esq., Aaron
James
Power, Esq., and Joshua W. Wolfshohl, Esq., at Porter
Hedges LLP, 
in Houston, Texas, as counsel. Upshot Services, LLC,
is the claims 
and noticing agent.

U.S. Trustee Judy A. Robbins formed a nine-member panel
of
unsecured creditors in the Chapter 11 cases of the Debtors.



VARIANT HOLDING: Equity Holders Balk at $30M Price Drop
-------------------------------------------------------
Equity Holders in debtor Variant Holding Company, LLC filed a
limited objection with respect to the Debtor's supplemental motion
for an order authorizing the Debtor to cause its non-debtor
subsidiaries to sell their assets pursuant to a reinstated and
amended portfolio purchase and sale agreement related to the
Texas/East Coast Portfolio.

The Equity Holders consist of Conix WH Holdings, LLC,  Conix, Inc.,
Numeric Holdings Company, LLC, Walker's Dream Trust, and Variant
Royalty Group, LP, each an equity holder in Debtor Variant Holding
Company, LLC.

According to Equity Holders, the Debtor's supplemental motion
sought to materially change the terms of the previously approved
sale.  The price reduction would fundamentally alter the prospects
of creditors and equity well as the ultimate prospects for the
bankruptcy reorganization.

The Debtor, in its supplemental motion, said that the sale will be
pursuant to the terms of that certain portfolio purchase and sale
agreement dated March 5, 2015, as amended and modified by that
certain reinstatement and fourth amendment to portfolio purchase
and sale agreement dated as of May 14, 2015, to Birch Owner LLC,
the buyer, as assignee of LRP Property Company, LLC, the original
buyer, for the purchase price of $205,000,000 in the aggregate.

The Debtor previously obtained the Court's approval to cause its
subsidiaries to sell the bulk of their real estate assets to the
original buyer for $275,000,000 in the aggregate.  One sale
agreement dealt with the subsidiaries' Las Vegas Portfolio and the
other dealt with the Texas/East Coast Portfolio.  The closing of
the sale of the subsidiaries' Las Vegas Portfolio occurred on March
26, 2015, for $40,000,000, as had been agreed and approved by the
Court.

The original PSA for the Texas/East Coast Portfolio, however, was
terminated after the expiration of the buyer's due diligence
period.  Due to certain deficiencies identified with respect to the
Texas/East Coast Portfolio, the buyer sought a significant downward
adjustment of the purchase price.  The buyer identified
deteriorating operating performance, deferred capital expenditures,
and uncertain market conditions impacting the Texas/East Coast
Portfolio as the bases for a price adjustment.

The buyer and the Debtor engaged in negotiations over a revised
purchase price.  Ultimately, the parties agreed on a purchase price
reduction for the subsidiaries' Texas/East Coast Portfolio from
$235,000,000 to $205,000,000, as reflected in the Fourth Amendment.
There are no further due diligence conditions in the
Reinstated PSA.

The Reinstated PSA also provides that a holdback of $2,000,000
under the Original PSA has been eliminated under the Reinstated
PSA, as have any due diligence conditions.

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

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

The Equity Holders are represented by:

        John D. McLaughlin, Jr., Esq.
        Daniel K. Astin, Esq.
        Joseph J. McMahon, Jr., Esq.
        CIARDI CIARDI & ASTIN.
        1204 North King Street
        Wilmington, DE 19081
        Tel: (302) 658-1000
        Fax: (302) 658-1300
        E-mails: jmclaughlin@ciardilaw.com
                 jmcmahon@ciardilaw.com

        Michael McGrath, Esq.
        MESCH, CLARK & ROTHSCHILD, P.C.
        259 North Meyer Avenue
        Tucson, AZ 85701
        Tel: (520) 624-8886
        Fax: (520) 798-1037
        E-mails: mmcgrath@mcrazlaw.com
                 ecf@mcrazlaw.com

                      About Variant Holding

Variant Holding Company, LLC, commenced bankruptcy proceedings
under Chapter 11 of the U.S. Bankruptcy Code in Delaware (Case No.
14-12021) on Aug. 28, 2014, without stating a reason.

Tucson, Arizona-based Variant Holding estimated $100 million to
$500 million in assets and less than $100 million in debt.

The Debtor has tapped Peter J. Keane, Esq., at Pachulski Stang
Ziehl & Jones LLP, as counsel.

Members holding the majority of the interests in the company,
namely Conix WH Holdings, LLC, Conix Inc., Numeric Holding Company,
LLC, Walkers Dream Trust, and Variant Royalty Group, LP, signed the
resolution authorizing the bankruptcy filing.



VRINGO INC: Has $6.98-Mil. Loss in March 31 Quarter
---------------------------------------------------
Vringo, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
of $6.98 million on $150,000 of revenue for the three months ended
March 31, 2015, compared with a net loss of $11.1 million on
$250,000 of revenue for the same period last year.

The Company's balance sheet at March 31, 2015, showed $32.5 million
in total assets, $6.26 million in total liabilities, and
stockholders' equity of $26.3 million.

The Company expects to incur further losses in the operations of
its business and has been dependent on funding its operations
through the issuance and sale of equity securities.  These
circumstances raise substantial doubt about the Company's ability
to continue as a going concern.  As a result of this uncertainty
and the substantial doubt about its ability to continue as a going
concern as of Dec. 31, 2014, KPMG LLP, the Company's independent
registered public accounting firm, issued a report dated March 16,
2015, stating its opinion that its recurring losses from
operations, negative cash flows from operating activities, and
potential insufficiency of cash or available sources of liquidity
to support its current operating requirements raise substantial
doubt as to the Company's ability to continue as a going concern.

A copy of the Form 10-Q is available at:

                       http://is.gd/JIPbjM
                          
Vringo, Inc., together with its subsidiaries, develops, acquires,
licenses, protects, and monetizes intellectual property worldwide.
Its intellectual property portfolio consists of approximately 500
patents and patent applications covering telecom infrastructure,
Internet search, and mobile technologies. The company is
headquartered in New York, New York.



WELLCARE HEALTH: Moody's Keeps 'Ba2' Rating on Senior Notes
-----------------------------------------------------------
Moody's Investors Service maintained the Ba2 senior unsecured debt
rating of WellCare Health Plans Inc.'s (NYSE: WCG, WellCare) senior
notes following a $300 million add-on to the $600 million debt
issuance of November 2013. The debt issuance is a draw on the
company's shelf registration, which it filed in August 2012.
WellCare intends to use the net proceeds for general working
capital purposes, potential organic growth, and debt maturity
management. The outlook on the rating is stable.

Moody's notes that with the additional debt WellCare's adjusted
financial leverage (debt to capital where debt includes operating
leases) is expected to increase above 45% from its current level of
39.4% as of March 31, 2015. The rating agency stated that it
expects the financial leverage ratio to be managed back down to
below 40% during 2016.

Moody's commented that the Ba2 senior unsecured debt rating for
WellCare Health Plans, Inc. and Baa2 insurance financial strength
(IFS) rating for WellCare of Florida, Inc. (WCFL) is supported by
the company's good financial profile, characterized by adequate and
consistent operating earnings, and strong cash flow including a
stream of unregulated cash flows from management fees. However, the
ratings also reflect a somewhat weaker business profile, largely
the result of the company's exclusive focus on the Medicare and
Medicaid segments with approximately 30% of its premium revenue
concentrated in the Medicaid contracts with Florida and Georgia.

The rating agency said that WellCare's ratings could be upgraded
if: 1) there was continued geographical expansion of the company's
Medicaid and Medicare products, 2) the consolidated risk-based
capital (RBC) ratio is improved to at least 200% of company action
level (CAL), and 3) debt to EBITDA is 2x or lower. Moody's added
that on the other hand, the following could result in a rating
downgrade: 1) loss or impairment of one of the company's major
government contracts, 2) debt to EBITDA in excess of 4x, or 3) an
RBC ratio below 150% of CAL.

