TCR_Public/150713.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Monday, July 13, 2015, Vol. 19, No. 194

                            Headlines

1990's CATERERS: Warrant to be Issued for Bivona's Arrest
2082009 ONTARIO: Uncle Joe's Files Bankruptcy; Meeting on July 23
21ST CENTURY ONCOLOGY: Completes Acquisition of SFRO
2244761 ONTARIO: Faces Litigation Case Filed by Prem Lamba
AFREN PLC: Foreign Main Proceeding Hearing Set for July 31

AMINCOR INC: Approves Notes Issuance to President and Interim CFO
API TECHNOLOGIES: Posts $4.3 Million Net Loss for Second Quarter
AZIZ CONVENIENCE: Lenders Agrees to Continued Cash Collateral Use
B&B ALEXANDRIA: Taps Cross & Simon as Counsel
BAND OF OUTSIDERS: CLCC to Sell Assets on July 29

BERAU CAPITAL:  Seeks Recognition of Singapore Proceedings
BERAU CAPITAL: Chapter 15 Case Summary
BERAU CAPITAL: Finance Arm of Indo Mining Firm Files Chapter 15
BG MEDICINE: Announces One-for-Four Reverse Stock Split
BOOMERANG TUBE: Proposes Dec. 7 Governmental Bar Date

BTB CORPORATION: Files Schedules of Assets and Liabilities
CAL DIVE: Appointment of David M. Klauder as Fee Examiner Approved
CAL DIVE: Offshore Amends Schedules of Assets and Liabilities
CCO SAFARI II: Fitch Retains 'BB-' IDR on CreditWatch Positive
CCO SAFARI II: Moody's Assigns Ba1 Rating to 1st Lien Secured Bonds

CENTRAL OKLAHOMA: Asks Plan Solicitation Exclusivity Until Sept. 14
CENTRAL OKLAHOMA: Elaine Turner OK'd to Handle Rosa Chavira Case
CHARTER COMMUNICATIONS: Fitch Retains 'BB-' IDR on Watch Positive
CHARTER COMMUNICATIONS: S&P Affirms 'BB-' Corp. Credit Rating
COMSTOCK MINING: Announces Preliminary 2nd Quarter 2015 Results

CONYERS 138: ONH1 Wins Nod to Foreclose on College Park Asset
CORD BLOOD: Annual Meeting Postponed to August 6
CORINTHIAN COLLEGES: Court OKs Consulting/Auction Pact With GAGP
CORINTHIAN COLLEGES: Student Committee Taps Public Counsel
CORINTHIAN COLLEGES: Student Panel Taps Robins Kaplan as Counsel

COUTURE HOTEL: Hires Gardner Haas as Special Counsel
COUTURE HOTEL: Taps ValueScope as Interest Rate Expert
COUTURE HOTEL: Withdraws Motion to Use Cash Collateral
COUTURE HOTEL: Wyndham Seeks to Lift Stay to Terminate Agreement
CROSBY NATIONAL: Parties Extend Challenge Period to Aug. 28

DAYBREAK OIL: Posts $549,600 Net Loss for First Quarter
DEERFIELD RANCH: Wants Plan Filing Deadline Moved to Aug. 28
EMPIRE RESORTS: To Seek Approvals of Casino Project Amendments
F-SQUARED INVESTMENT: July 15 Meeting Set to Form Creditors' Panel
F-SQUARED INVESTMENT: Section 341 Meeting Set for August 14

F-SQUARED: Files for Chapter 11 to Quickly Sell to Broadmeadow
F-SQUARED: Proposes Quick Sale, $250K Break-up Fee for Broadmeadow
F-SQUARED: Taps BMC Group as Claims and Noticing Agent
FRAC SPECIALISTS: Taps Forshey & Prostok as Bankruptcy Counsel
FRED FULLER: Court Approves Hiring of Netlogic as Consultant

GEORGIA RENEWABLE: Moody's Assigns Ba3 Rating on $225MM Notes
GOLDEN COUNTY: Seeks to Reject Union's CBA to Consummate Sale
GRIDWAY ENERGY: Judge Extends Deadline to Remove Suits to Oct. 5
GT ADVANCED: Commences Solicitations for DIP Loan Facility Bids
GUN STORE: Voluntary Chapter 11 Case Summary

HART OIL: Court Dismisses Most Claims in Suit vs. Secured Lender
HEPAR BIOSCIENCE: Committee Justifies Retention of Duff & Phelps
HOLY HILL: Judge Extends Deadline to Remove Suits to Aug. 31
HOME LOAN: Ch. 7 Trustee's Bid to Disgorge Atty Fees Denied
HORIZON LINES: Pioneer Global No Longer Owns Class A Shares

HOVNANIAN ENTERPRISES: VP Finance & Treasurer Valiaveedan Quits
INTERFACE SECURITY: S&P Affirms 'B-' CCR & Revises Outlook to Neg.
JOE'S JEANS: Board Approves Amended Bylaws
JOE'S JEANS: Signs Employment Agreement with CFO
LAND O' LAKES: Fitch Assigns 'BB-' Rating on $200MM Pref. Stock

LAND O'LAKES INC: S&P Assigns 'BB' Rating on $150MM Pref. Stock
LAS AMERICAS: Plan Filing Date Extended
LEO MOTORS: Now Owns 50.8% of Shares of Leo Korea
LIFE PARTNERS: Court Directs Joint Administration of Cases
LIFE PARTNERS: Pardo Drops Bid to Appoint Shareholders Committee

LIGHT TOWER: Moody's Affirms 'B2' Corporate Family Rating
LIGHTSTREAM RESOURCES: S&P Lowers Corp. Credit Rating to 'SD'
LINEAR ELECTRIC: Meeting to Form Creditors' Panel Set for July 16
LOCAL CORPORATION: Hires Siemer & Associates as Investment Banker
LOCAL CORPORATION: Taps Winthrop Couchot as Insolvency Counsel

LONESTAR GEOPHYSICAL: Amends Application to Hire McAfee & Taft
MAGNETATION LLC: Can Access $135-Mil. DIP Financing
MALIBU ASSOCIATES: Court Okays Hiring of Novogradac as Accountant
MARRONE BIO: Has Until Nov. 9 to Regain NASDAQ Listing Compliance
MEDICURE INC: Announces $3.5MM "Bought Deal" Private Placement

MEDICURE INC: Grants 240,000 Options to Knight Therapeutics
METRORIVERSIDE LLC: Court Confirms Reorganization Plan
MICHAEL J. GERARD: Jury Ruling Favoring Brother Affirmed
MONTREAL MAINE: Prime Clerk Okayed as Trustee's Noticing Agent
N.W. HOLDING: Allowed to Reject Teamsters, Machinists CBAs

NEW LOUISIANA: Lender Objects to Cash Collateral Use
NORTH TEXAS ENERGY: Has $66K Net Loss in March 31 Quarter
NRAD MEDICAL: Section 341(a) Meeting Set for August 7
OAS SA: In Restructuring Settlement Negotiations with Noteholders
ONE KENTON ALZHEIMER: Bid Deadline Set for September 17

OVERSEAS SHIPHOLDING: Denial of Bid to Junk Malpractice Suit Upheld
OXANE MATERIALS: Court Approves Sale of Assets to Chemjet
OXANE MATERIALS: Court Okays Sale of IP to Halliburton Energy
OZ GAS: Auction of Personal Property Set for August 12-14
PARK FLETCHER: Lender Balks at Sale of Substantially All Assets

PEACOCK ENGINEERING: Moody's Assigns B2 Corporate Family Rating
PEACOCK HOLDING: S&P Assigns 'B' CCR, Outlook Stable
PHOENIX COS: S&P Puts 'B-' Counterparty Credit Rating on Watch Neg
PLATTSBURGH SUITES: Asks Court to Junk Bid to Dismiss Chap. 11 Case
POSITRON CORP: Shareholder Mulling Options on Defaulted Notes

PREMIER BANK: United Fidelity Bank Assumes All Deposits
PROSPECT MEDICAL: Moody's Hikes Corporate Family Rating to 'B1'
QUALITY LEASE: Chapter 11 Liquidation Plan Takes Effect
QUANTUM FOODS: Young Conaway Files Supplemental Declaration
QUICKEN LOANS: S&P Affirms BB Issuer Credit Rating, Outlook Stable

RADIOSHACK CORP: Approved to Tap ASK to Pursue Avoidance Actions
RADIOSHACK CORP: Can Continue Use of Cash Collateral
RANDALL A. FRANZ: Court Rejects US Trustee's Summary Judgment Bid
RECOVERY CENTERS: Alan Friedman Okayed as Broker
RECOVERY CENTERS: Nagler Law Approved as Counsel for Committee

RECOVERY CENTERS: Ombudsman Won't Be Appointed in Case
RECOVERY CENTERS: Taps Robert Smith as Special Counsel
RECOVERY CENTERS: Wells and Jarvis Approved as Bankruptcy Counsel
REFLEK MANUFACTURING: Public Foreclosure Slated on July 24
RESIDENTIAL CAPITAL: Objection to Claim No. 1083 Sustained in Part

RESIDENTIAL CAPITAL: Objection to Longoni Claims Sustained in Part
RESIDENTIAL CAPITAL: Silver's Wrongful Foreclosure Claim Nixed
REVEL AC: Court Says Agreements with Tenants Are "True Leases"
ROSETTA GENOMICS: Files Financial Statements of CynoGen
ROSETTA GENOMICS: Files Prospectus Supplement to Shares Offering

RREAF O&G PORTFOLIO: Section 341 Meeting Set for August 13
RREAF O&G: Owners of 8 Texas Hotel Properties File for Ch. 11
RREAF O&G: Proposes to Use Spectrum's Cash Collateral
RREAF O&G: Says Schedules Deadline Should Be Moved to August
RREAF O&G: Wants to Keep Channel Point as Hotels' Manager

SABINE OIL: Amends Forbearance Agreement to Provide Flexibility
SABINE OIL: Amends Forbearance Agreement to Term Loan Facility
SEARS HOLDINGS: Completes Seritage Growth Properties Transaction
SHOTWELL LANDFILL: Bankr. Administrator Wants Minor Plan Changes
SHOTWELL LANDFILL: Class 7 Says "No" to Plan; Other Classes Accept

SOBELMAR ANTWERP: Lender Seeks Dismissal of Ch. 11 Case
SPECTRUM ANALYTICAL: Court Denies Bank's Bid for Abstention
SQUARETWO FINANCIAL: Moody's Cuts Corporate Family Rating to Caa1
ST. JOSEPH'S HOSPITAL: Moody's Affirms 'Ba2' Debt Rating
STRATECO RESOURCES: Court Extends CCAA Proceedings Until Sept. 3

STW RESOURCES: Reports $2.92-Mil. Net Loss in March 31 Quarter
SUNVALLEY SOLAR: Reverse Common Stock Split to Take Effect July 13
TRACER PROTECTION: Louisiana Appeals Court Reverses Ruling
TRANSWEST RESORT:  9th Circ. Flips Ruling on Lender Plan Objections
TRISTAR WELLNESS: Names Michel Boileau as Interim Chairman

TUNICA-BILOXI GAMING: Moody's Cuts Prob. of Default Rating to D-PD
TURBOCOMBUSTOR TECHNOLOGY: Moody's Cuts Corp Family Rating to B3
TWIN RINKS: Creditors' Panel Hires Meyer Suozzi as General Counsel
UNIVERSITY GENERAL: Court OKs Lease Pact With Cambridge Properties
UNIVERSITY GENERAL: Foster Wants Adequate Protection Payments

UNIVERSITY GENERAL: SEC Has Until Sept. 1 to Decide on Debts
UNIVERSITY GENERAL: Severed from State Court Lawsuit
US SHALE SOLUTIONS: Moody's Cuts Corporate Family Rating to 'Caa3'
USAGM TOPCO: S&P Assigns 'B' Corp Credit Rating, Outlook Stable
VERTICAL COMPUTER: Provides Details on Deals with Creditors

VICTORY MEDICAL: Creditors Object to Cash Collateral Use
VIGGLE INC: Wolverine Asset Reports 8.8% Stake as of June 29
VIKING CRUISES: S&P Revises Outlook to Neg. & Affirms 'B+' CCR
VIPER VENTURES: Judge Extends Deadline to Remove Suits to July 30
WESTMORELAND COAL: Charles Frischer Buys 189,489 Common Shares

WINLAND OCEAN: Principal Creditor Says Case Dismissal Unfair
[*] 4th Circ. Affirms Suspension of Atty from Bankruptcy Practice
[^] BOND PRICING: For the Week from July 6 to 10, 2015

                            *********

1990's CATERERS: Warrant to be Issued for Bivona's Arrest
---------------------------------------------------------
In the case captioned In re: 1990's CATERERS LTD. d/b/a VINA de
VILLA CATERERS, Chapter 7, Debtor, CASE NO. 13-74884-AST (Bankr.
E.D.N.Y.), Bankruptcy Judge Alan S. Trust determined that the
United States Marshals Service should be ordered to take Mr.
Richard Bivona into their custody as a coercive civil contempt
sanction.

Immediately following a hearing on November 19, 2013, the court
entered an Order restraining any disposition of the proceeds from
the auction sale of the Debtor's assets, and directing Bivona or
any other party in possession of the auction proceeds to turn those
funds over to the Trustee. No appeal was taken from the November
19, 2013 Order.

On January 29, 2014, the Trustee filed and served a declaration
stating that Bivona had not complied with the November 19, 2013
Order to turn over the sales proceeds despite the Trustee's written
demand that he do so.

Because of Bivona's continued noncompliance and his failure to
explain that non-compliance despite the court's orders, the court
entered an order on November 14, 2014 holding Bivona in civil
contempt.

At a hearing on January 13, 2015, Bivona testified that he neither
had the sales proceeds in his possession nor had them under his
control on November 19, 2013. The court found this testimony
incredible.

Given Bivona's conduct and his ignorance of prior monetary
sanctions, Judge Trust concluded that there is no lesser available
sanction than the coercive sanction of incarceration. Judge Trust
then ordered that if Bivona does not purge his contempt and turn
the sales proceeds over to the Trustee by June 22, 2015, a warrant
will be issued for his arrest.

A copy of the June 5, 2015 decision and order is available at
http://is.gd/w367Iafrom Leagle.com.

     About 1990's Caterers Ltd. d/b/a Vina de Villa Caterers

On September 24, 2013, Richard Bivona, John DeJohn and Jacquelene
Dyber joined together as petitioning creditors to commence an
involuntary Chapter 7 bankruptcy case against 1990's Caterers Ltd.
The debtor conducted an auction sale of its assets on October 30,
2013 with Michael Amodeo & Co., Inc. as auctioneer. The auction
sale yielded net proceeds in the amount of $30,613.00.  On November
22, 2013, the Court entered an order for relief under Chapter 7.
On December 18, 2013, Kenneth P. Silverman was appointed as the
Chapter 7 trustee.


2082009 ONTARIO: Uncle Joe's Files Bankruptcy; Meeting on July 23
-----------------------------------------------------------------
The bankruptcy of 2082009 Ontario Inc. c.o.b. as Uncle Joe's Family
Restaurant at 124 Main Street, Mississauga in the Province of
Ontario occurred on July 2, 2015, and that the first meeting of
creditors will be held on July 23, 2015, at 1:00 p.m., at the
offices of the trustee, 505 Consumers Road, Suite 200 in Toronto,
Ontario.

The Trustee in bankruptcy:

msi Spergel Inc.
505 Consumers Rd., suite 201
Toronto, Ontario M2J 4V8
Tel: (416)-497-1660
Fax: (416) 494-7199


21ST CENTURY ONCOLOGY: Completes Acquisition of SFRO
----------------------------------------------------
21st Century Oncology Holdings, Inc., announced that it and its
wholly owned subsidiary, 21st Century Oncology, Inc. ("21C"),
completed the acquisition of the remaining 35% of South Florida
Radiation Oncology, effective July 2, 2015.  The acquisition was
funded through a combination of cash, notes and equity.  21C made
its initial 65% investment in SFRO on Feb. 10, 2014.

Dr. Daniel Dosoretz, founder and chief executive officer,
commented, "We are pleased to have completed the acquisition of
SFRO and are proceeding with integrating SFRO into 21C.  SFRO has
already contributed to our ability to provide best-in-class cancer
care in southeast Florida.  SFRO has performed ahead of our
expectations since our initial investment in early 2014, and we
expect growth to continue and synergies to arise as we integrate
its locations into 21C's existing presence in southeast Florida."

Kirkland & Ellis LLP and Hall, Render, Killian, Heath & Lyman, PLLC
advised 21C in connection with the transaction.

Additional information regarding the transaction is available at:

                        http://is.gd/luUtM3

                         About 21st Century

21st Century Oncology, Inc., formerly known as Radiation Therapy
Services, Inc. ("RTS") owns and operates radiation treatment
facilities in the US and Latin America.

The Company's balance sheet at June 30, 2014, showed $1.11 billion
in total assets, $1.38 billion in total liabilities, $46.65
million in noncontrolling interests-redeemable, and a $325.04
million total deficit.

                            *     *     *

As reported by the TCR on Feb. 27, 2015, Moody's Investors Service
upgraded 21st Century Oncology, Inc.'s Corporate Family Rating and
Probability of Default Rating to B3 and B3-PD, respectively.
The upgrade of the Corporate Family Rating to B3 and SGL to SGL-2
reflects the receipt of a $325 million preferred equity investment
from the Canada Pension Plan Investment Board and subsequent debt
reduction.

In the April 16, 2015, edition of the TCR, Standard & Poor's
Ratings Services affirmed its 'B-' corporate credit rating on Fort
Myers-based cancer care provider 21st Century Oncology Holdings
Inc.


2244761 ONTARIO: Faces Litigation Case Filed by Prem Lamba
----------------------------------------------------------
Plaintiff Prem Lamba commenced a legal proceeding against 2244761
Ontario Inc. by issuance of statement of Claim on March 18, 2015,
at Superior Court of Justice, court File 1579/15.

The Plaintiff retained as counsel:

Ravinder Sing, Esq.
6A-1325 Derry RoadE
Mississauga, ON L5T 1B6
Tel: 905-670-7076
Fax: 905-670-7082


AFREN PLC: Foreign Main Proceeding Hearing Set for July 31
----------------------------------------------------------
The Hon. Kevin Gross of the U.S. Bankruptcy Court for the District
of Delaware schedule a hearing to consider approval for recognition
of the UK proceeding as foreign main proceeding of Afren PLC for
July 31, 2015, at 10:00 a.m. (Eastern Time) in Room 3, 824 N.
Market street in Wilmington, Delaware.  Objections, if any, must be
filed no later than 4:00 p.m. on July 27, 2015.

Afren (LSE: AFR) is a London-based company specializing in oil and
gas exploration and production.  The company is listed on the Main
Market of the London Stock Exchange.

Judge Kevin Gross presides over the U.S. case.  L. John Bird, Esq.,
and Jeffrey M. Schlerf, Esq., at Fox Rothschild LLP, serve as
counsel to the Debtor in the U.S. case.

Alfren's operations are focused in Africa, primarily in Nigeria.
Since its IPO in March 2005, Afren has rapidly expanded its
portfolio across six countries: Nigeria, Sao Tome & Principe JDZ,
Gabon, Republic of the Congo, Côte d'Ivoire, Ghana and Iraqi
Kurdistan.

In March 2015, Afren reported lenders approved a three month
payment deferral for a $300 million debt facility.  Afren said it
won a payment deferral for a $50 million amortization payment for a
$300 million Ebok debt facility that was due January 31.

On March 4, 2015, Afren defaulted on its 2016 bonds after refusing
to make a $15 million interest payment in order to preserve cash
for an ongoing capital structure review.

On March 12, 2015, Afren inked a recapitalization plan with its
lenders to secure $300 million in funding.  They entered the deal
with noteholders under its 2016, 2019 and 2020 notes and a majority
of the lenders under its existing $300 million Ebok credit
facility.  The agreement provides $300 million of net total funding
before the end of June 2015.

On June 30, 2015, the High Court of Justice in England and Wales
issued an order granting the Company certain directions in relation
to a scheme of arrangement under Part 26 of the UK Companies Act
2006.  The proposed scheme of arrangement relates to the proposed
financial restructuring of the Company's (a) 11.5% senior secured
notes due Feb. 1, 2016; (b) 10.25% senior secured notes due April
8, 2019; and (c) 6.625% senior secured notes due Dec. 9, 2020.

The Court's directions include permission to convene a single
meeting for Scheme Creditors for the purpose of considering and, if
thought fit, approving the scheme of arrangement.  The Scheme
Meeting will be held on July 29, 2015.

Alan Linn was recently named as the Company's CEO.

            Chairman Statement at Annual Meeting

Egbert Imomoh, the chairman of the Board, opened the June 25, 2015,
annual general meeting with this statement:

     "Just over a year ago when I spoke at the last AGM, little was
I aware that of what the year held in stock for us. The events that
have radically changed our Company commenced when the Board
discovered that our former CEO, Osman Shahenshah, and our former
COO Shahid Ullah had received payments undisclosed and unknown to
the Board.  They were immediately suspended and following a very
thorough investigation of the situation their contracts with the
Company were terminated.  This necessitated Toby Hayward stepping
in as the interim CEO and me as executive chairman whilst we
commenced the search for a new CEO."

     "Events following their dismissal, including the Company's
inability to complete the planned refinancing of its debt
obligations in the second half of 2014, and the sharp decline in
oil prices from over US$100/bbl in August 2014 to under US$50 per
barrel in January 2015, placed significant pressure on the Group's
liquidity position, resulting in the Group having net current
liabilities of US$459 million as at 31 December 2014.  Early this
year, we reviewed our strategic options in respect of the Barda
Rash field in the Kurdistan region of Iraq after disappointing
operational results (early water breakthrough and production of
hydrogen sulphide) at the field and a significant reserves and
resources downgrade.  This eliminated gross 2P reserves whilst
gross 2C resources fell from 1,243 mmbbls to around 250 mmbbls.
This movement in reserves in the field led to a material impairment
charge in the year ended 31 December 2014 of US$933 million, which
contributed to the unprecedented pre-tax loss of US$1,955 million
last year.

     "Average net production for year ended 31 December 2014 was
31,819 bopd (excluding Barda Rash), a decrease of 32% from 47,112
bopd for the year ended 31 December 2013, this was due to achieving
cost recovery on Ebok in the first quarter of 2014, and delays in
achieving production rampup across Afren's producing asset base in
Nigeria.  There was also a 42% decrease in revenue from US$1,644
million for the year ended 31 December 2013 to US$946 million in
the year ended 31 December 2014 reflecting lower production volumes
and share of production, and the impact of lower realized oil
prices during the second half of 2014.

     "The Company recorded a loss after tax of US$1,651 million in
the year ended 31 December 2014, mainly due to a reduction in
revenue given the fall in oil prices, a material impairment charge
of US$1,112 million in respect of the carrying value of the
Company's production and development assets and the impact of the
curtailment of future capital expenditure on our exploration.

     "In response to the very adverse situation that developed, the
interim management took decisive action in reviewing our capital
structure and operating/capital expenditure.  We took the strategic
decision to concentrate on the lower cost production capacity in
our Nigerian portfolio.  We are focused on delivering on this
strategy, and have therefore lowered our full 2015 capital
expenditure to US$0.4 billion.  We are confident that, in
conjunction with our proven operational capabilities, the strategy
will create value for all our stakeholders in the near future.

     "In March, we announced the terms of a financial restructuring
which had been agreed with our creditors, and which provided
essential additional funding to the Group  -- without this funding,
I can genuinely say that we would not be here today.  Last week, we
published the full prospectus explaining the terms of the
restructuring and how shareholders can participate in this for the
benefit of your Company.  I strongly encourage you all to read the
document that has been sent to you, which explains why your Board
believes that this is the only viable option to secure Afren's
future and to provide an opportunity for shareholders to realise
value in their investment in the Company.  Your Board also
unanimously recommends that you vote in favour of the restructuring
at the extraordinary general meeting to be held on 24 July, because
a "No Vote" will mean shareholders will receive no return at all.

     "In the first quarter of this year Afren achieved an average
net production of 36,035 bopd, which is above our guidance range of
23,000 - 32,000 bopd for 2015.  The Company delivered revenue of
US$130 million and operating cash flows before movements in working
capital of US$59 million, down from US$269 million and US$169
million respectively in Q1 2014.  The fall in revenue was due to a
lower realised oil prices and production liftings from Ebok
utilised to settle a net profit interest (NPI) liability which is
part of the agreement.

     "As we have moved forward, a key requisite has been renewing
the management team.  I am therefore delighted to welcome Alan Linn
as the new Chief Executive Officer.  His proven turnaround
experience and excellent grasp of operational matters will be
invaluable.  He has a firm vision of where he wishes to take the
Company.  We have also recently appointed Dave Thomas as our COO
and proposed new executive director, who has significant executive
and operational experience in the international oil and gas
industry. I would also like to thank Toby Hayward for his steady
leadership in adverse circumstances.

     "On behalf of the Board, I would like to re-iterate my thanks
to Darra Comyn, Peter Bingham, John St John and Ennio Sganzerla,
who have all stepped down as Executive and Non-Executive Directors
since the last AGM. They all have made considerable contributions
to Afren and its development.

     "Additionally, I shall be stepping down as Chairman with
effect from the close of this Annual General Meeting, together with
Iain McLaren, Toby Hayward, Patrick Obath and Sheree Bryant as
Non-Executive Directors.  My thanks also go out to each of Iain,
Toby, Patrick and Sheree.  David Frauman, an experienced
restructuring lawyer and director, will become nonexecutive
chairman with immediate effect from the close of this meeting. As
previously announced, the Company has commenced the search for a
Chief Financial Officer and is also seeking to appoint additional
non-executive directors to the Board.

     "The internal changes go beyond the Board movements. All of
our internal processes have been reviewed and amended where
necessary to ensure compliance with corporate governance best
practice.  We have run comprehensive training for our employees and
contractors in anti-bribery and corruption laws, and are confident
that we now have a robust infrastructure in place to avoid the
failures of the past.

     "I would also like to say a few words about our corporate
responsibility activities. In 2014 the Board identified CSR as one
of the five key strategic priorities needed to fulfil our vision,
and the Board of Directors adopted a new CSR strategy. Our approach
was generated by taking as the framework industry guidance on
sustainability produced by IPIECA and identifying where current
performance did not meet stakeholder expectations. The strategy
design process identified a series of high priority issues and
recommendations to address these gaps. These are reflected in our
targets and aims for 2014 and 2015. More detail can be found in our
annual report.

     "In summary, the last 12 months have been far from what we
planned and results have been disappointing and have led to a very
sharp drop in our share price and a loss of confidence by
stakeholders. However I believe the Company can face the future
with confidence given the quality of our assets, the good
relationship with our partners, the injection of capital and the
attraction of very competent people into the Company. I want to
thank our shareholders, bondholders, partners, staff and all other
stakeholders for their patience and forbearance in what has been a
very difficult period for the Company. I would like to end by
re-iterating the new Board's commitment and determination to regain
the confidence of all our stakeholders, and set Afren back on the
course to value growth once more and where it truly belongs."


AMINCOR INC: Approves Notes Issuance to President and Interim CFO
-----------------------------------------------------------------
In consideration of loans to Amincor, Inc. in the amount of $57,750
by each of John R. Rice III its president and Joseph F. Ingrassia
its vice-president and interim chief financial officer, the Board
of Directors of the Company approved the issuance of a one year
convertible promissory note convertible into restricted shares of
the Company's Class A Common stock, par value .001 at a
conversion price of $.0225 per share to each of Messrs. Rice and
Ingrassia.  Any Shares issuable upon conversion will not be
registered under the Securities Act of 1933, as amended and will be
restricted accordingly.

                         About Amincor Inc.

New York, N.Y.-based Amincor, Inc., is a holding company
operating through its operating subsidiaries Baker's Pride, Inc.,
Environmental Holdings Corp. and Tyree Holdings Corp., and Amincor
Other Assets, Inc.

BPI is a producer of bakery goods.  Tyree performs maintenance,
repair and construction services to customers with underground
petroleum storage tanks and petroleum product dispensing
equipment.

Through its wholly owned subsidiaries, Environmental Quality
Services, Inc., and Advanced Waste & Water Technology, Inc., EHC
provides environmental and hazardous waste testing and water
remediation services in the Northeastern United States.

Other Assets, Inc., was incorporated to hold real estate,
equipment and loan receivables.  As of March 31, 2013, all of
Other Assets' real estate and equipment are classified as held for
sale.

As of Sept. 30, 2014, the Company had $23.67 million in total
assets, $45.94 million in total liabilities and a $22.26 million
total deficiency.

"While management believes that it will be able to continue to
raise capital from various funding sources in order to sustain
operations at the Company's current levels through at least  twelve
months from the date of these financial statements are issued, if
the Company is not able to do so and if the Company is
unable to become profitable, the Company would likely need to
modify its plans and/or scale back its operations, liquidate
certain assets, and/or file for bankruptcy protection," according
to the Company's quarterly report for the period ended Sept. 30,
2014.


API TECHNOLOGIES: Posts $4.3 Million Net Loss for Second Quarter
----------------------------------------------------------------
API Technologies Corp. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $4.3 million on $52.3 million of net revenue for the three
months ended May 31, 2015, compared to a net loss of $14.9 million
on $53.2 million of net revenue for the same period in 2014.

For the six months ended May 31, 2015, the Company reported a net
loss of $6.5 million on $103.1 million of net revenue compared to a
net loss of $17.1 million on $112.1 million of net revenue for the
same period last year.

As of May 31, 2015, the Company had $278.4 million in total assets,
$174.4 million in total liabilities and $104.1 million in
shareholders' equity.

At May 31, 2015, the Company held cash and cash equivalents of
approximately $5.4 million compared to $8.3 million at Nov. 30,
2014.

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

                        http://is.gd/1iIuKg

                       About API Technologies

API Technologies designs, develops and manufactures electronic
systems, subsystems, RF and secure solutions for technically
demanding defense, aerospace and commercial applications.  API
Technologies' customers include many leading Fortune 500
companies.  API Technologies trades on the NASDAQ under the symbol
ATNY.  For further information, please visit the Company Web site
at http://www.apitech.com/         

API Technologies reported a net loss attributable to common
shareholders of $19.3 million for the year ended Nov. 30, 2014,
compared to a net loss attributable to common shareholders of $8.28
million for the year ended Nov. 30, 2013.

                           *     *     *

As reported by the TCR on Feb. 14, 2013, Moody's Investors Service
has withdrawn all ratings of API Technologies, including its
'Caa1' Corporate Family Rating and negative outlook due to the
repayment of all rated debt.  On Feb. 6, 2013, API Technologies
completed a refinancing of its previously outstanding rated
bank debt.  All ratings of API have been withdrawn since the
company has no rated debt outstanding.

In the Feb. 22, 2013, edition of the TCR, Standard & Poor's
Ratings Services said that it lowered its corporate credit rating
on API Technologies to 'B-' from 'B'.

"The downgrade reflects weaker-than-expected credit metrics
resulting from less-than-expected improvements in operating
performance and higher debt, including a modest increase from the
recent refinancing," said Standard & Poor's credit analyst Chris
Mooney.


AZIZ CONVENIENCE: Lenders Agrees to Continued Cash Collateral Use
-----------------------------------------------------------------
Aziz Convenience Stores, LLC, asks the U.S. Bankruptcy Court for
the Southern District of Texas to approve a stipulation extending
its authority to use of cash collateral securing its prepetition
indebtedness from PlainsCapital Bank.

The Debtor and the Bank agreed to extend the cash collateral up to,
and including July 8, 2015.  The Debtor explained that the
stipulation will not be considered a waiver by PCB of any defaults
and will not prejudice and is not a waiver of any objection made by
PCB to the payment of any professionals, including those payments
identified as "Professional Restructuring Fees."  Further, the
Stipulation does not otherwise modify or alter the Final Cash
Collateral Order, except as expressly and specially provided for.

The Debtor is represented by:

         Matthew S. Okin, Esq.
         OKIN & ADAMS, LLP
         1113 Vine Street, Suite 201
         Houston, TX 77002
         Tel: (713) 228-4101
         Fax: (888) 865-2118
         Email: mokin@okinadams.com
                
                           About Aziz Convenience

Aziz Convenience Stores, L.L.C., owner of convenience stores with
gas pumps in Texas, filed a Chapter 11 bankruptcy petition (Bankr.
S.D. Tex. Case No. 14-70427) in its hometown in McAllen, Texas, on
Aug. 4, 2014, without stating a reason.

The Debtor owns properties in Mission, San Juan, Pharr, McAllen,
Sullivan City, Edinburg, La Joya, Donna, Alamo, Alton, Edinburg,
all in Texas.  It appears that none of the Debtor's convenience
stores are on leased property as the schedule of unexpired leases
only shows the contract with Valero LP.

The Debtor is represented by William A Csabi, Esq., from Harlingen,
Texas.  For his legal services, Mr. Csabi agreed to accept $65,000
from the Debtor, with the $12,500 already paid prepetition.


B&B ALEXANDRIA: Taps Cross & Simon as Counsel
---------------------------------------------
B&B Alexandria Corporate Park TIC 10, LLC, asks the U.S. Bankruptcy
Court for the District of Delaware for permission to employ Cross &
Simon, LLC, as counsel, nunc pro tunc to May 14, 2015.

The hourly rates of C&S personnel are:

         Partners and Counsel            $495 - $525
         Associates                         $425
         Paraprofessionals                  $180

Prior to the Petition Date, C&S received $25,000 as a retainer for
legal services rendered and expenses incurred in contemplation of
the preparation, commencement and prosecution of the case.

To the best of the Debtor's knowledge, C&S is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

                       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 disclosed $40,002,820 in assets and $38,081,018 in
liabilities as of the Chapter 11 filing.  

Judge Kevin J. Carey presides over the case.  Cross & Simon LLC
represents the Debtor in its restructuring effort.



BAND OF OUTSIDERS: CLCC to Sell Assets on July 29
-------------------------------------------------
CLCC S.A. will offer for sale, at a public auction, the property of
Band of Outsiders LLC including all inventory, intellectual
property and general intangibles of the Debtor.  Secured party will
sell the collateral without representation or warranty of any kind
an "as is, where is" basis to the highest qualified bidder on July
29, 2015, at 10:00 a.m. (EST) at the officers of Otterburg P.C.,
230 Park Avenue, 30th floor in New York, New York.

Bid procedure for the sale is available by contacting William M.
Silverman, Esq., at Tel: 212-661-9100 or email at:
wsilverman@otterbourg.com


BERAU CAPITAL:  Seeks Recognition of Singapore Proceedings
----------------------------------------------------------
Berau Capital Resources Pte Ltd, a special purpose vehicle formed
by Indonesian coal mining company PT Berau Coal Energy Tbk ("BCE")
to raise funds, filed a Chapter 15 petition in the United States to
seek recognition of its restructuring proceedings in Singapore.

BCE is 85% owned by United Kingdom-based Asia Resource Minerals plc
("ARMs").  ARMs in turn is controlled by Asia Coal Energy Ventures
Limited ("ACE"), an entity supported by Indonesian conglomerate
Sinar Mas group.

BCE is the fifth largest coal producer in Indonesia and has an
interest, either directly or otherwise, in a total of 18 entities
incorporated in various jurisdictions ("BCE Group").  

However, the financial and operational health of the Berau Group
has deteriorated in the last 2 years.  This is, in part, directly
attributable to the decrease in global coal prices which reached a
5-year low as of March 2015.  Further, due to changes in management
and certain disputes that have arisen between the management of
Indonesian operating unit PT Berau Coal, BCE and ARMs, the
management and maintenance of Berau Coal has been sub-optimal,
which has also contributed to the poor financial condition of the
BCE Group.

BCE Group's revenue and EBITDA have declined substantially as a
result of the drop in coal prices as well as the sub-optimal manner
in which the BCE Group has been managed and operated due to the
differences and disputes between the management of Berau Coal, BCE
and ARMs.

Although the BCE Group has taken steps to reduce its mining costs
in light of the low coal price environment, these savings have not
been sufficient to compensate for the decline in the selling price
of thermal coal.