The principal methodology used in this rating was U.S. Health
Insurance Companies published in October 2014.

WellCare Health Plans, Inc. is headquartered in Tampa, Florida. For
the first three months of 2015, the company reported approximately
$3.5 billion in total revenue. As of March 31, 2015 shareholders'
equity was $1.6 billion and total medical membership (excluding
Medicare Part D) was approximately 2.7 million members.

Moody's insurance financial strength ratings are opinions about the
ability of insurance companies to punctually pay senior
policyholder claims and obligations.


WEST COAST PROPAGATIONS: Case Summary & 14 Top Unsecured Creditors
------------------------------------------------------------------
Debtor: West Coast Propagations, LLC
        A California Limited Liability Company
        P.O. Box 1317
        Vista, CA 92085-1317

Case No.: 15-03611

Chapter 11 Petition Date: May 29, 2015

Court: United States Bankruptcy Court
       Southern District of California (San Diego)

Judge: Hon. Margaret M. Mann

Debtor's Counsel: John L. Smaha, Esq.
                  SMAHA LAW GROUP, APC
                  2398 San Diego Avenue
                  San Diego, CA 92110
                  Tel: (619) 688-1557
                  Fax: (619) 688-1558
                  Email: jsmaha@smaha.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Judy Ponto, reorganization officer.

A list of the Debtor's 14 largest unsecured creditors is available
for free at http://bankrupt.com/misc/casb15-03611.pdf


WYNN RESORTS: Fitch Affirms 'BB' Issuer Default Rating
------------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Ratings for Las Vegas
Sands Corp. and Wynn Resorts, Ltd at 'BBB-' and 'BB', respectively.


Fitch has also affirmed the IDR for MGM Resorts International at
'B+' and MGM's Macau subsidiaries, MGM Grand Paradise S.A. and MGM
China Holdings Ltd, at 'BB'.

The Rating Outlook for LVS and Wynn's IDRs remains Stable.  The
Outlook for MGM is Positive.  The Outlooks for MGM's Macau
subsidiaries have been revised to Stable from Positive.

Fitch's rating actions take into account the companies' exposure to
Macau, where Fitch estimates gaming revenues will decline by 29% in
2015 on top of a 3% decline in 2014.

For LVS and Wynn, Fitch links the IDRs of the parent companies and
their respective subsidiaries reflecting strategic and
organizational/capital structure considerations.  The two
companies' respective subsidiaries share branding and management
plus both parent companies can pull cash from the stronger, larger
Asian subsidiaries (subject to credit facility covenants) to
support the weaker U.S. subsidiaries.  The two-notch differential
between MGM and MGM's Macau subsidiaries reflects the Macau
subsidiaries' significantly stronger financial profile relative to
the parent company, financial covenants at the Macau subsidiaries
(dividends limited if leverage is greater than 3.5x) and the
smaller relative size of MGM's Macau operations relative to its
domestic operations.

KEY RATING DRIVERS

The affirmations of all three companies' IDRs reflect Fitch's
belief that the companies' financial profiles can withstand the
pressures related to the current downturn in Macau as well as their
respective development pipelines without deviating far from the
rating thresholds.

LVS' and Wynn's development pipelines are fully funded with minimal
debt maturities coming due in the near-term and both companies took
measures to shore up liquidity.  LVS paused share buybacks in
1Q'15.  Wynn cut its corporate common dividends by two-thirds.
Fitch forecasts LVS' ratios to remain well within the 'BBB-' IDR
thresholds through Fitch's projection horizon while the EBITDA
decline in Macau pushes Wynn's leverage ratios above Fitch's
thresholds for 'BB' IDR over the next two-three years. Fitch
projects Wynn's gross leverage to get back to around 5x by 2018
when Wynn Everett opens, at which point the company will have a
major presence in a third gateway market and will solidify its
position in Macau with a more mass market oriented property.  The
affirmation of Wynn's IDR at 'BB' further takes into account the
company's historical willingness to reduce shareholder friendly
activity during operating downturns and its reluctance to
overextend itself when bidding for new gaming licenses.

Fitch forecasts LVS' financial strength to remain within the
thresholds for 'BBB-'.  The forecast assumes 10% annual growth in
parent level dividends, more moderate share buyback activity and no
expansion projects beyond the Parisian Macao.  Fitch believes that
there is a better than 50/50 chance that Japan legalizes casinos
this year in which case LVS is well positioned to compete for one
of the integrated resort licenses.  But should LVS prevail,
construction is at least two years away with heavy spending not
happening for another one-two years after that.  Other development
opportunities that may interest LVS include Korea, Vietnam, New
Jersey, Florida and Texas, but all of these require considerable
regulatory hurdles to overcome.

Fitch forecasts Wynn's gross and net leverage to increase to
roughly 9x and 7x, respectively, by the end of 2015 after taking
into account the decline in EBITDA at Wynn Macau (-35% estimated by
Fitch) and draws on Wynn American and Wynn Macau credit facilities
to fund development capex.  Fitch calculated gross and net leverage
ratios will start to moderate to around 8x and 6x towards the end
of 2016, respectively, when Wynn Palace starts to ramp up.  The
leverage ratios will further improve closer to 5x and 4x,
respectively, by 2018 when Wynn Everett opens.  (Fitch subtracts
income attributable to minority interest and cash-based corporate
expense from EBITDA when calculating leverage).

Fitch's base case assumes no further projects beyond Wynn Everett
and that the parent level dividends remain flat at roughly $200
million per year through 2017.  Like LVS, Wynn will be a
competitive contender for a gaming license in Japan if the country
legalizes casino resorts; however, Fitch's base case model does not
assume related capex.  There is minimal tolerance in Wynn's IDR for
greater than expected operating pressure, increase in shareholder
friendly activity beyond what is incorporated in Fitch's base case,
an unfavorable ruling related to the Okada lawsuit or incremental
development capex that significantly overlaps with the current
capex program.

For MGM, Macau represents about 30% of consolidated revenues
compared to 60% for LVS and 70% for Wynn.  The weakness in Macau
will be offset by the stability in MGM's Las Vegas and U.S.
regional markets.  Fitch sees MGM continuing to reduce its domestic
debt while funding its $2 billion domestic development pipeline
using domestic FCF, cash on hand and dividends from its
subsidiaries and JVs including CityCenter.  However, given MGM's
significant maturity profile Fitch estimates that the company will
have to access approximately additional $600 million of new capital
through 2017 to address funding needs.  Fitch may upgrade MGM's IDR
to 'BB-' as Fitch gets better visibility of MGM consolidated
leverage's trajectory towards 5x with that ratio being reached
around 2017 in Fitch's base case.

The Stable Outlook on MGM's Macau subsidiaries reflects the
increased uncertainty with respect to these subsidiaries' financial
profiles amidst the current operating pressure.  However, MGM
China's and MGM Grand Paradise's IDRs maintain headroom for further
upward rating pressure should conditions in Macau stabilize and MGM
Cotai ramps up as expected.

MARKET OUTLOOKS

Macau

Fitch projects Macau's gaming revenue to decline by 29% in 2015.
This reflects continued revenue weakness through April, with daily
gaming revenue declining to MOP640 million in April, and Fitch's
view that a strong rebound in average daily gaming revenue is
unlikely during the balance of 2015.  Fitch's forecast, which sees
2015 gaming revenue falling to USD31 billion, assumes daily gaming
revenue of MOP650 million to MOP680 million for the balance of the
year, with the higher end of the range occurring toward the end of
the year.  The 2H'15 improvement takes into account Fitch's opinion
that the market is near the trough and that Galaxy Macau's phase II
(opened May 27) and StudioCity (opening 3Q15) will drive some
incremental, albeit limited, growth.  Fitch believes that Wynn and
MGM will see the greatest benefit from their respective Cotai
projects given that the limited capacity at the existing facilities
limits their ability to better penetrate the mass market segment.

Fitch has become more negative on the near- to medium-term
prospects of Macau's gaming market. Several headwinds have come to
the forefront that may impede mass market growth.  The headwinds
include the Secretary for Social Affairs and Culture's proposal to
cap visitation from mainland China at 21 million; a complete
smoking ban in Macau's casinos proposed by the director of the
Tobacco Prevention and Control Office; and delays in key
transportation infrastructure projects, including the bridge to
Hong Kong and the intracity light rail.

Fitch's long-term positive outlook for Macau remains intact as
Fitch continues to believe the APAC region is underpenetrated, at
least as far a mass market is concerned.  However, it appears that
Macau is now in a "new normal" and it may take several years before
the market returns to above USD40 billion in annual gaming
revenues.

Las Vegas Strip

Fitch is positive on the Las Vegas Strip outlook, projecting that
the market will manage mid-single-digit RevPAR growth over the next
two to three years.  RevPAR growth will be supported by healthy
convention bookings, lack of new supply at least until 2018 and
increasing air capacity.  MGM continues to sound optimistic on
convention trends on their recent earnings calls citing growing
forward bookings and increasing convention mix.  Air capacity
increases will further support visitation growth. McCarran
International Airport's flight capacity measured by seats for
August 2015 is up 5.1% relative to the same period in 2014.

Gaming revenues are being pressured in 2015 by the weakness in
baccarat play, which represents nearly a quarter of the gaming
business on the Strip (probably more for LVS and Wynn).  Gaming
revenues are down 2% year-to-date through March on a 4% decline in
baccarat.  Positively, slot play, a drag on gaming revenue growth
over the last few years, is up 3%.  Fitch believes that baccarat
play is being negatively impacted by the corruption crackdown and
the economic slowdown in China.  However, Fitch expects the growth
in Chinese tourism to U.S. to offset some of the pressure.  The
U.S. Department of Commerce forecasts visitation to the U.S. by
Chinese tourists to grow by 19% in 2015.

The $4 billion Resorts World Las Vegas due to open early 2018 will
be a positive for the Las Vegas Strip and should benefit Wynn and
LVS as it will pull the center of gravity north.  Las Vegas
represents roughly 50%, 30% and 10% of the consolidated revenues of
MGM, Wynn and LVS, respectively.

KEY ASSUMPTIONS

   -- LVS' consolidated revenues decline by 18% in 2015 reflecting

      a 26% decline at Sands China.  Same-store revenues grow by
      low-single digits thereafter.  Overall revenues grow 4%, 3%
      and 1% in 2016, 2017 and 2018 reflecting the opening of the
      Parisian Macao in mid-2016.  Fitch assumes $650 million of
      incremental revenues from the Parisian Macao (200 tables
      assumed).  Fitch estimates property EBITDA margins of about
      33% for LVS through the projection horizon.

   -- LVS' corporate dividends grow 10% per years; Sands China
      dividends are $2 billion per year, share buybacks are $400
      million per year, and no other development capex is
      undertaken.

   -- Wynn's consolidated revenues decline by 20% in 2015
      reflecting a 28% decline at Wynn Macau.  Same-store revenues

      grow by low-single digits thereafter.  Overall revenues grow

      14%, 13% and 22% in 2016, 2017 and 2018 reflecting the
      opening of Wynn Palace in mid-2016 and Wynn Everett in early

      2018.  Fitch assumes $1.14 billion and $1.16 billion of
      incremental revenues from Wynn Palace (200 tables assumed)
      and Wynn Everett, respectively.  Fitch estimates property
      EBITDA margins of about 30% for Wynn through the projection
      horizon.

   -- Wynn's corporate dividends remain around $200 million per
      year until 2018; Wynn Macau dividends are $280 million in
      2017-2019 with no Macau dividends in 2016; no other
      development capex is undertaken; and there is no resolution
      to the Okada lawsuit.

   -- MGM's consolidated revenues decline by 7% in 2015 reflecting

      a 23% decline at MGM China.  Same-store revenues grow in the

      low-to-mid single digit range thereafter.  Overall revenues
      grow 2%, 24% and 2% in 2016, 2017 and 2018 reflecting the
      opening of MGM Cotai, MGM National Harbor and MGM
      Springfield in early 2017.  Fitch assumes $830 million, $825

      million and $450 million of incremental revenues from MGM
      Cotai (200 tables assumed), MGM National Harbor and MGM
      Springfield, respectively.  Fitch estimates property EBITDA
      margins of about 24% for MGM through the projection horizon.

   -- MGM starts to pay a $500 million per year dividends in 2018;

      MGM China dividends is $400 million per year through 2016
      and $700 million thereafter; MGM applies cash on hand and
      all FCF to paydown debt until 2018; MGM receives $80 million

      from CityCenter per year, and no other development capex is
      undertaken.

RATING SENSITIVITIES

Las Vegas Sands

An upgrade to 'BBB' is possible if LVS maintains to its existing
financial policies and leverage remains below 3.5x and 3.0x on
gross and net basis, respectively, for an extended period of time.
Increasing diversification through entry into new markets, renewal
of the concession in Macau and greater clarity on succession
planning can further help build a case for an upgrade (but are not
prerequisites).

A downgrade is unlikely in the near-term given the company's strong
financial profile.  However, negative rating pressure could be
caused by leverage exceeding 5x on a gross basis and 4x on a net
basis for an extended period, likely driven by pursuing multiple
large-scale projects at once or deviating from to its articulated
financial policies.

Wynn Resorts

Fitch may downgrade Wynn's IDR or revise the Outlook to Negative if
Wynn increases its corporate dividends during the current
development cycle absent a commensurate Macau recovery; Macau
weakness becomes more severe or persistent relative to Fitch's
expectation; or Wynn starts another major expansion project (e.g.
Japan) where spending overlaps with the existing development
pipeline.  Gross leverage and net leverage sustaining above 5x and
4x, respectively, following the opening of Wynn Everett may also
lead to negative rating pressure.

There is low probability of positive rating pressure in the
near-to-medium term absent a stronger than expected recovery in
Macau. Longer-term, Fitch may consider a positive rating action
when gross leverage starts to approach 4x and net leverage is below
4x.

MGM Resorts International

Fitch sees MGM's IDR migrating towards the 'BB' category as its
consolidated leverage becomes more comparable to its global peers.
Fitch thinks this would occur as gross leverage starts to migrate
towards 5x on gross basis, which occurs around 2017 in our
forecast.  The upgrade would be predicated on Fitch's belief that
MGM wants to maintain solid balance sheet strength, something that
is consistent with the company's recent remarks.  Despite being on
Stable Outlook MGM China's and MGM Grand Paradise's IDRs maintain
headroom for further upward rating pressure should conditions in
Macau stabilize and MGM Cotai ramps up as expected.

Fitch would consider revising the Outlook to Stable or Negative if
Macau's operating declines accelerate or Las Vegas' operating
trends reverse meaningfully.  The Outlook can also be revised if
MGM demonstrates increasing shareholder friendly behavior at the
expense of its credit profile possibly vis-a-vis a REIT spin-off.

FULL LIST OF RATING ACTIONS

Fitch has affirmed these:

Las Vegas Sands Corp.
   -- IDR at 'BBB-'; Outlook Stable.

Las Vegas Sands LLC
   -- IDR at 'BBB-'; Outlook Stable;
   -- Senior secured credit facility at 'BBB'.

Sands China Ltd. (Sands China)
   -- IDR at 'BBB-'; Outlook Stable.