                            BCR's Debt

Berau Capital Resources entered into an indenture dated July 8,
2010, pursuant to which BCR issued $350 million in 12.50%
guaranteed senior secured notes due 2015 (the "2015 Notes"), in
respect of which a further $100 million in principal amount was
issued in August 2010 pursuant to a supplemental indenture dated
August 24, 2010.  The Bank of New York Mellon is the trustee under
the indenture for the 2015 Notes, which has been amended and
supplemented from time to time.  BCR's obligations under the 2015
Notes are guaranteed by BCE, PT Armadian Tritunggal (incorporated
under the laws of the Republic of Indonesia), Berau Coal, Empire
Capital Resources Pte. Ltd. (incorporated under the laws of the
Republic of Singapore), Winchester Investment Holdings PLC
(incorporated under the laws of the Republic of Seychelles), Aries
Investments Limited (incorporated under the laws of the Republic of
Malta), Seacoast Offshore Inc. (incorporated under the laws of the
British Virgin Islands), Maple Holdings Limited (incorporated under
the laws of Labuan), PT Energi Bara Sarana (incorporated under the
laws of the Republic of Indonesia), and PT Banua Karsa
Mitra (incorporated under the laws of the Republic of Indonesia).

BCR was unable to make payment of the principal repayment of $450
million due on July 8, 2015 under the 2015 Notes.

On June 10, 2015, Asia Coal Energy Ventures Limited ("ACE"), a
company incorporated under the laws of the British Virgin Islands,
and fully funded and supported by the Sinar Mas group, made a
general offer for the entire issued and paid up share capital of
ARMs.  Sinar Mas is one of Indonesia's major conglomerates with
interests and business in various industries including coal and
power.  In light of Sinar Mas' position of strength in Indonesia,
ACE wanted to, in collaboration with Sinar Mas, gain control over
the BCE Group by gaining control over ARMs.  As of July 7, 2015,
ACE is the majority shareholder of the BCE Group.

BCR has already commenced a restructuring process, preparing a
restructuring framework and engaging in negotiations with numerous
creditors, seeking standstill arrangements and/or to renegotiate
debt repayments.

In order for BCR and other companies within the BCE Group to
achieve a meaningful recovery, a restructuring of the BCE Group
will have to be effected pursuant to the restructuring processes
available under applicable laws.

The recoveries of creditors of BCR and the BCE Group are likely to
be materially greater in a restructuring in which the BCE Group
continues to operate as a going concern when compared with the
recoveries that would be achieved in a liquidation.

If the cash flow of the BCE Group is jeopardized by the actions of
any of the holders of the 2015 Notes, the BCE Group (and in
particular, Berau Coal) may not be able to maintain operations and
the restructuring of the BCE Group may be derailed.

                   BCR's Singaporean Proceedings

In order to prevent recovery or enforcement efforts by creditors
that would jeopardize the BCE Group's and BCR's restructuring, on
July 4, 2015, BCR initiated proceedings in the High Court of the
Republic of Singapore (the "Singapore Court") pursuant to Section 2
10(10) of the Companies Act (Cap. 50) for an order imposing a
moratorium on collection activity against BCR.

On July 7, 2015, the Singapore Court entered orders prohibiting for
a period of six months the commencement or continuation of any
action by any creditors against BCR and the guarantors of the debts
of BCR including BCE, including, without limitation, proceedings
for the recovery of a debt or damages by civil action, or
proceedings by way of execution on a judgment (collectively, the
"Singapore Order").

As of July 10, 2015, BCR has an in-principle agreement with holders
holding a substantial amount of 2015 Notes with respect to the
terms of the restructuring of the BCE Group's indebtedness,
including the 2015 Notes.  On July 8, 2015, BCR entered into a
restructuring support agreement with holders holding a substantial
amount of the 2015 Notes, pursuant thereto, the supporting
noteholders agreed to, inter alia, refrain from taking any
unilateral creditor action against any member of the BCE Group and
to support and progress the restructuring efforts undertaken by the
BCE Group.

                      Chapter 15 Proceeding

Kin Chan, chairman of the board of ARMs, says a retainer has been
paid on behalf of BCR to its counsel in the Chapter 15 case.  Other
than the retainer funds, BCR does not have assets in the U.S.

BCR is seeking the entry of an order granting provisional relief
and enjoining creditors from initiating or continuing any
collection efforts in the U.S. pending the hearing on BCR's
petition for recognition of the Singapore Proceeding as foreign
main proceeding.

                          About BCE Group

PT Berau Coal Energy Tbk ("BCE"), a public company incorporated
under the laws of the Republic of Indonesia, is in the business of
the mining and export of thermal coal and is the fifth largest coal
producer in Indonesia in terms of production volume. T he BCE Group
supplies coal domestically and internationally.  PT Berau Coal
("Berau Coal") (which is beneficially owned as to 90% by BCE) is
the BCE Group's key operating asset. Berau Coal has licenses to
conduct coal mining activities in various concession areas in East
Kalimantan, Indonesia until April 26, 2025.

The most substantial shareholder of BCE, holding 84.7% of the
issued and paid up share capital, is Asia Resource Minerals plc
("ARMs"), a public company incorporated under the laws of England
and Wales.

BCE has an interest, either directly or otherwise, in a total of 18
entities incorporated in various jurisdictions.

As of July 10, 2015, an involuntary bankruptcy petition has been
filed in the Central District Commercial Court of Jakarta in
respect of Berau Coal.  Save for the Indonesian bankruptcy petition
and BCR's Singapore proceeding, there are no other pending debt
adjustment or insolvency proceeding of any king involving any other
member o the BCE Group.

                        About Berau Capital

Berau Capital Resources Pte Ltd., is incorporated under the laws of
the Republic of Singapore and is a wholly-owned subsidiary of PT
Berau Coal Energy Tbk ("BCE"), a public company incorporated under
the laws of the Republic of Indonesia.  Berau Capital was
incorporated in 2010, by BCE as a special purpose vehicle to raise
funds for and on behalf of the BCE Group.

In order to prevent recovery or enforcement efforts by creditors
that would jeopardize the BCE Group's and BCR's restructuring, on
July 4, 2015, BCR initiated proceedings in the High Court of the
Republic of Singapore (the "Singapore Court").

Berau Capital filed a Chapter 15 petition (Bankr. S.D.N.Y. Case No.
15-11804) in Manhattan in the United States on July 10, 2015, to
seek recognition of its restructuring proceedings in Singapore.
Kin Chan, the chairman of the board of ARMs, signed the Chapter 15
petition and is serving as foreign representative.

The U.S. case is assigned to Judge Martin Glenn.  The Debtor tapped
Edward J. LoBello, Esq., at Meyer, Suozzi, English & Klein, P.C.,
in Garden City, New York, as counsel.


BERAU CAPITAL: Chapter 15 Case Summary
--------------------------------------
Chapter 15 Petitioner: Kin Chan

Chapter 15 Debtor: Berau Capital Resources Pte Ltd
                   10 Anson Road, #03-03
                   International Plaza
                   Singapore

Chapter 15 Case No.: 15-11804

Type of Business: Mining and exporting of thermal coal

Chapter 15 Petition Date: July 10, 2015

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

Judge: Hon. Martin Glenn

Chapter 15 Petitioner's     Edward J. LoBello, Esq.
Counsel:                    Thomas R. Slome, Esq.
                            Jil Mazer-Marino, Esq.  
                            MEYER, SUOZZI, ENGLISH & KLEIN, P.C.
                            990 Stewart Avenue, Suite 300
                            PO Box 9194
                            Garden City, NY 11530
                            Tel: 516-741-6565
                            Fax: 516-741-6706
                            Email: elobello@msek.com
                                   tslome@msek.com
                                   jmazermarino@msek.com

Estimated Assets: $100 million to $500 million

Estimated Liabilities: $100 million to $500 million


BERAU CAPITAL: Finance Arm of Indo Mining Firm Files Chapter 15
---------------------------------------------------------------
Berau Capital Resources Pte Ltd, a special purpose vehicle formed
by Indonesian coal mining company PT Berau Coal Energy Tbk ("BCE")
to raise funds, filed a Chapter 15 petition in the United States to
seek recognition of its restructuring proceedings in Singapore.

BCE is 85% owned by United Kingdom-based Asia Resource Minerals plc
("ARMs").  ARMs in turn is controlled by Asia Coal Energy Ventures
Limited ("ACE"), an entity supported by Indonesian conglomerate
Sinar Mas group.

BCE is the fifth largest coal producer in Indonesia and has an
interest, either directly or otherwise, in a total of 18 entities
incorporated in various jurisdictions ("BCE Group").  

However, the financial and operational health of the Berau Group
has deteriorated in the last 2 years.  This is, in part, directly
attributable to the decrease in global coal prices which reached a
5-year low as of March 2015.  Further, due to changes in management
and certain disputes that have arisen between the management of
Indonesian operating unit PT Berau Coal, BCE and ARMs, the
management and maintenance of Berau Coal has been sub-optimal,
which has also contributed to the poor financial condition of the
BCE Group.

BCE Group's revenue and EBITDA have declined substantially as a
result of the drop in coal prices as well as the sub-optimal manner
in which the BCE Group has been managed and operated due to the
differences and disputes between the management of Berau Coal, BCE
and ARMs.

Although the BCE Group has taken steps to reduce its mining costs
in light of the low coal price environment, these savings have not
been sufficient to compensate for the decline in the selling price
of thermal coal.

                            BCR's Debt

Berau Capital Resources entered into an indenture dated July 8,
2010, pursuant to which BCR issued $350 million in 12.50%
guaranteed senior secured notes due 2015 (the "2015 Notes"), in
respect of which a further $100 million in principal amount was
issued in August 2010 pursuant to a supplemental indenture dated
August 24, 2010.  The Bank of New York Mellon is the trustee under
the indenture for the 2015 Notes, which has been amended and
supplemented from time to time.  

BCR's obligations under the 2015 Notes are guaranteed by BCE, PT
Armadian Tritunggal (incorporated under the laws of the Republic of
Indonesia), Berau Coal, Empire Capital Resources Pte. Ltd.
(incorporated under the laws of the Republic of Singapore),
Winchester Investment Holdings PLC (incorporated under the laws of
the Republic of Seychelles), Aries Investments Limited
(incorporated under the laws of the Republic of Malta), Seacoast
Offshore Inc. (incorporated under the laws of the British Virgin
Islands), Maple Holdings Limited (incorporated under the laws of
Labuan), PT Energi Bara Sarana (incorporated under the laws of the
Republic of Indonesia), and PT Banua Karsa
Mitra (incorporated under the laws of the Republic of Indonesia).

BCR was unable to make payment of the principal repayment of $450
million due on July 8, 2015 under the 2015 Notes.

On June 10, 2015, Asia Coal Energy Ventures Limited ("ACE"), a
company incorporated under the laws of the British Virgin Islands,
and fully funded and supported by the Sinar Mas group, made a
general offer for the entire issued and paid up share capital of
ARMs.  Sinar Mas is one of Indonesia's major conglomerates with
interests and business in various industries including coal and
power.  In light of Sinar Mas' position of strength in Indonesia,
ACE wanted to, in collaboration with Sinar Mas, gain control over
the BCE Group by gaining control over ARMs.  As of July 7, 2015,
ACE is the majority shareholder of the BCE Group.

BCR has already commenced a restructuring process, preparing a
restructuring framework and engaging in negotiations with numerous
creditors, seeking standstill arrangements and/or to renegotiate
debt repayments.

In order for BCR and other companies within the BCE Group to
achieve a meaningful recovery, a restructuring of the BCE Group
will have to be effected pursuant to the restructuring processes
available under applicable laws.

The recoveries of creditors of BCR and the BCE Group are likely to
be materially greater in a restructuring in which the BCE Group
continues to operate as a going concern when compared with the
recoveries that would be achieved in a liquidation.

If the cash flow of the BCE Group is jeopardized by the actions of
any of the holders of the 2015 Notes, the BCE Group (and in
particular, Berau Coal) may not be able to maintain operations and
the restructuring of the BCE Group may be derailed.

                   BCR's Singaporean Proceedings

In order to prevent recovery or enforcement efforts by creditors
that would jeopardize the BCE Group's and BCR's restructuring, on
July 4, 2015, BCR initiated proceedings in the High Court of the
Republic of Singapore (the "Singapore Court") pursuant to Section 2
10(10) of the Companies Act (Cap. 50) for an order imposing a
moratorium on collection activity against BCR (the "Singapore
Proceeding").

On July 7, 2015, the Singapore Court entered orders prohibiting for
a period of six months the commencement or continuation of any
action by any creditors against BCR and the guarantors of the debts
of BCR including BCE, including, without limitation, proceedings
for the recovery of a debt or damages by civil action, or
proceedings by way of execution on a judgment.

As of July 10, 2015, BCR has an in-principle agreement with holders
holding a substantial amount of 2015 Notes with respect to the
terms of the restructuring of the BCE Group's indebtedness,
including the 2015 Notes.  On July 8, 2015, BCR entered into a
restructuring support agreement with holders holding a substantial
amount of the 2015 Notes, pursuant thereto, the supporting
noteholders agreed to, inter alia, refrain from taking any
unilateral creditor action against any member of the BCE Group and
to support and progress the restructuring efforts undertaken by the
BCE Group.

                      Chapter 15 Proceeding

Kin Chan, chairman of the board of ARMs, says a retainer has been
paid on behalf of BCR to its counsel in the Chapter 15 case.  Other
than the retainer funds, BCR does not have assets in the U.S.

BCR is seeking the entry of an order granting provisional relief
and enjoining creditors from initiating or continuing any
collection efforts in the U.S. pending the hearing on BCR's
petition for recognition of the Singapore Proceeding as foreign
main proceeding.

                          About BCE Group

PT Berau Coal Energy Tbk ("BCE"), a public company incorporated
under the laws of the Republic of Indonesia, is in the business of
the mining and export of thermal coal and is the fifth largest coal
producer in Indonesia in terms of production volume. T he BCE Group
supplies coal domestically and internationally.  PT Berau Coal
("Berau Coal") (which is beneficially owned as to 90% by BCE) is
the BCE Group's key operating asset. Berau Coal has licenses to
conduct coal mining activities in various concession areas in East
Kalimantan, Indonesia until April 26, 2025.

The most substantial shareholder of BCE, holding 84.7% of the
issued and paid up share capital, is Asia Resource Minerals plc
("ARMs"), a public company incorporated under the laws of England
and Wales.

BCE has an interest, either directly or otherwise, in a total of 18
entities incorporated in various jurisdictions.

As of July 10, 2015, an involuntary bankruptcy petition has been
filed in the Central District Commercial Court of Jakarta in
respect of Berau Coal.  Save for the Indonesian bankruptcy petition
and BCR's Singapore proceeding, there are no other pending debt
adjustment or insolvency proceeding of any king involving any other
member of the BCE Group.

                        About Berau Capital

Berau Capital Resources Pte Ltd., is incorporated under the laws of
the Republic of Singapore and is a wholly-owned subsidiary of PT
Berau Coal Energy Tbk ("BCE"), a public company incorporated under
the laws of the Republic of Indonesia.  Berau Capital was
incorporated in 2010, by BCE as a special purpose vehicle to raise
funds for and on behalf of the BCE Group.

In order to prevent recovery or enforcement efforts by creditors
that would jeopardize the BCE Group's and BCR's restructuring, on
July 4, 2015, BCR initiated proceedings in the High Court of the
Republic of Singapore.

Berau Capital filed a Chapter 15 petition (Bankr. S.D.N.Y. Case No.
15-11804) in Manhattan in the United States on July 10, 2015, to
seek recognition of its restructuring proceedings in Singapore.
Kin Chan, the chairman of the board of ARMs, signed the Chapter 15
petition and is serving as foreign representative.

The U.S. case is assigned to Judge Martin Glenn.  The Debtor tapped
Edward J. LoBello, Esq., at Meyer, Suozzi, English & Klein, P.C.,
in Garden City, New York, as counsel.


BG MEDICINE: Announces One-for-Four Reverse Stock Split
-------------------------------------------------------
BG Medicine, Inc. announced the effectiveness of a one-for-four
reverse stock split of its common stock.  The reverse stock split
took effect at 5:00 pm Eastern Time on July 8, 2015, and the
Company's common stock will open for trading on the NASDAQ Capital
Market on July 9, 2015. on a post-split basis.

The reverse stock split is intended to increase the per share
trading price of the Company's common stock to satisfy the $1.00
minimum bid price requirement for continued listing on The NASDAQ
Capital Market.  As a result of the reverse stock split, every four
shares of the Company's common stock issued and outstanding prior
to the opening of trading on July 9, 2015, will be consolidated
into one issued and outstanding share, except to the extent that
the reverse stock split results in any of the Company's
stockholders owning a fractional share, which would be rounded up
to the next highest whole share.  In connection with the reverse
stock split, there will be no change in the nominal par value per
share of $0.001.

Trading of the Company's common stock on the NASDAQ Capital Market
will continue, on a split-adjusted basis, with the opening of the
markets on Thursday, July 9, 2015, under the existing trading
symbol "BGMD" but with a new CUSIP number 08861T206.  The reverse
stock split reduces the number of shares of the Company's common
stock outstanding from approximately 34.6 million pre-reverse split
shares to approximately 8.6 million post-reverse split shares.

The Company has retained its transfer agent, Computershare Trust
Company, N.A., to act as its exchange agent for the reverse split.
Computershare will provide stockholders of record as of the
effective date a letter of transmittal providing instructions for
the exchange of their certificates. Stockholders owning shares via
a broker or other nominee will have their positions automatically
adjusted to reflect the reverse stock split, subject to brokers'
particular processes, and will not be required to take any action
in connection with the reverse stock split.

The reverse stock split was approved within a range of one-for-two
to one-for-six by the Company's stockholders at the 2015 Annual
Meeting of Stockholders held on July 7, 2015, and the specific
ratio of one-for-four was subsequently approved by the Company's
Board of Directors.

                         About BG Medicine

Waltham, Mass.-based BG Medicine is a diagnostics company focused
on the development and commercialization of novel cardiovascular
diagnostic tests to address significant unmet medical needs,
improve patient outcomes and contain healthcare costs.  The
Company is currently commercializing two diagnostic tests, the
first of which is the BGM Galectin-3 test, a novel assay for
measuring galectin-3 levels in blood plasma or serum for use as an
aid in assessing the prognosis of patients diagnosed with heart
failure.  The Company's second diagnostic test is the CardioSCORE
test, which is designed to identify individuals at high risk for
near-term, significant cardiovascular events, such as heart attack
and stroke.

BG Medicine reported a net loss of $8.06 million in 2014, a
net loss of $15.8 million in 2013 and a net loss of $23.8 million
in 2012.

Deloitte & Touche LLP, in Boston, Massachusetts, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company's recurring
losses from operations, recurring cash used in operating activities
and accumulated deficit raise substantial doubt about its ability
to continue as a going concern.


BOOMERANG TUBE: Proposes Dec. 7 Governmental Bar Date
-----------------------------------------------------
Boomeerang Tube, LLC, asks the U.S. Bankruptcy Court for the
District of Delaware to establish deadlines for filing proofs of
claims.

The Debtors ask that the deadline for each person or entity, with
the exception of governmental units, to file a proof of claim in
respect of a prepetition claim, secured claims, and priority
claims, against the Debtors and their estates will be on 5:00 p.m.
(prevailing Eastern Time) on the date which is 35 days after the
"service date" as the term is defined in the motion.  The Debtor
also asks the Court to establish December 7, 2015, at 5:00 p.m. as
the deadline for all governmental units to file a Proof of Claim in
the Chapter 11 cases on account of alleged claims.

Rejection Damages Claim must be filed by the later of (i) the
General Bar Date or (ii) 5:00 p.m. (prevailing Eastern Time) on the
date that is 30 days following the entry of the order approving the
rejection of an executory contract or unexpired lease pursuant to
which the entity asserting the Rejection Damages Claim is a party.

The Debtor is represented by:

         Robert S. Brady, Esq.
         Edmon L. Morton, Esq.
         Sean M. Beach, Esq.
         Margaret Whiteman Greecher, Esq.
         Ryan M. Bartley, Esq.
         YOUNG CONAWAY STARGATT & TAYLOR, LLP
         Rodney Square
         1000 North King Street
         Wilmington, DE 19801
         Tel: (302) 571-6600
         Fax: (302) 571-1253
         Email: rbrady@ycst.com
                emorton@ycst.com
                sbeach@ycst.com
                mgreecher@ycst.com
                rbartley@ycst.com

                 About Boomerang Tube

Boomerang Tube, LLC, is a manufacturer of welded Oil Country
Tubular Goods ("OCTG") in the United States.  OCTG are used by
drillers in exploration and production of oil and natural gas and
consist of drill pipe, casing and tubing.  Boomerang has corporate
offices in Chesterfield, Missouri and manufacturing facilities in
Liberty, Texas, strategically located near major steel production
centers and end-user markets.  With a 487,000 square foot plant
that houses two mills and heat treat lines and a contingent 119
acres, these facilities constitute the second largest alloy OCTG
mill in North America.  Access Tubulars, LLC, owns 81% of the
equity interests in Boomerang.

Boomerang Tube and its subsidiaries BTCSP LLC and BT Financing
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
15-11247) on June 9, 2015, with a deal with lenders on a balance
sheet restructuring that would convert $214 million of debt to 100%
of the common stock of the reorganized company. The cases are
assigned to Judge Mary F. Walrath.

The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as
attorneys; Lazard Freres & Co. LLC, as financial advisor; and
Donlin, Recano & Co., Inc., as claims and noticing agent.


BTB CORPORATION: Files Schedules of Assets and Liabilities
----------------------------------------------------------
BTB Corporation filed with the U.S. Bankruptcy Court for the
District of Puerto Rico its schedules of assets and liabilities,
disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property           $30,027,987
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                $5,940,035
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-Priority
     Claims                                       $24,896,595
                                 -----------      -----------
        Total                    $30,027,987      $30,836,630

A copy of the schedules is available for free at

     http://bankrupt.com/misc/BTBCorporation_25_SAL_June11.pdf

                       About BTB Corporation

BTB Corporation sought Chapter 11 protection (Bankr. D.P.R. Case
No. 15-03681) in Old San Juan, Puerto Rico, on May 17, 2015.
Samuel Lizardi signed the petition as interim president.  The
Debtor disclosed total assets of $16.5 million and total
liabilities of $13.2 million.

BTB said it sought bankruptcy protection as it is unable to meet
obligations as they mature, and creditors are threatening suit and
have threatened to undertake steps to obtain possession of its
assets.

The Debtor tapped Alexis Fuentes Hernandez, Esq., at Fuentes Law
Offices, LLC, as its counsel.



CAL DIVE: Appointment of David M. Klauder as Fee Examiner Approved
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Cal Dive International, Inc., et al., to appoint David M. Klauder
of O'Kelley & Bielli, LC, as fee examiner in the cases.

The fee examiner is expected to, among other things:

   1. review monthly fee application, interim fee applications and
final fee applications filed by each applicant in the cases, along
with fee detail related thereto;

   2. during the course of its review of an application review, to
the extent appropriate, any relevant documents filed in the cases
to be generally familiar with the cases and dockets; and

   3. serve each final report on counsel for the debtors, counsel
for the Official Committee of Unsecured Creditors, the U.S. Trustee
for the District of Delaware and each applicant whose fees and
expenses are addressed in the final report.

The Court also ordered that the fee examiner may retain
professional, including OEB, to assist him in performing his
duties.

                   About Cal Dive International

Houston, Texas-based marine contractor Cal Dive International,
Inc., provides manned diving, pipelay and pipe burial, platform
installation and salvage, and light well intervention services to
the offshore oil and natural gas industry on the Gulf of Mexico
OCS, Northeastern U.S., Latin America, Southeast Asia, China,
Australia, West Africa, the Middle East, and Europe.

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

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

The Debtors tapped Richards, Layton & Finger, P.A., as counsel,
O'Melveny & Myers LLP, as co-counsel; Jones Walker Jones Walker
LLP
as corporate counsel; and Kurtzman Carson Consultants, LLC, as
claims and noticing agent.  The Debtors also tapped Carl Marks
Advisory Group LLC as crisis managers and appoint F. Duffield
Meyercord as chief restructuring officer.

The U.S. Trustee for Region 3 formed a five-member committee of
unsecured creditors in the case.  The Committee retained Akin Gump
Strauss Hauer & Feld LLP and Pepper Hamilton LLP as co-counsel;
and
Guggenheim Securities, LLC as exclusive investment banker.

Cal Dive Offshore Contractors, Inc., disclosed total assets of
$233,273,806 and $311,339,932 in liabilities as of the Chapter 11
filing.



CAL DIVE: Offshore Amends Schedules of Assets and Liabilities
-------------------------------------------------------------
Cal Dive Offshore Contractors, Inc., filed with the U.S. Bankruptcy
Court for the District of Delaware amended schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property          $233,273,806
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                              $199,800,000
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $303,943
  F. Creditors Holding
     Unsecured Non-Priority
     Claims                                      $111,235,989
                                 -----------      -----------
        Total                   $233,273,806     $311,339,932

A copy of the schedules is available for free at:

   http://bankrupt.com/misc/CALDIVE_453_offshoreamendedsal.pdf

                   About Cal Dive International

Houston, Texas-based marine contractor Cal Dive International,
Inc., provides manned diving, pipelay and pipe burial, platform
installation and salvage, and light well intervention services to
the offshore oil and natural gas industry on the Gulf of Mexico
OCS, Northeastern U.S., Latin America, Southeast Asia, China,
Australia, West Africa, the Middle East, and Europe.

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

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

The Debtors tapped Richards, Layton & Finger, P.A., as counsel,
O'Melveny & Myers LLP, as co-counsel; Jones Walker Jones Walker
LLP
as corporate counsel; and Kurtzman Carson Consultants, LLC, as
claims and noticing agent.  The Debtors also tapped Carl Marks
Advisory Group LLC as crisis managers and appoint F. Duffield
Meyercord as chief restructuring officer.

The U.S. Trustee for Region 3 formed a five-member committee of
unsecured creditors in the case.  The Committee retained Akin Gump
Strauss Hauer & Feld LLP and Pepper Hamilton LLP as co-counsel;
and
Guggenheim Securities, LLC as exclusive investment banker.

Cal Dive Offshore Contractors, Inc., disclosed total assets of
$233,273,806 and $311,339,932 in liabilities as of the Chapter 11
filing.


CCO SAFARI II: Fitch Retains 'BB-' IDR on CreditWatch Positive
--------------------------------------------------------------
Fitch Ratings has assigned a 'BBB-' rating to CCO Safari II, LLC's
multi-tranche issuance of benchmark sized senior secured notes.
Charter Communications Operating, LLC (CCO) will assume the notes
upon the completion of Charter Communications, Inc.'s merger with
Time Warner Cable, Inc. (TWC) and acquisition of Bright House
Networks (Bright House).  If the TWC merger does not occur, the
notes are required to be repaid and Fitch will withdraw the rating.

CCO Holding LLC's (CCOH) and CCO's current 'BB-' Issuer Default
Ratings remain on Rating Watch Positive following the announcement
of the merger agreement by Charter and TWC.  For clarification, the
rating assigned to the new senior secured notes discussed in this
press release are not on Rating Watch Positive. Fitch placed CCOH
and CCO's 'BB-' IDRs on Rating Watch Positive following the April
2015 announcement of the acquisition of Bright House from
Advance/Newhouse Partnership (A/N) for $10.4 billion. Following the
announcement that Comcast Corporation and TWC had terminated their
merger agreement, on May 18, 2015 Charter and A/N reaffirmed their
commitment to complete this deal under the same economic and
governance terms.  CCOH and CCO are indirect wholly owned
subsidiaries of Charter.

Safari was created to allow Charter to opportunistically pre-fund
the transactions, with the proceeds placed into escrow in Safari
until the transactions are completed.  Prior to the consummation of
the transactions, the notes will be secured by a first-priority
interest in the cash held in Safari's escrow account.  The cash
will be released once the transactions are complete and all related
conditions are met, at which time Safari will merge into CCO which
will become the obligor of the notes.  If the transactions are not
completed, the notes will be subject to a mandatory redemption at
101% of the principal amount of the notes.

Once the notes become the obligations of CCO, they will rank pari
passu in right of payment with all existing and future secured debt
of CCO, including existing TWC debt, and will be secured by a first
priority interest in all of the assets of CCO and the notes'
guarantors.  The notes will be guaranteed on a senior secured basis
by all of CCO's subsidiaries, including those that will hold the
assets of Charter, TWC and Bright House, and CCOH.

On May 23, 2015, Charter announced a merger with TWC for total
consideration of $196.60 per share, providing a total valuation for
TWC of $78.7 billion as of the announcement date.  The offer
consists of a combination of cash and Charter stock totaling $56.4
billion for all outstanding TWC shares.  As part of the
transaction, approximately $23.3 billion of existing TWC debt will
be rolled into CCO and will have equal and ratable security with
all first lien debt (existing Charter and TWC debt and newly issued
debt).  The TWC merger is not contingent on the acquisition of
Bright House.

TWC's total consideration assumes that all TWC shareholders elect
to receive $100.00 cash and 0.5409 shares of Charter common stock
for each share of TWC common stock.  However, TWC's shareholders
have the option to receive $115.00 cash and 0.4562 shares of
Charter common stock for each share of TWC common stock.  If the
latter occurs, Charter has committed financing for approximately
$4.3 billion of additional unsecured debt to be issued by CCOH.

Fitch views both transactions positively and believes they will
strengthen Charter's overall credit profile.  Fitch anticipates
that Charter's total leverage, pro forma for both the TWC merger as
it is currently structured and the Bright House acquisition, would
be under 5.0x at closing.  Fitch notes that integration risks are
elevated and Charter's ability to manage the integration process
and limit disruption to the company's overall operations is key to
the success of the transactions.

On a pro forma basis, the combined company will serve 24 million
customer relationships and become the second largest cable multiple
system operator in the country.  Pro forma revenues totalled
approximately $36 billion during 2014 and EBITDA was approximately
$13 billion.  Charter's operating strategies are having a positive
impact on the company's operating profile resulting in a
strengthened competitive position.  The market share-driven
strategy, which is focused on enhancing the overall competitiveness
of Charter's video service and leveraging its all-digital
infrastructure, is improving subscriber metrics, growing revenue
and ARPU trends, and stabilizing operating margins.

Resolution of the Rating Watch will largely be based on Fitch's
review of Charter's ultimate capital structure including assignment
of potential equity credit to the convertible preferred partnership
units and an assessment of the risks associated with Charter's
ability to integrate the new cable systems from TWC and Bright
House.

KEY RATING DRIVER

All three entities regularly produce strong levels of free cash
flow (FCF) that provide the company with substantial financial
flexibility.  Charter management stated that, in the short term,
they will use FCF to meet existing and planned amortization, which
along with EBITDA improvement is expected to lower leverage by 0.6x
annually.  They also stated that there are no short term plans for
shareholder friendly activities.

RATING SENSITIVITIES

Positive rating actions would be contemplated if the TWC merger and
the Bright House acquisition go forward as total leverage is
expected to be below 5.0x;

   -- If the company demonstrates progress in closing gaps
      relative to its industry peers on service penetration rates
      and strategic bandwidth initiatives;

   -- Operating profile strengthens as the company captures
      sustainable revenue and cash flow growth envisioned when
      implementing the current operating strategy;

   -- Fitch believes negative rating actions would likely coincide

      with a leveraging transaction or the adoption of a more
      aggressive financial strategy that increases leverage beyond

      5.5x in the absence of a credible deleveraging plan;

   -- Adoption of a more aggressive financial strategy;

   -- A perceived weakening of Charter's competitive position or
      failure of the current operating strategy to produce
      sustainable revenue and cash flow growth along with
      strengthening operating margins.

LIQUIDITY AND DEBT STRUCTURE

Fitch regards Charter's liquidity position and overall financial
flexibility as satisfactory given the rating category.  Charter's
financial flexibility will improve in step with the growth of free
cash flow generation.  Charter generated $277 million of free cash
flow during the LTM period ended March 31, 2015 reflecting a 101%
increase relative to free cash flow generated during the year ended
Dec. 31, 2014.  The increase is primarily due to a decrease in
capital expenditures, driven by the completion of the completion of
Charter's all-digital transition in 2014.  The company's liquidity
position is primarily supported by available borrowing capacity
from its $1.3 revolver and anticipated free cash flow generation.
Commitments under the company's revolver will expire in April 2018.
As of March 31, 2015, approximately $875 million was available for
borrowing.

Charter's leverage as of the LTM ended March 31, 2015 was 4.4x
(excluding the debt issued by CCOH Safari, LLC and CCO Safari, LLC
which was repaid following the termination of the Comcast TWC
merger.)  Charter's total leverage target remains unchanged ranging
between 4x and 4.5x.  Fitch recognizes that a large portion of the
TWC transaction will involve senior secured debt, both existing at
TWC and new issuance.  Charter recently stated that it expects to
maintain a senior leverage target of 3.5x following the completion
of the TWC and Bright House transactions. Depending on the ultimate
capital structure, a one or two notch upgrade of Charter's IDR and
existing ratings could be possible provided that pro forma senior
secured leverage is at or below 4.0x and total leverage does not
exceed 5.0x.

FULL LIST OF RATINGS

Fitch maintains these ratings on Rating Watch Positive:

CCO Holdings, LLC
   -- IDR 'BB-';
   -- Senior unsecured debt 'BB-'.

Charter Communications Operating, LLC
   -- IDR 'BB-';
   -- Senior secured credit facility 'BB+'.



CCO SAFARI II: Moody's Assigns Ba1 Rating to 1st Lien Secured Bonds
-------------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to the proposed 1st
lien secured bonds of CCO Safari II, LLC, a wholly owned subsidiary
of Charter Communications, Inc. The company expects to use proceeds
to fund the purchase of assets pursuant to its May 26, 2015
agreement with Time Warner Cable, Inc. ("TWC") (Baa2, review for
downgrade) and Bright House Networks ("BHN"). Charter
Communications Operating, LLC's Baa3 senior secured credit facility
rating remains on review for downgrade. All other Charter ratings,
including Charter's Ba3 Corporate Family Rating (CFR), remain on
review for upgrade.

CCO Safari II, LLC

1st Lien Secured Bond, Assigned Ba1, LGD3

RATINGS RATIONALE

Following Charter's announcement on May 26, 2015 to purchase the
assets of both TWC and BHN, Moody's placed Charter's CFR on review
for upgrade. The incremental scale achieved through the transaction
and the large equity consideration in the deals were the key
drivers of the potential positive rating migration. Charter will
gain leverage with respect to the procurement of content and
capital equipment as a result of this increased scale. Moody's
expects the upward ratings impact on the CFR to be limited to one
notch to Ba2.

The proposed 1st lien secured bonds will be secured by
substantially the same asset pledge as CCO's existing senior
secured credit facility, which is rated Baa3 (on review for
downgrade). Moody's also anticipates that at the closing of the TWC
acquisition, the TWC senior unsecured notes will be pari passu with
these new bonds in all material respects concerning security and
guarantees. These new bonds will be held in escrow at CCO Safari
II, LLC, contingent upon the closing of the agreement by which
Charter acquires TWC. There is no contingency for completing the
acquisition of BHN. In the unlikely scenario where that portion of
the transaction fails to occur but the TWC acquisition is
completed, we would view that negatively for the credit and there
could be less upward pressure on Charter's Ba3 CFR given the
deleveraging impact anticipated for the BHN portion of the
transaction, which in turn could result in a lower rating for the
new notes. If the proposed acquisition of TWC does not receive
regulatory clearance, principal will be returned to bondholders,
and the Ba1 rating associated will be withdrawn. If the acquisition
receives regulatory approval, Moody's will likely downgrade CCO's
existing Baa3 senior secured rating and TWC's senior unsecured
bonds to the Ba1 rating assigned to the proposed 1st lien secured
bonds.

Pro forma for the transaction, first lien secured debt will
comprise about three-quarters of the total debt capital structure,
up from about one-quarter prior to the transaction. Given the
smaller percentage of junior capital expected relative to the
historic mix, the likely result will be only a one notch uplift of
ratings differential versus the CFR. The existing B1 rating on CCO
Holdings, LLC's unsecured bonds are on review for upgrade.

With its headquarters in Stamford Connecticut, Charter currently
serves approximately 4.3 million total video subscribers, 5.1 total
high speed data ("HSD") subscribers and 2.6 million telephony
subscribers. Charter's annual revenue for 2014 was approximately
$9.1 billion.



CENTRAL OKLAHOMA: Asks Plan Solicitation Exclusivity Until Sept. 14
-------------------------------------------------------------------
Central Oklahoma United Methodist Retirement Facility, Inc., doing
business as Epworth Villa, asks the U.S.  Bankruptcy Court for the
Western District of Oklahoma to extend until Sept. 14, 2015, its
exclusive period to solicit acceptances for the First Modified Plan
of Reorganization.

The Debtor, in its request for a third exclusivity extension,
explains that it needed additional time to negotiate with
parties-in-interest concerning the terms of the Modified Plan, to
seek approval of the Disclosure Statement by the Court, and to
begin formally soliciting acceptances of the Modified Plan.

The Court has, on May 7 and June 4, 2015, conducted telephonic
conferences with counsel in the case.  In those conferences, time
requirements for disclosure statement approval proceedings have
been discussed.  Also in those conferences, the Court has advised
counsel for parties-in-interest that a settlement conference may be
ordered with respect to contested issues.  Although the possible
benefit of a settlement conference or mediation is appreciated,
concern has been expressed about the process to be utilized to
identify disputed issues for submission to a settlement conference
judge or mediator.

On June 11, 2015, on the Debtor's application, the Court entered an
order and notice of objection deadline and hearing -- Disclosure
Statement, setting the hearing on approval of the Disclosure
Statement for July 28.

              About Central Oklahoma United Methodist

Central Oklahoma United Methodist Retirement Facility, Inc., dba
Epworth Villa, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Okla. Case No. 14-12995) on July 18,
2014.  The case is before Judge Sarah A. Hall.

Brandon Craig Bickle, Esq., Sidney K. Swinson, Esq., and Mark D.G.
Sanders, Esq., at Gable & Gotwals, P.C., in Tulsa, Oklahoma; and G.
Blaine Schwabe, III, Esq., at Gable & Gotwals, P.C., in Oklahoma
City, Oklahoma, represent the Debtor in its restructuring effort.

The Debtor reported $118 million in total assets, and $108 million
in total liabilities.



CENTRAL OKLAHOMA: Elaine Turner OK'd to Handle Rosa Chavira Case
----------------------------------------------------------------
The Hon. Tom R. Cornish of the U.S. Bankruptcy Court for the
Western District of Oklahoma authorized Central Oklahoma United
Methodist Retirement Facility, Inc., doing business as Epworth
Villa, to employ Elaine R. Turner, and, as necessary or
appropriate, other professionals and paraprofessionals with her
firm of Hall, Estill, Hardwick, Gable, Golden & Nelson, P.C., as
special counsel.

Ms. Turner and her firm will represent the Debtor in a matter
pending in the U.S. District Court for the Western District of
Oklahoma: Rosa Chavira vs. Central Oklahoma United Methodist
Retirement Facility, Inc., d/b/a Epworth Villa.

Some or all of the fees and expenses of Ms. Turner and Hall Estill
may be covered and paid by an insurance policy issued in favor of
Epworth Villa by Federal Insurance Company, and Indiana stock
insurance company, of Capital Center, 251 North Illinois, Suite
1100, Indianapolis, Indiana.  To the extent, if any, that estate
funds will be necessary to pay the fees and expenses of Ms. Turner
and Hall Estill in connection with their representation in the
case, approval by the Court will be requested.

The Office of the U.S. Trustee has been consulted regarding the
application and has no objection to the employment of Turner and
Hall Estill.

To the best of the Debtor's knowledge, Ms. Turner and Hall Estill
are "disinterested" as that term is defined in Section 101(14) of
the Bankruptcy Code.

              About Central Oklahoma United Methodist

Central Oklahoma United Methodist Retirement Facility, Inc., dba
Epworth Villa, sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Okla. Case No. 14-12995) on July 18,
2014.  The case is before Judge Sarah A. Hall.

Brandon Craig Bickle, Esq., Sidney K. Swinson, Esq., and Mark D.G.
Sanders, Esq., at Gable & Gotwals, P.C., in Tulsa, Oklahoma; and G.
Blaine Schwabe, III, Esq., at Gable & Gotwals, P.C., in Oklahoma
City, Oklahoma, represent the Debtor in its restructuring effort.

The Debtor reported $118 million in total assets, and $108 million
in total liabilities.



CHARTER COMMUNICATIONS: Fitch Retains 'BB-' IDR on Watch Positive
-----------------------------------------------------------------
Fitch Ratings expects to assign a 'BBB-' rating to CCO Safari II,
LLC's multi-tranche issuance of benchmark sized senior secured
notes following the assumption of the senior secured notes by
Charter Communications Operating, LLC (CCO).  CCO will assume the
notes upon the completion of Charter Communications, Inc.'s
(Charter) merger with Time Warner Cable, Inc. (TWC) and acquisition
of Bright House Networks.  If the TWC merger does not occur, the
notes are required to be repaid and Fitch will not provide a
rating.

CCO Holding LLC's (CCOH) and CCO's current 'BB-' Issuer Default
Ratings (IDRs) remain on Rating Watch Positive following the
announcement of the merger agreement by Charter and TWC.  For
clarification, the rating expected to be assigned to the new senior
secured notes discussed in this press release are not on Rating
Watch Positive.  Fitch placed CCOH and CCO's 'BB-' IDRs on Rating
Watch Positive following the April 2015 announcement of the
acquisition of Bright House from Advance/Newhouse Partnership (A/N)
for $10.4 billion.  Following the announcement that Comcast
Corporation and TWC had terminated their merger agreement, on May
18, 2015 Charter and A/N reaffirmed their commitment to complete
this deal under the same economic and governance terms.  CCOH and
CCO are indirect wholly owned subsidiaries of Charter.

Safari was created to allow Charter to opportunistically pre-fund
the transactions, with the proceeds placed into escrow in Safari
until the transactions are completed.  Prior to the consummation of
the transactions, the notes will be secured by a first-priority
interest in the cash held in Safari's escrow account.  The cash
will be released once the transactions are complete and all related
conditions are met, at which time Safari will merge into CCO which
will become the obligor of the notes.  If the transactions are not
completed, the notes will be subject to a mandatory redemption at
101% of the principal amount of the notes.

Once the notes become the obligations of CCO, they will rank pari
passu in right of payment with all existing and future secured debt
of CCO, including existing TWC debt, and will be secured by a first
priority interest in all of the assets of CCO and the notes'
guarantors.  The notes will be guaranteed on a senior secured basis
by all of CCO's subsidiaries, including those that will hold the
assets of Charter, TWC and Bright House, and CCOH.

On May 23, 2015, Charter announced a merger with TWC for total
consideration of $196.60 per share, providing a total valuation for
TWC of $78.7 billion as of the announcement date.  The offer
consists of a combination of cash and Charter stock totaling $56.4
billion for all outstanding TWC shares.  As part of the
transaction, approximately $23.3 billion of existing TWC debt will
be rolled into CCO and will have equal and ratable security with
all first lien debt (existing Charter and TWC debt and newly issued
debt).  The TWC merger is not contingent on the acquisition of
Bright House.

TWC's total consideration assumes that all TWC shareholders elect
to receive $100.00 cash and 0.5409 shares of Charter common stock
for each share of TWC common stock.  However, TWC's shareholders
have the option to receive $115.00 cash and 0.4562 shares of
Charter common stock for each share of TWC common stock.  If the
latter occurs, Charter has committed financing for approximately
$4.3 billion of additional unsecured debt to be issued by CCOH.

Fitch views both transactions positively and believes they will
strengthen Charter's overall credit profile.  Fitch anticipates
that Charter's total leverage, pro forma for both the TWC merger as
it is currently structured and the Bright House acquisition, would
be under 5.0x at closing.  Fitch notes that integration risks are
elevated and Charter's ability to manage the integration process
and limit disruption to the company's overall operations is key to
the success of the transactions.

On a pro forma basis the combined company will serve 24 million
customer relationships and become the second largest cable multiple
system operator in the country.  Pro forma revenues totalled
approximately $36 billion during 2014 and EBITDA was approximately
$13 billion.  Charter's operating strategies are having a positive
impact on the company's operating profile resulting in a
strengthened competitive position. The market share-driven
strategy, which is focused on enhancing the overall competitiveness
of Charter's video service and leveraging its all-digital
infrastructure, is improving subscriber metrics, growing revenue
and ARPU trends, and stabilizing operating margins.

Resolution of the Rating Watch will largely be based on Fitch's
review of Charter's ultimate capital structure including assignment
of potential equity credit to the convertible preferred partnership
units and an assessment of the risks associated with Charter's
ability to integrate the new cable systems from TWC and Bright
House.

KEY RATING DRIVERS

All three entities regularly produce strong levels of free cash
flow (FCF) that provide the company with substantial financial
flexibility.  Charter management stated that, in the short term,
they will use FCF to meet existing and planned amortization, which
along with EBITDA improvement is expected to lower leverage by 0.6x
annually.  They also stated that there are no short term plans for
shareholder friendly activities.

RATING SENSITIVITIES

Positive rating actions would be contemplated if the TWC merger and
the Bright House acquisition go forward as total leverage is
expected to be below 5.0x;

   -- If the company demonstrates progress in closing gaps
      relative to its industry peers on service penetration rates
      and strategic bandwidth initiatives;

   -- Operating profile strengthens as the company captures
      sustainable revenue and cash flow growth envisioned when
      implementing the current operating strategy;

   -- Fitch believes negative rating actions would likely coincide

      with a leveraging transaction or the adoption of a more
      aggressive financial strategy that increases leverage beyond

      5.5x in the absence of a credible deleveraging plan;

   -- Adoption of a more aggressive financial strategy;

   -- A perceived weakening of Charter's competitive position or
      failure of the current operating strategy to produce
      sustainable revenue and cash flow growth along with
      strengthening operating margins.

LIQUIDITY AND DEBT STRUCTURE

Fitch regards Charter's liquidity position and overall financial
flexibility as satisfactory given the rating category.  Charter's
financial flexibility will improve in step with the growth of free
cash flow generation.  Charter generated $277 million of free cash
flow during the LTM period ended March 31, 2015 reflecting a 101%
increase relative to free cash flow generated during the year ended
Dec. 31, 2014.  The increase is primarily due to a decrease in
capital expenditures, driven by the completion of the completion of
Charter's all-digital transition in 2014.  The company's liquidity
position is primarily supported by available borrowing capacity
from its $1.3 revolver and anticipated free cash flow generation.
Commitments under the company's revolver will expire in April 2018.
As of March 31, 2015, approximately $875 million was available for
borrowing.

Charter's leverage as of the LTM ended March 31, 2015 was 4.4x
(excluding the debt issued by CCOH Safari, LLC and CCO Safari, LLC
which was repaid following the termination of the Comcast TWC
merger.)  Charter's total leverage target remains unchanged ranging
between 4x and 4.5x.  Fitch recognizes that a large portion of the
TWC transaction will involve senior secured debt, both existing at
TWC and new issuance.  Charter recently stated that it expects to
maintain a senior leverage target of 3.5x following the completion
of the TWC and Bright House transactions. Depending on the ultimate
capital structure, a one or two notch upgrade of Charter's IDR and
existing ratings could be possible provided that pro forma senior
secured leverage is at or below 4.0x and total leverage does not
exceed 5.0x.

FULL LIST OF RATINGS

Fitch maintains these ratings on Rating Watch Positive:

CCO Holdings, LLC
   -- IDR 'BB-';
   -- Senior unsecured debt 'BB-'.

Charter Communications Operating, LLC
   -- IDR 'BB-';
   -- Senior secured credit facility 'BB+'.



CHARTER COMMUNICATIONS: S&P Affirms 'BB-' Corp. Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services, on July 9, 2015,  assigned its
'BBB-' issue-level rating and '1' recovery rating to the proposed
senior secured notes to be issued by CCO Safari II LLC (escrow
entity), a subsidiary of Stamford, Conn.-based cable operator
Charter Communications Inc., and placed the rating on CreditWatch
with positive implications.  Charter Communications Operating LLC
(CCO) and Charter Communications Operating Capital Corp. will
ultimately assume the notes if the escrow conditions are met.
Charter Communications will use the proceeds from the notes to
partially fund the acquisitions of Time Warner Cable Inc. (TWC) and
Bright House Networks (BHN), as well as for fees and general
corporate purposes.  If the acquisitions do not close, S&P expects
the company to repay the notes and it will withdraw the ratings on
these notes.  The '1' recovery rating indicates S&P's expectation
for very high (90%-100%) recovery for noteholders in the event of a
payment default.  S&P based the recovery rating on its prospective
view of "New Charter" assuming both the TWC and BHN acquisitions
close as proposed.  The notes will be guaranteed by CCO Holdings
LLC (CCOH) and all operating subsidiaries of CCO.  In addition, the
notes will be secured by all operating assets (including the assets
of TWC, BHN, and Charter) and a pledge of CCO equity.  S&P expects
all new and existing secured debt, including the assumed TWC debt,
to benefit from the same guarantee and security package.

S&P placed the 'BBB-' issue-level rating for the proposed notes on
CreditWatch with positive implications because it expect to raise
the rating on the notes by one-notch to 'BBB' upon the close of the
transactions.  The 'BBB' issue-level rating would be two notches
higher than the expected 'BB+' corporate credit rating on parent
Charter Communications Inc.  As stated in S&P's research update on
Charter, S&P could raise the corporate credit rating on the parent
by two-notches, assuming both transactions close as contemplated.
However, as both transactions are subject to regulatory approval,
the potential for raising the corporate credit rating could be
limited to one-notch if concessions are material, causing pro forma
adjusted leverage to rise above 5x for a sustained period.  Under
this scenario, the corporate credit rating on parent Charter would
be raised to 'BB' and the issue-level rating on the proposed notes
would remain at 'BBB-'.

Pro forma for both transactions, S&P estimates lease-adjusted net
debt to EBITDA of about 4.8x in 2015, declining to about 4.4x-4.5x
in 2016.  S&P expects adjusted free operating cash flow (FOCF) to
debt in the 6%-8% range over the next few years as capital
expenditures remain elevated, with FOCF to debt increasing to the
9%-10% area by 2018.  These metrics support S&P's "aggressive"
financial risk profile assessment and compare to adjusted leverage
of 4.5x and FOCF to debt of 1.2% for Charter on a stand-alone basis
in 2014.

RATINGS LIST

Charter Communications Inc.
Corporate Credit Rating        BB-/Watch Pos/--

Ratings Assigned; Placed On CreditWatch

CCO Safari II LLC
Senior Secured                 BBB-/Watch Pos
  Recovery Rating               1



COMSTOCK MINING: Announces Preliminary 2nd Quarter 2015 Results
---------------------------------------------------------------
Comstock Mining Inc. announced selected unaudited financial results
for the fiscal quarter ended June 30, 2015.

Net loss was approximately $0.2 million for the six months ended
June 30, 2015, as compared to a net loss of $7.2 million for the
same period in 2014, driven by lower costs and liabilities.

"We have continued our crusade for lower costs into 2015, with
substantially improved strip ratios, enhanced mine planning and
execution and from accessing historic mine material previously
located alongside and under State Route 342 ('SR-342').  These
achievements have improved liquidity and positioned us to exceed
our stated costs savings objectives for the full year 2015," stated
Corrado De Gasperis, CEO of Comstock Mining.

Cash and cash equivalents at June 30, 2015, were approximately $6.8
million.

Mining revenue was $5.4 million in Q2 2015 as compared to $6
million in Q2 2014.  The decrease resulted from lower average gold
prices and slightly lower gold ounces produced.

Costs applicable to mining revenue were $3.2 million in Q2 2015, as
compared to $5.5 million, net of silver credits, in Q2 2014. The
42% decrease resulted from lower labor, fuel and blasting cost and
lower strip ratios, resulting in a gross margin of over 41%.

"We have proven each critical operating variable from grade to
yields to strip ratio and delivered a much lower cost.  We also
effectively managed the road realignment project such that we have
safely continued mining Lucerne while we transition our development
toward higher grade, underground targets.  We look forward to
commencing the new Lucerne drift and drilling these targets in the
third quarter," continued Mr. De Gasperis.

Mr. De Gasperis commented, "AMT's commitment to maintaining the
highest safety standards, exceptionally qualified personnel and
state of the art, underground drilling technology, combined with
our internal geological capability, enhances our ability to
efficiently accelerate the Lucerne underground drilling and
development."

The Company anticipates filing the 2015 Quarterly Report on Form
10Q in July 2015, and holding its routine business update and
quarterly conference call in conjunction with that filing.
Conference call date, time and dial-in details will be provided in
a separate communication.

A complete copy of the press release is available for free at:

                       http://is.gd/CzbJRB

                       About Comstock Mining

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

Comstock Mining reported a net loss available to common
shareholders of $13.3 million in 2014, a net loss available
to common shareholders of $25.4 million in 2013 and a
net loss available to common shareholders of $35.1 million in
2011.

As of March 31, 2015, the Company had $48.2 million in total
assets, $24.7 million in total liabilities and $23.6 million in
total stockholders' equity.


CONYERS 138: ONH1 Wins Nod to Foreclose on College Park Asset
-------------------------------------------------------------
The Hon. Barbara Ellis-Monro of the U.S. Bankruptcy Court for the
Northern District of Georgia granted ONH1, LLC's motion for relief
from the automatic stay with respect to Conyers 138, LLC's property
located at 5025 Old National Highway in College Park, Georgia.

ONH1, on April 30, 2015, notified the Court and all
parties-in-interest that the Debtor was unable to comply with the
May 7, 2015 deadline, which required the Debtor to present ONH1
with an executed binding agreement which would fund redemption of
its property.

Pursuant to the redemption order, the Debtor's failure to meet the
May 7 deadline has resulted in the automatic termination of the
stay.  ONH1 intended to initiate foreclosure proceedings against
the property and conduct a foreclosure sale without further order
of the Court.

                        About Conyers 138

Conyers 138, LLC, filed a Chapter 11 bankruptcy petition (Bankr.
N.D. Ga. Case No. 14-73659) on Dec. 1, 2014.

The Law Offices of Evan M. Altman, Esq., represents the Debtor in
its restructuring effort.  The Debtor, in its amended schedules,
disclosed $11,706,197 in assets and $3,365,277 in liabilities as of
the Chapter 11 filing.



CORD BLOOD: Annual Meeting Postponed to August 6
------------------------------------------------
The annual meeting of shareholders of Cord Blood America, Inc.,
previously scheduled for July 14, 2015, at 10:00 a.m. Pacific
Standard Time, has been postponed and will be held on Aug. 6, 2015,
at 10:00 a.m. Pacific Standard Time.  All other details related to
the meeting remain unchanged.

                     About Cord Blood America

Based in Las Vegas, Nevada, Cord Blood America, Inc., is primarily
a holding company whose subsidiaries include Cord Partners, Inc.,
CorCell Co. Inc., CorCell Ltd.; CBA Professional Services, Inc.
D/B/A BodyCells, Inc.; CBA Properties, Inc.; and Career Channel
Inc, D/B/A Rainmakers International.  Cord specializes in
providing private cord blood stem cell preservation services to
families.  BodyCells is a developmental stage company and intends
to be in the business of collecting, processing and preserving
peripheral blood and adipose tissue stem cells allowing
individuals to privately preserve their stem cells for potential
future use in stem cell therapy.  Properties was formed to hold
the corporate trademarks and other intellectual property of CBAI.
Rain specializes in creating direct response television and radio
advertising campaigns, including media placement and commercial
production.

The Company has been the subject of a going concern opinion by its
independent auditors who have raised substantial doubt as to the
Company's ability to continue as a going concern.  De Joya
Griffith, LLC, in Henderson, NV, noted that the Company has
incurred losses from operations, which losses have caused an
accumulated deficit of approximately $53.46 million as of Dec. 31,
2014.

The Company disclosed net income of $240,000 on $4.33 million of
revenue for the year ended Dec. 31, 2014, compared to a net loss of
$2.97 million on $3.82 million of revenue for the year ended Dec.
31, 2013.  As of Dec. 31, 2014, the Company had $3.86 million in
total assets, $4.55 million in total liabilities, and a $691,000
total stockholders' deficit.


CORINTHIAN COLLEGES: Court OKs Consulting/Auction Pact With GAGP
----------------------------------------------------------------
The Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware entered an order authorizing Corinthian
Colleges, Inc., et al., to enter into consulting/auction agreement
with Great American Global Partners, LLC, relating to the sale of
the Debtors' Wyotech assets, which consist of automotive,
electrical, plumbing, HVAC, and healthcare related equipment.  

A copy of the court order is available for free at:

                      http://is.gd/D6Cd0d

Based on the bankruptcy schedules and statements of financial
affairs, it appears that the bulk of the property is the fleet of
cars owned by the Debtors and assorted tools related to the
vocational training programs, the U.S. Trustee said in his June 23,
2015 objection.

The guaranteed amount will be reduced to $1.485 million in
reconciliation of all issues raised by GAGP in connection with the
follow-up inspection.

GAGP will cause Watt Long Beach II LLC and RiverRock Real Estate
Group Inc. to be an additional insured under its comprehensive
public liability policies in connection with the GAGP's services.

The Debtors filed the auctioneer motion on June 9, 2015, seeking to
retain GAGP as the Debtors' auctioneer to facilitate the
liquidation of the Debtors' Wyotech Assets.

The motion sought to approve a consulting agreement between the
Debtors and GAGP, through which GAGP will conduct an orderly
liquidation sale of the assets followed by an auction of the assets
at the Wyotech locations and/or on the Internet.  GAGP expects the
auction to begin on the date the Court enters the order approving
the auctioneer motion and to last approximately 60 days, the U.S.
Trustee said in his objection -- a copy of which is available for
free at http://is.gd/7tGLul.

The U.S. Trustee stated in his objection, "The relief sought by the
Debtors in the auctioneer motion is not sought under the
correct statutory provisions of Bankruptcy Code based on the facts
and circumstances of this case.  The Debtors seek to retain Great
American Global Partners, LLC, to serve as an auctioneer of the
Debtors' remaining assets without seeking approval to retain Great
American under Section 327 and Federal Rule of Bankruptcy Procedure
2014.  Auctioneers are one of the four specifically enumerated
professionals that the trustee or debtor-in-possession must seek
the Court's approval under Section 327(a) before they can perform
services for the estate.  The Debtors attempt to justify this
departure from the Code by citing arrangements approved in a number
of non-precedential orders in retail going-out-of-business sale
cases."  

According to the U.S. Trustee, "the Debtors have already sold or
abandoned the bulk of their furniture, fixtures, and equipment, and
only have property remaining at two locations.  The Debtors'
remaining property here is fundamentally different from the
inventory of a liquidating retailer.  Additionally, while the
retail cases cited involved a competitive bidding process to become
the Debtors' agent in selling inventory, the Debtors here
seek approval of this arrangement without having supplied
sufficient evidence to substantiate their bidding process."

On June 30, 2015, the Court held a hearing to consider the relief
requested in the motion.  As set forth on the record at the
hearing, the Debtors have resolved the objection and have prepared
a revised form of proposed order incorporating the resolution with
the U.S. Trustee.

The Debtors also filed with the Court on June 30 a notice of
proposed sale of debtor Grand Rapids Education Centers, Inc.'s
miscellaneous assets, which consist of the entire inventory of
furnishings, fixtures, equipment at the Everest Institute College
located at the Kalamazoo, Michigan campus.  The entire inventory
includes of any and all furnishing, fixtures, and equipment.  Bank
of America, N.A., holds liens in the asset.

According to the notice, the Court entered on June 29, 2015, an
order authorizing the Debtors to sell or transfer certain
miscellaneous assets to Westmain 2000, LLC, for $25,000.

                     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, to complete an orderly
wind down of its operations.  The cases are jointly administered
Case No. 15-10952.

Judge Kevin J. Carey presides over the case.  Richards, Layton &
Finger, P.A., represents the Debtors in their restructuring
efforts; FTI Consulting, Inc., serves as restructuring advisors;
and Rust Consulting/Omni Bankruptcy serves as claims and noticing
agent.

Corinthian Colleges, Inc., disclosed $721,596,789 in assets and
$2,929,448,278 in liabilities as of the Chapter 11 filing.

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


CORINTHIAN COLLEGES: Student Committee Taps Public Counsel
----------------------------------------------------------
The Official Committee of Student Creditors in the Chapter 11 cases
of Corinthian Colleges, Inc., et al., asks the U.S. Bankruptcy
Court for the District of Delaware for permission to retain Public
Counsel LLP, as special counsel.

Public Counsel will, among other things:

   1. advise the Student Committee of students' rights under the
Higher Education Act, federal regulation and other law affecting
student loan debt;

   2. provide assistance to Robin Kaplan LLP, as bankruptcy counsel
regarding the consumer protection, student loan, and higher
education laws affecting the Student Committee; and

   3. assist, advice and represent the Student Committee in
investigating and analyzing potential lawsuits, where appropriate.

The hourly rates of Public Counsel's personnel are:

         Senior Attorneys (20 to 40+ years)      $750 - $925
         Attorneys (15 to 20 years)              $690 - $740
         Attorneys (1 to 3 years)                $275 to $400
         Paralegals                                  $225

To the best of the Student Committee's knowledge, Public Counsel is
a "disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

                     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, to complete
an orderly wind down of its operations.  The cases are jointly
administered Case No. 15-10952.  

Judge Kevin J. Carey presides over the case.  Richards, Layton &
Finger, P.A., represents the Debtors in their restructuring
efforts; FTI Consulting, Inc., serves as restructuring advisors;
and Rust Consulting/Omni Bankruptcy serves as claims and noticing
agent.

Corinthian Colleges, Inc., disclosed $721,596,789 in assets and
$2,929,448,278 in liabilities as of the Chapter 11 filing.

The U.S. Trustee for Region 3 appointed five creditors to serve on
an Official Committee Of Unsecured Creditors.  An Official
Committee of Student Creditors has also been appointed.  

The Student Committee consists of (i) Tasha Courtright
(chairperson), (ii) Jessica King, (iii) Amber Thompson, (iv)
Crystal Loeser, (v) Michael Adorno-Miranda, (vi) Krystle Powell,
and (vii) Britany Ann Smith Jackl.



CORINTHIAN COLLEGES: Student Panel Taps Robins Kaplan as Counsel
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware will convene
a hearing on July 22, 2015, at 3:00 p.m., to consider the motion of
the Official Committee of Student Creditors in the Chapter 11 cases
of Corinthian Colleges, Inc., et al., for permission to retain
Robins Kaplan LLP as its bankruptcy counsel. Objections, if any,
are due July 2, at 4:00 p.m.

The Student Committee also decided to retain Public Counsel LLP to
act as special counsel and Polsinelli PC as Delaware counsel and
conflicts counsel.

The hourly rates of RK's personnel are:

         Partners, Principals and
           Of Counsel Attorneys                $195 - $810
         Associates                            $360 - $495
         Paralegals                            $195 to 225

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

The Student Committee consists of (i) Tasha Courtright
(chairperson), (ii) Jessica King, (iii) Amber Thompson, (iv)
Crystal Loeser, (v) Michael Adorno-Miranda, (vi) Krystle Powell,
and (vii) Britany Ann Smith Jackl.

                     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, to complete
an orderly wind down of its operations.  The cases are jointly
administered Case No. 15-10952.  

Judge Kevin J. Carey presides over the case.  Richards, Layton &
Finger, P.A., represents the Debtors in their restructuring
efforts; FTI Consulting, Inc., serves as restructuring advisors;
and Rust Consulting/Omni Bankruptcy serves as claims and noticing
agent.

Corinthian Colleges, Inc., disclosed $721,596,789 in assets and
$2,929,448,278 in liabilities as of the Chapter 11 filing.

The U.S. Trustee for Region 3 appointed five creditors to serve on
an Official Committee Of Unsecured Creditors.  An Official
Committee of Student Creditors has also been appointed.



COUTURE HOTEL: Hires Gardner Haas as Special Counsel
----------------------------------------------------
Couture Hotel Corporation aka Hugh Black-St Mary Enterprises, Inc.
seeks authorization from the Hon. Barbara J. Houser of the U.S.
Bankruptcy Court for the Northern District of Texas to employ
Gardner Haas PLLC as special counsel, as of June 22, 2015.

If approved by the Court, Gardner Haas will serve as special
litigation counsel to investigate and prepare a report regarding
causes of action owned by the Debtor related to the bidding and
procurement of rooms at Nellis Air Force Base.

In connection with its representation, Gardner Haas will charge for
time at its normal and customary rates for attorneys and legal
assistants and will request reimbursement for its out-of-pocket
expenses.

Gardner Haas 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.

Gardner Haas can be reached at:

       GARDNER HAAS PLLC
       5420 LBJ Freeway, Ste. 1200
       Dallas, TX 75240
       Tel:  (214) 415-3473

                         About Couture Hotel

Couture Hotel Corporation, fka Hugh Black-St Mary Enterprises,
Inc., owns and operates four hotels: a Wyndham Garden Inn in
Dallas, Texas, consisting of 356 rooms and remodeled in 2013; a
Howard Johnson in Corpus Christi, Texas, consisting of 140 rooms
and remodeled in 2012; a Howard Johnson in Las Vegas, Nevada,
consisting of 110 rooms and remodeled in 2012; and an independent
hotel in Las Vegas, Nevada (formerly branded as a Value Place),
consisting of 121 rooms and also remodeled in 2012.

The Las Vegas hotels are located at one of the entrances to Nellis
Air Force base in North Las Vegas.  The Debtor owns the real
property and improvements, as well as the franchise rights to the
hotels (except for Las Vegas Value Place).

The Company sought Chapter 11 protection (Bankr. N.D. Tex. Case No.
14-34874) in Dallas, Texas, on Oct. 7, 2014.  The case is assigned
to Judge Barbara J. Houser.  The Debtor has tapped Mark Sean
Toronjo, Esq., at Toronjo & Prosser Law, as counsel.

The Debtor, in an amended schedules, disclosed $20.8 million in
assets and $27.8 million in liabilities as of the Chapter 11
filing.

No creditors' committee or other official committee been appointed
in the case.


COUTURE HOTEL: Taps ValueScope as Interest Rate Expert
------------------------------------------------------
Couture Hotel Corporation aka Hugh Black-St Mary Enterprises, Inc.
seeks authorization from the Hon. Barbara J. Houser of the U.S.
Bankruptcy Court for the Northern District of Texas to employ
ValueScope, Inc. as interest rate expert.

The Debtor seeks an order approving the employment of ValueScope as
expert to testify as to the feasibility of the Debtor's plan and
the applicable interest rate to be charged related to confirmation
of the Debtor's plan. ValueScope's services will include analysis
of inter alia, the Debtor's financials, the values and appraisals
of the Dallas Hotel and other assets that may be pledged as
collateral for Mansa and the other applicable market data necessary
to prepare its report. Further, ValueScope's work will include the
preparation of a report to be used at a contested confirmation
hearing.

ValueScope has agreed to perform its analysis and prepare its
report for a flat-fee amount of $15,000. In addition to the
analysis and preparation of report, ValueScope and its
professionals have agreed to provide up to twelve and one half
hours of deposition and courtroom time for an additional $5,000. To
the extent deposition and courtroom time exceeds the twelve and one
half hours, Christopher C. Lucas, a Director with ValueScope, will
charge his hourly rate of $400 per hour.

Christopher C. Lucas 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.

ValueScope can be reached at:

       Christopher C. Lucas
       VALUESCOPE, INC.
       950 E. State Highway 114, Ste 120
       Southlake, TX 76092
       Tel: (817) 481-4995

                         About Couture Hotel

Couture Hotel Corporation, fka Hugh Black-St Mary Enterprises,
Inc., owns and operates four hotels: a Wyndham Garden Inn in
Dallas, Texas, consisting of 356 rooms and remodeled in 2013; a
Howard Johnson in Corpus Christi, Texas, consisting of 140 rooms
and remodeled in 2012; a Howard Johnson in Las Vegas, Nevada,
consisting of 110 rooms and remodeled in 2012; and an independent
hotel in Las Vegas, Nevada (formerly branded as a Value Place),
consisting of 121 rooms and also remodeled in 2012.

The Las Vegas hotels are located at one of the entrances to Nellis
Air Force base in North Las Vegas.  The Debtor owns the real
property and improvements, as well as the franchise rights to the
hotels (except for Las Vegas Value Place).

The Company sought Chapter 11 protection (Bankr. N.D. Tex. Case No.
14-34874) in Dallas, Texas, on Oct. 7, 2014.  The case is assigned
to Judge Barbara J. Houser.  The Debtor has tapped Mark Sean
Toronjo, Esq., at Toronjo & Prosser Law, as counsel.

The Debtor, in an amended schedules, disclosed $20.8 million in
assets and $27.8 million in liabilities as of the Chapter 11
filing.

No creditors' committee or other official committee been appointed
in the case.


COUTURE HOTEL: Withdraws Motion to Use Cash Collateral
------------------------------------------------------
Couture Hotel Corporation has filed a notice with the Bankruptcy
Court withdrawing its emergency motion for interim and final
authority to use cash collateral.  As previously reported in the
TCR, Couture Hotel filed an emergency motion for interim authority
to use cash collateral of Armed Forces Bank, N.A., Mansa Capital,
LLC, and Ability Insurance Company.

                       About Couture Hotel

Couture Hotel Corporation, fka Hugh Black-St Mary
Enterprises, Inc., owns and operates four hotels: a Wyndham
Garden Inn in Dallas, Texas, consisting of 356 rooms and
remodeled in 2013; Howard Johnson in Corpus Christi, Texas,
consisting of 140 rooms and remodeled in 2012; a Howard Johnson in
Las Vegas, Nevada, consisting of 110 rooms and remodeled in 2012;
and an independent hotel in Las Vegas, Nevada (formerly branded as
a Value Place),¨consisting of 121 rooms and also
remodeled in 2012.

The Las Vegas hotels are located at one of the entrances to
Nellis Air Force base in North Las Vegas. The Debtor owns the real
property and improvements, as well as the franchise rights to the
hotels (except for Las Vegas Value Place).

The Company sought Chapter 11 protection (Bankr. N.D. Tex.
Case No.14-34874) in Dallas, Texas, on Oct. 7, 2014. The case is
assigned to Judge Barbara J. Houser. The Debtor has tapped Mark
Sean Toronjo, Esq., at Toronjo & Prosser Law, as counsel.  The
Debtor, in an amended schedules, disclosed $20.8 million in assets
and $27.8 million in liabilities as of the Chapter 11 filing.  No
creditors' committee or other official committee been appointed¨in
the case.



COUTURE HOTEL: Wyndham Seeks to Lift Stay to Terminate Agreement
----------------------------------------------------------------
Wyndham Hotels and Resorts, LLC, asks the Bankruptcy Court for
relief from the automatic stay for authority to terminate a
franchise agreement between WHR and Couture Hotel Corporation, LLC.
In the event of termination, WHR asks to compel the Debtor to
satisfy its post termination non-monetary obligations under the
Franchise Agreement.

WHR seeks relief from the automatic stay so that it may be
authorized, but not required, to terminate the Franchise Agreement
dated June 30, 2014, and related agreements, between WHR and the
Debtor whereby the Debtor is authorized to operate a 350 total room
hotel at 2645 Lyndon B Johnson Freeway, Dallas, Texas, as a
“WYNDHAM GARDEN INN” guest lodging facility.  Following any
termination of the Franchise Agreement, WHR seeks, if necessary, to
compel the Debtor to satisfy its non-monetary post-termination
obligations.  

If the Debtor fails to comply with those obligations, WHR seeks
authority to enter upon and inspect the Facility, including its
guest rooms and common areas, without interference by the Debtor or
its representatives, and to remove (i) all billboard signs,
interior signs, exterior signs (whether located on or off the
premises), entrance signs, forms of display, guest room supplies
and equipment and all other items bearing any of WHR's registered
service marks and trade names and logos, (ii) listings in telephone
directories, the internet, web sites, travel guides, hotel indices,
or similar guides, and all other publications or forms of media and
(iii) all of WHR's proprietary materials, including but not limited
to operations and training manuals, guest cards, stationary, policy
statements, computer hardware and licensed software.