VML US Finance LLC (VML US)
   -- IDR at 'BBB-'; Outlook Stable;
   -- Senior secured credit facility at 'BBB'.

Marina Bay Sands Pte. Ltd. (MBS)
   -- IDR at 'BBB-'; Outlook Stable;
   -- Senior secured credit facility at 'BBB.

Wynn Resorts, Limited
   -- IDR at 'BB'; Outlook Stable.

Wynn Las Vegas, LLC
   -- IDR at 'BB'; Outlook Stable;
   -- Senior secured first mortgage notes (FMNs) at 'BB+/RR2';
   -- Senior unsecured notes at 'BB/RR4'.

Wynn America, LLC
   -- IDR at 'BB'; Outlook Stable;
   -- Senior secured credit facility at 'BB+/RR2'.

Wynn Resorts (Macau), SA
   -- IDR at 'BB'; Outlook Stable;
   -- Senior secured credit facility at 'BBB-/RR1'.

Wynn Macau, Ltd
   -- IDR at 'BB'; Outlook Stable;
   -- Senior notes at 'BB/RR4'.

Note that Recovery Ratings (RRs) were assigned to the debt issued
by:
Wynn Las Vegas, LLC, Wynn America, LLC, Wynn Resorts (Macau), SA,
and Wynn Macau, Ltd.

MGM Resorts International

   -- IDR at 'B+'; Outlook Positive;
   -- Senior secured credit facility at 'BB+/RR1';
   -- Senior unsecured notes at 'BB/RR2'.

MGM China Holdings, Ltd and MGM Grand Paradise S. A.
(co-borrowers)

   -- IDRs at 'BB'; Outlook revised to Stable from Positive;
   -- Senior secured credit facility at 'BBB-/RR1'.



[*] Klamser Announces Winners of 40 Under 40 Emerging Leaders Award
-------------------------------------------------------------------
The M&A Advisor on May 27 announced the winners of the 40 Under 40
Emerging Leaders Awards on Monday, May 18.  

Robert Klamser, co-founder and president of claims & noticing firm
UpShot Services LLC, was named a winner in the Service Professional
category.  This marks the second consecutive year that UpShot
Services' management team has been recognized with this award.

The M&A Advisor, renowned globally for its recognition of leading
M&A, financing and turnaround professionals, created this event to
promote mentorship and professional development amongst the
emerging business leaders.  Mr. Klamser has been chosen for his
accomplishments and expertise from a pool of international nominees
by an independent judging panel of distinguished business leaders.

"In 2010, we initiated the 40 UNDER 40 Awards to recognize the
emerging leaders of the M&A, Financing and Turnaround industries,"
said David Fergusson, president of The M&A Advisor.  "It is our
belief that this group of accomplished women and men will have a
significant effect on the advancement of our industry.  And it is
our great pleasure to recognize them and provide a forum for them
to meet and engage with one another."

Mr. Klamser co-founded UpShot Services LLC in 2012 with Travis
Vandell, UpShot's CEO.  Robert and the UpShot team have introduced
new advances in technology to streamline the administrative aspects
of corporate bankruptcy, and in the process have accomplished
numerous industry firsts.  Among other milestones, UpShot was the
first claims and noticing agent to have received Bankruptcy Court
approval on behalf of its clients for electronic claims filing and
balloting procedures in active cases.  Before co-founding UpShot,
Robert was the director of corporate restructuring services and the
former vice president of operations at Kurtzman Carson Consultants
(KCC), a leading claims agent.

"It's an honor to be recognized by M&A Advisor as an emerging
leader.  This recognition really speaks to UpShot Services' growth
and development as an innovator in the restructuring industry," Mr.
Klamser comments.  "With more than 25 active engagements in less
than three years, we continue to bring new technology and a higher
level of service to the industry, including innovations such as
electronic claims and balloting, real-time noticing information and
live online chat support for creditors."

On Monday, June 29, The M&A Advisor will host a black tie Awards
Gala at the Roosevelt Hotel in Manhattan to introduce the 40 Under
40 Emerging Leaders Award Winners to the business community and
celebrate their achievements.  The Awards Gala is a feature of the
2015 Emerging Leaders Summit -- an exclusive event pairing current
and past 40 Under 40 winners together with their peers and industry
stalwarts.

To view the complete list of this year 40 Under 40 Award Winners,
http://maadvisor.net/4040/2015-40under40/2015_40U40_Back_End_Winners_List.pdf

http://maadvisor.net/4040/2015-40under40/2015_40U40_Back_End_Winners_List.pdf

http://maadvisor.net/4040/2015-40under40/2015_40U40_Back_End_Winners_List.pdf


                      About The M&A Advisor

Since 1998, The M&A Advisor -- http://www.maadvisor.com-- has been
presenting, recognizing the achievement of and facilitating
connections between the world's leading mergers and acquisitions,
financing and turnaround professionals with a comprehensive range
of services including M&A SUMMITS; M&A AWARDS; M&A CONNECTS(TM);
M&A ALERTS(TM), M&A LINKS(TM), M&A DEALS, MandA.TV and M&A MARKET
INTEL(TM).

                     About Upshot Services LLC

Headquartered in Denver, Colo., UpShot Services LLC --
http://www.upshotservices.com-- is a claims & noticing firm
founded by industry veterans who pioneered a new standard of
efficiency to serve the administrative needs of companies in
corporate bankruptcy.  UpShot helps debtors and their professionals
navigate the intricacies of claims, noticing, balloting and other
Chapter 11 milestones without the burden of high administrative
costs.  Its easy-to-use, scalable technology and industry expertise
enable corporate debtors and their professionals to do more with
less, with 24/7 support from experienced experts at every stage of
corporate restructuring.


[*] Stafford Receives Chambers USA National Level Ranking
---------------------------------------------------------
McGlinchey Stafford PLLC on May 28 announced that the firm has
received nationwide recognition in Chambers USA – America's
Leading Lawyers for Business 2015.  The firm received a
national-level ranking in the area of Financial Services
Regulation: Consumer Finance (Compliance & Litigation).  McGlinchey
Stafford's state-level rankings include Banking & Finance,
Bankruptcy/Restructuring, Corporate/M&A, Gaming & Licensing,
Litigation: General Commercial, and Real Estate in Louisiana, and
Litigation: General Commercial in Mississippi.

"We are delighted to once again receive nationwide and state-level
rankings from Chambers USA, which we believe reflect our ongoing
commitment to providing exceptional client service and top-tier
legal representation," said Rudy Aguilar, Managing Member of
McGlinchey Stafford.  "It's an honor to receive recognition from
our valued clients and to be listed among our esteemed colleagues
in the legal profession," he added.