The basis for the requested relief is the pending motion of secured
creditor Mansa Capital LLC for relief from the automatic stay.  WHR
does  not object to the Mansa Stay Motion, however, in the event
that Mansa is granted stay relief and allowed to pursue its
state-court rights and remedies under its loan documents, including
proceeding with a foreclosure sale, WHR should likewise be granted
relief from the automatic stay immediately upon any sale, transfer
of ownership or transfer of dominion and control over the Dallas
WHR Facility so that it may be authorized to terminate the
Franchise Agreement in order to protect its interests.

Moreover, following any termination of the Franchise Agreement, WHR
seeks to insure and, if necessary, compel the Debtor to satisfy its
non-monetary post-termination obligations to de-identify the
Facility.  f the Debtor fails to comply with such obligations, WHR
seeks authority to de-identify the Facility itself.

Wyndham is represented by:

         Michelle E. Shriro
         Singer & Levick, P.C.
         16200 Addison Road, Suite 140
         Addison, TX 75001-5350
         Tel: (972) 380-5533
         Fax: (972) 380-5748
         E-mail: mshriro@singerlevick.com

         David S. Catuogno (N.J.D.C. #DSC 1397)
         Forman Holt Eliades & Youngman LLC
         80 Route 4 East – Suite 290
         Paramus, New Jersey 07652
         Tel: (201) 845-1000
         Fax: (201) 845-9112
         E-mail: dcatuogno@formanlaw.com

                       About Couture Hotel

Couture Hotel Corporation, fka Hugh Black-St Mary Enterprises,
Inc., owns and operates four hotels: a Wyndham Garden Inn in
Dallas, Texas, consisting of 356 rooms and remodeled in 2013;
Howard Johnson in Corpus Christi, Texas, consisting of 140 rooms
and remodeled in 2012; a Howard Johnson in Las Vegas, Nevada,
consisting of 110 rooms and remodeled in 2012; and an independent
hotel in Las Vegas, Nevada (formerly branded as a Value
Place),¨consisting of 121 rooms and also remodeled in 2012.

The Las Vegas hotels are located at one of the entrances to
Nellis Air Force base in North Las Vegas.  The Debtor owns the
real property and improvements, as well as the franchise rights
to the hotels (except for Las Vegas Value Place).

The Company sought Chapter 11 protection (Bankr. N.D. Tex.
Case No.14-34874) in Dallas, Texas, on Oct. 7, 2014.  The case is
assigned to Judge Barbara J. Houser.  The Debtor has tapped Mark
Sean Toronjo, Esq., at Toronjo & Prosser Law, as counsel.  The
Debtor, in an amended schedules, disclosed $20.8 million in assets
and $27.8 million in liabilities as of the Chapter 11 filing.  No
creditors' committee or other official committee been appointed in
the case.



CROSBY NATIONAL: Parties Extend Challenge Period to Aug. 28
-----------------------------------------------------------
The Crosby National Golf Club, LLC, and Texas Capital Bank,
National Association, ask the U.S. Bankruptcy Court for the
Northern District of Texas to approve a stipulation extending to
August 28, 2015, the challenge period under the Interim Cash
Collateral Order.

The Interim Cash Collateral Order provides that the deadline for
the Debtor, on behalf of itself and as representative of its
bankruptcy estate, or any other party who otherwise has standing,
will be on June 29, 2015, to file and serve on Texas Capital any
challenge to the validity, priority, perfection and extent (but not
the amount) of any Texas Capital's liens and security interests, or
any claims to avoid any pre-petition exercise or enforcement of
Texas Capital's lien rights.

The Debtor and Texas Capital entered a stipulation regarding the
extension of time for filing and serving objection to the bank's
liens.  The stipulation provides that the June 29, 2015, deadline
to file and serve on Texas Capital is extended to August 28, 2015.

The Debtor is represented by:

         Hudson M. Jobe, Esq.
         Timothy A. York, Esq.
         QUILLING, SELANDER, LOWNDS, WINSLETT & MOSER, P.C.
         2001 Bryan Street, Suite 1800
         Dallas, TX 75201
         Tel: (214) 871-2100
         Fax: (214) 871-2111
         Email: hjobe@qslwm.com
                tyork@qwslm.com

            -- and --
     
         J. Seth Moore, Esq.
         ANDERSON TOBIN, PLLC
         One Galleria Tower
         13355 Noel Road, Suite 1900
         Dallas, TX 75240
         Tel: 972 789-1160
         Fax: 972 789-1606
         Email: smoore@andersontobin.com

Texas Capital Bank is represented by:

         Matthew T. Ferris, Esq.
         WINSTEAD PC
         500 Winstead Building
         2728 N. Harwood Street
         Dallas, TX 75201
         Tel: 214-745-5170
         Fax: 214-745-5390
         Email: mferris@winstead.com

                About Crosby National Golf Club

The Crosby National Golf Club, LLC, commenced a Chapter 11
bankruptcy case (Bankr. N.D. Tex. Case No. 15-41545) in Ft. Worth,
Texas, on April 16, 2015, without stating a reason.  The Debtor
estimated $10 million to $50 million in assets and debt.  The case
is assigned to Judge Russell F. Nelms.

The Debtor owns and operates the Crosby National Golf Club which is
located within the Crosby Estates at Rancho Santa Fe. The Golf Club
has been continuously operated as a for-profit, private
eighteen-hole golf course and has been known at all times as the
Crosby National Golf Club. It is a California limited liability
company and its managing member is Escalante - Crosby National
L.P., a Colorado limited partnership. The Debtor is represented by
Hudson M. Jobe, Esq., and Timothy A. York, Esq., at Quilling,
Selander, Lownds, Winslett & Moser, P.C. in Dallas, Texas.

The Crosby Estate at Rancho Santa Fe Master Association (The Crosby
HOA) is the master association for the gated residential community
and development located in San Diego County including the Debtor's
golf club, commonly known as The Crosby National Golf Club. The
Debtor and the Crosby HOA have been engaged in disputes and
resulting litigation pending in the Superior Court, State of
California, County of San Diego, relating to the Debtor's
operations of the Club and various rights and obligations of the
parties under the Development documents and related agreements. It
is represented in the Debtor's case by Joe J. Wielenbinski, Esq.,
Jay H. Ong, Esq. and Thomas D. Berghman, Esq. at Munsch Hardt Kopf
& Harr, P.C. in Dallas, Texas.

Texas Capital holds a valid, perfected, secured Claim against the
Debtor. A minimum aggregate amount of approximately $3.1 million is
owed on the Texas Capital Claim. It is represented by Matthew T.
Ferris, Esq. at Winstead PC in Dallas, Texas.


DAYBREAK OIL: Posts $549,600 Net Loss for First Quarter
-------------------------------------------------------
Daybreak Oil and Gas, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
available to common shareholders of $549,614 on $441,284 of oil and
natural gas sales for the three months ended May 31, 2015, compared
to a net loss available to common shareholders of $291,120 on
$810,429 of oil and natural gas sales for the same period in 2014.

As of May 31, 2015, the Company had $11.3 million in total assets,
$17 million in total liabilities and a $5.7 million total
stockholders' deficit.

                   Capital Resources and Liquidity

"Our primary financial resource is our proven oil reserve base.
Our ability to fund any future capital expenditure programs is
dependent upon the prices we receive from oil sales, the success of
our development drilling program in Kentucky, our exploration and
development program in Kern County, California and the availability
of capital resource financing.  We plan to spend approximately
$900,000 and $700,000 in the current fiscal year in new capital
investments in Kentucky and California, respectively; however our
actual expenditures may vary significantly from this estimate if
our plans for exploration and development activities change during
the year.  Factors such as changes in operating margins and the
availability of capital resources could increase or decrease our
ultimate level of expenditures during the next fiscal year."

A copy of the Form 10-Q is available at http://is.gd/46baNW

                        About Daybreak Oil

Daybreak Oil and Gas, Inc., is an independent oil and natural gas
exploration, development and production company.  The Company is
headquartered in Spokane, Washington and has an operations office
in Friendswood, Texas.  The Company's common stock is quoted on
the OTC Bulletin Board market under the symbol DBRM.OB.  Daybreak
has over 20,000 acres under lease in the San Joaquin Valley of
California.

Daybreak Oil reported a net loss available to common shareholders
of $866,000 on $3.08 million of oil and natural gas sales for the
year ended Feb. 28, 2015, compared to a net loss available to
common shareholders of $1.54 million on $1.8 million of oil and
natural gas sales for the year ended Feb. 28, 2014.

MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Feb. 28, 2015, citing that the Company suffered losses from
operations and has negative operating cash flows, which raises
substantial doubt about its ability to continue as a going concern.


DEERFIELD RANCH: Wants Plan Filing Deadline Moved to Aug. 28
------------------------------------------------------------
Deerfield Ranch Winery, LLC, is asking the U.S. Bankruptcy Court
for the Northern District of California to extend its exclusive
right to file a plan until Aug. 28, 2015, and the period to solicit
acceptances for that plan until Oct. 30.

Shane J. Moses, Esq., at McNutt Law Group LLP, counsel to the
Debtor, said the needs an exclusivity extension to facilitate
negotiations with the Debtor's secured lender, Rabobank N.A., and
creditors committee.  The Debtor has prepared a draft plan, based
on its financial projections.

                   About Deerfield Ranch Winery

Sonoma Valley-based Deerfield Ranch Winery, LLC was founded in 1982
by Robert and PJ Rex.  

Deerfield Ranch Winery filed a Chapter 11 bankruptcy petition
(Bank. N.D. Cal. Case No. 15-10150) on Feb. 13, 2015.  The Debtor
disclosed $25,197,611 in assets and $12,041,939 in liabilities as
of the Chapter 11 filing.  

Scott H. McNutt, Esq., and Shane J. Moses, Esq., at McNutt Law
Group LLP serve as the Debtor's counsel.  Jigsaw Advisors LLC acts
as the Debtor's restructuring financial advisor.  Judge Alan
Jaroslovsky is assigned to the case.  Dana Burwell, as appraiser,
will assist in valuing its real property known as 10176 Sonoma
Highway, Kenwood, California.

Rabobank N.A, is the Debtor's primary secured lender.

The U.S. Trustee for Region 17 appointed three creditors to serve
on the official committee of unsecured creditors.  Pachulski Stang
Ziehl & Jones LLP serves as Committee counsel.



EMPIRE RESORTS: To Seek Approvals of Casino Project Amendments
--------------------------------------------------------------
Empire Resorts, Inc., disclosed that it is participating in
meetings with, and making presentations to, the New York State
Gaming Commission, the Town of Thompson Town Board and the Town of
Thompson Planning Board in order to seek approvals for changes and
amendments to its Montreign Resort Casino project.  A visual
depiction of the proposed amendments to the exterior of Montreign
Resort Casino is available for free at http://is.gd/ecKKhd

As of July 9, 2015, the Company expects the contemplated
improvements to the Montreign Resort Casino project to increase the
previously-projected minimum capital investment of $452 million by
approximately $100-$150 million.  The Company expects that the
planned revisions will provide incremental profit and cash flow to
support the additional investment.

The differences between the proposal to build the Montreign Resort
Casino project by Montreign that was selected by the Siting Board
and the proposed improvements include the following:

SELECTED PLAN:

* 80,000 sq. ft. casino with 61 table games

* 391 luxury rooms designed to meet the 4-star and 4-diamond
   standards of Forbes and AAA

* 20,000 sq. ft. meeting and conference space in the M Centre

PROPOSED PLAN:

* Approximately 95,200 sq. ft. casino with approximately 102 t
   table games

* Additionally, there will be a poker room and private gaming  
   areas with a lounge

* Approximately 333 luxury rooms including 249 rooms of
   approximately 600 sq. ft. each, 60 suites of approximately 900
   sq. ft. each, Penthouse level with 9 suites of approximately
   1,100 to 2,300 sq. ft. each with butler service available, 8
   garden suites of approximately 1,200 sq. ft. each and 7 two-   

   story villas of approximately 1,800 sq. ft. each, all of which
   will be designed to meet the 5-star and 5-diamond standards of
   Forbes and AAA

* Approximately 27,000 sq. ft. meeting and conference space in
   the M Centre

The revised proposal includes several minor changes to the
building's footprint.  The hotel tower would be elongated by
approximately 50 feet and a new basement level would be added under
the main entrance of the Montreign Resort Casino.  The overall
square footage of the footprint of the building would not, however,
increase.  Minor modifications to the porte-cochere and loading
areas would also be required.  Many of the interior spaces are also
being redesigned.  The size and number of restaurants would
increase and include the addition of an upscale Asian restaurant.
On-site parking would decrease by approximately 53 spaces to 3,389.
Additionally, due to the increased meeting and conference space,
the showroom will be removed.

The proposal to revise plans for the Montreign Resort Casino is
subject to the approval of, among others, the NYSGC, the Town Board
and the Planning Board.  In accordance with the Report and Findings
of the Siting Board dated Feb. 27, 2015, which is available on the
NYSGC's Website, the NYSGC must ensure that Montreign substantially
fulfills the commitments and executes the development plans
presented in response to the RFA and to ensure that any such
changes do not increase Montreign's debt-to-equity ratio
substantially beyond the levels presented by Montreign in its
response to the RFA and/or standard industry practices. Therefore,
the Company expects the increase in the minimum capital investment
for the revised plan to be financed by additional equity and debt
financing in substantially the same debt-to-equity ratio previously
considered.

                       About Empire Resorts

Based in Monticello, New York, Empire Resorts, Inc. (NASDAQ: NYNY)
-- http://www.empireresorts.com/-- owns and operates Monticello
Casino & Raceway, a video gaming machine and harness racing track
and casino located in Monticello, New York, 90 miles northwest of
New York City.

Empire Resorts reported a net loss applicable to common shares of
$24.1 million on $65.2 million of net revenues for the year ended
Dec. 31, 2014, compared to a net loss applicable to common shares
of $27.05 million on $70.96 million of net revenues in 2013.

As of March 31, 2015, the Company had $84.11 million in total
assets, $55.5 million in total liabilities, and $28.6 million in
total stockholders' equity.


F-SQUARED INVESTMENT: July 15 Meeting Set to Form Creditors' Panel
------------------------------------------------------------------
Andy Vara, Acting United States Trustee for Region 3, will hold an
organizational meeting on July 15, 2015, at 9:30 a.m. in the
bankruptcy case of Northshore Mainland Services Inc., et al.

The meeting will be held at:

         J. Caleb Boggs Federal Building
         844 King St., Room 2112
         Wilmington, DE 19801

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors pursuant
to Section 341 of the Bankruptcy Code.  A representative of the
Debtor, however, may attend the Organizational Meeting, and provide
background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States Trustee
appoint a committee of unsecured creditors as soon as practicable.
The Committee ordinarily consists of the persons, willing to serve,
that hold the seven largest unsecured claims against the debtor of
the kinds represented on the committee. Section 1103 of the
Bankruptcy Code provides that the Committee may consult with the
debtor, investigate the debtor and its business operations and
participate in the formulation of a plan of reorganization.  The
Committee may also perform other services as are in the interests
of the unsecured creditors whom it represents.




F-SQUARED INVESTMENT: Section 341 Meeting Set for August 14
-----------------------------------------------------------
A meeting of creditors in the bankruptcy case of F-Squared
Investment Management, LLC will be held on Aug. 14, 2015, at
10:00 a.m., at the J. Caleb Boggs Federal Building; 844 N. King
Street; 2nd Floor, Room 2112; Wilmington, Delaware.

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

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

                    About F-Squared Investment

Headquartered in Wellesley, MA, F-Squared Investments, Inc. --
http://www.f-squaredinvestments.com-- is a privately owned
investment manager.  The firm primarily provides its services to
other investment advisers.  It also caters to individuals, high net
worth individuals, and pension and profit sharing plans.  The firm
provides index management services.  It manages separate
client-focused equity, fixed income, and multi-asset portfolios.
The firm invests in the public equity, fixed income, and
alternative investment markets across the globe.  It makes all its
investments through exchange-traded funds.  The firm invests in
small-cap stocks of companies across diversified sectors.

F-Squared Investment Management, LLC and eight of its affiliates
filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No.
15-11469) on July 8, 2015.  The petition was signed by Laura Dagan
as president and chief executive officer.  The cases are assigned
to Laurie Selber Silverstein.

Richards, Layton & Finger, P.A. serves as the Debtors' counsel.
Gennari Aronson, LLP represents the Debtors as special corporate
counsel.  Grail Advisory Partners LLC (d/b/a PL Advisors) and
Managed Account Services, LLC act as the Debtors' financial
advisors and investment bankers.  Stillwater Advisory Group LLC is
the Debtors' crisis managers and restructuring advisors.  BMC
Group, Inc. acts as the Debtors' claims and noticing agent.


F-SQUARED: Files for Chapter 11 to Quickly Sell to Broadmeadow
--------------------------------------------------------------
Investment management firm F-Squared Investment Management, LLC,
and its affiliated entities sought bankruptcy protection last week
with a deal to sell substantially all assets to Cedar Capital's
Broadmeadow Capital for $5 million in cash plus certain earn-out
payments, absent higher and better offers in an auction in August.

As of March 31, 2015, the Debtors had more than $16 billion in
assets under advisement ("AUA"), although that number has
subsequently declined.

Following proceedings commenced by, and subsequent settlement with,
the Securities and Exchange Commission in 2014, the Debtors have
lost customers.  

In early 2015, the Debtors were notified by four of their
distribution customers representing $4.3 billion of AUA that as of
March 31, 2015 they were removing their assets from the Debtors'
management services.  In addition, in early May 2015, Virtus
Investment Partners, Inc., terminated its relationship with
F-Squared, which was a sub-advisor on several popular mutual funds
from Virtus.  

The Debtors are fearful that without the consummation of the sale
in a quick and efficient manner in the Chapter 11 cases, they are
at risk of losing additional customers.

In accordance with the Asset Purchase Agreement dated July 3, 2015,
Broadmeadow Capital has agreed to purchase the Debtors' assets in
exchange for up to $5 million cash plus earn-out payments on the
first and second anniversary of the closing date, determined by a
formula that is subject to the amount of assets under advisement
("AUA") at the end of such period.  The $5 million is subject to
reduction if AUA that can be transferred is below $2 billion.

Broadmeadow is a quantitative asset manager with a significant
presence in Boston, like the Debtors.  Broadmeadow's parent, Cedar
Capital, is providing a guaranty of the payment and performance of
Broadmeadow's obligations under the Stalking Horse Agreement.
Cedar Capital has strong capital resources with the backing of two
premier financial services sponsors, FTV and LLR Capital, the
Debtors noted.

                          Quick Sale

Given the centrality of AUA to both the initial cash payment at
close and the earn-out, the Debtors believe it is essential for the
preservation of value to conduct the sale in an orderly and
efficient manner in order to retain AUA during the Chapter 11
cases.

As an expedited sale is the only likely path to retaining AUA, the
Debtors propose to conduct a sale process based on this timeline:

         Event                   Deadline
         -----                   --------
   Bidding Procedures Hearing  On or about July 29, 2015
   Bid Deadline                On or about Aug. 18, 2015
   Auction                     On or about Aug. 19, 2015
   Sale Hearing                On or about Aug. 24, 2015
   Closing                     No later than Sept. 25, 2015

                         Charges by SEC

On Dec. 22, 2014, the SEC announced that F-Squared Investments has
agreed to settle charges by the SEC that F-Squared defrauded
investors through false performance advertising about its flagship
product.  The subject of the administrative cease and desist
proceeding by the SEC was the advertising of the Company's
performance track record for the period between April 2001 to
September 2008.   The SEC charged that the track record was
materially inflated, hypothetical and back-tested.  Pursuant to the
settlement, F-Squared acknowledged that their conduct violated
federal securities laws, consented to strict compliance review and
paid both a $5 million penalty and $30 million in disgorged
profits.  The Debtors' former CEO, Howard B. Present, remains
subject of a related SEC proceeding.

The weight of the SEC Settlement and related expenses caused
significant financial hardship on the Debtors.  In addition to the
payment of the fine and disgorgement, in 2014 alone, the Debtors
recognized approximately $17.2 million in legal costs mostly
related to the SEC proceeding.

As a result of the mounting legal expenses and loss of customers,
the Debtors began taking steps to minimize their expenses.  In
March 2015, the Debtors reduced their workforce from 162 employees
to 117 employees, resulting in an approximately $4.7 million
reduction in run-rate expenses.  The Debtors incurred $1.3 million
in severance costs.

Further, the Debtors incur significant lease obligations related to
their Wellesley, Massachusetts headquarters.  Given the substantial
reduction in work force, these obligations no longer are
right-sized for the Company's needs.  The Debtors anticipate
reducing this large expense in connection with their Chapter 11
cases.

                        Chapter 11 Process

David N. Phelps, who was named chief restructuring officer
effective May 19, 2015, believes a sale pursuant to Section 363 of
the Bankruptcy Code is the most appropriate course of action for
the Debtors.  He says that while the prepetition solicitation
process already was extensive, the commencement of the Chapter 11
cases and the implementation of a Court supervised sale process
allows other bidders to make competing bids and therefore to
maximize the value of their estates for the benefit of the Debtors'
stakeholders.

The Debtors have adequate financial and human resources to maintain
their business as a going concern throughout the Chapter 11 cases
in order to maximize value for their estates and creditors.

The Debtors do not believe that the sale could be consummated
outside of the bankruptcy proceedings.  Among other reasons,
Broadmeadow requested that the sale be consummated through a
process pursuant to Section 363.  Accordingly, the Debtors
commenced the Chapter 11 cases.

                       First Day Motions

Aside from the Sale Motion, the Debtors on the Petition Date filed
various first day pleadings.  The Debtors filed motions or
applications to:

  -- jointly administer their Chapter 11 cases;
  -- hire BMC Group, Inc., as claims and noticing agent;
  -- maintain their bank accounts;
  -- prohibit utilities from discontinuing service;
  -- continue their customer programs; and
  -- pay employee wages and benefits.

A copy of the affidavit in support of the first-day motions is
available for free at:

    http://bankrupt.com/misc/F-Squared_1st_Day_Affidavit.pdf

                       About F-Squared

Founded in May 2006, F-Squared Investment Management, LLC, et al.,
consist of SEC registered investment management firms with
corporate headquarters in Wellesley, Massachusetts and a New Jersey
based team of top tier scientists, mathematicians and programmers
conducting research and development. As of March 31, 2015, the
Debtors had over $16 billion in assets under advisement ("AUA").

F-Squared and its affiliated entities sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 15-11469) on July 8, 2015.
Judge Laurie Selber Silverstein presides over the cases.

As of the Petition Date, the Debtors had total outstanding
liabilities and other obligations of approximately $15 million and
approximately 28.9 million units of outstanding preferred and
common LLC units.  The Debtors' have no funded secured debt.

The Debtors tapped (a) Richards Layton & Finger PA as bankruptcy
counsel, (b) Gennari Aronson, LLP, as special corporate counsel,
(c) Grail Advisory Partners LLC (d/b/a PL Advisors) and Managed
Account Services, LLC, as financial advisors and investment
bankers, (d) Stillwater Advisory Group LLC to provide crises
management and restructuring services; and (e) BMC Group Inc. as
claims and noticing agent.

A meeting of creditors under 11 U.S.C. Sec. 341(a) is slated for
Aug. 14, 2015 at 10:00 a.m.


F-SQUARED: Proposes Quick Sale, $250K Break-up Fee for Broadmeadow
------------------------------------------------------------------
F-Squared Investment Management, LLC, seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to launch a quick
sale process that contemplates a mid-August auction for the assets,
and payment for stalking horse-bidder Broadmeadow Capital, LLC of a
break-up fee of $250,000 in the event it is outbid in the auction.

Pursuant to an Asset Purchase Agreement signed July 3, 2015, the
Debtors have agreed to sell substantially all of their assets to
the Broadmeadow in exchange up to $5 million cash plus earn-out
payments on the first and second anniversary of the closing date,
determined by a formula that is subject to the amount of assets
under advisement ("AUA") at the end of such period.  The $5 million
is subject to reduction if AUA that can be transferred pursuant to
the Stalking Horse Agreement is below $2 billion.

A copy of the Stalking Horse Agreement is available for free at:

      http://bankrupt.com/misc/F-Squared_Cedar_BC_APA.pdf

The Debtors will entertain competing offers for their assets.  To
participate in the auction, interested parties must submit an
initial bid that's higher or otherwise better than the closing
payment proposed by Broadmeadow by at least $600,000.

                             Quick Sale

Given the centrality of AUA to both the initial cash payment at
close and the earn-out, the Debtors believe it is essential for the
preservation of value to conduct the sale in an orderly and
efficient manner in order to retain AUA during the Chapter 11
cases.

The Debtors propose to conduct a sale process based on this
timeline:

         Event                   Deadline
         -----                   --------
   Bidding Procedures Hearing  On or about July 29, 2015
   Bid Deadline                On or about Aug. 18, 2015
   Auction                     On or about Aug. 19, 2015
   Sale Hearing                On or about Aug. 24, 2015
   Closing                     No later than Sept. 25, 2015

The Debtors' business is conducted through advisory agreements and
investment advisory agreements with their clients.  The Stalking
Horse Agreement requires that the Debtors obtain affirmative or
negative notice consents from these clients (the "AUA Consents")
depending on the requirements of the clients' investment advisory
agreements.  The Debtors are required to obtain $1 billion of AUA
Consents prior to closing.  Because Broadmeadow will not be
confirmed as the winning bidder until the auction, the timing of
contacting these clients to obtain their consent might not be able
to be achieved prior to the sale hearing.  In addition, some
clients may be reluctant to provide an AUA Consent until the
winning bidder is confirmed.

                    $500K Payment to Broadmeadow

The Stalking Horse Agreement provides the Debtors with a firm
commitment that is not subject to any financing or due diligence
contingencies and thereby provides the Debtors with a floor against
which other bidders can submit competing bids.

The Debtors seek Court approval of a break-up fee of $250,000 and
expense reimbursement of up to $250,000 payable to Broadmeadow in
the event the Debtors close a transaction with another party.  The
Debtors believe that providing the stalking horse bidder with the
break-up fee and the expense reimbursement is appropriate in order
to compensate Broadmeadow for the time and expense that it incurred
in negotiating the definitive documentation and the risk that it
may be outbid at the auction.

                 Prepetition Marketing Efforts

Given the economic effects of a settlement with the Securities and
Exchange Commission and loss of customers, F-Squared retained PL
Advisors as its investment banker and financial advisor in March
2015. PL Advisor's initial charge was to raise capital, but allowed
for possible alternative transactions. PL Advisors identified
financial and strategic investors to garner interest in pursuing a
recapitalization in the Debtors.

Commencing on April 9, 2015, PL Advisors contacted and/or sent
teasers to 51 interested parties.  Twenty-six of those entities
executed non-disclosure agreements by May 1, 2015.  On or around
May 1, 2015, PL Advisors sent a letter asking the parties to submit
non-binding letters of intent by May 18, 2015 at 12:00 p.m. (ET).
On May 11, 2015, Virtus Investment Partners, Inc. terminated its
relationship with the Debtors.  As a result of the Virtus
termination, the Debtors' board determined that a sale of the
Debtors' assets rather than a capital raise was likely to maximize
value.  Due to further marketing, five additional non-disclosure
agreements were executed after the Virtus termination. On May 15,
2015, PL Advisors updated the confidential information memorandum
to account for the Virtus termination and distributed it to 13
parties that remained interested in a transaction with the
Debtors.

PL Advisors received its first letter of intent on May 18, 2015. In
all, four LOI's were received.  The entities that submitted an LOI
were each given access to an electronic dataroom.

Based upon feedback received by certain bidders and an analysis of
the evolving landscape, on or about June 1, 2015, the Debtors'
board made the decision to pursue a sale process pursuant to
Section 363 of the Bankruptcy Code to maximize value.  PL Advisors
informed all the parties still engaged in the transaction to revise
their bids to account for a Section 363 sale process.  Four parties
submitted LOIs incorporating a Section 363 sale process. On June
12, 2015, after reviewing and carefully considering the revised
LOIs, the Debtors, in consultation with their advisors, determined
that PL Advisors should request that each bidder submit their best
and final letter of intent.  After reviewing and carefully
considering the best and final LOIs received, the Debtors
determined, in consultation with their advisors, that the Best and
Final LOI submitted by Cedar Capital was the highest or otherwise
best offer for the Debtors' assets.  

The other three bidders were informed that they were not chosen as
the highest best offer, and that the Debtors had not entered into
an exclusivity arrangement with the stalking horse bidder.  In
fact, during the process of negotiating the Stalking Horse
Agreement with Cedar's Broadmeadow, the Debtors went back to a
previous bidder to see if it was still interested in purchasing the
assets.  The other bidder told the Debtors that it was not
interested unless the Debtors agreed to certain conditions that
were plainly inappropriate.

On July 3, 2015, the Debtors and Broadmeadow entered into the
Stalking Horse Agreement.

                       About F-Squared

Founded in May 2006, F-Squared Investment Management, LLC, et al.,
consist of SEC registered investment management firms with
corporate headquarters in Wellesley, Massachusetts and a New Jersey
based team of top tier scientists, mathematicians and programmers
conducting research and development. As of March 31, 2015, the
Debtors had over $16 billion in assets under advisement ("AUA").

F-Squared and its affiliated entities sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 15-11469) on July 8, 2015.
Judge Laurie Selber Silverstein presides over the cases.

As of the Petition Date, the Debtors had total outstanding
liabilities and other obligations of approximately $15 million and
approximately 28.9 million units of outstanding preferred and
common LLC units.  The Debtors' have no funded secured debt.

The Debtors tapped (a) Richards Layton & Finger PA as bankruptcy
counsel, (b) Gennari Aronson, LLP, as special corporate counsel,
(c) Grail Advisory Partners LLC (d/b/a PL Advisors) and Managed
Account Services, LLC, as financial advisors and investment
bankers, (d) Stillwater Advisory Group LLC to provide crises
management and restructuring services; and (e) BMC Group Inc. as
claims and noticing agent.

A meeting of creditors under 11 U.S.C. Sec. 341(a) is slated for
Aug. 14, 2015 at 10:00 a.m.


F-SQUARED: Taps BMC Group as Claims and Noticing Agent
------------------------------------------------------
F-Squared Investment Management, LLC, seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to hire BMC Group,
Inc., as claims and noticing agent for their bankruptcy cases.

Although the Debtors have yet to file their schedules of assets and
liabilities, they anticipate that there will be in excess of 200
creditors listed thereon.  In view of the number of anticipated
claimants and the complexity of the Debtors' business, the Debtors
submit that the appointment of a claims and noticing agent is both
necessary and in the best interests of the Debtors' estates and
their creditors.

The firm will charge the Debtors at these rates:

* Noticing Management
   - Data Entry/Call Center/Admin Support     $25/45/65 per hour
   - Analysts                                 $85 per hour
   - Consultant                               $100 per hour
   - Director                                 $125 per hour
   - Principal                                $200 per hour WAIVED

* Information Management
   - Electronic claims & balloting submission No per item charge
   - Manual claim entry                       $2.50 per claim
   - b-Linx Database & Systems Access         $0.085 per
                                              record/per month
   - Live Operator Call Center                $45 per hour
   - Public Case Website Hosting              $250/month WAIVED

  * Print Mail and Noticing Services
    - Certified Electronic Noticing Service   $40 per 1000
    - Certified Fax Noticing Service          $0.15 per image

Prior to the Petition Date, the Debtors provided BMC a retainer of
$10,000.

Tinamarie Feil, president of Client Services at BMC Group, attests
that BMC neither holds nor represents any interest materially
adverse to the Debtors' estates in connection with any matter on
which it would be employed and it is a "disinterested person," as
that term is defined in Section 101(14) of the Bankruptcy Code, as
modified by Section 1107(b).

                       About F-Squared

Founded in May 2006, F-Squared Investment Management, LLC, et al.,
consist of SEC registered investment management firms with
corporate headquarters in Wellesley, Massachusetts and a New Jersey
based team of top tier scientists, mathematicians and programmers
conducting research and development. As of March 31, 2015, the
Debtors had over $16 billion in assets under advisement ("AUA").

F-Squared and its affiliated entities sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 15-11469) on July 8, 2015.
Judge Laurie Selber Silverstein presides over the cases.

As of the Petition Date, the Debtors had total outstanding
liabilities and other obligations of approximately $15 million and
approximately 28.9 million units of outstanding preferred and
common LLC units.  The Debtors' have no funded secured debt.

The Debtors tapped (a) Richards Layton & Finger PA as bankruptcy
counsel, (b) Gennari Aronson, LLP, as special corporate counsel,
(c) Grail Advisory Partners LLC (d/b/a PL Advisors) and Managed
Account Services, LLC, as financial advisors and investment
bankers, (d) Stillwater Advisory Group LLC to provide crises
management and restructuring services; and (e) BMC Group Inc. as
claims and noticing agent.

A meeting of creditors under 11 U.S.C. Sec. 341(a) is slated for
Aug. 14, 2015 at 10:00 a.m.


FRAC SPECIALISTS: Taps Forshey & Prostok as Bankruptcy Counsel
--------------------------------------------------------------
Frac Specialists, LLC, et al., ask the U.S. Bankruptcy Court for
the Northern District of Texas for permission to employ Forshey &
Prostok, LLP, as counsel.

The hourly rates of F&P personnel are:

         Partners                            $575
         Associates                       $275 - $425
         Paralegals                       $150 - $195

Prior to the Petition Date, the Debtors became obligated to F&P for
legal services rendered an expenses advanced in the aggregate
amount of $29,488.  On May 15, F&P received a retainer of $50,000.
The current unused balance o the prepetition retainer is $20,511.

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

                    About Frac Specialists

Frac Specialists, LLC, Cement Specialists, LLC, and Acid
Specialists, LLC, are oilfield service providers serving the
exploration and production industry within the Permian Basin.
Noble Natural Resources, LLC, Javier Urias and Alex Hinojos
collectively own 100% of the membership interests in the
Companies.

The Companies sought Chapter 11 bankruptcy protection (Bankr. N.D.
Tex. Lead Case No. 15-41974), on May 17, 2015.  Larry P. Noble
signed the petitions as manager.

On May 27, 2015, the Court directed the joint administration of the
cases.  The Debtors estimated assets and debts of $50 million to
$100 million.

Judge Michael Lynn presides over the cases.  The Debtors tapped
Lynda L. Lankford, Esq., and Jeff P. Prostok,Esq., at Forshey &
Prostok, LLP, as their counsel.

The U.S. Trustee appointed five creditors to serve on an official
committee of unsecured creditors.



FRED FULLER: Court Approves Hiring of Netlogic as Consultant
------------------------------------------------------------
Fred Fuller Oil & Propane Co., Inc. sought and obtained permission
from the Hon. J. Michael Deasy of the U.S. Bankruptcy Court for the
District of New Hampshire to employ Netlogic Computer Consulting,
LLC as computer consultant.

The Debtor requires Netlogic to:

   (a) backup disaster recovery, encompassing Windows Servers and
       backing up of local data that may reside on servers,
       desktop and laptop machines only; and,

   (b) offsite Data Storage by Netlogic at Nashua, NH Data Center
       which permits secure, remote access by authorized persons
       subject to the execution and delivery of a Confidentiality
       Agreement which benefits and is reasonably acceptable to
       Rymes Heating Oils, Inc. ("Rymes") and the Debtor;

The Debtor will pay Netlogic for services rendered pursuant to the
Retention Agreement:

   -- an initial one-time setup fee of $2,812; then

   -- monthly at the rate of $450 per month for monthly service,
      storage, management and support.