In addition to practice area rankings, 18 McGlinchey Stafford
attorneys are ranked in the 2015 edition of Chambers USA.  Members
Bennet Koren and Marc Lifset received nationwide rankings in the
area of Financial Services Regulation: Consumer Finance (Compliance
& Litigation).  Member Colvin "Woody" Norwood is ranked nationwide
for Products Liability & Mass Torts and for Product Liability:
Automobile.  The full list of McGlinchey Stafford attorneys listed
in the 2015 edition of Chambers USA follows:

   -- Ricardo "Richard" A. Aguila , Bankruptcy/Restructuring
(Louisiana) and Litigation: General Commercial (Louisiana)

   -- Rodolfo J. Aguilar Jr., Corporate/M&A (Louisiana)
Samuel A. Bacot , Real Estate (Louisiana)

   -- J. Patrick Beauchamp, Banking & Finance: Public Finance
(Louisiana)

   -- Stephen P. Beiser, Labor & Employment (Louisiana)

   -- Laura Hobson Brown, Banking & Finance (Louisiana)

   -- Amanda J. Butler, Banking & Finance (Louisiana)

   -- Rudy J. Cerone, Bankruptcy/Restructuring (Louisiana)

   -- Katherine Conklin, Labor & Employment: Employee Benefits &
Compensation (Louisiana)

   -- G. Dewey Hembree III, Litigation: General Commercial
(Mississippi)

   -- Bennet S. Koren, Financial Services Regulation: Consumer
Finance (Compliance) (Nationwide)

   -- Marc J. Lifset, Financial Services Regulation: Consumer
Finance (Compliance) (Nationwide)

   -- Christine Lipsey, Litigation: General Commercial (Louisiana)

   -- Colvin "Woody" Norwood Jr., Product Liability & Mass Torts
(Nationwide) and Product Liability: Automobile (Nationwide)

   -- Jean-Paul Perrault, Corporate/M&A (Louisiana)

   -- Michael H. Rubin, Banking & Finance (Louisiana)

   -- Stephen P. Strohschein, Bankruptcy/Restructuring (Louisiana)

   -- H. Hunter Twiford III, Litigation: General Commercial
(Mississippi)

Considered the industry leader in research-based directories for
the legal profession, Chambers USA conducts in-depth, objective
interviews of thousands of lawyers and their clients around the
world to compile its directories.  The publication's rankings are
based on interviews with those active in the legal services
marketplace, namely law firm clients and individual lawyers, as
well as assessments of a law firm's recent work on behalf of its
clients.  Rankings are determined by evaluating qualities clients
most value in lawyers and law firms, including technical legal
ability, professional conduct, client service, commercial
astuteness, diligence, and commitment, among others.

                  About Mcglinchey Stafford

McGlinchey Stafford -- http://www.mcglinchey.com-- is a
full-service law firm providing innovative legal counsel to
business clients nationwide.  Guiding clients wherever business and
law intersect, McGlinchey Stafford's 200 attorneys are based in 12
offices in California, Florida, Louisiana, Mississippi, New York,
Ohio, Texas, and Washington, DC.