Netlogic can be reached at:

      NETLOGIC COMPUTER CONSULTING, LLC
      1 Chestnut St #3k
      Nashua, NH 03060
      Tel: +1 (603) 546-6422

                         About Fred Fuller Oil

Hudson, New Hampshire-based Fred Fuller Oil & Propane Co., Inc.,
the largest heating oil company in the state, serving about 30,000
New Hampshire customers.  It sought Chapter 11 protection (Bankr.
D. N.H. Case No. 14-12188) in Manchester, New Hampshire, on Nov.
10, 2014, without stating a reason.  It estimated $10 million to
$50 million in assets and debt.  The Nov. 10, 2014 court filing
shows that the Debtor has about $13.5 million in debts.  Jeremy
Blackman at Concord Monitor reports that the Debtor owes more than
$276,000 to Harvard Pilgrim Health Care and nearly $94,000 to the
city of Laconia and the towns of Hudson, Milford and Northfield.

According to Concord Monitor, the bankruptcy case was initially
filed on Nov. 10 under Chapter 7, but that has since been
terminated and replaced with a Chapter 11 restructuring proposal.

William S. Gannon, Esq., at William S. Gannon PLLC, in Manchester,
serves as counsel to the Debtor.  Fredrick J. Fuller, the
president, signed the bankruptcy petition.

On Feb. 12, 2015, the Office of the United States Trustee appointed
an Official Committee of Unsecured Creditors.  The Committee
selected Brinkman Portillo Ronk, APC, as its counsel with Deming
Law Office acting "of counsel."


GEORGIA RENEWABLE: Moody's Assigns Ba3 Rating on $225MM Notes
-------------------------------------------------------------
Moody's Investors Service has assigned a first-time provisional
(P)Ba3 rating to $225 million in Senior Secured Notes due 2022. The
Notes will be co-issued by Georgia Renewable Power, LLC and Georgia
Power Finance Corp. (GRP Finance) on a joint and several basis.
The outlook is stable.

Proceeds from the Notes issuance along with sponsor equity of $60
million will go toward completing construction costs of two
biomass-generating facilities in Lumberton, North Carolina and
Franklin, Georgia; to repay outstanding borrowings under a
sponsor-provided loan; to cash-fund reserve accounts and pay
transaction fees.  The Lumberton facility will be a 35 megawatt
(MW) poultry-litter fueled power station at construction completion
with 50MW of thermal capacity.  The Franklin facility will be a
79MW wood-biomass generating facility at construction completion.

RATINGS RATIONALE

The provisional (P)Ba3 rating recognizes the credit strengths of
long-term contract arrangements with Progress Energy Carolinas
(d/b/a Duke Energy Progress: A1, Negative) for the Lumberton
facility and Georgia Power (A3, stable) for the Franklin for terms
of 20 and 30 years, respectively, which provides long-term
contracted cash flow for note holders.  This key credit strength is
balanced by operational, construction-related and contractual
shortcomings that together result in the speculative grade rating
for this project.

From an operations standpoint, the Lumberton facility is expected
to generate roughly 70% of GRP's EBITDA, yet it will be designed to
produce power that is 100% derived from poultry litter by the
second quarter of 2017 when it is fully converted from its existing
configuration.  The operating history of poultry litter-fuel power
plants is extremely limited and of mixed operational performance
and a key risk factor in the rating.  The remaining 30% of EBITDA
is expected to be derived through cash flows derived from the
wood-biomass power generation at the Franklin plant. Franklin will
require however the full disassembly from its present location in
West Virginia to its relocation and re-assembly in Franklin
Georgia, a key construction risk.  Moody's understands the BL
Harbert International (Harbert), through its sub-contractors, will
be performing various phases of construction at both Lumberton and
Franklin.  Based on Moody's internal, point-in-time evaluation and
knowledge of the contractor, it believes they are capable and have
the liquidity to complete these projects.  However, the multi-stage
facet of the Lumberton Project and the relocation of an existing
plant introduces heightened execution risk, notwithstanding
Harbert's own technical capabilities.

Moody's further understands several permits remain to be obtained
for full operation including interconnection and final air permits
at the Franklin facility.  While these appear to be straightforward
given the permitting process in the respective states of North
Carolina and Georgia, they add to the execution risk. Moody's notes
there is no long-term water supply agreement with the respective
local municipalities but understand that the plants are already
connected to the municipal systems and expect to utilize their
water or drill their own wells if needed.  Fuel supply, while
regionally abundant, is highly fragmented with a large number of
suppliers having either unknown and highly speculative grade credit
quality.

Lumberton will be operated by NRG Energy Services (NRGES), a
subsidiary of NRG Energy, Inc. (Ba3, stable) and we expect Franklin
and the other facilities will be operated by NRGES as well.  NRGES
has meaningful experience in the power generation industry
operating green and biomass-fueled generation, a credit positive.

Contractual Analysis

While GRP benefits from long-term, contracted cash-flows under
power purchase agreements (PPAs) with two investment-grade
off-takers, the design of the long-term contracts are on an
energy-only basis and provide no fuel cost pass-through provisions.
This introduces substantial uncertainty concerning revenue
generation, especially given the limited track record of the
facilities particularly in terms of sustaining high capacity
factors at poultry-litter fueled power generation and at biomass
facilities, particularly during the shake-out period.  While fuel
is abundant today, the lack of a fuel cost adjuster is problematic
for a long-term financing is likely to lead to margin compression
during periods of time over the life of the PPAs.

GRP will enjoy environmental support in the form of a legislatively
approved renewable portfolio standard (RPS) in North Carolina,
whereby Duke Energy Progress must purchase a substantial amount of
renewable energy credits (RECs) in the state.  These RECs will be
both electricity generation-based RECs (poultry-derived generation)
and thermal-based RECs.  As such, GRP's cash flow will benefit from
poultry and thermal REC sales on top of its energy sales assuming
consistent and sustained operating performance.  Moody's notes
however that the thermal RECs are expected to constitute a
meaningful portion of revenue but final terms of the RECs have not
been completed with Duke Progress Energy.  As such, this remains an
uncertain rating factor.  Moody's understands GRP is in final
negotiation with Duke Progress Energy at this time and expect
resolution to occur in the next several weeks.  Finally, as an
additional source of meaningful revenue, the Lumberton facility has
a long-term contract to provide wood-chips as the fuel-supplier to
a biomass facility in Ireland for the benefit of Veolia Ireland
Plc.

Expected Financial Performance

Financial metrics appear robust based on sensitivities considered
by Moody's that seek to capture contractual imperfections, fuel
supply risk and limited operating track record, GRP's key financial
metrics result in a three-year average debt service coverage ratio
(DSCR) of 3.5x and funds from operations to debt (FFO/Debt) ratio
of nearly 18%.  These financial metrics, while strong for the Ba
rating category, are based on run-rate cash flow after construction
is completed at both plants, which is currently anticipated to
occur by mid-2017, and considers only a 1% amortization when
calculating DSCR.  Debt amortization is anticipated to occur
through a 75% cash sweep.  Any delays in completing construction,
including those associated with plant re-location, along with
delays in securing permits will weaken cash flows during mid-2017
and further heighten refinancing risk at the maturity of the notes.
That said, the presence of long-term contracts meaningfully
mitigates refinancing risk.

Structural Considerations

Lenders benefit from certain project finance features including
separateness provisions, a trustee administered cash flow of
accounts and a cash-funded debt service reserve initially funded at
twelve-months interest during construction and a $2 million
operating and maintenance reserve.  This will step-up to 12 months
principal and interest at construction completion.  The sponsor has
committed to providing an additional $10 million in equity support
and has further personally backstopped a $25 million revolving
credit facility that will be subordinate to the Notes. Finally, the
project benefits from a $10 million initial revolver that is senior
to the notes.  In aggregate, the project will have $45 million in
additional liquidity that can be drawn during construction to
ensure project completion.  This liquidity support meaningfully
mitigates the execution risk noted earlier.

In addition, GRP has pledged additional assets to the collateral
package.  While not yet operating, the prospective 58MW Madison
facility, also a biomass facility, has a long-term PPA nearing
execution with Georgia Power and provides incremental collateral
value to noteholders.

The project incorporates a debt incurrence test subject to a 2.5x
fixed charge coverage ratio (FCCR).  Some of the terms of the
financing are covenant light for a project financing as GRP may
also sell and acquire assets with no requirement to use sale
proceeds to pay down debt until after 360 days and may acquire
assets with additional debt, subject to the 2.5x FCCR test.  The
terms of the financing require the project to sweep 75% of excess
cash flow.  Also, the project must achieve a 2.5x FCCR, not be in
default, and fully fund all reserve accounts in order to pay a
dividend.

The rating also considers the knowledge and expertise of the
ultimate sponsor, Raymon Bean, who owns GRP through his wholly
owned companies in which he owns 100% of the equity interests.
Mr. Bean has extensive experience in the energy sector including,
oil drilling, oil field services, and various coal operations. GRP,
through its 100% owner, GreenFuels Energy, which is 100% owned by
Mr. Bean, has already provided $60 million in equity support for
GRP, a positive.  At the same time, Moody's recognizes his
affiliate companies have a limited track record building and owning
power plants of this type.

The stable outlook considers Moody's view that GRP will receive the
necessary permits in a timely fashion such that the existing PPAs
remain in force, that the plants will be constructed on time and
on-budget and that steady state operations will commence by May
2017 for both facilities.

Upward pressure on the rating is unlikely during construction given
the level of execution required to arrive at steady state
operations.  Achieving timely commercial operations; demonstrating
DSCRs above 3.5x; or FFO/Debt metrics above 20% on a sustained
basis would warrant upward rating pressure.

The rating could face downward rating pressure if construction and
or permitting delays impact the plants ability to achieve
commercial operation by May 2017.  Once operational, the rating
could face downward pressure if operational problems lowers
capacity levels or raises operating costs such that DSCRs are
consistently below 2.0x or FFO/Debt metrics are below 12%.  Failure
to timely receive required permits for either facility could also
result in negative rating pressure.

We issue provisional ratings in advance of the executed final
documentation and these ratings reflect our preliminary credit
opinion regarding the proposed transaction.  Upon a conclusive
review of the final documentation, Moody's will assign definitive
ratings.  A definitive rating may differ from a provisional rating
if there are material changes to the information and documents
reviewed to date.

GRP LLC owns four generating assets, all of which will be
contributed as collateral to lenders under this note issuance,
consisting of the 35MW Lumberton facility, 79MW Franklin facility,
the 58MW Madison facility and the 35MW Elizabethtown facility.  The
Lumberton and Franklin facilities currently have long-term PPAs
with investment grade off-takers and GRP currently owns and
controls an additional 58 MWs of electric generation capacity under
contract with the Georgia Power Company at the proxy unit price via
three separate PPAs.  GRP is awaiting consolidation approval of
these three PPAs into one PPA by the Georgia PSC, which will be
deployed at the Madison plant.  GRP LLC is owned by GreenFuels
Energy which in turn is 100% owned by Raymon Bean.

The principal methodology used in this rating was Power Generation
Projects published in December 2012.



GOLDEN COUNTY: Seeks to Reject Union's CBA to Consummate Sale
-------------------------------------------------------------
Golden County Foods, Inc. and its affiliated debtors seek authority
from the U.S. Bankruptcy Court for the District of Delaware to
reject a collective bargaining agreement with the United Food and
Commercial Workers, Local 1473, and to terminate all associated
pension obligations.

Tyler D. Semmelman, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware, tells the Court that under the asset purchase
agreement with Monogram Appetizers, LLC, rejection of the CBA and
associated pension obligations is a condition precedent to the
sale.  He asserts that the Debtors' business is not viable unless
the CBA is rejected and the Debtors have received no other binding
offers for the purchase of their assets and no party has agreed to
assume the CBA as part of a sale.  Accordingly, Mr. Semmelman
asserts, the CBA must be terminated in order to consummate the sale
to Monogram and avoid liquidation.

The Debtors have offered to (i) continue to pay all postpetition
wages and benefits in full in the ordinary course of business, (ii)
pay all employees an amount equal to the value of the employees'
accrued but unused paid time off, including vacation, sick leave,
and personal days, as of the date of the closing of a sale
transaction, whether to Monogram or another purchaser, and (iii)
pay the Union $100,000 to be used by the Union for the benefit of
its members.  Mr. Semmelman says the Union has not yet accepted the
Debtors' offer or made a counterproposal.

The Debtors are represented by:

          Mark D. Collins, Esq.
          Paul N. Heath, Esq.
          Tyler D. Semmelman, Esq.
          Joseph C. Barsalona II, Esq.
          RICHARDS, LAYTON & FINGER, P.A.
          One Rodney Square
          920 North King Street
          Wilmington, Delaware 19801
          Telephone: (302)651-7700
          Facsimile: (302)651-7701
          Email: collins@rlf.com
                 heath@rlf.com
                 semmelman@rlf.com
                 barsalona@rlf.com
          
             -- and --

          Patrick J. Neligan, Jr., Esq.
          John D. Gaither, Esq.
          NELIGAN FOLEY LLP
          325 N. St. Paul, Suite 3600
          Dallas, Texas 75201
          Telephone: (214)840-5300
          Facsimile: (214)840-5301
          Email: pneligan@neliganlaw.com
                 jgaither@neliganlaw.com
       
                  About Golden County Foods

Golden County and its affiliates GCF Franchisee, Inc., and
GCF
Holdings II, Inc. filed separate Chapter 11 bankruptcy
petitions
(Bankr. D. Del. Case Nos. 15-11062 to 15-11064) on May
15, 2015. 



Mark D. Collins, Esq., and Tyler D. Semmelman, Esq., at
Richards,
Layton & Finger, P.A., represent the Debtor in their
restructuring
effort.  The Debtors also hired Neligan Foley LLP
as local
counsel.



The Debtors estimated assets and debts at $10 million to
$50
million. 



The U.S. Trustee for Region 3 appointed seven creditors to serve
on
the Official Committee of Unsecured Creditors.



GRIDWAY ENERGY: Judge Extends Deadline to Remove Suits to Oct. 5
----------------------------------------------------------------
U.S. Bankruptcy Judge Christopher Sontchi has given Gridway Energy
Holdings Inc. until Oct. 5, 2015, to file notices of removal of
lawsuits involving the company and its affiliates.

                       About Gridway Energy

Gridway Energy Holdings, Inc., and its affiliates, including
Glacial Energy Holdings -- providers of electricity and natural gas
in markets that have been restructured to permit retail competition
-- sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead
Case No. 14-10833) on April 10, 2014.

The Debtors have 200,000 electric residential customers and 55,000
gash residential customers across the U.S.  A large portion of the
customers' energy consumption and revenue is generated in the
northeast U.S., Ohio, Illinois and Texas (collectively accounting
for 80% of revenue), with the remaining portion coming from
California and other states.

The Debtors blamed the bankruptcy due to lower revenue brought by
increased market competition, which caused the Debtors to default
on certain of their obligations.  Gridway defaulted on $60 million
of debt.

Prepetition, the Debtors negotiated a stock purchase transaction
with an interested buyer.  But in March 2014, the purchaser
withdrew from the transaction because of the large amount of debt
that the purchaser would become liable through a stock
transaction.

The Debtors are represented by Michael R. Nestor, Esq., Joseph M.
Barry, Esq., and Donald J. Bowman, Jr., Esq., at Young Conaway
Stargatt & Taylor, LLP; and Alan M. Noskow, Esq., and Mark A.
Salzberg, Esq., at Patton Boggs LLP.  They employed Omni Management
Group, LLC, as claims and notice agent.

Gridway Energy estimated assets of $500 million to $1 billion and
debt of more than $1 billion.

The Creditors' Committee is represented by Sharon Levine, Esq., and
Philip J. Gross, Esq., at Lowenstein Sandler LLP; and Frederick B.
Rosner, Esq., and Julia B. Klein, Esq., at The Rosner Law Group
LLC.

Vantage is represented in the case by Ingrid Bagby, Esq., David E.
Kronenberg, Esq., Kenneth Irvin, Esq., and Karen Dewis, Esq., at
Cadwalader, Wickersham & Taft LLP, and Jason M. Madron, Esq., at
Richards, Layton & Finger, P.A.


GT ADVANCED: Commences Solicitations for DIP Loan Facility Bids
---------------------------------------------------------------
GT Advanced Technologies Inc. on July 9 announced the commencement
of a process to solicit participation in a proposed
debtor-in-possession term loan facility by eligible holders of the
Company's previously issued convertible notes (the "Convertible
Notes").  The solicitation process is being conducted in connection
with an amended and restated commitment letter, dated July 2, 2015
between the Company and certain holders of the Convertible Notes
(the "Commitment Letter").  The Company was authorized to undertake
the solicitation process pursuant to an order of the Bankruptcy
Court entered on April 2, 2015.

The Company anticipates that the DIP Loan Facility will provide for
loans in an initial aggregate principal amount of $95.0 million,
and will permit a letter of credit facility providing for the
issuance of letters of credit with the aggregate face amounts
outstanding not to exceed $15.0 million.

The opportunity to participate in the DIP Loan Facility is limited
to those holders of the Company's Convertible Notes as of March 13,
2015 that are (i) qualified institutional buyers, as such term is
defined in Rule 144A under the Securities Act of 1933, as amended
(the "Securities Act"), (ii) institutional accredited investors
within the meaning of Rule 501(a)(1), (2), (3) or (7) under the
Securities Act or (iii) an entity in which all of the equity
investors are such institutional accredited investors.  The
opportunity to participate expires at 5:00 p.m., New York City
time, on July 17, 2015 (unless extended).  Eligible holders can
contact Kurtzman Carson Consultants by telephone at (917) 281-4800,
or by e-mail at GTATInfo@kccllc.com, for more information.

The Company anticipates using the proceeds of the DIP Facility to
fund working capital requirements, pay costs, fees and expenses
incurred in connection with the DIP Loan Facility and the
transactions contemplated thereby and pay other costs and expenses
with respect to the administration of the Company's and certain of
its subsidiaries' Chapter 11 cases.

                        About GT Advanced

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; Eisner Amper 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.


GUN STORE: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: The Gun Store, Inc.
        2900 E. Tropicana Ave
        Las Vegas, NV 89121

Case No.: 15-13989

Chapter 11 Petition Date: July 9, 2015

Court: United States Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Hon. August B. Landis

Debtor's Counsel: Richard E Hawkins, Esq.
                  HAWKINS, BOLEY AND ALDABBAGH
                  3143 Industrial Rd.
                  Las Vegas, NV 89109
                  Tel: (702) 435-3333
                  Email: dochawk@hbaLawFirm.com

Total Assets: $0

Total Liabilities: $4.2 million

The petition was signed by Robert M. Irwin, president.

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

A copy of the petition is available at:

          http://bankrupt.com/misc/nvb15-13989.pdf


HART OIL: Court Dismisses Most Claims in Suit vs. Secured Lender
----------------------------------------------------------------
Judge David T. Thuma of the United States Bankruptcy Court for the
District of New Mexico dismissed most of the claims in the
adversary proceeding captioned MARILYN M. SMELCER, Plaintiff, v.
CITIZENS BANK OF KILGORE, Defendant, Adv. No. 14-01138 T (D.N.M.),
because they were not reserved in the confirmed plan of
liquidation.

Prepetition, defendant Citizens Bank of Kilgore was Debtor Hart Oil
& Gas, Inc.'s main secured lender, having loaned the Debtor
$1,000,000.  The claims at issue arise from alleged Bank conduct
that occurred prepetition.  The Bank's secured claim was not listed
as disputed, contingent, or unliquidated on the Debtor's bankruptcy
schedules.  The Debtor's schedules do not list any claims against
the Bank.  The Bank filed a proof of claim on March 14, 2013,
asserting a secured claim of $1,028,622.  No party ever objected to
the proof of claim.

Before the case was filed, the Bank had reached a tentative
agreement to sell its secured claim to Palo Petroleum, Inc.  The
sale was interrupted by the bankruptcy filing.  The Bank disclosed
the potential sale at the beginning of the case.  On the petition
date, the Debtor was in poor financial and operating condition.
The lessor of Debtor's oil and gas property was unhappy with Debtor
because of environmental problems at the field and general sloppy
operations.  The local electric utility had disconnected service,
which was a major problem for oil production.  The Bank was
concerned about its loan and its collateral.  The Court approved a
change in the operator of Debtor's oil and gas field on or about
March 19, 2013.  On June 24, 2013, the Court appointed a Chapter 11
Trustee.  Between the new operator and the trustee, the estate's
assets and operations were stabilized to a considerable extent.
The Plaintiff and the Bank apparently tried to negotiate the amount
of the Bank's secured claim, an issue made more pressing by the low
sales price.  The negotiations fell apart, whereupon the Bank filed
a motion under Section 506(b) of the Bankruptcy Code to determine
the amount of its secured claim, while the Plaintiff commenced the
adversary proceeding.

On March 20, 2015, the Plaintiff filed a Second Amended Complaint
asserting equitable subordination, lien avoidance under Section
544(a), claim objection, surcharge, equitable marshalling, and 14
state law lender liability claims.  The complaint accuses the Bank
of, inter alia, entering into a conspiracy with a convicted felon
to cripple Debtor's oil production and force a cheap sale of
Debtor's assets to Palo, whose president is a close friend of the
Bank's owner and President.  If all of the allegations in the
complaint are true, the claims could have substantial value.  At
the final hearing on the Bank's motion to dismiss, the Plaintiff's
counsel estimated that the claims against the Bank were worth $3.5
Million.  If true, the claims would exceed the value of the oil and
gas leases by 67%.

Judge Thuma granted in part and denied in part the Defendant's
motion to dismiss all claims, finding that the Plaintiff's
equitable subordination, surcharge, and lender liability claims
against the Bank are the type of litigation that must be
specifically, even conspicuously, reserved and disclosed in a plan.
That was not done here, so the claims were not reserved.  Counts
XVI, XVII, and XIX, on the other hand, were sufficiently reserved
and won't be dismissed, pending the outcome of the Extension
Motion.  Further, the Court concludes that, under the "related
to/close nexus" test, it has jurisdiction to hear the claims.
First, the claims are intertwined with allowance and payment of the
Bank's secured claim.  Five of the 20 claims asserted in the
complaint directly attack the Bank's secured claim.  The remaining
claims are asserted, at least in part, as offsets to the Bank's
claim.  It would make no sense for the Court to hear an objection
to the Bank's claim without hearing all related claims; there would
be too much overlap in the evidence.  The Court also concludes that
the Plan did not reserve, in part because the Disclosure Statement
gave no notice of, the State Law Claims.  These are the heart of
Plaintiff's lender liability counterclaims.  The language
purporting to reserve the claims is broad.

The bankruptcy case is In re: HART OIL & GAS, INC., Debtor, Case
No.: 12-13558 T11 (D.N.M.).

A full-text copy of Judge Thuma's Memorandum Opinion dated July 2,
2015, is available at http://is.gd/xkSrO9from Leagle.com.

                        About Hart Oil

Hart Oil & Gas, Inc., based in Austin, Texas, filed for Chapter 11
(Bankr. D.N.M. Case No. 12-13558) on Sept. 25, 2012.  Judge Robert
H. Jacobvitz was first assigned to the case.

William F. Davis, Esq. -- daviswf@nmbankruptcy.com -- at William F.
Davis & Associates, P.C., serves as the Debtor's counsel.

In its petition, the Debtor estimated $100,001 to $500,000 in
assets, and $1 million to $10 million in debts.  

A list of the Company's 20 largest unsecured creditors filed with
the petition is available for free at
http://bankrupt.com/misc/nmb12-13558.pdf.The petition was signed
by Andrew Brian Saied, president.


HEPAR BIOSCIENCE: Committee Justifies Retention of Duff & Phelps
----------------------------------------------------------------
Northwest Bank filed an objection to the application of the
Official Committee of Unsecured Creditors in the Chapter 11 case of
Hepar Bioscience, LLC, to retain Duff & Phelps as valuation
advisor.

Northwest Bank raised issues with respect to, among other things,
the proposed compensation of Duff & Phelps:

   * The Committee has proposed that the Debtor pay the firm a non
refundable fee of $50,000.  It is not clear whether the Debtor's
payment of the fees will be coming from the Debtor's cash
collateral account which is subject to the Bank's postpetition
perfected security interest.

   * The Committee has proposed that the firm be paid additional
fees at its standard hourly rates.  Nowhere in the Engagement
Letter is there any statement of what the standard hourly rates are
for Duff & Phelps.

   * The Committee has proposed that the Debtor pay Duff & Phelps
reasonable and documented out-of-pocket expenses.  The Bank asserts
that the firm should not be entitled to charge carte blanche for
first-class travel; computer charges and long-distance telephone
calls should be part of its overhead; and attorney fees should not
be permitted without a showing that an attorney is necessary for it
to employ.

Northwest Bank also said that it should be granted a lien on titled
vehicles and the livestock to the extent of the payments made by
the Debtor to Duff & Phelps under the Engagement Letter.

The U.S. Trustee, however, filed an objection to the Bank's
proposal.  The U.S. Trustee points out the Bank provides no Code or
case law in support of its proposition that the Committee's
employment of a professional entitles it to receive security in
estate assets not previously subject to its security interest.

Following the U.S. Trustee's objection, Northwest Bank withdrew
from its objection its request that it should be granted a lien on
titled vehicles and livestock.  In all other particulars, the
Bank's objection remains unchanged.

In response to Northwest Bank's outstanding objection, the
Creditors Committee explained that the caption in the application
that the Committee is retaining the firm nunc pro tunc to April 23,
2015, contains a typographical error.  The Committee clarifies that
it is retaining the firm nunc pro tunc to May 20, 2015.

The Committee also explained that in the event the firm is called
upon following preparation of its valuation report to support its
findings, for example, in deposition or other testimony, then Duff
& Pheps will be paid for such time at its standard hourly rates
which are as follows:

                              Hourly Rate
                              -----------
        Managing Director       $1,030
        Director                  $930
        Vice President            $740
        Associate                 $560
        Analyst                   $390
        SA/Admin                  $160

With respect to the reimbursement of the firm's expenses, the
Committee says the bank's objection is premature.  It points out
that such reimbursement is subject to an application for
compensation under Rule 2016 and review and approval by the Court.

The Committee agrees that Duff & Phelps can provide a copy of the
valuation report simultaneously with the submission of the rpeort
to the Committee.

In its application, the Committee said that Duff & Phelps will,
among other things:

   1. review and analyze the Debtor's operations, financial
condition, cash flows, business plan, strategy, and operating
forecasts; and

   2. determine a theoretical range of value for the Debtor on a
going concern basis, which will be delivered by Duff & Phelps in
the form of a board-book-style report.

Northwest Bank is represented by:

         Roger W. Damgaard, Esq.
         WOODS, FULLER, SHULTZ & SMITH P.C.
         300 South Phillips Avenue, Suite 300
         P.O. Box 5027
         Sioux Falls, SD 57117-5027
         Tel: (605) 336-3890
         Fax: (605) 339-3357
         E-mail: Roger.Damgaard@woodsfuller.com

         G. Mark Rice, Esq.
         WHITFIELD & EDDY, P.L.C.
         317 6th Avenue, Suite 1200
         Des Moines, IA 50309
         Tel: (515) 288-6041
         Fax: (515) 246-1474
         E-mail: rice@whitfieldlaw.com

                      About Hepar BioScience

Jefferson, South Dakota-based Hepar BioScience LLC in the business
of receiving porcine (pork) by-products (concentrated peptone, a
functional pork protein and animal fat) and other meat by-products
that are primarily used in the porcine animal nutrition feed
industry (concentrated porcine peptone) and biodiesel or animal
feed business (animal fat).

The Company filed a Chapter 11 bankruptcy petition (Bankr. D. S.D.
Case No. 15-40057) on Feb. 20, 2015.  

Bankruptcy Judge Charles L. Nail, Jr., presides over the case.
Clair R. Gerry, Esq., at Gerry & Kulm Ask, Prof. LLC, represents
the Debtor in its restructuring effort.  The Debtor disclosed
$11,987,018 in assets and $22,243,151 in liabilities as of the
chapter 11 filing.

The U.S. Trustee for Region 12 appointed a five-member Official
Committee of Unsecured Creditors.  The Committee tapped James S.
Simko of Cadwell, Sanford, Deibert & Garry, LLP as its counsel, and
Duff & Phelps Securities, LLC as its valuation advisor.



HOLY HILL: Judge Extends Deadline to Remove Suits to Aug. 31
------------------------------------------------------------
U.S. Bankruptcy Judge Julia Brand has given the bankruptcy trustee
of Holy Hill Community Church until Aug. 31, 2015, to file notices
of removal of lawsuits involving the church.

                          About Holy Hill

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

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

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


HOME LOAN: Ch. 7 Trustee's Bid to Disgorge Atty Fees Denied
-----------------------------------------------------------
Judge Arthur S. Weissbrodt of the United States Bankruptcy Court
for the North District of California denied the motion filed by
Fred Hjelmeset, the Chapter 7 trustee for Home Loan Service
Corporation, for disgorgement of $10,500 in interim attorney's fees
paid to the Debtor's former chapter 11 counsel, David Levin.

Judge Weissbrodt Court found that the Trustee has not convinced the
Court that it has the authority to disgorge the interim fees of
$10,500 paid to Mr. Levin.  According to Judge Weissbrodt, even if
the Court has the discretion to order a disgorgement, the Court
declines to do so here as it remains to be seen whether the Chapter
7 is, in fact, administratively insolvent.  For this reason, the
request for disgorgement is premature and the Trustee has not
discussed how or why the Court should exercise its discretion to
disgorge Mr. Levin's fees on the current record.  At this juncture,
given the equities present in the case, the Court would not
disgorge Mr. Levin's fees, because the fees were approved long
before the conversion to Chapter 7; Mr. Levin actually earned the
fees which have already been paid; Mr. Levin will not be paid in
full for all of the fees which he in fact earned; and the Trustee
has made no argument that the equities favor disgorgement.

The case is In re HOME LOAN SERVICE CORPORATION, Chapter 7, Debtor,
Case No. 12-50247-ASW, (Bankr. N.D. Ca.).

A full-text copy of Judge Weissbrodt's Memorandum Decision dated
July 1, 2015, is available at http://is.gd/kEwX5ofrom Leagle.com.

Home Loan Service Corporation, d/b/a California Home Loans, sought
protection under Chapter 11 of the Bankruptcy Code on Jan. 12, 2012
(Bankr. N.D. Calif., Case No. 12-50247).  The case was converted to
Chapter 7 on June 2, 2014, at the request of the U.S. Trustee for
lack of an ability to reorganize and for the Debtor's failure to
keep current with monthly operating reports.


HORIZON LINES: Pioneer Global No Longer Owns Class A Shares
-----------------------------------------------------------
Pioneer Global Asset Management S.p.A. and Pioneer Investment
Management, Inc. disclosed in an amended Schedule 13G filed with
the Securities and Exchange Commission that as of June 30, 2015,
they ceased to beneficially own shares Class A common stock of
Horizon Lines, Inc.  Pioneer Global Asset Management previously
held 9,761,932 Class A shares as of Dec. 31, 2014.  A copy of the
regulatory filing is available at http://is.gd/Rv0v8F

                        About Horizon Lines

Horizon Lines, Inc., is a domestic ocean shipping company and the
only ocean cargo carrier serving all three noncontiguous domestic
markets of Alaska, Hawaii and Puerto Rico from the continental
United States.  The company owns a fleet of 13 fully Jones Act
qualified vessels and operates five port terminals in Alaska,
Hawaii and Puerto Rico.  A trusted partner for many of the
nation's leading retailers, manufacturers and U.S. government
agencies, Horizon Lines provides reliable transportation services
that leverage its unique combination of ocean transportation and
inland distribution capabilities to deliver goods that are vital
to the prosperity of the markets it serves.  The company is based
in Charlotte, NC, and its stock trades on the over-the-counter
market under the symbol HRZL.

Horizon Lines reported a net loss of $94.6 million for the year
ended Dec. 21, 2014, compared to a net loss of $31.9 million for
the year ended Dec. 22, 2013.

As of March 22, 2015, the Company had $542 million in total assets,
$711 million in total liabilities, and a $169 million total
stockholders' deficiency.

                           *     *     *

As reported by the TCR on June 8, 2015, Moody's Investors Service
has withdrawn the ratings it had assigned to Horizon Lines, Inc.,
including the Caa2 Corporate Family, the Caa2-PD Probability of
Default and SGL-4 Speculative Grade Liquidity ratings.
The rating withdrawals follow the completion of the previously
announced sale of Horizon to Matson, Inc. (not rated) valued at
$469 million.  Matson repaid all of the outstanding debt of Horizon
concurrently with the closing of the acquisition.


HOVNANIAN ENTERPRISES: VP Finance & Treasurer Valiaveedan Quits
---------------------------------------------------------------
David G. Valiaveedan, vice president-finance and treasurer of
Hovnanian Enterprises, Inc., notified the Company that he intends
to resign effective July 31, 2015, to pursue a residential
investment career opportunity.

David L. Bachstetter was appointed treasurer of the Company,
effective July 31, 2015.  Mr. Bachstetter will continue to hold his
current position of vice president-finance.  

Mr. Bachstetter, age 39, joined the Company as vice
president-finance in March 2011.  Prior to joining the Company, Mr.
Bachstetter served as vice president, Investment Banking, at
Barclays Capital, and was an Associate, Investment Banking, for
Lehman Brothers.  Mr. Bachstetter holds a B.S. in Business
Administration from Villanova University and an M.B.A. from the
University of North Carolina at Chapel Hill Kenan-Flagler Business
School.

                     About Hovnanian Enterprises

Red Bank, New Jersey-based Hovnanian Enterprises, Inc. (NYSE: HOV)
-- http://www.khov.com/-- founded in 1959 by Kevork S. Hovnanian,
is one of the nation's largest homebuilders with operations in
Arizona, California, Delaware, Florida, Georgia, Illinois,
Kentucky, Maryland, Minnesota, New Jersey, New York, North
Carolina, Ohio, Pennsylvania, South Carolina, Texas, Virginia and
West Virginia.  The Company's homes are marketed and sold under
the trade names K. Hovnanian Homes, Matzel & Mumford, Brighton
Homes, Parkwood Builders, Town & Country Homes, Oster Homes and
CraftBuilt Homes.  As the developer of K. Hovnanian's Four Seasons
communities, the Company is also one of the nation's largest
builders of active adult homes.

As of April 30, 2015, the Company had $2.50 billion in total
assets, $2.60 billion in total liabilities and a $146 million total
stockholders' deficit.

                           *     *     *

As reported by the Troubled Company Reporter on April 25, 2013,
Standard & Poor's Ratings Services said it raised its corporate
credit rating on Hovnanian Enterprises Inc. to 'B-' from 'CCC+'.
"The upgrade reflects strengthening operating performance
supported by the broader recovery in the housing market that, we
believe, should support modest profitability in 2013," said
Standard & Poor's credit analyst George Skoufis.

In the Dec. 9, 2013, edition of the TCR, Fitch Ratings upgraded
the Issuer Default Rating (IDR) of Hovnanian Enterprises to 'B-'
from 'CCC'.  The upgrade and the Stable Outlook reflects HOV's
operating performance year-to-date (YTD), adequate liquidity
position, and moderately better prospects for the housing sector
during the remainder of this year and in 2014.

The TCR reported on Jan. 9, 2014, that Moody's Investors Service
raised the Corporate Family Rating of Hovnanian Enterprises, Inc.,
to B3 from Caa1.  The upgrade of the Corporate Family Rating to B3
reflects Hovnanian's improved financial performance including
improvement in interest coverage to slightly above 1x and finally
turning net income positive for the fiscal year 2013.


INTERFACE SECURITY: S&P Affirms 'B-' CCR & Revises Outlook to Neg.
------------------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'B-'
corporate credit rating on Earth City, Mo.-based Interface Security
Systems Holdings Inc. (Interface) and revised the rating outlook to
negative from stable.

At the same time, S&P affirmed its 'B-' issue-level rating on the
company's $230 million senior secured notes due 2018, with a
recovery rating of '4', indicating that lenders could expect
average (30% to 50%; in the upper half of the range) recovery in
the event of a payment default.  S&P also affirmed its 'CCC'
issue-level rating on Interface Master Holdings Inc.'s $115 million
senior unsecured notes due 2018, with a recovery rating of '6',
indicating that lenders could expect negligible (0% to 10%)
recovery in the event of a payment default.

"Interface has focused on growing its commercial business following
the divestiture of the majority of its residential subscriber
accounts in early 2014," said Standard & Poor's credit analyst
Kenneth Fleming.