[^] Large Companies With Insolvent Balance Sheet
------------------------------------------------
                                                Total
                                               Share-      Total
                                    Total    Holders'    Working
                                   Assets      Equity    Capital
  Company         Ticker             ($MM)       ($MM)      ($MM)
  -------         ------           ------    --------    -------
ABSOLUTE SOFTWRE  OU1 GR            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  ABT CN            111.9        (5.5)      (0.6)
ACCRETIVE HEALTH  ACHI US           510.0       (85.6)     (17.7)
ADVANCED EMISSIO  ADES US           106.4       (46.1)     (15.3)
ADVANCED EMISSIO  OXQ1 GR           106.4       (46.1)     (15.3)
ADVENT SOFTWARE   AXQ GR            424.8       (50.1)    (110.8)
ADVENT SOFTWARE   ADVS US           424.8       (50.1)    (110.8)
AEROJET ROCKETDY  AJRD US         1,911.7      (126.4)     109.8
AEROJET ROCKETDY  GCY TH          1,911.7      (126.4)     109.8
AEROJET ROCKETDY  GCY GR          1,911.7      (126.4)     109.8
AIR CANADA        ACEUR EU       11,581.0    (1,213.0)     (95.0)
AIR CANADA        ADH2 TH        11,581.0    (1,213.0)     (95.0)
AIR CANADA        ADH2 GR        11,581.0    (1,213.0)     (95.0)
AIR CANADA        AC CN          11,581.0    (1,213.0)     (95.0)
AIR CANADA        ACDVF US       11,581.0    (1,213.0)     (95.0)
AK STEEL HLDG     AKS* MM         4,556.3      (392.9)     949.0
AK STEEL HLDG     AK2 GR          4,556.3      (392.9)     949.0
AK STEEL HLDG     AK2 TH          4,556.3      (392.9)     949.0
AK STEEL HLDG     AKS US          4,556.3      (392.9)     949.0
ALLIANCE HEALTHC  AIQ US            551.6       (88.9)      46.7
AMC NETWORKS-A    AMCX US         4,049.4       (89.4)     597.5
AMC NETWORKS-A    9AC GR          4,049.4       (89.4)     597.5
AMC NETWORKS-A    AMCX* MM        4,049.4       (89.4)     597.5
AMER RESTAUR-LP   ICTPU US           33.5        (4.0)      (6.2)
AMYLIN PHARMACEU  AMLN US         1,998.7       (42.4)     263.0
ANGIE'S LIST INC  8AL TH            178.8       (15.6)     (13.1)
ANGIE'S LIST INC  8AL GR            178.8       (15.6)     (13.1)
ANGIE'S LIST INC  ANGI US           178.8       (15.6)     (13.1)
ANTHERA PHARMACE  6TA1 TH             3.5        (2.3)      (2.7)
ANTHERA PHARMACE  6TA1 GR             3.5        (2.3)      (2.7)
ANTHERA PHARMACE  ANTHEUR EU          3.5        (2.3)      (2.7)
ANTHERA PHARMACE  ANTH US             3.5        (2.3)      (2.7)
ASPEN TECHNOLOGY  AST GR            317.1       (26.8)     (17.4)
ASPEN TECHNOLOGY  AZPN US           317.1       (26.8)     (17.4)
AUTOZONE INC      AZO US          7,950.0    (1,468.7)    (709.5)
AUTOZONE INC      AZ5 TH          7,950.0    (1,468.7)    (709.5)
AUTOZONE INC      AZOEUR EU       7,950.0    (1,468.7)    (709.5)
AUTOZONE INC      AZ5 GR          7,950.0    (1,468.7)    (709.5)
AVID TECHNOLOGY   AVID US           182.0      (344.7)    (165.7)
AVID TECHNOLOGY   AVD GR            182.0      (344.7)    (165.7)
BARRACUDA NETWOR  CUDA US           389.3       (39.1)      29.1
BARRACUDA NETWOR  7BM GR            389.3       (39.1)      29.1
BERRY PLASTICS G  BP0 GR          5,214.0       (73.0)     758.0
BERRY PLASTICS G  BERY US         5,214.0       (73.0)     758.0
BRINKER INTL      BKJ GR          1,437.3       (32.1)    (216.6)
BRINKER INTL      EAT US          1,437.3       (32.1)    (216.6)
BRP INC/CA-SUB V  B15A GR         2,347.9       (26.9)     291.8
BRP INC/CA-SUB V  DOO CN          2,347.9       (26.9)     291.8
BRP INC/CA-SUB V  BRPIF US        2,347.9       (26.9)     291.8
BURLINGTON STORE  BUI GR          2,624.6       (66.0)      54.4
BURLINGTON STORE  BURL US         2,624.6       (66.0)      54.4
BURLINGTON STORE  BURL* MM        2,624.6       (66.0)      54.4
CABLEVISION SY-A  CVY GR          6,701.2    (5,022.6)      50.8
CABLEVISION SY-A  CVY TH          6,701.2    (5,022.6)      50.8
CABLEVISION SY-A  CVCEUR EU       6,701.2    (5,022.6)      50.8
CABLEVISION SY-A  CVC US          6,701.2    (5,022.6)      50.8
CABLEVISION-W/I   8441293Q US     6,701.2    (5,022.6)      50.8
CABLEVISION-W/I   CVC-W US        6,701.2    (5,022.6)      50.8
CADIZ INC         CDZI US            68.2       (39.7)      14.9
CAMBIUM LEARNING  ABCD US           154.9       (77.3)     (19.9)
CARBYLAN THERAPE  CBYL US            10.9        (0.1)       1.9
CASELLA WASTE     CWST US           649.9        (8.5)     (18.9)
CASELLA WASTE     WA3 GR            649.9        (8.5)     (18.9)
CEDAR FAIR LP     FUN US          2,005.9       (21.2)     (74.4)
CEDAR FAIR LP     7CF GR          2,005.9       (21.2)     (74.4)
CENTENNIAL COMM   CYCL US         1,480.9      (925.9)     (52.1)
CHOICE HOTELS     CZH GR            661.1      (413.5)     175.4
CHOICE HOTELS     CHH US            661.1      (413.5)     175.4
CIENA CORP        CIE1 GR         2,056.2       (88.6)     902.8
CIENA CORP        CIEN US         2,056.2       (88.6)     902.8
CIENA CORP        CIE1 TH         2,056.2       (88.6)     902.8
CIENA CORP        CIEN TE         2,056.2       (88.6)     902.8
CINCINNATI BELL   CIB GR          1,733.0      (599.6)      46.3
CINCINNATI BELL   CBB US          1,733.0      (599.6)      46.3
CLEAR CHANNEL-A   C7C GR          6,179.8      (255.3)     410.7
CLEAR CHANNEL-A   CCO US          6,179.8      (255.3)     410.7
CLIFFS NATURAL R  CLF* MM         2,702.6    (1,782.1)     677.9
CLIFFS NATURAL R  CVA GR          2,702.6    (1,782.1)     677.9
CLIFFS NATURAL R  CVA TH          2,702.6    (1,782.1)     677.9
CLIFFS NATURAL R  CLF2EUR EU      2,702.6    (1,782.1)     677.9
CLIFFS NATURAL R  CLF US          2,702.6    (1,782.1)     677.9
COLLEGIUM PHARMA  COLL US             5.1       (12.2)      (5.9)
CONNECTURE INC    2U7 GR             96.0       (33.2)     (24.9)
CONNECTURE INC    CNXR US            96.0       (33.2)     (24.9)
CORINDUS VASCULA  CVRS US             0.0        (0.0)      (0.0)
CORIUM INTERNATI  6CU GR             62.7        (0.4)      35.9
CORIUM INTERNATI  CORI US            62.7        (0.4)      35.9
CYAN INC          CYNI US           112.1       (18.4)      56.9
CYAN INC          YCN GR            112.1       (18.4)      56.9
DELEK LOGISTICS   D6L GR            332.6       (20.6)      11.8
DELEK LOGISTICS   DKL US            332.6       (20.6)      11.8
DIEGO PELLICER W  DPWW US             0.0        (0.1)      (0.1)
DIRECTV           DTV CI         24,301.0    (4,280.0)     482.0
DIRECTV           DTV US         24,301.0    (4,280.0)     482.0
DIRECTV           DTVEUR EU      24,301.0    (4,280.0)     482.0
DIRECTV           DIG1 GR        24,301.0    (4,280.0)     482.0
DOMINO'S PIZZA    EZV GR            637.0    (1,213.6)     170.7
DOMINO'S PIZZA    EZV TH            637.0    (1,213.6)     170.7
DOMINO'S PIZZA    DPZ US            637.0    (1,213.6)     170.7
DUN & BRADSTREET  DNB1EUR EU      2,027.7    (1,201.3)    (276.7)
DUN & BRADSTREET  DB5 GR          2,027.7    (1,201.3)    (276.7)
DUN & BRADSTREET  DNB US          2,027.7    (1,201.3)    (276.7)
DUN & BRADSTREET  DB5 TH          2,027.7    (1,201.3)    (276.7)
DUNKIN' BRANDS G  2DB TH          3,360.1       (84.9)     278.7
DUNKIN' BRANDS G  2DB GR          3,360.1       (84.9)     278.7
DUNKIN' BRANDS G  DNKN US         3,360.1       (84.9)     278.7
DURATA THERAPEUT  DRTXEUR EU         82.1       (16.1)      11.7
DURATA THERAPEUT  DTA GR             82.1       (16.1)      11.7