In particular, the company has added a significant amount of RMR
over the last year through a Family Dollar contract.  Interface
funded the rollout of the Family Dollar contract with proceeds from
the sale of $115 million in notes by Interface Master Holdings Inc.
Recently, Interface announced another significant contract with a
national special retailer of beauty products.  The company will use
a portion of the proceeds from the recent sale of $67 million in
notes by Interface Grand Master Holdings Inc. to fund the
deployment of this new contract.

These contracts should benefit Interface's operations in the coming
years but projected leverage will remain very high, at about 17x,
for the year ending Dec. 31, 2015.  For all alarm monitoring
companies, S&P's adjusted EBITDA includes projected costs necessary
to replace subscribers lost to annual attrition. Additionally,
Interface's adjusted debt includes $163 million in preferred
equity.  Excluding this preferred equity, S&P estimates leverage
would be around 13x at year-end 2015.  S&P's assessment of
Interface's financial risk profile remains "highly leveraged."

The negative outlook reflects Interface's very high adjusted
leverage, significant expenditures to grow its subscriber base, and
weak cash flow from operations.

S&P could lower the rating in the near term if cash flow from
operations does not improve significantly, if delays or costs to
implement the new contract prove to be greater than anticipated
pressuring liquidity, or if its revolving facility covenant
headroom declines to below 15% on a sustained basis.

S&P could revise the outlook to stable if the company can
demonstrate sufficient cash flow from operations to support its
debt while maintaining adequate liquidity.



JOE'S JEANS: Board Approves Amended Bylaws
------------------------------------------
Joe's Jeans Inc.'s board of directors approved and adopted the
Amended and Restated Bylaws of the Company, which amend and restate
the provisions of the Company's existing bylaws in their entirety.
The Amended and Restated Bylaws provide, among other things, that:

   (i) to bring any business before an annual meeting, a
       stockholder must give the Secretary of the Company written
       notice no later than the close of business on the 90th day
       and no earlier than the opening of business on the 120th
       day before the anniversary of the preceding annual
       stockholder's meeting; provided, however, that if the
       annual meeting is set more than 30 days earlier or more
       than 60 days later than such anniversary date, notice by
       the stockholder must be received no earlier than the
       opening of business on the 120th day before the meeting and
       no later than the later of the close of business on the
       90th day before the meeting or the close of business on the
       10th day following public disclosure of the date of the
       annual meeting.  Notwithstanding the previous sentence, for
       purposes of determining whether a stockholder's notice
       shall have been received in a timely manner for the annual
       meeting of stockholders in 2015, to be timely, a
       stockholder's notice must have been received not later than
       the close of business on Aug. 15, 2015, nor earlier than
       the opening of business on July 15, 2015.  Any stockholder
       proposal will be deemed to have satisfied the advance
       notice requirements if the stockholder has notified the
       Company of their intention to present a proposal at an
       annual meeting in compliance with Rule 14a-8 of the
       Securities Exchange Act of 1934, as amended, and such
       stockholder's proposal has been included in the Company's
       proxy statement;

  (ii) any action required or permitted to be taken by the
       stockholders of the Company must be effected at a duly
       called annual or special meeting of the stockholders and
       may not be effected by written consent in lieu of meeting;

(iii) the Company will, to the fullest extent permitted by law,
       indemnify the Company's current and former directors and
       officers against all liability incurred in connection with
       any threatened, pending or completed proceeding; provided,
       however, that an eligible director or officer will be
       indemnified by the Company in connection with a proceeding
       initiated by such person only if the proceeding was
       authorized by the Board;

  (iv) the Court of Chancery of the State of Delaware (or, if the
       Court of Chancery does not have jurisdiction, the federal
       district court for the District of Delaware) shall be the
       sole and exclusive forum for certain actions brought on
       behalf of or against the Company, unless the Company
       consents in writing to an alternative forum.

                          About Joe's Jeans

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

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

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

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

As of Feb. 28, 2015, Joe's Jeans had $185 million in total assets,
$165 million in total liabilities and $20 million in total
stockholders' equity.

The Troubled Company Reporter, on June 9, 2015, reported that Joe's
Jeans on June 4 disclosed that the Company received a letter on May
29, 2015, from The Nasdaq Stock Market indicating that the Company
had received an additional 180 days, or until November 23, 2015, to
regain compliance with Nasdaq Listing Rule 5550(a)(2) by
maintaining a closing bid price per share of its common stock at
$1.00 per share or more for a minimum of 10 consecutive trading
days.


JOE'S JEANS: Signs Employment Agreement with CFO
------------------------------------------------
Joe's Jeans Inc. entered into an employment agreement with Hamish
Sandhu, 52, as chief financial officer of the Company effective
July 2, 2015, with an initial term of one year.  Mr. Sandhu has
been serving as the Company's chief financial officer since August
2007 under an employment at-will arrangement.

Under the terms of the Employment Agreement, Mr. Sandhu will
receive an initial base salary of $325,000, and that amount will be
reviewed by the Compensation Committee of the Board of Directors of
the Company at least annually, provided that the base salary may
not be decreased during Mr. Sandhu's term of employment.  In
addition to his base salary, Mr. Sandhu will be eligible to receive
an annual discretionary cash and equity bonus of not less than 10%
of his base salary, based upon the achievement of financial and
other performance criteria as established in advance by the
Compensation Committee, and with respect to the 2015 fiscal year.
The Employment Agreement automatically renews for additional one
year periods if neither the Company nor Mr. Sandhu provide 90 days'
advanced notice of non-renewal prior to the end of the term.

The Employment Agreement also contains exclusivity, non-compete and
non-solicitation covenants generally prohibiting Mr. Sandhu from
providing services to a competitor during the term of his
employment or soliciting employees during the term of his
employment and for 12 months following his termination of
employment.  In addition, the Employment Agreement mandates that
Mr. Sandhu's confidentiality obligations continue even after his
termination of employment.



                         About Joe's Jeans

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

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

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

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

As of Feb. 28, 2015, Joe's Jeans had $185 million in total assets,
$165 million in total liabilities and $20 million in total
stockholders' equity.

The Troubled Company Reporter, on June 9, 2015, reported that Joe's
Jeans received a letter on May 29, 2015, from The Nasdaq Stock
Market indicating that the Company had received an additional 180
days, or until Nov. 23, 2015, to regain compliance with Nasdaq
Listing Rule 5550(a)(2) by maintaining a closing bid price per
share of its common stock at $1.00 per share or more for a minimum
of 10 consecutive trading days.


LAND O' LAKES: Fitch Assigns 'BB-' Rating on $200MM Pref. Stock
---------------------------------------------------------------
Fitch Ratings has assigned a 'BB-' rating to Land O' Lakes, Inc.'s
(LOL) new $200 million preferred stock.  The new securities rank
junior to senior debt and capital securities.  Fitch grants 50%
equity credit to LOL's preferred shares after considering the
junior ranking, no maturity date, the option to defer dividends,
and the cumulative coupon deferral.  Proceeds from the offering
will be used to refinance certain existing debt, to provide general
working capital, or for other general corporate purposes. The
Rating Outlook is Stable.

KEY RATING DRIVERS

Fitch considers LOL's proposed merger with United Suppliers Inc.
(United) as neutral-to-modestly positive to LOL's current ratings.
Fitch anticipates that the merger will be a two-step process, first
combining the two companies' seed and crop protection businesses,
and subsequently incorporating the crop nutrient business as sales
restrictions release over the next few years. Owner/member votes
that are required by both companies are scheduled in August 2015.
Fitch sees the transaction closing shortly thereafter in October.
LOL's ratings factor in equity financing for the transaction with
no material long-term debt or cash payments.

LOL's ratings reflect significant scale as the second largest U.S.
agricultural cooperative (co-op), consistent EBITDA growth and
reasonable credit metrics.  LOL's present operations are
diversified versus its agricultural peers, with Dairy Foods, Feed,
and Crop Inputs each accounting for approximately a third of its
revenue.  The pending transaction will bolster LOL's more
profitable Crop Inputs segment with the addition of United's crop
protection, seed and crop nutrients businesses which generated $2.6
billion in revenues in 2014.

The company's competitive market positioning is balanced with its
low single-digit EBITDA margins of approximately 3%, which Fitch
estimates will improve modestly over the forecast period when
combined with United's higher margins as well as stand-alone supply
chain efficiency and favorable product mix in dairy and feed.  The
co-op's long history since 1921, long-term relationships with its
grower/owners, as well as strong brands including Land O' Lakes,
Purina Animal Nutrition and WinField Solutions, support the
ratings.

LOL's capital structure consists of a $575 million secured credit
facility due March 2020, $150 million senior secured term loan due
August 2021, $325 million in 6.24%-6.77% senior secured private
placement notes due 2016 through 2021, $300 million 6.00% unsecured
notes due August 2022 and a $500 million receivables securitization
facility due March 2020.  There are also $200 million junior
subordinated capital securities due in March 2028 at Land O' Lakes
Capital Trust I.  Currently the credit facility, term loan and
private placement notes are secured by substantially all of the
material assets of LOL and its wholly owned domestic subsidiaries
(other than MoArk, LLC, LOL Finance Co., LOLFC, LLC (a subsidiary
of LOL Finance Co.) and LOL SPV, LLC).  The current ratings take
into account that the collateral is likely to be released in the
near term so the secured credit facility, term loan, and private
placement notes will become unsecured.

LOL is a Minnesota-based co-op originally incorporated to meet the
needs of dairy farmers in the Midwest.  The company has expanded
through mergers, acquisitions and joint ventures to a revenue base
of $15 billion and EBITDA per Fitch's calculation of approximately
$440 million in 2014.  Dairy members supply LOL's Dairy segment
with milk, cream, cheese and butter.  Ag members purchase
agricultural products, primarily feed, seed and crop protection
products.

As a co-op, high cash patronage payments of its net profits to
grower/owners leave LOL reliant on external sources of liquidity,
particularly during the period of heightened capex in the $250
million range annually during the next few years.  Fitch treats the
patronage payouts, estimated to continue at 60% of the prior year's
net income, as dividends.  LOL's debt agreements contain credit
enhancing restrictions that subordinate the majority of patronage
payments to debt payments.  However, there is a 20% allowed
patronage distribution to preserve the co-op's tax status. LOL's
effective income tax rate is substantially lower than the statutory
federal and state income tax rates as a result of the tax
deductibility of qualified patronage distributions made from net
income.  Fitch does not anticipate that the merger with United will
be dilutive or impact the payout to existing LOL equity holders who
will continue to be paid based upon their business generated with
the co-op.

LOL's leverage (total debt-to-EBITDA) was 2.6x, total adjusted
debt-to-EBITDAR was 3.6x and operating EBITDA/gross interest
expense was 6.6x for 2014.  Fitch's expects total debt/EBITDA will
be approximately flat in 2015 and then improve by approximately one
turn to the 1.5x range in 2016, assuming the co-op's next
significant maturity, a $155 million private placement note, is
repaid with cash on hand.  LOL's rent expense is significant at
approximately $100 million annually, but roughly 40% comprises
inventory storage fees for its crop inputs business that are very
short -term.

KEY ASSUMPTIONS

   -- Approximately 5% sales decline in 2015 mainly due to lower
      dairy prices, as well as the remaining MoArk sale.  Expect
      total volumes to be up approximately 1% over the next 24-36
      months with inter-period input cost volatility.

   -- Slight improvement in EBITDA in 2015 and CAGR of about 3%
      over forecast period; EBITDA margins in the low- to mid-3%
      range.

   -- Cash payout to members remains at the targeted 60% of prior
      year net income.  Free cash flow (FCF) margin in the range
      of +1 to-1% of sales after cash payout to members.

   -- Total debt/EBITDA flat at 2.6x in 2015 and potentially one
      turn lower in 2016 and beyond on anticipated debt paydown.

RATING SENSITIVITIES
A negative action could occur if there is a sustained weakness or
operating profit decline in one of LOL's key business segments, if
total debt-to-EBITDA is consistently greater than 3x, and FCF (cash
flow from operations less capex and dividends) after patronage
dividends remains negative for multiple years.  A Board commitment
to a patronage payout materially above 60%, which is currently
factored into Fitch's base case projections, could also support a
negative rating action.

A positive rating action could occur if LOL diversifies its
portfolio towards higher growth and higher margin categories, if
leverage is sustained below 2x, and the company consistently
generates positive FCF.  Fitch does not expect a positive rating
action in the near term due to the low- growth and low-margin
structure of its business segments.

LIQUIDITY

LOL's liquidity is ample at approximately $860 million at
March 31, 2015.  Liquidity includes $21 million cash and cash
equivalents, which varies seasonally, $552 million available on its
$575 million senior secured revolver and $287 million available on
its $500 million receivables facility.  Credit facility
availability was reduced by $23.5 million in letters of credit
(LOCs).  Seasonal working capital needs are highest during the
first and third quarters and trough-to-peak liquidity varies by
approximately $900 million.  Fitch estimates that annual FCF will
continue to be relatively flat on average, with FCF margins of +1%
to -1%.  Given the lack of materially positive FCF during most
years, LOL has historically relied on asset sale proceeds to reduce
debt.

FULL LIST OF RATINGS

Land O' Lakes, Inc. (LOL)

   -- Long-term Issuer Default Rating (IDR), 'BBB-';
   -- Senior Secured Credit Facility, 'BBB-';
   -- Senior Secured Term Loan, 'BBB-';
   -- Senior Secured Private Placement Notes, 'BBB-';
   -- Senior Unsecured Notes, 'BBB-';
   -- Preferred Stock, 'BB-'.

Land O' Lakes Capital Trust I

   -- Long-term IDR, 'BBB-';
   -- Jr. Subordinated Capital Securities, 'BB.'

The Rating Outlook is Stable.



LAND O'LAKES INC: S&P Assigns 'BB' Rating on $150MM Pref. Stock
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' rating to
Arden Hills, Minn.-based Land O'Lakes Inc.'s proposed 8% $150
million (final amount to be determined upon close) series A
cumulative redeemable preferred stock shares.  The preferred stock
will rank senior to the company's common stock, and will be given
50% equity treatment when calculating financial ratios, given the
security's subordination to other debt instruments but fixed nature
of its dividend.  The company will use proceeds of the share
issuance to pay down existing balances under the company's
revolving credit facility and receivables securitization facility,
and for general corporate purposes, including acquisitions and
strategic investments.

Although Land O'Lakes participates in the low-margin crop inputs
wholesaling and dairy processing industries, it benefits from a
diverse portfolio of businesses, good brand awareness, a strong
cooperative membership base, and leading market positions, which
S&P believes help offset some of the earnings volatility inherent
to the company's agricultural commodity businesses (particularly
dairy).  S&P expects the company to continue to grow earnings, in
part through acquisitions, and maintain debt to EBITDA in the
low-2x range and funds from operations to debt of 35% to 40% over
the next two years.  S&P also recognizes that these ratios will
spike significantly at the end of its first and third fiscal
quarters because of working capital borrowings, which the company
consistently pays down by year end once it sells built up
inventories.

RATINGS LIST
Land O'Lakes Inc.
Corporate credit rating               BBB-/Stable/--

Rating assigned
Land O'Lakes Inc.
Preferred stock
  $150 mil. Series A Cumulative
  Redeemable Preferred Stock           BB



LAS AMERICAS: Plan Filing Date Extended
---------------------------------------
Judge Edward A. Godoy of the United States Bankruptcy Court for the
District of Puerto Rico, at the behest of Las Americas 74-75, Inc.,
gave the Debtor extension of time to file a disclosure statement
and plan as its main creditor, ALD Acquisition LLC, has not filed a
proof of claim and has not made an appearance in the bankruptcy
proceedings.

ALD opposed the extension request on the basis of its right to
commence receiving interest payment if the Debtor fails to file a
confirmable plan within the statutory period of 90 days as
established in Section 362(d)(3) of the Bankruptcy Code.  In
response to ALD, the Debtor said ALD's intent to oppose was filed
belatedly and with the only purpose of obstructing the Debtor's
reorganization process.

Judge Godoy gave the Debtor until July 13, 2015, to file a plan and
disclosure statement and ALD until July 6, 2015, to file a proof of
claim.

The Debtor is represented by:

         Carmen D. Conde Torres, Esq.
         C. CONDE & ASSOCIATES
         254 San Jose Street, Suite 5
         San Juan, PR 00901
         Tel: 787 729-2900
         Fax: 787 729-2203
         Email: condecarmen@microjuris.com

ALD Acquisition is represented by:
    
         Charles A. Cuprill-Hernandez, Esq.
         CHARLES A. CUPRILL, P.S.C. LAW OFFICES
         356 Fortaleza Street, Second Floor
         San Juan, PR 00901
         Tel: 787 977-0515
         Fax: 787 977-0518
         Email: ccuprill@cuprill.com

                 About Las Americas 74-75

Las Americas 74-75, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.P.R. Case No. 15-01527) on March 2,
2015.

The petition was signed by Omar Guzman Benitez, vice president.

The case is assigned to Judge Edward Godoy.  Las Americas 74-75 is
represented by Carmen Conde Torres, Esq., at C. Conde & Associates,
in San Juan, Puerto Rico.

Las Americas disclosed total assets estimated at $21.2 million and
total debt estimated at $18.7 million.


LEO MOTORS: Now Owns 50.8% of Shares of Leo Korea
-------------------------------------------------
Leo Motors, Inc., entered into a loan conversion agreement with Leo
Motors Co., Ltd., its majority owned Korean subsidiary ("Leo
Korea").  Pursuant to the Conversion Agreement, the Company
converted its loans to Leo Korea in the aggregate of 253,708,213
Korean Won (approximately $223,355) in exchange for the issuance of
a total of 2,537,081 or 5.28% of the total issued and outstanding
shares of Leo Korea.

In addition, on June 16, 2015, the Company acquired an aggregate of
1,710,897 shares of Leo Korea, representing 3.56% of the total
issued and outstanding shares of Leo Korea, from its two
shareholders in exchange for 855,791 shares of the Company's common
stock pursuant to certain share swap agreements.

As a result of the loan conversion and the share swap, the Company
currently holds 50.79% of the issued and outstanding shares of Leo
Korea.

                          About Leo Motors

Headquartered in Hanam City, Gyeonggi-do, Republic of Korea, Leo
Motors, Inc., a Nevada corporation, is currently engaged in the
research and development of multiple products, prototypes and
conceptualizations based on proprietary, patented and patent
pending electric power generation, drive train and storage
technologies.

In 2011, the Company determined its investment in Leo B&T Inc. an
investment account was impaired and recorded an expense of
$4.5 million.  During the 2012 year the Company had a net non
operating income largely from the result of the forgiveness of
debt for $1.3 million.

Leo Motors incurred a net loss of $4.5 million on $693,000 of
revenues for the year ended Dec. 31, 2014, compared to a net loss
of $1.24 million on $0 of revenues for the year ended Dec. 31,
2013.

As of March 31, 2015, the Company had $5.77 million in total
assets, $4.87 million in total liabilities and $904,500 in total
equity.

John Scrudato CPA, in Califon, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company has incurred
significant accumulated deficits, recurring operating losses and a
negative working capital.  This and other factors raise substantial
doubt about the Company's ability to continue as a going concern.


LIFE PARTNERS: Court Directs Joint Administration of Cases
----------------------------------------------------------
The Hon. D. Michael Lynn of the U.S. Bankruptcy Court for the
Northern District of Texas directed the joint administration, for
procedural purposes only, of the Chapter 11 cases of Life Partners
Holdings, Inc., et al.

The cases will be jointly administered under the case of Life
Partners Holdings Inc., et al., Case no. 15-40289.

                       About Life Partners

Headquartered in Waco, Texas, Life Partners Holdings, Inc. --
http://www.lphi.com/-- is the parent company engaged in the
secondary market for life insurance, commonly called "life
settlements."  Since its incorporation in 1991, Life Partners, Inc.
has completed over 162,000 transactions for its worldwide client
base of over 30,000 high net worth individuals and institutions in
connection with the purchase of over 6,500 policies totaling over
$3.2 billion in face value.

LPHI is a publicly traded company incorporated in Texas and its
common stock has been delisted from the NASDAQ (formerly trading
under the symbol LPHI).

Life Partners Holdings sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 15-40289) on Jan. 20,
2015.  

The case is assigned to Judge Russell F. Nelms.  J. Robert Forshey,
Esq., at Forshey & Prostok, LLP, serves as counsel to the Debtor.


LPHI disclosed $2,406,137 in assets and $52,722,308 in liabilities
as of the Chapter 11 filing.

The official committee of unsecured creditors formed in the case
tapped Munsch Hardt Kopf & Harr, P.C., as counsel.

Tracy A. Bolt of BDO USA, LLP, was named as examiner for the
Debtor's case.  At the behest of the U.S. Securities and Exchange
Commission, the U.S. Trustee, and the Creditors Committee, the
Court ordered the appointment of a Chapter 11 trustee.  On March
13, 2015, H. Thomas Moran II was appointed as Chapter 11 trustee in
LPHI's case.  The trustee is represented by Thompson & Knight LLP.

The Chapter 11 trustee signed Chapter 11 bankruptcy petitions for
LPHI's subsidiaries on May 19, 2015: Life Partners Inc. (Case No.
15-41995) and LPI Financial Services, Inc. (Case No. 15-41996).
Life Partners is estimated to have $100 million to $500 million in
assets and more than $1 billion in debt.  LPI Financial estimated
less than $50,000.


LIFE PARTNERS: Pardo Drops Bid to Appoint Shareholders Committee
----------------------------------------------------------------
In the Chapter 11 cases of Partners Holdings, Inc., et. al., a
party-in-interest, Brian D. Pardo, notified the U.S. Bankruptcy
Court for the Northern District of Texas Life of his withdrawal:

   1. of his motion to compel appointment of an official
shareholders committee; and

   2. as pro se party-in-interest.

According to Mr. Pardo, the Texas Supreme Court published its
ruling of finding that the portion of the Debtor's model of
business relating to the acquisition of fractional pieces of life
insurance policies known as Life Settlements via Direct Factional
Ownership or DFO constitutes the sale of security under Texas Law.
The same model is not a security under federal law.  The ruling did
not address or affect any other model of policy acquisitions
carried out under a securitized platform.

Mr. Pardo also stated that after the Supreme Court ruling, it is
logical that public shareholders holding LPHI shares will see these
holdings reduced in value.  He said it is no longer necessary to
have the class represented in the bankruptcy proceedings.

                       About Life Partners

Headquartered in Waco, Texas, Life Partners Holdings, Inc. --
http://www.lphi.com/-- is the parent company engaged in the
secondary market for life insurance, commonly called "life
settlements."  Since its incorporation in 1991, Life Partners, Inc.
has completed over 162,000 transactions for its worldwide client
base of over 30,000 high net worth individuals and institutions in
connection with the purchase of over 6,500 policies totaling over
$3.2 billion in face value.

LPHI is a publicly traded company incorporated in Texas and its
common stock has been delisted from the NASDAQ (formerly trading
under the symbol LPHI).

Life Partners Holdings sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 15-40289) on Jan. 20,
2015.  

The case is assigned to Judge Russell F. Nelms.  J. Robert Forshey,
Esq., at Forshey & Prostok, LLP, serves as counsel to the Debtor.


LPHI disclosed $2,406,137 in assets and $52,722,308 in liabilities
as of the Chapter 11 filing.

The official committee of unsecured creditors formed in the case
tapped Munsch Hardt Kopf & Harr, P.C., as counsel.

Tracy A. Bolt of BDO USA, LLP, was named as examiner for the
Debtor's case.  At the behest of the U.S. Securities and Exchange
Commission, the U.S. Trustee, and the Creditors Committee, the
Court ordered the appointment of a Chapter 11 trustee.  On March
13, 2015, H. Thomas Moran II was appointed as Chapter 11 trustee in
LPHI's case.  The trustee is represented by Thompson & Knight LLP.

The Chapter 11 trustee signed Chapter 11 bankruptcy petitions for
LPHI's subsidiaries on May 19, 2015: Life Partners Inc. (Case No.
15-41995) and LPI Financial Services, Inc. (Case No. 15-41996).
Life Partners is estimated to have $100 million to $500 million in
assets and more than $1 billion in debt.  LPI Financial estimated
less than $50,000.



LIGHT TOWER: Moody's Affirms 'B2' Corporate Family Rating
---------------------------------------------------------
Moody's Investors Service affirmed Light Tower Rental's B2
Corporate Family Rating and revised the rating outlook to negative
from stable. At the same time, Moody's also affirmed the B2-PD
Probability of Default Rating, B2 rating on the senior secured
notes, and the SGL-3 Speculative Grade Liquidity Rating.

"The negative outlook reflects Moody's weakening outlook on Light
Tower's operating performance over the next 12 months as demand for
its products exposed to drilling and completion remains at soft
levels," said Moody's Analyst, Morris Borenstein. "While Light
Tower can reduce its capex to partially mitigate earnings declines,
sustained weakness in 2016 could lead to further negative rating
pressure."

Issuer: Light Tower Rentals, Inc.

Ratings affirmed:

Corporate Family Rating at B2;

Probability of Default Rating at B2-PD;

$330 million Senior Secured Notes at B2 (LGD4);

Speculative Grade Liquidity Rating at SGL-3;

The rating outlook has been changed to negative from stable.

RATINGS RATIONALE

The B2 CFR reflects LTR's small size and scale within the broader
oilfield services industry and exposure to the highly cyclical and
competitive onshore oilfield services market which is in the midst
of a severe downturn. As a result of a decline in demand for most
oilfield service equipment in LTR's portfolio, Moody's believe
debt/EBITDA will increase to over 4 times over the next twelve
months. LTR's business is also characterized by low barriers to
entry due to the un-contracted nature of rental revenues combined
with the relatively low-technology product offering.

The rating is supported by the company's relatively high EBITDA
margins, strong market position in oilfield-focused specialty
equipment rental market, and deep customer relationships developed
by management. The rating also acknowledges that while the products
represent a minimal proportion of the total well cost, they play a
critical component of well-site operations. Further supporting the
rating is the company's geographic diversity in the most active
hydrocarbon regions in the US, and product diversity. Because much
of the company's capex spending is related to replenishing its
fleet of equipment, the company can scale down those expenditures
as EBITDA and demand fall to support its liquidity.

LTR's SGL-3 Speculative Grade Liquidity rating reflects Moody's
expectations of adequate liquidity over the next twelve to fifteen
months. Headwinds in the energy sector will negatively impact LTR's
EBITDA and cash flows. Despite these headwinds, Moody's expects the
company to generate modest positive free cash flow, benefitting
from cash generated out of reduced accounts receivables and scaled
back capital expenditures in line with reduced activity levels.
Moody's expects LTR's $30 million ABL revolver to be largely
undrawn with periodic draws throughout the remainder of 2015 and
well into 2016. The credit agreement contains a 1.1 times springing
fixed charge coverage covenant that only applies when revolver
availability falls below $4 million, which Moody's does not expect.
Given that both the ABL and senior notes are secured, Moody's
believes the company would have a limited ability to raise cash for
liquidity through asset sales.

The ratings could be downgraded if earnings weaken such that EBITDA
to interest coverage approaches 2 times, debt to EBITDA is
sustained above 5 times or if the company's liquidity profile
weakens. The ratings outlook could be changed to stable if LTR's
earnings appear to have bottomed at levels that provide adequate
interest coverage with visibility toward sequential earnings
improvement. A rating upgrade is unlikely through 2016 given
Moody's expectation of a very slow recovery in onshore drilling
activity. The ratings could be upgraded If EBITDA increases above
$200 million while maintaining Debt/EBITDA below 3x.

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 US, Canada and
EMEA published in June 2009. Please see the Credit Policy page on
www.moodys.com for a copy of these methodologies.

Light Tower Rentals, Inc. ("LTR") is a diversified well-site
specialty surface equipment rental and services provider which
generates revenue through the rental of products (power generators,
light towers, fluid handling, trailers and heaters) for use at oil
and natural gas well-sites. LTR is 57% owned by management and
private equity sponsor Clairvest Group Inc. with the remainder by a
group of other investors. Revenue for the twelve months ended March
31, 2015 was approximately $279 million.



LIGHTSTREAM RESOURCES: S&P Lowers Corp. Credit Rating to 'SD'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Calgary, Alta.-based oil and gas exploration and
production company Lightstream Resources Ltd. to 'SD' from 'B'.  At
the same time, Standard & Poor's lowered its issue-level rating on
the company's unsecured notes to 'D' from 'CCC+'.  The recovery
rating remains at '6', indicating negligible (0%-10%) recovery
prospects in a default scenario.

"The downgrade follows Lightstream's announcement that it has
completed its previously announced debt-for-debt exchange," said
Standard & Poor's credit analyst Aniki Saha-Yannopoulos.  Holders
of about 58% of the company's 8.625% US$800 million unsecured notes
due 2020, equal to US$465 million of total principal, received
US$395 million in total principal of new 9.875% second-lien notes
due 2020.  "Because the noteholders received less than par, we view
the transaction as a distressed exchange," Ms. Saha-Yannopoulos
added.

At the same time, S&P understands Lightstream may issue an
additional US$54.75 million of second-lien debt in exchange for the
unsecured debt, which are currently trading at about 50 cents on
the dollar.

S&P expects to review the ratings under the new capital structure
over the next few days.  S&P's analysis will examine the company's
improved liquidity position, while taking into account the
challenging operating environment.



LINEAR ELECTRIC: Meeting to Form Creditors' Panel Set for July 16
-----------------------------------------------------------------
Andy Vara, Acting United States Trustee for Region 3, will hold an
organizational meeting on July 16, 2015, at 10:00 a.m. in the
bankruptcy case of Linear Electric Co., Inc.

The meeting will be held at:

         United States Trustee's Office
         One Newark Center, 1085 Raymond Blvd.
         21st Floor, Room 2106
         Newark, NJ 07102

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors pursuant
to Section 341 of the Bankruptcy Code.  A representative of the
Debtor, however, may attend the Organizational Meeting, and provide
background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States Trustee
appoint a committee of unsecured creditors as soon as practicable.
The Committee ordinarily consists of the persons, willing to serve,
that hold the seven largest unsecured claims against the debtor of
the kinds represented on the committee. Section 1103 of the
Bankruptcy Code provides that the Committee may consult with the
debtor, investigate the debtor and its business operations and
participate in the formulation of a plan of reorganization.  The
Committee may also perform other services as are in the interests
of the unsecured creditors whom it represents.



LOCAL CORPORATION: Hires Siemer & Associates as Investment Banker
-----------------------------------------------------------------
Local Corporation seeks authorization from the Hon. Scott C.
Clarkson of the U.S. Bankruptcy Court for the Central District of
California to employ Siemer & Associates as investment banking
firm.

The Debtor requires Siemer & Associates to:

   (a) familiarize itself with the Debtor and its Assets;

   (b) assist the Debtor with the preparation of materials to be
       used to describe the Debtor and its Assets for the purposes

       of a Transaction;

   (c) advise and assist the Debtor in identifying Targets;

   (d) assist the Debtor in making presentations to Targets;

   (e) assist the Debtor in the selection of a stalking horse
       bidder and negotiating with the proposed stalking horse
       bidder; and

   (f) assist the Debtor in structuring and negotiating a
       Transaction.

As further set forth in the Declaration and Engagement Agreement,
the Firm has waived a cash retainer. At the closing of a
Transaction during the Term (6 months from the time of engagement)
or Tail with any Target, the Debtor shall pay to the Firm a Sale
Fee in an amount equal to the greater of:

     (1) 3.5% of the Aggregated Consideration up to and including
$35,000,000, plus 5% of the Aggregate Consideration greater than
$35,000,000; or

     (2) a Minimum Sale Fee of $850,000. In the event that a
proposed Transaction terminates or is abandoned during the Term of
within the 12 months thereafter, and the Debtor receives any
"Breakup Fee," "Termination," "Topping" or similar fee, payment or
profit arising from any shares (or option to acquire shares or
assets) of any prospective purchaser or any of its affiliates
acquired in connection with the proposed Transaction, the Debtor
shall pay to the Firm a Breakup Fee equal to 20% of all such fees
or profits, net of direct, out-of-pocket expenses incurred by the
Debtor in connection with the proposed Transaction ("Siemer Breakup
Fee"), which Siemer Breakup Fee will credited toward any Sale Fee
or Minimum Sale Fee.

Separate and apart from the Sale Fee, the Debtor has agreed to
reimburse the Firm for all of its reasonable out-of-pocket expenses
in connection with the performance of its services under the terms
of the Engagement Agreement, regardless of whether a Transaction
occurs ("Expense Reimbursement"). The amount of any such Expense
Agreement shall not be greater than $20,000 per month or $100,000
in the aggregate without the Debtor's prior written approval.

David Siemer, founding managing director of Siemer & Associates,
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.

Siemer & Associates can be reached at:

       David Siemer
       SIEMER & ASSOCIATES, LLC
       1333 2nd St., Suite 600
       Santa Monica, CA 90401
       Tel: (310) 861-2100
       Fax: (800) 875-0757

                      About Local Corporation

Local Corporation, a publicly traded Delaware corporation
(OTCMKTS:LOCMQ), is in the business of providing search results to
consumers who are searching online for local businesses, products
and services.  Founded in 1999, the Irvine, California-based
company went public in 2004 and has been one of the fastest growing
online local media businesses for a number of years, and for the
past four years it has been listed by Deloitte on its Technology
Fast 500.  The Company's search results are provided through the
Company's flagship Local.com Web site and through other proprietary
Web sites, and they are also delivered to a network of over 1,600
other Web sites that rely on search syndication services to provide
local search results to their own users.  The Company generates
revenue from ad units placed alongside its search results, which
include pay-per-click, pay-per-call, and display ad units.

The Company reported a net loss of $5.50 million on $83.1 million
of revenue for the year ended Dec. 31, 2014, compared with a net
loss of $10.4 million on $94.4 million of revenue in the prior
year.

The Company's balance sheet at March 31, 2015, showed $36.8 million
in total assets, $25.7 million in total liabilities, and
stockholders' equity of $11.2 million.

Local Corp. filed a Chapter 11 bankruptcy petition (Bankr. C.D.
Cal. Case No. 15-13153) in Santa Ana, California, on June 23,
2015.

The case is assigned to Judge Scott C Clarkson.  The Debtor tapped
Winthrop Couchot as counsel.


LOCAL CORPORATION: Taps Winthrop Couchot as Insolvency Counsel
--------------------------------------------------------------
Local Corporation seeks authorization from the Hon. Scott C.
Clarkson of the U.S. Bankruptcy Court for the Central District of
California to employ Winthrop Couchot Professional Corporation as
general insolvency counsel.

The Debtor requires Winthrop Couchot to:

   (a) advise and assist the Debtor with respect to compliance
       with the requirements of the Office of the U.S. Trustee;

   (b) advise the Debtor regarding matters of bankruptcy law,
       including the rights and remedies of the Debtor in regard
       to its assets and to the claims of its creditors;

   (c) represent the Debtor in any proceedings or hearings in this

       Court and in any proceedings in any other court where the
       Debtor's rights under the Bankruptcy Code may be litigated  
  
       or affected;

   (d) conduct examinations of witnesses, claimants, or adverse
       parties and to prepare, and to assist the Debtor in the
       preparation of, reports, accounts, and pleadings related to

       the Debtor's case;

   (e) advise the Debtor concerning the requirements of the
       Bankruptcy Court, the Federal Rules of Bankruptcy Procedure

       and the Local Bankruptcy Rules;

   (f) file any motions, applications or other pleadings
       appropriate to effectuate the reorganization of the Debtor;

   (g) review claims filed in the Debtor's case, and, if
       appropriate, to prepare and file objections to disputed
       claims;

   (h) assist the Debtor in the negotiation, formulation,
       confirmation, and implementation of a Chapter 11 plan
       including the sale, if any, of its assets;

   (i) take such other action and perform such other services as
       the Debtor may require of the Firm in connection with its
       Chapter 11 cases; and

   (j) address any other bankruptcy-related issues that may arise
       in the Debtor's case.

Winthrop Couchot will be paid at these hourly rates:

       Marc J. Winthrop               $750
       Robert E. Opera                $750
       Sean A. O'Keefe                $750
       Paul J. Couchot                $750
       Richard H. Golubow             $595
       Peter W. Lianides              $595
       Garrick A. Hollander           $595
       Andrew B. Levin                $395
       Jeannie Kim                    $375
       P.J. Marksbury                 $270
       Legal Assistant Associates     $150

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

Winthrop Couchot received a retainer in the aggregate amount of
$125,000 from the Debtor (the "Pre-Petition Retainer") prior to the
filing of this case. Prior to the Petition Date, $60,000 of the
Pre-Petition Retainer was paid to the Firm with balance of $65,000
retained in trust.

Marc J. Winthrop, shareholder of Winthrop Couchot, 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.

Winthrop Couchot can be reached at:

       Marc J. Winthrop, Esq.
       WINTHROP COUCHOT PROFESSIONAL CORPORATION
       660 Newport Center, Fourth Floor
       Newport Beach, CA 92660
       Tel: (949) 720-4100
       Fax: (949) 720-4111
       E-mail: mwinthrop@winthropcouchot.com

                      About Local Corporation

Local Corporation, a publicly traded Delaware corporation
(OTCMKTS:LOCMQ), is in the business of providing search results to
consumers who are searching online for local businesses, products
and services.  Founded in 1999, the Irvine, California-based
company went public in 2004 and has been one of the fastest growing
online local media businesses for a number of years, and for the
past four years it has been listed by Deloitte on its Technology
Fast 500.  The Company's search results are provided through the
Company's flagship Local.com Web site and through other proprietary
Web sites, and they are also delivered to a network of over 1,600
other Web sites that rely on search syndication services to provide
local search results to their own users.  The Company generates
revenue from ad units placed alongside its search results, which
include pay-per-click, pay-per-call, and display ad units.

The Company reported a net loss of $5.50 million on $83.1 million
of revenue for the year ended Dec. 31, 2014, compared with a net
loss of $10.4 million on $94.4 million of revenue in the prior
year.

The Company's balance sheet at March 31, 2015, showed $36.8 million
in total assets, $25.7 million in total liabilities, and
stockholders' equity of $11.2 million.

Local Corp. filed a Chapter 11 bankruptcy petition (Bankr. C.D.
Cal. Case No. 15-13153) in Santa Ana, California, on June 23,
2015.

The case is assigned to Judge Scott C Clarkson.  The Debtor tapped
Winthrop Couchot as counsel.


LONESTAR GEOPHYSICAL: Amends Application to Hire McAfee & Taft
--------------------------------------------------------------
Lonestar Geophysical Surveys, LLC, filed with the U.S. Bankruptcy
Court for the Western District of Oklahoma an amended application
to employ McAfee & Taft A Professional Corporation, as counsel.

According to the amended application, McAfee & Taft has in the past
represented Frontier State Bank, the primary secured creditor of
LSGS.  McAfee & Taft provided advice regarding Frontier State
Bank's mortgage products during 2010 and 2011.  The attorney who
provided the advice is no longer employed by McAfee & Taft.

The principal attorneys expected to represent LSGS in the matter
and their current hourly rates are:

         Ross A. Plourde               $325
         Steven W. Bugg                $310

In addition, other attorneys and paraprofessionals may from time to
time provide services to LSGS in connection with the bankruptcy
proceedings.  The range of hourly rates for McAfee & Taft's
attorneys and legal assistants are:

         Partners                   $225 - $550
         Associates                 $165 - $275
         Legal Assistants            $55 - $135

McAfee & Taft may also seek reimbursement or payment of charges for
services and expenses customarily invoiced by law firms in addition
to fees for legal services performed in connection with its
engagement.

Ross A. Plourde, Esq., a member of the law firm McAfee & Taft, A
Professional Corporation, in Oklahoma City, Oklahoma, 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.

Additionally, from time to time beginning in 1991 McAfee & Taft
provided bank regulatory advice to Frontier State Bank, Mr. Plourde
further discloses.  Any such services terminated prior to 2006, he
said.

Lastly, McAfee & Taft currently represents another bank (which is
not a creditor of the Debtor and has no relationship with the
Debtor), one of the shareholders of which is the shareholder of
Frontier State Bank, with respect to the sale of that bank, Mr.
Plourde further disclosed.

                 About Lonestar Geophysical

Lonestar Geophysical Surveys, LLC, which acquires seismic data and
provides services and products to the oil and gas industry, sought
bankruptcy protection (Bankr. W.D. Okla. Case No. 15-11872) on
May 18, 2015.

Judge Hon. Sarah A. Hall presides over the case.  The Debtor tapped
Ross A. Plourde, Esq., at McAfee & Taft, as counsel.

According to the docket, the Debtor's Chapter 11 plan and
disclosure statement are due Sept. 15, 2015.  Governmental proofs
of claim are due Nov. 16, 2015.



MAGNETATION LLC: Can Access $135-Mil. DIP Financing
---------------------------------------------------
U.S. Bankruptcy Judge Gregory Kishel has authorized Magnetation LLC
to access postpetition financing and use of cash collateral on a
final basis.

The DIP Credit Agreement provides for a senior secured
super-priority debtor-in-possession term loan facility in an
aggregate principal amount of up to $135 million (plus capitalized
fees and interest) (the "DIP Loans"), consisting of approximately
$3.8 million of loans rolled up from existing term loans held by
the Lenders, approximately $63.7 million of new term loans made by
the Lenders and up to $67.5 million of loans rolled up from
eligible holders of Notes.

                     About Magnetation LLC

Magnetation LLC -- http://www.magnetation.com/-- is a joint  
venture between Magnetation, Inc. (50.1% owner) and AK Iron
Resources, LLC, an affiliate of AK Steel Corporation (49.9%
owner).
Magnetation LLC recovers high-quality iron ore concentrate from
previously abandoned iron ore waste stockpiles and tailings
basins.
Magnetation LLC owns iron ore concentrate plants located in
Keewatin, MN, Bovey, MN and Grand Rapids, MN, and an iron ore
pellet plant in Reynolds, IN.  

Magnetation LLC and four subsidiaries sought Chapter 11 bankruptcy
protection (Bankr. D. Minn. Lead Case No. 15-50307) in Duluth,
Minnesota, on May 5, 2015, after reaching a deal with secured
noteholders on a balance sheet restructuring.  The cases are
assigned to Chief Judge Gregory F Kishel.

The Debtors have tapped Davis Polk & Wardwell LLP and Lapp, Libra,
Thomson, Stoebner & Pusch, Chtd., as attorneys; Blackstone
Advisory
Partners LP as financial advisor; and Donlin, Recano & Company,
Inc., as the claims agent.

The Debtor's exclusive period for filing a plan and disclosure
statement ends Sept. 2, 2015.

The U.S. Trustee for Region 12 appointed three creditors of
Magnetation LLC to serve on an official committee of unsecured
creditors.



MALIBU ASSOCIATES: Court Okays Hiring of Novogradac as Accountant
-----------------------------------------------------------------
Malibu Associates, LLC sought and obtained permission from the Hon.
Deborah J. Saltzman of the U.S. Bankruptcy Court for the Central
District of California to employ Novogradac & Company LLP as
accountant.

The Debtor requires Novogradac to prepare the Debtor's federal and
state income tax returns for the year ending on December 31, 2014.

Novogradac will charge the Debtor a flat fee of $5,000 for its
services in preparing and filing the Debtor's federal and state
income tax returns for the year ending on December 31, 2014. The
Debtor seeks authority to pay Novogradac its flat fee of $5,000
after entry of an order approving this Application and after
Novogradac prepares and files the Debtor's income tax returns for
the year ending on December 31, 2014.

Jon E. Krabbenschmidt, partner in the San Francisco office of
Novogradac, 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.

Novogradac can be reached at:

       Jon E. Krabbenschmidt
       NOVOGRADAC & COMPANY LLP
       246 First Street, 2nd Floor
       San Francisco, CA 94105


MARRONE BIO: Has Until Nov. 9 to Regain NASDAQ Listing Compliance
-----------------------------------------------------------------
Marrone Bio Innovations, Inc. on July 9 provided further
information regarding NASDAQ matters and its ongoing financial
statement review.

NASDAQ Matters

As previously reported, on May 6, 2015, the Company was notified by
the Listing Qualifications Staff of The NASDAQ Stock Market LLC
("NASDAQ") that the Company's securities were subject to delisting
as a result of the Company's noncompliance with NASDAQ Listing Rule
5250(c)(1).  Subsequently, a NASDAQ Hearings Panel (the "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
June 18, 2015 hearing before the Panel and a final determination
regarding the Company's listing status.

At the June 18 hearing, the Company presented its plan to regain
compliance with NASDAQ's filing requirement, and on July 8 the
Panel granted the Company's requested extension until November 9,
2015 to regain compliance.

Financial Statement Review

As previously reported:

In connection with the previously-announced internal investigation
by the Company's Audit Committee (the "Committee") regarding
certain accounting matters, the Committee concluded, after
consultation with management, that the Company's previously
reported financial statements as of December 31, 2013 and for the
fiscal year ended December 31, 2013, the related report of the
independent auditors on those 2013 financial statements dated March
25, 2014, and the unaudited interim financial statements as of and
for the three months and the three and six months ended March 31,
2014 and June 30, 2014, respectively, as of and for the three
months, the three and six months and the three and nine months
ended March 31, 2013, June 30, 2013 and September 30, 2013, should
no longer be relied upon (all such financial statements,
collectively, the "Reported Financial Statements").

In February 2015, the Company announced the conclusion and findings
of the Committee's internal investigation.  Principally, the
Committee determined that as a result of the failure of certain
employees to share with the Company's finance department or the
external auditors important transaction terms with distributors,
including "inventory protection" arrangements that would permit the
distributors to return to the Company certain unsold products, the
Company inappropriately recognized revenue for certain historical
sales transactions with these distributors prior to satisfying the
criteria for revenue recognition required under U.S. Generally
Accepted Accounting Principles ("GAAP").

In light of the foregoing, the Company's management has been
evaluating all distributor sales transactions during the periods
referenced above on a customer-by-customer and
transaction-by-transaction basis.  With respect to each individual
transaction, the Company's management has been evaluating relevant
facts and circumstances to apply its revenue recognition policy.
With respect to many transactions, to permit the Company to
determine both (i) the appropriate methodology for accounting for
those transactions and (ii) the appropriate timing and
quantification of any product revenues arising from those
transactions, the Company has sought to obtain additional
information from certain of its distributors -- including
information regarding the distributors' sales to end users of the
products the Company shipped to the distributor.

Although the Company anticipates that it will restate the Reported
Financial Statements, it has not yet conclusively determined the
nature, scope and specific financial impacts of such restatement.
Until this evaluation is finished, the Company is not able to
complete and file the financial statements -- or to announce
financial results prepared in a manner required by GAAP --
with respect to the fiscal periods ended September 30, 2014,
December 31, 2014 and March 31, 2015 (the "Unreported Periods").

Subject to any further adjustments that the Company believes may be
necessary or appropriate following the conclusion of its evaluation
process, the Company currently anticipates the following:

1. The restated Reported Financial Statements, and the financial
statements for the Unreported Periods, are expected to be presented
using a "sell-through" method as to some or all distributors rather
than the "sell-in" method previously used by the Company.  In
general, under the "sell-through" method sales by the Company to
distributors would not be recognized as product revenues until the
distributors sell the product through to end-users, rather than at
the time of the initial sale to the distributors under the
"sell-in" method.  The Company is evaluating the appropriate
application of the sell-through method, including the particular
distributors and applicable periods as to which the Company would
apply the sell-through method.  The principal impact of switching
from a "sell-in" to a "sell-through" method is that product
revenues with respect to the applicable distributors are expected
to be deferred to later periods.

2. In addition to the expected change in methodology from "sell-in"
to "sell-through" for sales to distributors, and the resulting
deferral in revenue recognition to later periods, the Company also
expects to recognize, in the aggregate, approximately $1.7-2.0
million less in product revenues than previously reported for 2013
and the first six months of 2014 because certain distributors have
returned (or are in the process of returning) product to the
Company pursuant to "inventory protection" rights.

3. The Company will seek to file with the SEC a comprehensive
annual report on Form 10-K that would incorporate in a single
filing (i) all restatements of the Reported Financial Statements,
(ii) the financial results as of and for the three and nine months
ended September 30, 2014 and (iii) the financial results as of and
for the fiscal year ended December 31, 2014.  The Company intends
to file separately Forms 10-Q reporting financial results as of and
for the three months ended March 31, 2015 and the three and six
months ended June 30, 2015.  Due to the ongoing nature of the
Company's evaluation process and the nature and complexity of the
accounting issues involved, the Company cannot provide a definitive
estimate of the timing of such filings; however, the Company
currently expects that it will be able to complete all such filings
within the additional time period that the Panel has granted to the
Company to regain compliance with the NASDAQ filing requirements.

                  About Marrone Bio Innovations

Marrone Bio Innovations, Inc. (MBII) -- 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.


MEDICURE INC: Announces $3.5MM "Bought Deal" Private Placement
--------------------------------------------------------------
Medicure Inc. entered into a letter agreement with a syndicate of
underwriters led by PI Financial Corp as Sole-Lead Underwriter and
including Bloom Burton & Co, pursuant to which the Underwriters
have agreed to purchase, on a bought deal private placement basis,
1,590,909 common shares of the Company at a price of C$2.20 per
Share for gross proceeds to Medicure of C$3,500,000.

In addition, the Company has agreed to grant the Underwriters an
over-allotment option to purchase up to an additional 15% of the
number of Shares sold under the Offering at a price of C$2.20 per
share, on the same terms and conditions of the Offering,
exercisable at any time, in whole or in part, until the closing of
the Offering.  In the event that the over-allotment is exercised in
its entirety, the aggregate gross process of the Offering to
Medicure will be approximately C$4,025,000.

The Offering is expected to close on or about July 8, 2015, and is
subject to certain conditions including, but not limited to, the
receipt of the approval of the TSX Venture Exchange and all other
necessary approvals.  The net proceeds of the Offering will be used
to fund product development costs related to AGGRASTAT, as well as
for general corporate and working capital purposes.

In consideration for their services, the Underwriters will be
entitled to a commission equal to 7.0% of the gross proceeds from
the Offering and will be granted compensation options to purchase
common shares of Medicure equal to 7.0% of the total number of
Shares issued pursuant to the Offering, exercisable within two
years from the closing of the Offering at the issue price or such
higher price as required by the Exchange.

The Shares will be subject to a hold period of four months and one
day from the closing date.

                        About Medicure Inc.

Medicure -- http://www.medicure.com/-- is a specialty
pharmaceutical company focused on the development and
commercialization of therapeutics for the U.S. hospital market.
The primary focus of the Company and its subsidiaries is the
marketing and distribution of AGGRASTAT (tirofiban HCl) for non-ST
elevation acute coronary syndrome in the United States, where it is
sold through the Company's U.S. subsidiary, Medicure Pharma, Inc.

Ernst & Young LLP expressed substantial doubt about the Company's
ability to continue as a going concern, citing that the Company has
experienced losses and has accumulated a deficit of C$127 million
since incorporation and has a working capital deficiency of
C$503,000 as at Dec. 31, 2014.

The Company reported net income of C$1.2 million on C$5.26 million
in revenue for the year ended Dec. 31, 2014.

As of March 31, 2015, the Company had C$7.76 million in total
assets, C$10.3 million in total liabilities and a C$2.53 million
total deficiency.


MEDICURE INC: Grants 240,000 Options to Knight Therapeutics
-----------------------------------------------------------
Medicure Inc. announced that its Board of Directors has approved
the grant of 240,000 options to Knight Therapeutics Inc. pursuant
to the Company's Stock Option Plan and to the Company's advisory
services agreement with Knight as announced April 14, 2014.  

The options are set to expire on the fifth anniversary of the date
of grant and were issued at an exercise price of $2.50 per share.
The options are subject to the approval of the TSX Venture
Exchange.

                        About Medicure Inc.

Medicure -- http://www.medicure.com/-- is a specialty
pharmaceutical company focused on the development and
commercialization of therapeutics for the U.S. hospital market.
The primary focus of the Company and its subsidiaries is the
marketing and distribution of AGGRASTAT (tirofiban HCl) for non-ST
elevation acute coronary syndrome in the United States, where it is
sold through the Company's U.S. subsidiary, Medicure Pharma, Inc.

Ernst & Young LLP expressed substantial doubt about the Company's
ability to continue as a going concern, citing that the Company has
experienced losses and has accumulated a deficit of C$127 million
since incorporation and has a working capital deficiency of
C$503,000 as at Dec. 31, 2014.

The Company reported net income of C$1.2 million on C$5.26 million
in revenue for the year ended Dec. 31, 2014.

As of March 31, 2015, the Company had C$7.76 million in total
assets, C$10.3 million in total liabilities and a C$2.53 million
total deficiency.


METRORIVERSIDE LLC: Court Confirms Reorganization Plan
------------------------------------------------------
The Hon. Dennis Montali of the U.S. Bankruptcy Court for the
Northern District of California entered an order confirming
Metroriverside, LLC's Combined Plan of Reorganization dated April
16, 2015.  The judge also approved the explanatory Disclosure
Statement.

According to the Disclosure Statement, distributions under the Plan
will be funded from the income generated by the operation of the
Debtor's business.

The Pan proposed that, among other things:

   * Class 1: The City of Riverside as the Successor Entity to the
Riverside Redevelopment Agency (total claim: $18,752,912) -- The
Debtor will pay the entire amount contractually due to the City by
timely making all post-confirmation regular semiannual
debt–service payments.  Creditors in the class will retain their
interest in the collateral until paid in full.

   * Class 2(a): Unsecured Claim of the City ($1,752,912) -- The
Debtor will pay the entire amount contractually due to the City by
timely making all post-confirmation regular semi-annual payments.

   * Class 2(b): Small Claims -- The class includes any creditor
whose allowed claim is (a) $ 500 or less; and (b) all claims held
by a creditor who agrees to reduce such claims to $500 by making an
election on its ballot to accept treatment as a Class 2(b) allowed
claim in full satisfaction of such claims.  Each creditor will be
paid in full without interest on the Effective Date of the Plan.

   * Class 2(c): General Unsecured Claims Allowed -- will be paid
as:

   1. Percent Plan -- creditors will receive 100 percent of their
allowed claim in 12 equal monthly installments, due on the 15th day
of the month, starting in the first full month after the Effective
Date.

   2. Creditors in the class may not take any collection action
against Debtor so long as the Debtor is not in material default
under the Plan.  The class is impaired and is entitled to vote on
confirmation of the Plan.  

   * Class 2(d): Unsecured Claims of Anthony Glaves, Mark
Nicholson, Pinnacle Investment Partners, LLC and Russell Schwartz
-- upon the Effective Date of the Plan, the debt of the creditors,
except for Pinnacle Investment Partners, LLC will be released and
converted to non-management membership interest in the Debtor, such
that each creditor's ownership of the Debtor will be based on its
pro rata capital contributions
deemed to be equal to the amount of the claim released, with the
membership interests of existing members to be adjusted to
correspond to their actual capital contributions.

   * Class 3: Equity Security Interests -- holders of equity
security interests in the Debtor will retain their interests and
all legal and equitable rights with respect thereto without
modification, except that their relative interest in the Debtor
will be adjusted as under class 2(d).

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

     http://bankrupt.com/misc/METRORIVERSIDELLC_75_planord.pdf

                   About MetroRiverside, LLC

MetroRiverside, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Calif. Case No. 14-30901) on June 12, 2014.  The
petition was signed by Siavash Barmand as manager.  The Debtor
disclosed total assets of $18.79 million and total liabilities of
$21.80 million.  MacDonald Fernandez LLP serves as the Debtor's
counsel.  Judge Dennis Montali oversees the case.

The Debtor operates a Hyatt Place hotel, franchised from Hyatt
Place Franchising LLC.  The Hotel is located at 3500 Market
Street, Riverside, California.



MICHAEL J. GERARD: Jury Ruling Favoring Brother Affirmed
--------------------------------------------------------
This case stems from a family rift over the purchase and attempted
sale of a vacant parcel of land on Lake Michigan.  A jury found in
favor of spouses Kevin and Margaret Gerard on their
breach-of-contract and slander-of-title claims against Kevin's
brother, Michael Gerard.  On appeal, Michael contends that an oral
contract to convey the lot is unenforceable for indefiniteness, the
damage award is excessive, and the trial court erred by denying his
motion for judgment notwithstanding the verdict on the
slander-of-title claim.  His contentions fail, accordingly, the
Court of Appeals of Wisconsin, District II, affirmed the jury.

The case is KEVIN P. GERARD AND MARGARET M. GERARD,
PLAINTIFFS-RESPONDENTS, v. MICHAEL J. GERARD, DEFENDANT-APPELLANT,
Appeal No. 2014AP2490, (Wis. App.).

A full-text of copy of the Opinion dated July 1, 2015, is available
at http://is.gd/AQF1QMfrom Leagle.com.


MONTREAL MAINE: Prime Clerk Okayed as Trustee's Noticing Agent
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Maine authorized
Robert J. Keach, the Chapter 11 trustee for Montreal Maine &
Atlantic Railway, Ltd., to employ Prime Clerk, LLC, as noticing and
solicitation agent nunc pro tunc to May 5, 2015.

As reported in the Troubled Company Reporter on June 19, 2015,
Prime Clerk will, among other things, perform necessary translation
services well as produce and distribute solicitation packages;
assist with tabulation of votes, and effect services of various
notices during the Chapter 11 case.

To the best of the trustee's knowledge, Prime Clerk is a
"disinterested person" as that term is defined in Section 327(a) of
the Bankruptcy Code.

                      About Montreal Maine

Montreal, Maine & Atlantic Railway Ltd., operated the train that
derailed and exploded in July 2013, killing 47 people and
destroying part of Lac-Megantic, Quebec.

The Company sought bankruptcy protection (Bankr. D. Maine Case No.
13-10670) on Aug. 7, 2013, with the aim of selling its business.
Its Canadian counterpart, Montreal, Maine & Atlantic Canada Co.,
meanwhile, filed for protection from creditors in Superior Court of
Quebec in Montreal.

Robert J. Keach, Esq., at Bernstein, Shur, Sawyer, and Nelson,
P.A., serves as Chapter 11 trustee.  Michael A. Fagone, Esq., and
D. Sam Anderson, Esq. serves as his counsel.  Development
Specialists, Inc., serves as his financial advisor; and Gordian
Group, LLC, serves as his investment banker.

Bankruptcy Judge Louis H. Kornreich presides over the U.S. case.
The law firm of Verrill Dana represents the Debtor in its
restructuring effort.

Justice Martin Castonguay oversees the case in Canada.  Andrew
Adessky at Richter Consulting was named CCAA monitor.  The CCAA
Monitor is represented by Sylvain Vauclair at Woods LLP.  MM&A
Canada is represented by Patrice Benoit, Esq., at Gowling LaFleur
Henderson LLP.

The U.S. Trustee appointed a four-member official committee of
derailment victims.  The Official Committee is represented by
Richard P. Olson, Esq., at Perkins Olson; and Luc A. Despins,
Esq., at Paul Hastings LLP.

The unofficial committee of wrongful death claimants is represented
by George W. Kurr, Jr., Esq., at Gross, Minsky & Mogul, P.A.;
Daniel C. Cohn, Esq., at Murtha Cullina LLP; Peter J. Flowers,
Esq., at Meyers & Flowers, LLC; Jason C. Webster,
Esq., at The Webster Law Firm; and Mitchell A. Toups, Esq., at
Weller, Green Toups & Terrell LLP.

On Jan. 29, 2014, an ad hoc group of wrongful-death claimants
submitted a plan, which would give 75% of the $25 million in
available insurance to the families of those who died after an
unattended train derailed in Lac-Megantic, Quebec, in July.

                            *     *     *

As reported by the Troubled Company Reporter, Robert J. Keach, the
Chapter 11 trustee, will ask the Maine Bankruptcy Court at a
hearing on June 23, 2015, at 10:30 a.m., to approve the disclosure
statement explaining his proposed Plan of Liquidation that
proposes
to distribute C$275 million (US$220 million) to creditors,
including families of the 48 people who died during the 2013 trail
derailment accident.  The hearing on the Disclosure Statement was
originally set for May 19 but has been reset several times.

The Trustee also has proposed this timeline in connection with the
solicitation of votes and confirmation of the Plan:

       Event                                   Time or Deadline
       -----                                   ----------------
    Disclosure Statement Hearing                 June 23, 2015
    Voting Record Date                           June 23, 2015
    Solicitation Date                            July 7, 2015
    Rule 3018 Motion Filing Deadline             July 31, 2015
    Voting Deadline                              Aug. 10, 2015
    Confirmation Objection Deadline              Aug. 10, 2015
    Voting Certification Deadline                Aug. 13, 2015
    Confirmation Reply Deadline                  Aug. 14, 2015
    Confirmation Hearing                         Aug. 20, 2015

The Trustee filed the Plan on March 31, 2015.  The Plan proposes a
liquidation of the Debtor's assets and the creation, implementation
and distribution of a substantial settlement fund (known as the
indemnity fund under the CCAA Plan) for the benefit of all victims
of the train derailment in 2013 that killed 47 people.  The Plan is
funded in part by contributions and settlement agreements with
various parties with potential liability arising out of the
derailment, and including, without limitation, such parties'
insurance companies.  In exchange for their contributions, claims
against such parties will be released, and future claims enjoined.

In May 2014, Mr. Keach oversaw the sale of the Debtor's operating
railroad assets for $15.85 million to a unit of New York-based
Fortress Investment Group.  Both the U.S. and Canadian bankruptcy
judges approved the deal.  According to Bloomberg News, Mr. Keach
said the sale proceeds, valued by the trustee at only about $15.9
million, would go entirely to secured creditors, after money that
went into escrow and fees are carved out to pay professionals.


N.W. HOLDING: Allowed to Reject Teamsters, Machinists CBAs
----------------------------------------------------------
Judge Barry S. Schermer of the United States Bankruptcy Court for
the Eastern District of Missouri, Eastern Division, granted N.W.
Holding Co., et al.'s motion to reject collective bargaining
agreements with the Automotive, Petroleum and Allied Industries
Employees Union, Local No. 618, a local affiliate with the
International Brotherhood of Teamsters, and District No. 9,
International Association of Machinists and Aerospace Workers.  

Judge Schermer found that, based on the evidence presented, he is
confident that the elimination of certain provisions from the CBAs
will result in real cost savings to the Debtors.  The Court is
similarly confident that the payroll information and hourly records
necessary to produce accurate projections were in the Debtors'
possession when it formulated the proposed changes.  The Court also
does not believe that the proposed modifications can be fairly said
to "treat creditors, the debtor and all of the affected parties"
less than fairly and equitably.  The Debtors have offered to
purchase health insurance and provide a 401(k) retirement plan for
all employees.  The cost savings will also likely leave more funds
available for creditors under the plan.  However, they cannot do so
without reducing their labor costs thru rejection of the CBAs.  The
Court, therefore, held that rejection of the CBAs is proper because
the Debtors have met all nine requirements for doing so.

The case is In Re: N.W. HOLDING CO., NU-WAY FUEL DISTRIBUTORS CO.,
NU-WAY REPAIR CO., NU-WAY SERVICE STATION, INC., RENT-ME TRAILER
LEASING, INC., AND COSTELLO TERMINAL NO. 4, L.L.C., Chapter 11
Debtors, CASE NO. 14-42855-399, JOINTLY ADMINISTERED (E.D. Mo.).

A full-text copy of Judge Schermer's Memorandum Opinion dated July
1, 2015, is available at http://is.gd/kjc6iPfrom Leagle.com.

N.W. Holding Co. and its affiliates sought protection under Chapter
11 of the Bankruptcy Code on April 11, 2014 (Bankr. E.D. Mo., Case
No. 14-42855).  Judge Barry S. Schermer presides over Case Nos.
14-42855 and 14-42861.  Judge Kathy A. Surratt-States presides over
Case Nos. 14-42856 and 14-42857.  Judge Charles E. Rendlen III
presides over Case Nos. 14-42859 and 14-42860.

The Debtors' counsel is Spencer P. Desai, Esq., and Danielle A.
Suberi, Esq., at at Desai Eggman Mason LLC, in St. Louis, Missouri.


NEW LOUISIANA: Lender Objects to Cash Collateral Use
----------------------------------------------------
Highland Park CDO I Ltd., asks the U.S. Bankruptcy Court for the
Western District of Louisiana to deny New Louisiana Holdings, LLC,
et al.'s emergency motion seeking interim and final authority to
use cash collateral in order to operate and maintain its facility
in Florida.

Highland Park asserts that Ft. Myers has no legal right to collect
and retain any revenue generated from the operation and/or
management of the property as the revenue generated from the
operation and/or management of the property does not constitute
cash collateral.  Ft. Myers, according to Highland Park, cannot
establish any legal or equitable right to use the rents and profits
from the Property.  Without that right, the bankruptcy case has no
purpose and no exit strategy, Highland Park argues.  Indeed,
Highland asserts it was transparently filed solely as a delay
tactic to frustrate the prosecution of the Complaint and
Receivership Motion and Highland's legitimate right to get paid
from the sale of the Property to the Buyer.

The Debtors are represented by:

         Patrick J. Neligan, Jr., Esq.
         James P. Muenker, Esq.
         NELIGAN FOLEY LLP
         325 N. St. Paul, Suite 3600
         Dallas, TX 75201
         Tel: 214-840-5300
         Fax: 214-840-5301
         Email: pneligan@neliganlaw.com
                jmuenker@neliganlaw.com

            -- and --

         Jan M. Haden, Esq.
         Erin E. Pelleteri, Esq.
         BAKER, DONELSON, BEARMAN
            CALDWELL & BERKOWITZ, PC
         201 St. Charles Avenue, Suite 3600
         New Orleans, LA 70170
         Tel: (504) 566-5200
         Fax: (504) 566-4000
         Email: jhayden@bakerdonelson.com
                epelleteri@bakerdonelson.com

Highland Park is represented by:

         Michael D. Warner, Esq.
         COLE SCHOTZ P.C.
         301 Commerce Street, Suite 1700
         Fort Worth, TX 76102
         Tel: 817 810-5250
         Fax: 817 810-5255
         Email: mwarner@coleschotz.com

            -- and --

         Ilana Volkov, Esq.
         COLE SCHOTZ P.C.
         Court Plaza North
         25 Main Street
         Hackensack, NJ 07601
         Tel: 201 525-6269
         Fax: 201 678-6269
         Email: ivolkov@coleschotz.com

            -- and --

         Michael A. Crawford, Esq.
         TAYLOR, PORTER, BROOKS & PHILLIPS L.L.P.
         451 Florida Street, 8th Floor
         P.O. Box 2471
         Baton Rouge, LA 70821
         Tel: 225-387-3221
         Fax: 225-346-8049
         Email: mike.crawford@taylorporter.com

                    About New Louisiana Holdings

New Louisiana Holdings LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. W.D. La. Case No. 14-50756), on June
25, 2014.

Ten affiliates of New Louisiana -- Acadian 4005 Tenant, LLC (Case
No. 14-50850), Atrium 6555 Tenant, LLC, dba The Atrium at
Lafreniere Assisted Living (Case No. 14-50851), Citiscape 5010
Tenant, LLC, dba Citiscape Apartments (Case No. 14-50853), Lakewood
Quarters Assisted 8585 Tenant, LLC (Case No. 14-50854), Lakewood
Quarters Rehab 8225 Tenant, LLC (Case No. 14-50855), Panola 501
Partners, LP (Case No. 14-50862), Regency 14333 Tenant, LLC (Case
No. 14-50861), Retirement Center 14686 Tenant, LLC (Case No.
14-50856), Sherwood 2828 Tenant, LLC (Case No. 14-50857), St.
Charles 1539 Tenant, LLC (Case No. 14-50858) and Woodland Village
5301 Tenant, LLC (Case No. 14-50859) filed Chapter 11 bankruptcy
petitions on July 16, 2014.

Fifteen additional affiliates of New Louisiana -- SA-PG Ocala LLC
(Case No. 14-50909), SA-PG Operator Holdings LLC (Case No.
14-50912), SA-PG Clearwater LLC (Case No. 14-50913), SA-PG
Gainesville LLC (Case No. 14-50914), SA-PG Jacksonville LLC (Case
No. 14-50915), SA-PG Largo LLC (Case No. 14-50916), SA-PG North
Miami LLC (Case No. 14-50917), SA-PG Orlando LLC (Case No.
14-50918), SA-PG Pinellas LLC (Case No. 14-50919), SA-PG Port St.
Lucie LLC (Case No. 14-50920), SA-PG Sun City Center LLC (Case No.
14-50921), SA-PG Tampa LLC (Case No. 14-50922), SA-PG Vero Beach
LLC (Case No. 14-50923), SA-PG West Palm Beach LLC (Case No.
14-50924) and SA-PG Winterhaven LLC (Case No. 14-50925) filed
separate Chapter 11 bankruptcy petitions on July 28, 2014.

Four more affiliates of New Louisiana -- CHC-CLP Operator Holding
LLC (Case No. 14-51104), SA-St. Petersburg LLC (Case No. 14-51101),
SA-Clewiston LLC (Case No. 14-51102) and SA-Lakeland LLC (Case No.
14-51103) -- that operate skilled nursing facilities located in
Lakeland, Clewiston and St. Peterburg, Florida, sought protection
under Chapter 11 of the Bankruptcy Code on Sept. 3, 2014.

The Chapter 11 cases are jointly consolidated with New Louisiana's
Chapter 11 case at Case No. 14-50756 before Judge Robert Summerhays
of the United States Bankruptcy Court for the Western District of
Louisiana (Lafayette).

The Debtors are represented by Patrick J. Neligan, Jr., Esq., at
Neligan Foley LLP, in Dallas, Texas.  Jan M. Hayden and Baker
Donelson Bearman Caldwell & Berkowitz, P.C. serves as local
counsel.

The U.S. Trustee for Region 5 on Oct. 3, 2014, appointed three
creditors of New Louisiana Holdings, LLC, to serve on the official
committee of unsecured creditors.  Pepper Hamilton LLP and
McGlinchey Stafford PLLC serve as counsel to the Committee.


NORTH TEXAS ENERGY: Has $66K Net Loss in March 31 Quarter
---------------------------------------------------------
North Texas Energy, Inc., filed with the U.S. Securities and
Exchange its quarterly report on Form 10-Q, reporting a net loss of
$65,657 on $7,418 of revenues for the three months ended March 31,
2015, compared to a net loss of $31,085 on $18,225 of revenues for
the same period in the prior year.

The Company's balance sheet at March 31, 2015, showed $1.51 million
in total assets, $234,522 in total liabilities, and stockholders'
equity of $1.27 million.

The Company has incurred losses from operations and has generated
limited revenue at this time.  These factors raise substantial
doubt about the Company's ability to continue as a going concern,
according to the regulatory filing.

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

                       http://is.gd/JZFTSU

North Texas Energy, a development stage company, engages in the
exploration and production of crude oil and natural gas in the
United States.  It owns title to oil and natural gas leases in
Milam and Upshur counties in the state of Texas.  The company is
based in Addison, Texas.



NRAD MEDICAL: Section 341(a) Meeting Set for August 7
-----------------------------------------------------
There will be a meeting of creditors in the bankruptcy case of NRAD
Medical Associates, P.C. on Aug. 7, 2015, 10:00 a.m. at Room 562,
560 Federal Plaza, CI, New York.

Meeting of Creditors 341(a) meeting to be held on 8/7/2015 at 10:00
AM at Room 562, 560 Federal Plaza, CI, NY. (amp) (Entered:
07/08/2015)'

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

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

                         About NRAD Medical

NRAD Medical Associates, P.C., operated a regional radiology
imaging medical practice and a regional radiation therapy practice
with 16 locations throughout Long Island and Queens, New York,
before selling its assets in June 2015.

NRAD Medical sought Chapter 11 bankruptcy protection (Bankr.
E.D.N.Y. Case No. 15-72898) in Central Islip, New York, on July 7,
2015.  The case is assigned to Judge Louis A. Scarcella.

The Debtor estimated assets and liabilities of $10 million to $50
million.

The Debtor is represented by Anthony C Acampora, Esq., at Silverman
Acampora LLP, in Jericho, New York.