DURATA THERAPEUT  DRTX US            82.1       (16.1)      11.7
EDGEN GROUP INC   EDG US            883.8        (0.8)     409.2
ENTELLUS MEDICAL  ENTL US            14.0        (8.0)       4.8
ENTELLUS MEDICAL  29E GR             14.0        (8.0)       4.8
EOS PETRO INC     EOPT US             1.2       (28.0)     (29.1)
EXELIXIS INC      EXEL US           282.9      (146.8)      66.4
EXELIXIS INC      EX9 TH            282.9      (146.8)      66.4
FAIRWAY GROUP HO  FGWA GR           359.1       (22.6)      17.6
FAIRWAY GROUP HO  FWM US            359.1       (22.6)      17.6
FENIX PARTS INC   9FP GR              0.8        (1.1)      (1.1)
FENIX PARTS INC   FENX US             0.8        (1.1)      (1.1)
FERRELLGAS-LP     FGP US          1,747.0      (128.0)      (6.4)
FERRELLGAS-LP     FEG GR          1,747.0      (128.0)      (6.4)
FREESCALE SEMICO  1FS GR          3,096.0    (3,454.0)   1,174.0
FREESCALE SEMICO  FSLEUR EU       3,096.0    (3,454.0)   1,174.0
FREESCALE SEMICO  1FS TH          3,096.0    (3,454.0)   1,174.0
FREESCALE SEMICO  FSL US          3,096.0    (3,454.0)   1,174.0
GAMING AND LEISU  2GL GR          2,552.5      (125.5)       1.1
GAMING AND LEISU  GLPI US         2,552.5      (125.5)       1.1
GARDA WRLD -CL A  GW CN           1,482.9      (332.3)      47.7
GARTNER INC       GGRA GR         1,789.4      (139.5)    (420.1)
GARTNER INC       IT US           1,789.4      (139.5)    (420.1)
GENESIS HEALTHCA  GEN US          6,031.4      (205.5)     209.3
GENESIS HEALTHCA  SH11 GR         6,031.4      (205.5)     209.3
GENTIVA HEALTH    GTIV US         1,225.2      (285.2)     130.0
GENTIVA HEALTH    GHT GR          1,225.2      (285.2)     130.0
GLG PARTNERS INC  GLG US            400.0      (285.6)     156.9
GLG PARTNERS-UTS  GLG/U US          400.0      (285.6)     156.9
GOLD RESERVE INC  GRZ CN             17.9       (24.6)     (35.0)
GOLD RESERVE INC  GDRZF US           17.9       (24.6)     (35.0)
GOLD RESERVE INC  GOD GR             17.9       (24.6)     (35.0)
GRAHAM PACKAGING  GRM US          2,947.5      (520.8)     298.5
GYMBOREE CORP/TH  GYMB US         1,187.9      (332.3)      43.0
HCA HOLDINGS INC  2BH TH         31,288.0    (6,222.0)   1,958.0
HCA HOLDINGS INC  2BH GR         31,288.0    (6,222.0)   1,958.0
HCA HOLDINGS INC  HCA US         31,288.0    (6,222.0)   1,958.0
HD SUPPLY HOLDIN  HDS US          6,060.0      (760.0)   1,163.0
HD SUPPLY HOLDIN  5HD GR          6,060.0      (760.0)   1,163.0
HERBALIFE LTD     HOO GR          2,388.9      (301.2)     259.3
HERBALIFE LTD     HLFEUR EU       2,388.9      (301.2)     259.3
HERBALIFE LTD     HLF US          2,388.9      (301.2)     259.3
HOVNANIAN ENT-A   HOV US          2,461.4      (130.0)   1,608.3
HOVNANIAN ENT-B   HOVVB US        2,461.4      (130.0)   1,608.3
HOVNANIAN-A-WI    HOV-W US        2,461.4      (130.0)   1,608.3
HUGHES TELEMATIC  HUTCU US          110.2      (101.6)    (113.8)
IHEARTMEDIA INC   IHRT US        13,581.9   (10,153.7)     683.9
INCYTE CORP       INCY US           862.6       (41.4)     466.6
INCYTE CORP       ICY TH            862.6       (41.4)     466.6
INCYTE CORP       INCYEUR EU        862.6       (41.4)     466.6
INCYTE CORP       ICY GR            862.6       (41.4)     466.6
INFOR US INC      LWSN US         6,778.1      (460.0)    (305.9)
INVENTIV HEALTH   VTIV US         2,154.4      (613.8)      84.5
IPCS INC          IPCS US           559.2       (33.0)      72.1
ISTA PHARMACEUTI  ISTA US           124.7       (64.8)       2.2
JUST ENERGY GROU  JE US           1,205.7      (539.0)    (119.7)
JUST ENERGY GROU  JE CN           1,205.7      (539.0)    (119.7)
JUST ENERGY GROU  1JE GR          1,205.7      (539.0)    (119.7)
KEMPHARM INC      KMPH US            13.7       (24.3)       6.3
LEAP WIRELESS     LWI GR          4,662.9      (125.1)     346.9
LEAP WIRELESS     LWI TH          4,662.9      (125.1)     346.9
LEAP WIRELESS     LEAP US         4,662.9      (125.1)     346.9
LEE ENTERPRISES   LEE US            779.6      (165.1)     (20.2)
LENNOX INTL INC   LXI GR          1,879.5       (16.2)     369.8
LENNOX INTL INC   LII US          1,879.5       (16.2)     369.8
LORILLARD INC     LLV TH          4,154.0    (2,134.0)   1,135.0
LORILLARD INC     LO US           4,154.0    (2,134.0)   1,135.0
LORILLARD INC     LLV GR          4,154.0    (2,134.0)   1,135.0
MAJESCOR RESOURC  MJXEUR EU           0.1        (2.9)      (2.9)
MANNKIND CORP     NNF1 GR           360.0       (97.0)    (222.5)
MANNKIND CORP     MNKD US           360.0       (97.0)    (222.5)
MANNKIND CORP     NNF1 TH           360.0       (97.0)    (222.5)
MANNKIND CORP     MNKDEUR EU        360.0       (97.0)    (222.5)
MARRIOTT INTL-A   MAQ TH          6,803.0    (2,537.0)  (1,202.0)
MARRIOTT INTL-A   MAQ GR          6,803.0    (2,537.0)  (1,202.0)
MARRIOTT INTL-A   MAR US          6,803.0    (2,537.0)  (1,202.0)
MDC COMM-W/I      MDZ/W CN        1,640.1      (196.6)    (284.0)
MDC PARTNERS-A    MD7A GR         1,640.1      (196.6)    (284.0)
MDC PARTNERS-A    MDZ/A CN        1,640.1      (196.6)    (284.0)
MDC PARTNERS-A    MDCA US         1,640.1      (196.6)    (284.0)
MDC PARTNERS-EXC  MDZ/N CN        1,640.1      (196.6)    (284.0)
MERITOR INC       MTOR US         2,317.0      (570.0)     268.0
MERITOR INC       AID1 GR         2,317.0      (570.0)     268.0
MERRIMACK PHARMA  MACK US           127.0      (128.8)      (4.4)
MERRIMACK PHARMA  MP6 GR            127.0      (128.8)      (4.4)
MICHAELS COS INC  MIK US          2,005.0    (2,111.0)     572.0
MICHAELS COS INC  MIM GR          2,005.0    (2,111.0)     572.0
MONEYGRAM INTERN  MGI US          4,578.9      (261.8)     (45.4)
MOODY'S CORP      DUT TH          4,976.0      (146.2)   1,901.1
MOODY'S CORP      MCO US          4,976.0      (146.2)   1,901.1
MOODY'S CORP      DUT GR          4,976.0      (146.2)   1,901.1
MOODY'S CORP      DUT QT          4,976.0      (146.2)   1,901.1
MOODY'S CORP      MCOEUR EU       4,976.0      (146.2)   1,901.1
MORGANS HOTEL GR  M1U GR            532.4      (246.2)      31.0
MORGANS HOTEL GR  MHGC US           532.4      (246.2)      31.0
MOXIAN CHINA INC  MOXC US             9.5        (6.4)     (13.7)
MPG OFFICE TRUST  1052394D US     1,280.0      (437.3)       -
NATIONAL CINEMED  XWM GR            985.6      (219.8)      63.5
NATIONAL CINEMED  NCMI US           985.6      (219.8)      63.5
NAVISTAR INTL     NAV US          6,785.0    (4,688.0)     844.0
NAVISTAR INTL     IHR TH          6,785.0    (4,688.0)     844.0
NAVISTAR INTL     IHR GR          6,785.0    (4,688.0)     844.0
NEFF CORP-CL A    NEFF US           634.4      (202.7)     (12.8)
NEW ENG RLTY-LP   NEN US            175.7       (29.1)       -
NORTHWEST BIO     NWBO US            49.4       (70.7)     (86.3)
NORTHWEST BIO     NBYA GR            49.4       (70.7)     (86.3)
NTELOS HOLDINGS   NTLS US           708.5       (16.6)     203.7
OCATA THERAPEUTI  OCAT US             4.9        (2.1)      (0.3)
OCATA THERAPEUTI  T2N1 GR             4.9        (2.1)      (0.3)
OMTHERA PHARMACE  OMTH US            18.3        (8.5)     (12.0)
PALM INC          PALM US         1,007.2        (6.2)     141.7
PBF LOGISTICS LP  PBFX US           402.3      (112.0)      30.1
PBF LOGISTICS LP  11P GR            402.3      (112.0)      30.1
PHILIP MORRIS IN  4I1 GR         33,255.0   (12,246.0)    (705.0)
PHILIP MORRIS IN  PM FP          33,255.0   (12,246.0)    (705.0)
PHILIP MORRIS IN  4I1 TH         33,255.0   (12,246.0)    (705.0)
PHILIP MORRIS IN  PM US          33,255.0   (12,246.0)    (705.0)
PHILIP MORRIS IN  PM1CHF EU      33,255.0   (12,246.0)    (705.0)
PHILIP MORRIS IN  PM1 TE         33,255.0   (12,246.0)    (705.0)
PHILIP MORRIS IN  PMI SW         33,255.0   (12,246.0)    (705.0)
PHILIP MORRIS IN  4I1 QT         33,255.0   (12,246.0)    (705.0)
PHILIP MORRIS IN  PM1EUR EU      33,255.0   (12,246.0)    (705.0)
PLAYBOY ENTERP-A  PLA/A US          165.8       (54.4)     (16.9)
PLAYBOY ENTERP-B  PLA US            165.8       (54.4)     (16.9)
PLY GEM HOLDINGS  PGEM US         1,231.9      (150.1)     241.4
PLY GEM HOLDINGS  PG6 GR          1,231.9      (150.1)     241.4
POLYMER GROUP IN  POLGA US        1,901.8       (12.6)     315.2
POLYMER GROUP-B   POLGB US        1,901.8       (12.6)     315.2
PROTALEX INC      PRTX US             0.6       (11.5)       0.0
PROTECTION ONE    PONE US           562.9       (61.8)      (7.6)
PUREBASE CORP     PUBC US             0.3        (1.0)      (0.3)
QUALITY DISTRIBU  QLTY US           417.9       (26.9)     110.6
QUALITY DISTRIBU  QDZ GR            417.9       (26.9)     110.6
QUINTILES TRANSN  QTS GR          3,236.7      (612.3)     778.1
QUINTILES TRANSN  Q US            3,236.7      (612.3)     778.1
RAYONIER ADV      RYAM US         1,281.8       (52.6)     179.2
RAYONIER ADV      RYQ GR          1,281.8       (52.6)     179.2
RE/MAX HOLDINGS   RMAX US           362.5        (0.2)      41.0
RE/MAX HOLDINGS   2RM GR            362.5        (0.2)      41.0
REGAL ENTERTAI-A  RGC* MM         2,484.4      (911.5)    (118.6)
REGAL ENTERTAI-A  RGC US          2,484.4      (911.5)    (118.6)
REGAL ENTERTAI-A  RETA GR         2,484.4      (911.5)    (118.6)
RENAISSANCE LEA   RLRN US            57.0       (28.2)     (31.4)
RENTPATH INC      PRM US            208.0       (91.7)       3.6
REVLON INC-A      REV US          1,873.7      (658.9)     315.1
REVLON INC-A      RVL1 GR         1,873.7      (658.9)     315.1
ROUNDY'S INC      4R1 GR          1,112.5       (87.0)      80.0
ROUNDY'S INC      RNDY US         1,112.5       (87.0)      80.0
RURAL/METRO CORP  RURL US           303.7       (92.1)      72.4
RYERSON HOLDING   7RY GR          1,903.2      (135.0)     706.3
RYERSON HOLDING   RYI US          1,903.2      (135.0)     706.3
RYERSON HOLDING   7RY TH          1,903.2      (135.0)     706.3
SALLY BEAUTY HOL  S7V GR          2,134.9      (261.0)     766.9
SALLY BEAUTY HOL  SBH US          2,134.9      (261.0)     766.9
SBA COMM CORP-A   SBJ TH          7,527.3    (1,036.8)      38.5
SBA COMM CORP-A   SBAC US         7,527.3    (1,036.8)      38.5
SBA COMM CORP-A   SBJ GR          7,527.3    (1,036.8)      38.5
SBA COMM CORP-A   SBACEUR EU      7,527.3    (1,036.8)      38.5
SCIENTIFIC GAM-A  TJW GR          9,703.4      (189.4)     686.9
SCIENTIFIC GAM-A  SGMS US         9,703.4      (189.4)     686.9
SEARS HOLDINGS    SHLD US        13,209.0      (945.0)    (213.0)
SEARS HOLDINGS    SEE TH         13,209.0      (945.0)    (213.0)
SEARS HOLDINGS    SEE GR         13,209.0      (945.0)    (213.0)
SEQUENOM INC      QNMA QT           145.5       (15.1)      84.4
SEQUENOM INC      SQNM US           145.5       (15.1)      84.4
SEQUENOM INC      QNMA TH           145.5       (15.1)      84.4
SEQUENOM INC      SQNMEUR EU        145.5       (15.1)      84.4
SEQUENOM INC      QNMA GR           145.5       (15.1)      84.4
SILVER SPRING NE  9SI GR            528.2       (94.3)     (10.2)
SILVER SPRING NE  SSNI US           528.2       (94.3)     (10.2)
SILVER SPRING NE  9SI TH            528.2       (94.3)     (10.2)
SIRIUS XM CANADA  SIICF US          298.2      (128.5)    (173.7)
SIRIUS XM CANADA  XSR CN            298.2      (128.5)    (173.7)
SONIC CORP        SONCEUR EU        625.8        (0.3)      13.7
SONIC CORP        SONC US           625.8        (0.3)      13.7
SONIC CORP        SO4 GR            625.8        (0.3)      13.7
SUPERVALU INC     SJ1 GR          4,485.0      (636.0)     167.0
SUPERVALU INC     SJ1 TH          4,485.0      (636.0)     167.0
SUPERVALU INC     SVU US          4,485.0      (636.0)     167.0
SYNERGY PHARMACE  SGYPEUR EU        194.8       (24.7)     163.1
SYNERGY PHARMACE  S90 GR            194.8       (24.7)     163.1
SYNERGY PHARMACE  SGYP US           194.8       (24.7)     163.1
THERAVANCE        HVE GR            488.7      (260.1)     251.4
THERAVANCE        THRX US           488.7      (260.1)     251.4
THRESHOLD PHARMA  THLD US            88.0       (19.9)      53.1
THRESHOLD PHARMA  NZW1 GR            88.0       (19.9)      53.1
TRANSDIGM GROUP   T7D GR          7,226.2    (1,326.2)     853.8
TRANSDIGM GROUP   TDG US          7,226.2    (1,326.2)     853.8
TRINET GROUP INC  TN3 GR          1,620.2       (15.1)      15.2
TRINET GROUP INC  TNET US         1,620.2       (15.1)      15.2
TRINET GROUP INC  TN3 TH          1,620.2       (15.1)      15.2
TRINET GROUP INC  TNETEUR EU      1,620.2       (15.1)      15.2
TRYCERA FINANCIA  TRYF US             0.0        (3.3)      (3.2)
UNISYS CORP       USY1 TH         2,131.5    (1,421.3)     242.8
UNISYS CORP       UISEUR EU       2,131.5    (1,421.3)     242.8
UNISYS CORP       UIS US          2,131.5    (1,421.3)     242.8
UNISYS CORP       UIS1 SW         2,131.5    (1,421.3)     242.8
UNISYS CORP       USY1 GR         2,131.5    (1,421.3)     242.8
UNISYS CORP       UISCHF EU       2,131.5    (1,421.3)     242.8
VENOCO INC        VQ US             596.0       (31.1)      52.2
VERISIGN INC      VRS TH          2,607.7      (947.9)      17.8
VERISIGN INC      VRS GR          2,607.7      (947.9)      17.8
VERISIGN INC      VRSN US         2,607.7      (947.9)      17.8
VERIZON TELEMATI  HUTC US           110.2      (101.6)    (113.8)
VERSEON CORP      VSN LN              -           -          -
VIRGIN MOBILE-A   VM US             307.4      (244.2)    (138.3)
WEIGHT WATCHERS   WW6 TH          1,446.4    (1,385.2)    (260.9)
WEIGHT WATCHERS   WW6 GR          1,446.4    (1,385.2)    (260.9)
WEIGHT WATCHERS   WTWEUR EU       1,446.4    (1,385.2)    (260.9)
WEIGHT WATCHERS   WTW US          1,446.4    (1,385.2)    (260.9)
WEST CORP         WSTC US         3,546.2      (647.7)     247.3
WEST CORP         WT2 GR          3,546.2      (647.7)     247.3
WESTERN REFINING  WR2 GR            434.0       (27.4)      71.5
WESTERN REFINING  WNRL US           434.0       (27.4)      71.5
WESTMORELAND COA  WME GR          1,829.7      (388.7)      59.0
WESTMORELAND COA  WLB US          1,829.7      (388.7)      59.0
WYNN RESORTS LTD  WYNN US         9,151.7      (147.2)   1,135.3
WYNN RESORTS LTD  WYNN* MM        9,151.7      (147.2)   1,135.3
WYNN RESORTS LTD  WYNN SW         9,151.7      (147.2)   1,135.3
WYNN RESORTS LTD  WYR GR          9,151.7      (147.2)   1,135.3
WYNN RESORTS LTD  WYR QT          9,151.7      (147.2)   1,135.3
WYNN RESORTS LTD  WYR TH          9,151.7      (147.2)   1,135.3
WYNN RESORTS LTD  WYNNCHF EU      9,151.7      (147.2)   1,135.3
XERIUM TECHNOLOG  TXRN GR           561.0      (102.9)      81.5
XERIUM TECHNOLOG  XRM US            561.0      (102.9)      81.5
XOMA CORP         XOMA TH            78.1       (13.4)      46.2
XOMA CORP         XOMA US            78.1       (13.4)      46.2
XOMA CORP         XOMA GR            78.1       (13.4)      46.2
YRC WORLDWIDE IN  YEL1 TH         1,966.2      (479.7)     148.7
YRC WORLDWIDE IN  YEL1 GR         1,966.2      (479.7)     148.7
YRC WORLDWIDE IN  YRCW US         1,966.2      (479.7)     148.7


                            *********

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 ***