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


OAS SA: In Restructuring Settlement Negotiations with Noteholders
-----------------------------------------------------------------
OAS S.A. (together with certain of its affiliates, the "Company")
previously announced on June 19, 2015 that it had engaged in
negotiations with certain holders of, or managers of entities
holding beneficial interests in, the above-captioned notes (the
"Notes," and such holders of the Notes, together with the managers
of entities holding beneficial interests in the Notes, the
"Noteholders") of which approximately US$1.775 billion in principal
amount plus accrued interest is outstanding.  The Company announced
on July 9 that it has continued to engage in discussions with the
Noteholders.

On June 25, 2015, the Company executed confidentiality agreements
(the "Confidentiality Agreements") with the Noteholders to
facilitate discussions concerning the Company's capital structure
and potential alternatives for a proposed restructuring of the
Company.  Pursuant to the Confidentiality Agreements, the Company
agreed to disclose publicly after the expiration of a period set
forth in the Confidentiality Agreements certain information
regarding the discussions and/or negotiations that have taken place
between the Company and the Noteholders concerning a restructuring
of the Company, as well as all material and certain other
confidential information concerning the Company that the Company
has provided to the Noteholders (the "Confidential Information").
The information included in this press release and certain
information posted on the Company's website referenced herein is
being furnished to satisfy the Company's public disclosure
obligations of all material and certain other Confidential
Information under the Confidentiality Agreements.  The
Confidentiality Agreements have terminated in accordance with their
terms, except as otherwise provided in the Confidentiality
Agreements.

Continuing Discussions with Noteholders

On June 25 and 26, 2015, representatives of the Company and the
Company's financial and legal advisors (the "Company
Representatives") met in New York with representatives of the
Noteholders and the Noteholders' financial and legal advisors (the
"Noteholder Representatives") to discuss possible terms for a
potential financial restructuring of the Company (a "Transaction").
In addition, the Company Representatives have participated in
follow up telephonic conferences from Brazil with certain
Noteholder Representatives during the weeks of June 29 and July 6,
2015.

As of the date hereof, no agreement concerning the terms of a
Transaction has been reached.  While negotiations between the
Noteholders and the Company may continue in the future, there can
be no assurance that negotiations will continue or if they do
continue that they will result in an agreement regarding the terms
of a Transaction.

Confidential Information

At the meetings in New York on June 25 and 26, 2015, as well as in
the aforementioned calls, the Company Representatives and
Noteholder Representatives discussed a number of topics relating to
a Transaction.  Among other things, during these discussions, the
Company Representatives disclosed that:

the Company would be willing to consider, as part of a Transaction
and subject to the Company's liquidity needs, new debt instruments
with an implied refinancing risk, and, with respect to new senior
debt, maturities of no less than 7 years, subject to certain
limitations, in response to the Noteholder Representatives' concern
that the maturities previously proposed by the Company were
unacceptable;

the Company would be willing to consider, as part of a Transaction,
providing creditors with convertible instruments that would permit
them to convert debt received as part of a Transaction into equity
(under conversion terms to be defined) upon a liquidity event
controlled by the Company;

the Company prefers a Transaction in its operating currency
(Brazilian reais) given the hedging costs and material currency
risks of U.S. Dollar denominated debt;

the Company is essentially indifferent to the structure of the
Transaction and would consider all creditor suggestions, provided
that such Transaction is consistent with law and provides equitable
treatment within classes and subordinations;

the Company Representatives discussed with the Noteholder
Representatives the Company's shareholder's desire to repay the
approximately R$ 100 million loan it owes to the Company from
future distributions that it may receive from the Company.  The
shareholder is currently ahead of payments for the loan, with the
next amortization payment due in 2017;

included in the Company's projections for cash flow available for
debt service contained in the presentation dated June 9, 2015
outlining certain potential written restructuring scenarios, which
was previously made public on June 19, 2015, the Company had
estimated non-recurring expenses by year are approximately as
follows:

a.
2016:  R$160mm
b.
2017:  R$160mm
c.
2018:  R$175mm
d.
2019:  R$200mm
e.
2020:  R$60mm
f.
2021:  R$60mm;

consistent with and in addition to the Company's previous
disclosures made in its Brazilian restructuring proceedings
regarding actual collections of booked accounts receivables against
what they had previously projected, the Company's recorded average
slippage for 2015 to date was approximately -20% and the slippage
was for the following months in 2015 as follows:

a.
March:  33%
b.
April:  -53%
c.
May:  -20%
d.
June: approximately -30%;

the Company would like to negotiate an agreement with the creditors
of SPE Gestao e Exploracao de Arenas pursuant to which those
creditors would have their claims satisfied by OAS Arenas and the
cash flows received from its arenas and obtain a release of the
guaranty issued by OAS Investimentos S.A.; and the amount currently
outstanding on the 4th Debenture is approximately R$260 million.

During the week of June 29, 2015, certain of the Company
Representatives engaged in telephone conversations with certain of
the Noteholder Representatives, during which the parties discussed
certain non-confidential information related to the term sheet
provided by the Noteholders on June 10, 2015.

Further, on July 3, 2015, the Noteholder Representatives provided
to the Company Representatives a second written restructuring term
sheet representing the terms of a potential Transaction (the
"Second Noteholder Term Sheet").  The Second Noteholder Term Sheet
represents the second term sheet delivered to date by the
Noteholders to the Company concerning the terms of a Transaction.
As of the date hereof, the Company has not responded to the Second
Noteholder Term Sheet or made a counterproposal.

On July 7, 2015, the Company Representatives and the Noteholder
Representatives had a telephone call during which the Company
Representatives asked the Noteholders Representatives questions and
clarifications regarding the Second Noteholder Term Sheet.

In addition to the disclaimers and qualifiers set forth in the
materials themselves, all statements made in the Second Noteholder
Term Sheet are in the nature of settlement discussions and
compromise, are not intended to be and do not constitute
representations of any fact or admissions of any liability, and are
for the purpose of attempting to reach a consensual compromise and
settlement.  Nothing contained in the Second Noteholder Term Sheet
is intended to or shall be construed to be an admission or a waiver
of any rights, remedies, claims, or causes of action or defenses.
The information contained in the Second Noteholder Term Sheet is
for discussion purposes only and shall not constitute a commitment
to vote for or consummate any transaction described therein.  The
Noteholders have informed the Company that none of the Noteholders
is a temporary insider or fiduciary of the Company or any of its
subsidiaries or affiliates or any creditor or equity owner of the
Company or any of its subsidiaries or affiliates, and each of the
Noteholders expressly disclaims any purported fiduciary duty to any
such parties.

The Company has published the Second Noteholder Term Sheet on its
investor relations website, in English and in Portuguese.  The Term
Sheet is available at
http://www.oas.com.br/oas-com-1/home.htm

It is included below in English as well.

                         About OAS S.A.

The OAS Group is among the largest and most experienced
infrastructure companies in Brazil, focusing on heavy engineering
and equity investments in infrastructure projects located in and
outside Brazil and abroad for both public and private clients.  The
OAS Group provides services in 22 countries in Latin America, the
Caribbean and Africa.

Based in Sao Paulo, Brazil, OAS S.A. is the holding company at the
apex of the OAS Group.  Its share capital is divided between CMP
Participacoes Ltda. (owned by Mr. Cesar de Araujo Mata Pires),
which has a 90% stake, and LP Participacoes e Engenharia Ltda
(owned by Mr. Jose Adelmario Pinheiro Filho, which has a 10%
stake.

Amid an investigation into alleged corruption and money laundering,
and missed interest payments, OAS S.A. and its affiliates
Construtora OAS S.A., OAS Investments GmbH, and OAS Finance Limited
on
March 31, 2015, commenced judicial reorganization proceedings
before the First Specialized Bankruptcy Court of Sao Paulo pursuant
to Federal Law No. 11.101 of February 9, 2005 of the laws of the
Federative Republic of Brazil.

On April 15, 2015, OAS S.A., et al., filed Chapter 15 bankruptcy
petitions (Bankr. S.D.N.Y. Lead Case No. 15-10937) in Manhattan, in
the United States to seek U.S. recognition of the Brazilian
proceedings.  Renato Fermiano Tavares, as foreign representative,
signed the petitions.  The cases are assigned to Judge Stuart M.
Bernstein. White & Case, LLP, serves as counsel in the U.S. cases.

OAS S.A. listed at least US$1 billion in assets and liabilities.

                      *     *     *

As reported on Troubled Company Reporter on May 6, 2015, Fitch
Ratings has affirmed and withdrawn the ratings of the OAS Group
units, which includes OAS S.A., Construtora OAS S.A., OAS
Investments GmbH, OAS Finance Ltd., and OAS Empreendimentos S.A.


ONE KENTON ALZHEIMER: Bid Deadline Set for September 17
-------------------------------------------------------
Each of One Kenton Alzheimer Center for Excellence (Non-Profit)
Inc. and B'nai Brith Hillel of Toronto Inc. filed a notice of
intention to make a proposal pursuant to the provisions of the
Bankruptcy and Insolvency Act.

A. Farber & Partners Inc. was appointed as the proposal trustee in
the NOI proceedings.  The proposal trustee is now undertaking a
court approved sale process in respect of the business, assets,
rights, undertakings and properties related to a modern, purpose
built, licensed residence catering to Alzheimer and Memory Care
residents (44 united) located in Toronto, Ontario.

Interested parties will have until 5:00 p.m. EDT on Sept. 17, 2015,
to submit a bidding offer.

All interest parties should contact:

Noah Litwack
Farber Financial Group
150 York Street, suite 1600
Toronto, ON M5H 3S5
Tel: 416-496-3719
Email: nlitwack@faberfinancial.com


OVERSEAS SHIPHOLDING: Denial of Bid to Junk Malpractice Suit Upheld
-------------------------------------------------------------------
The Appellate Division of the Supreme Court of New York, First
Department, affirmed the denial of a motion to dismiss the first
cause of action alleging legal malpractice against Proskauer Rose,
LLP.

A New York judge previously refused to quash the malpractice
lawsuit that claims Proskauer Rose's bad advice cost Overseas
Shipholding Group Inc. more than $255 million in tax liabilities,
finding the allegations are sufficient for the case to go forward.
In a ruling from the bench, New York Supreme Court Judge Jeffrey K.
Oing found there is a strong dispute over whether tax advice
Proskauer gave the oil tanker operator in 2011 was based on
accurate information provided by the company. Then, an appeal
followed.

The Appellate Division affirmed the orders denying the Defendants'
motion to dismiss the first cause of action alleging legal
malpractice, finding that the motion court correctly determined
that the legal malpractice claim, based on allegedly deficient tax
advice provided by defendants beginning in 2005 and continuing
throughout the course of its ongoing representation of plaintiff,
is not time-barred.  Further, the Appellate Division also ruled
that the plaintiff sufficiently pleaded that the defendants' advice
was the proximate cause of its alleged damages.  The motion court
correctly determined that the complaint adequately pleads a valid
claim of legal malpractice arising out of a 2011 memorandum, the
Appellate Court ruled.  The documents submitted by defendants do
not conclusively refute plaintiff's claim, the Appellate Court
held.

The case is OVERSEAS SHIPHOLDING GROUP, INC., Plaintiff-Respondent,
v. PROSKAUER ROSE, LLP, ET AL., Defendants-Appellants, 650765/14,
14412A, 14412 (N.Y. App. Div.).

A full-text copy of the Appellate Division's Decision dated on July
2, 2015, is available at http://is.gd/xmN1kNfrom Leagle.com.

Paul Spagnoletti, Esq. -- paul.spagnoletti@davispolk.com of Davis
Polk & Wardwell LLP serves as counsel for Appellants.

Steven L. Hoard, Esq. -- shoard@mhba.com of Mullin Hoard & Brown,
LLP serves as counsel for Respondent.

                  About Overseas Shipholding

Overseas Shipholding Group, Inc. (OTC: OSGIQ), headquartered in New
York is one of the largest publicly traded tanker companies in the
world, engaged primarily in the ocean transportation of crude oil
and petroleum products.  OSG owns or operates 111 vessels that
transport oil and petroleum products throughout the world.

Overseas Shipholding Group and 180 affiliates filed voluntary
Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-20000) on
Nov. 14, 2012, disclosing $4.15 billion in assets and $2.67 billion
in liabilities.  Greylock Partners LLC Chief Executive John Ray
serves as chief reorganization officer.  James L. Bromley, Esq.,
and Luke A. Barefoot, Esq., at Cleary Gottlieb Steen & Hamilton LLP
serve as OSG's Chapter 11 counsel.  Derek C. Abbott, Esq., Daniel
B. Butz, Esq., and William M. Alleman, Jr., at Morris, Nichols,
Arsht & Tunnell LLP, serve as local counsel.

Chilmark Partners LLC serves as financial adviser.  Kurtzman
Carson Consultants LLC is the claims and notice agent.

The Export-Import Bank of China, owed $312 million used for the
construction of five tankers, is represented by Louis R. Strubeck,
Jr., Esq., and Kristian W. Gluck, Esq., at Fulbright & Jaworski LLP
in Dallas; David L. Barrack, Esq., and Beret Flom, Esq., at
Fulbright & Jaworski in New York; and John Knight, Esq., and
Christopher Samis, Esq., at Richards Layton & Finger PA.  Chilmark
Partners, LLC serves as financial and restructuring advisor.

Akin Gump Strauss Hauer & Feld LLP, and Pepper Hamilton LLP, serve
as co-counsel to the official committee of unsecured creditors. FTI
Consulting, Inc., is the financial advisor and Houlihan Lokey
Capital, Inc., is the investment banker.

U.S. Bank National Association is the successor administrative
agent under the $1.5 billion credit agreement, dated as of February
9, 2006 by and among (a) OSG, OSG Bulk Ships, Inc., and OSG
International, Inc., as joint and several borrowers, (b) the
Administrative Agent and (c) various lenders party thereto.
Counsel to the Administrative Agent are Milbank, Tweed, Hadley &
McCloy LLP; Holland & Knight LLP; and Drinker Biddle & Reath LLP.
Lazard Freres & Co. LLC serves as advisor to the Administrative
Agent.

An official committee of Equity Security Holders has been appointed
in the case.  It is represented by Brown Rudnick LLP's Steven D.
Pohl, Esq., James W. Stoll, Esq. and Jesse N. Garfinkle, Esq.; Fox
Rothschild LLP's Jeffrey M. Schlerf, Esq., John H. Strock, Esq. and
L. John Bird, Esq.

Judge Walsh signed on July 18, 2014, a findings of fact,
conclusions of law, and order confirming the First Amended Joint
Plan of Reorganization of OSG and its debtor-affiliates.

A blacklined version of the Plan dated July 17, 2014, is available
at http://bankrupt.com/misc/OSGplan0716.pdf

A full-text copy of Judge Walsh's Confirmation Order is available
at http://bankrupt.com/misc/OSGplanord0718.pdf

                          *     *     *

The Troubled Company Reporter, on Aug. 14, 2014, reported that
Moody's Investors Service assigned Caa1 ratings to the unsecured
notes of Overseas Shipholding Group, Inc. ("OSG") that are being
reinstated pursuant to its plan of reorganization which becomes\
effective. Moody's also affirmed the B2 Corporate Family Rating and
all of the other debt ratings it assigned to OSG on June 12,
2014 in anticipation of the conclusion of the Chapter 11
reorganization. The rating outlook is stable.

The TCR, on Aug. 19, 2014, also reported that Standard & Poor's
Ratings Services assigned its 'B' corporate credit rating to
Overseas Shipholding Group Inc. (OSG). The outlook is stable.


OXANE MATERIALS: Court Approves Sale of Assets to Chemjet
---------------------------------------------------------
Oxane Materials, Inc., sought and obtained from Judge Jeff Bohm of
the U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, approval of the sale of certain designated real
property assets and certain designated tangible assets in Van
Buren, Arkansas, and certain designated tangible assets in Houston,
Texas, free and clear of all liens, claims, encumbrances and other
interests, to Chemject International, Inc. d/b/a Chemjet, Inc.

The total consideration to be paid by the Buyer for the Van Buren
real property is $450,000 in cash, while the total consideration to
be paid by Buyer for the Van Buren tangible assets is $2,000,000 in
cash.  The tangible assets are located at 3003 Industrial Park
Road, in Van Buren, Arkansas, and include, but are not limited to,
bills of sale, titles and other documentation evidencing the sale,
transfer, conveyance, and assignment of all tangible property owned
by the Seller at the Van Buren locations.  The total consideration
to be paid by Buyer for the Texas assets is $275,000 in cash.

Morris D. Weiss, Esq., at Taube Summers Harrison Taylor Meinzer
Brown LLP, in Austin Texas, tells the Court that the Debtor cannot
make profitable use of the Assets itself, and the sale has been
structured to maximize the value realized on the Assets, whether
they end up being sold individually or aggregated.  Mr. Weiss
further tells the Court that the Debtor has determined that a Sale
of the Assets provides the best and most efficient means for the
Debtor to maximize the value of its estate, and avoid further
deterioration in value.

The Debtor is represented by:

          Eric J. Taube, Esq.
          Morris D. Weiss, Esq.
          Christopher G. Bradley, Esq.
          TAUBE SUMMERS HARRISON TAYLOR
          MEINZER BROWN LLP
          100 Congress Avenue, Suite 1800
          Austin, Texas 78701
          Telephone: (512)472-5997
          Facsimile: (512)472-5248
          Email: etaube@taubesummers.com
                 mweiss@taubesummers.com
                 cbradley@taubesummers.com

                 About Oxane Materials

Oxane Materials, Inc., a developer of nanotechnologies based in

Houston, Texas, sought protection under Chapter 11 of the

Bankruptcy Code (Bankr. S.D. Tex., Case No. 15-32940), on May 31,

2015.  The case is assigned to Judge Jeff Bohm.

  The
Debtor's counsel is Morris Dean Weiss, Esq., at Taube Summers

Harrison Taylor Meinzer Brown LLP, in Austin, Texas.


OXANE MATERIALS: Court Okays Sale of IP to Halliburton Energy
-------------------------------------------------------------
The Hon. Jeff Bohm of the U.S. Bankruptcy Court for the Southern
District of Texas entered an order approving Oxane Materials,
Inc.'s motion to sell its intellectual property free and clear of
all liens, claims, and encumbrances.

The Debtor conducted a marketing process in compliance with the
bidding procedures order entered on June 5, 2015 -- a copy of which
is available for free at http://is.gd/z5N9wG-- and determined that
Halliburton Energy Services Inc. has submitted the highest and best
bid for the intellectual property assets of the Debtor in the
amount of $3.35 million.  The Buyer advised the Debtor that it did
not want to assume any of the contracts.

The Debtor is authorized to disburse the proceeds received from the
Buyer's payment in this manner:

      A. $226,400 to the trust account of Taube Summers Harrison
         Taylor Meinzer Brown, LLP, to fund the carve out as
         defined in the agreed final order authorizing the
         Debtor's cash collateral use  in these amounts: (i)
         $75,000 for the Debtor's counsel; (ii) $50,000 for
         Gregory S. Milligan, CRO; (iii) $75,000 as an additional
         "basket" for the estate professionals defined in the cash

         collateral order; and (iv) $26,400 for Christopher Coker,

         Erik Koep, Kevin Williamson and MIchelle Lowrance
         pursuant to the order authorizing the retention of
         certain former employees to provide independent
         contractor services for the Debtor to be held by the
         Debtor's counsel consistent with the cash collateral
         order;

      B. $50,250 payable to IPX Inc. as advisor with respect to
         the sale of the intellectual property;
   
      C. $10,400 to the trust account of the Debtor's counsel in
         payment of the fees payable to the U.S. Trustee;

      D. the balance of the sale proceeds in the amount of
         $3,062,950 to Comerica Bank to be applied to the pre-     
   
         petition indebtedness in partial satisfaction of its
         claims against the Debtor in a manner consistent with the

         cash collateral order and the notice of completion of
         investigation period;

      E. the sale proceeds won't be subject to surcharge by the    
     
         Debtor, the estate, or any successor to the Debtor and no

         fees, costs, or other expenses related to the sale of the

         assets will be deducted from the sale proceeds except for

         those set forth in the court order, a copy of which is
         available for free at http://is.gd/Xnhfyu;and

      F. except for the fee owing to IPX, no broker or party has a

         claim to any commission as a result of having negotiated
         the agreement on behalf of, or for, the Debtor or the
         Buyer.

Imerys Oilfield Minerals, Inc., is designated as the backup bidder
in the amount of $3.30 million.

On July 1, 2015, the Debtor filed a redlined version of the form of
purchase agreement previously filed on June 18, 2015, a copy of
which is available for free at http://is.gd/MBD2Iz.

                      About Oxane Materials

Oxane Materials, Inc., a developer of nanotechnologies based in
Houston, Texas, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex., Case No. 15-32940), on May 31,
2015.  The case is assigned to Judge Jeff Bohm.

The Debtor's counsel is Morris Dean Weiss, Esq., at Taube Summers
Harrison Taylor Meinzer Brown LLP, in Austin, Texas.


OZ GAS: Auction of Personal Property Set for August 12-14
---------------------------------------------------------
Judge Thomas P. Agresti of the U.S. Bankruptcy Court for the
Western District of Pennsylvania sets August 12, 13 and 14, 2015,
as the dates for the public auction of personal property of Oz Gas,
Ltd. and Great Plains Exploration, LLC.

Guy C. Fustine, Esq., Chapter 11 Trustee, is represented by:

          John F. Kroto, Esq.
          KNOX McLAUGHLIN GORNALL & SENNETT, P.C.
          120 West Tenth Street
          Erie, Pennsylvania 16501-1461
          Telephone: (814)459-2800
          Email: jkroto@kmgslaw.com
                
                  About Oz Gas

Mentor, Ohio-based John D. Oil & Gas Co., is in the business of

acquiring, exploring, developing, and producing oil and
natural
 gas in Northeast Ohio.  The Company has 58 producing
wells.  The 
Company also has one self storage facility located
in Painesville, 
Ohio.  The self-storage facility is operated
through a partnership
 agreement between Liberty Self-Stor Ltd.
and the Company.



John D. Oil's affiliated entities -- Oz Gas, LTD., and Great

Plains Exploration, LLC -- filed voluntary Chapter 11
petitions
 (Bankr. W.D. Pa. Case Nos. 12-10057 and 12-10058) on
Jan. 11,
2012.  Two days later, John D. Oil filed its own Chapter
11 
petition (Bankr. W.D. Pa. Case No. 12-10063).



On Nov. 21, 2011, at the request of the lender RBS Citizens,
N.A.,
dba Charter One, a receiver was appointed for all three
corporate
 Debtors, in the United States District Court for the
Northern 
District of Ohio at case No. 11-cv-2089-CAB.  District
Judge 
Christopher A. Boyko issued an order appointing Mark E.
Dottore as 
receiver.  The Receivership Order was appealed to the
Sixth
 Circuit Court of Appeals on Dec. 19, 2011, and the appeal
is 
currently pending.



Judge Thomas P. Agresti oversees the Chapter 11 cases.  Robert S.

Bernstein, Esq., at Bernstein Law Firm P.C., serves as counsel
to
 the Debtors.  Each of Great Plains and Oz Gas estimated $10

million to $50 million in assets and debts.  John D. Oil's
balance 
sheet at Dec. 31, 2011, showed $6.98 million in total
assets, 
$13.26 million in total liabilities, and a stockholders'
deficit 
of $6.28 million.  The petitions were signed by Richard
M.
 Osborne, CEO.



The United States Trustee said a committee under 11 U.S.C.
Sec.
1102 has not been appointed because no unsecured creditor

responded to the U.S. Trustee's communication for service on the
committee.





PARK FLETCHER: Lender Balks at Sale of Substantially All Assets
---------------------------------------------------------------
Lender Filbert Orton EAT, LLC, asks the U.S. Bankruptcy Court for
the Southern District of Indiana to deny Park Fletcher Realty,
LLC's motion to sell substantially all of its assets.

The Lender wants full payment of its claim at closing to pay all of
its principal interest, costs, attorney fees and any other costs
and expenses incurred by the lender.

According to the Lender, it is unclear what assets are not being
sold by the Debtor.  The Debtor also sought to sell substantially
all of its assets with the sale proceeds to be distributed in
accordance with priority of liens.  

The Debtor acknowledges that the Lender holds a valid and
enforceable first mortgage and security interest against the real
estate that is sought to be sold.  The amount owing to the lender
as of May 6, 2015, was at least $13,318,215 with attorney fees,
costs and expenses accruing.  Interest continues to accrue.

While the Lender agreed in order to assist the Debtor in
temporarily reducing the amount of interest charged, the reduction
of interest is being accrued and not forgiven.  In addition, given
the Debtor's prepetition defaults, a receivership proceeding was
instituted.  There may be fees owing to the receiver and other
expenses of the receivership as well, according to the Lender.

The Lender also does not consent to any surcharge of its
collateral.

As reported in the Troubled Company Reporter on June 3, 2015, the
asked the Court for permission to sell its assets located in Marion
County, Indiana, free and clear of any interests, liens, claims and
encumbrances to PF Properties, LLC.

KC Cohen, Esq., at KC Cohen, Lawyer, PC, in Indianapolis, Indiana,
says the purchase price under the Real Estate Purchase Agreement
between the Debtor and PF Properties exceeds the amount of all
creditor claims in the case, and is designed to close quickly,
subject only to industry standard due diligence.  Mr. Cohen submits
that the proposed sale is in the best interest of the creditors of
the estate.

Mr. Cohen said that while an auction mechanism has the potential
for producing a higher bid for the real estate, the cost of delay
in closing is immense, given the impossibly high interest rate
being charged by Filbert Orton Eat, LLC, which holds a valid and
enforceable first mortgage and security interest against the real
rstate.  As such the Debtor has exercised its sound business
discretion to conclude that the proposed sale is the best avenue of
liquidating creditor claims.

The purchase agreement contemplates a closing immediately upon
completion of due diligence, which will end on June 20, 2015.  FOE
has agreed to grant the Debtor an interest reduction of $150k if
the sale is closed on or before July 11, 2015.  Accordingly, time
is of the essence, Mr. Cohen tells the Court.

The lender is represented by:

         David A. Lerner, Esq.
         PLUNKETT COONEY
         38505 Woodward Ave., Ste. 2000
         Bloomfield Hills, MI 48304
         Tel: (248) 901-4010
         E-mail: dlerner@plunkettcooney.com

              and

         Pamela A. Paige, Esq.
         PLUNKETT COONEY
         300 N. Meridian Street – Suite 990
         Indianapolis, IN 46204
         Tel: (317) 974-5744
         E-mail: ppaige@plunkettcooney.com
  
                   About Park Fletcher

Park Fletcher Realty, LLC filed a Chapter 11 bankruptcy
petition (Bank. S.D. Ind. Case No. 15-00843) on Feb. 15, 2015.
The petition was signed by Shawn Williams as managing member.

Judge Jeffrey J. Graham presides over the case.  KC Cohen, Esq., at
KC Cohen, Lawyer, PC, serves as the Debtor's counsel.  Park
Fletcher Realty LLC disclosed $15,201,760 in assets and $13,187,177
in liabilities as of the Chapter 11 filing.



PEACOCK ENGINEERING: Moody's Assigns B2 Corporate Family Rating
---------------------------------------------------------------
Moody's Investors Service, Inc. assigned a B2 Corporate Family
Rating (CFR) and B2-PD Probability of Default Rating to Peacock
Engineering Company, LLC. Moody's also assigned a B2 rating to
Peacock's $35 million first lien revolving credit facility expiring
in 2020 and $285 million first lien term loan maturing in 2022.
Moody's assigned a Caa1 rating to Peacock's $55 million second lien
term loan maturing in 2023. The proceeds from these facilities will
be used to acquire L&L Foods Holdings, LLC (L&L) and repay existing
debt at Peacock. The outlook is stable.

Moody's assigned the following ratings to Peacock Engineering
Company, LLC:

-- Corporate Family Rating at B2

-- Probability of default rating at B2-PD

-- $35 million first lien revolving credit facility expiring in
    2020 at B2 (LGD 3)

--- $285 million first lien term loan maturing in 2022 at B2 (LGD

     3)

-- $55 million second lien term loan maturing in 2023 at Caa1
    (LGD 6)

The rating outlook is stable.

RATINGS RATIONALE

Peacock's B2 CFR reflects significant customer concentration with
the top five customers accounting for about 80% of revenue, modest
size, exposure to food safety issues, and high financial leverage.
These negative credit factors are partially offset by its minimum
exposure to changes in material costs due to the use of pass
through contracts and good liquidity.

Through its five US plants, Peacock provides contract packaging
services to the food industry and can handle frozen, refrigerated,
and shelf stable products. Customers include well recognized
packaged food companies such as Tyson (Hillshire Farms), Kraft,
General Mills (Annie's), Dole, Gerber, and others. Peacock has
signed a definitive agreement to acquire Anaheim, CA based L&L,
which when completed will increase total facilities to seven.
Packaged food companies continue to outsource both packaging and
manufacturing, and Moody's believes Peacock will continue to
benefit from this trend.

Peacock's liquidity is good. Moody's expects the company to be able
to fund its basic cash obligations over the next twelve months
through internally generated cash without the need to draw on its
revolving credit facility. There are no near term maturities. The
company's $35 million revolving credit facility expires in 2020 and
Moody's does not anticipate that the company will need to rely on
the revolver to meet working capital or capital expenditures.
Moody's expects the company to have ample cushion under a springing
leverage covenant if it were triggered. Alternative sources of
liquidity are limited given the bank facilities are secured by
substantially all of the company's assets.

The $35 million first lien revolving credit facility and $285
million first lien term loan facility are rated B2, the same as the
CFR reflecting the fact that these facilities represent the
preponderance of debt in the capital structure. The $55 million
second lien term loan is rated Caa1, two notches below the CFR,
reflecting its junior position in the capital structure.

The stable outlook reflects Moody's view that over the next twelve
to eighteen months Peacock's scale, customer and geographic
diversity, and financial leverage will not meaningfully change.

The ratings could be downgraded if Peacock's operating performance
or liquidity deteriorates, or the company experiences food safety
issues at one of its facilities. Ratings could also be downgraded
if for any reason, debt to EBITDA is sustained over 6.0 times.

The ratings could be upgraded if it materially increases its size,
decreases its customer concentration, and sustains debt to EBITDA
below 4.0 times.

Headquartered in Geneva, Illinois, Peacock provides contract
packaging services to the US food industry. Pro forma for the L&L
acquisition, revenues are approximately $0.9 billion. Charlesbank
Capital Partners, LLC, a private equity firm, owns over 90% of
Peacock.



PEACOCK HOLDING: S&P Assigns 'B' CCR, Outlook Stable
----------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to Geneva, Ill.-based Peacock Holding Co.. The
outlook is stable.

At the same time, S&P assigned a 'B+' issue-level rating to the
company's $35 million revolving credit facility due 2020, undrawn
at close, and $285 million first-lien term loan due 2022.  The '2'
recovery rating indicates S&P's expectation of substantial (70% to
90%) recovery, at the lower half of the range, in the event of
payment default.  S&P also assigned a 'CCC+' issue-level rating to
the company's proposed $55 million second-lien facility due 2023.
The '6' recovery rating indicates S&P's expectation of negligible
(0% to 10%) recovery in the event of payment default.

"The ratings on Peacock Holding Co. reflect S&P's view of the
company's substantial debt obligations, financial sponsor
ownership, meaningful customer concentration, and narrow business
focus," said Standard & Poor's credit analyst Bea Chiem.

The company expects to use proceeds from the debt offering to fund
the purchase of L&L Foods and to refinance the company's existing
debt outstanding, to provide cash to the company, and to pay fees
and expenses.  At the close of the transaction, S&P estimates that
Peacock will have $591 million of adjusted debt.  S&P treats
roughly $200 million (at close) of the company's preferred stock as
100% debt-like, although S&P recognizes that the instruments have a
paid-in-kind dividend and no maturity.



PHOENIX COS: S&P Puts 'B-' Counterparty Credit Rating on Watch Neg
------------------------------------------------------------------
Standard & Poor's Ratings Services said that it placed its 'B-'
long-term counterparty credit rating on Phoenix Cos. Inc.
(Phoenix's non-operating holding company) and its 'B+' long-term
counterparty credit and financial strength ratings on PHL Variable
Insurance Co. (PHLVIC) on CreditWatch with negative implications.
At the same time, S&P placed its 'B+' long-term counterparty credit
and financial strength ratings on Phoenix Life Insurance Co. (PLIC)
on CreditWatch with developing implications.

Phoenix announced various capital-management actions to improve
risk-based capitalization (RBC) at its operating subsidiaries PLIC
and PHLVIC while streamlining the organization's regulatory
operating environment by de-stacking its insurance operating
subsidiaries.  This includes an intercompany reinsurance
transaction between PLIC (NY-domiciled) and PHLVIC (CT-domiciled)
on a modified coinsurance basis to move more-profitable business to
the less-capitalized Connecticut-based subsidiary.  This
transaction, which was effective June 30, 2015, allows PLIC to
retrocede on a modified coinsurance basis the liabilities of a
number of corporate-owned life insurance blocks of business to
PHLVIC.  The immediate effects of this transaction will be positive
to both the RBC and surplus of each operating subsidiary based
primarily on the diversification benefit afforded to PHLVIC through
the addition of more-permanent profitable life business. It will
also help mitigate the nearer-term need for additional
reserve-strengthening requirements, bringing profitable business
into the operating subsidiary that is not as sensitive to interest
rates.  The immediate impact to PLIC's RBC and surplus also will be
positive, reducing risk-based charges used in the calculation of
its RBC ratio.

In tandem with the reinsurance transaction, Phoenix announced
prospective plans to de-stack its insurance operating subsidiaries
in an effort to create a more streamlined regulatory structure
while improving capital fungibility among its insurance entities.
This proposed plan is to be completed by July 31, 2015, and is
subject to regulatory approval by Phoenix's domiciled regulators
(PLIC: New York; PHLVIC: Connecticut).  Upon review of the proposed
streamlining, the New York Department of Financial Services and
Phoenix both agreed that Phoenix will not use any future dividends
paid from PLIC to its non-operating holding company to meet the
capital needs of PHLVIC.  This unique clause leaves Phoenix with
approximately $83 million in cash and marketable securities as of
first-quarter 2015 at its non-operating holding company, which S&P
views as being ample to meet at least two years' of fixed charges
and debt service.

This proposed structural change has altered S&P's view of the
organization's credit fundamentals, which can affect its financial
strength ratings.  S&P's opinion is primarily predicated on its
forward-looking view of the group status of each of Phoenix's
operating subsidiaries, along with our prospective view of
capitalization, the availability of liquidity under unforeseeable
circumstances, and the importance of each operating subsidiary to
the organization's future strategy, to name a few.  Therefore, S&P
believes this structural change may exacerbate financial challenges
surrounding the viability and organic capital generation
capabilities of PHLVIC.  At the same time, this change could erode
the small base of cash and marketable securities at Phoenix's
non-operating holding company, as future dividends from PLIC to the
holding company can no longer be utilized for its PHLVIC
subsidiary.  These challenges coupled with an increase in life
sales -- while no longer providing financial support to PHLVIC --
may affect PLIC's stand-alone credit profile.

S&P expects that after this transaction and restructuring
capitalization will improve slightly at Phoenix's operating
subsidiaries, with PLIC maintaining an RBC ratio between 300% and
350% and PHLVIC between 175% and 200%.  S&P also expects the
organization to restructure its operating subsidiaries while
operationalizing these complex transactions successfully.

The CreditWatch Negative placement of Phoenix Cos. and PHLVIC
reflects that S&P could downgrade the organization if it do not
have clarity surrounding potential cash flow testing reserve
strengthening and/or capital infusions from the non-operating
holding company.  This could affect capitalization or the holding
company's future fixed-charge paying ability.  Concerns also remain
surrounding PHLVIC's self-sustainability without dividend
capabilities from PLIC, and the potential for one-time event risk
that can damage PHLVIC or the Phoenix Cos. non-operating holding
company.

The CreditWatch Developing implication placement of PLIC primarily
reflects S&P's belief that there could be positive, neutral, or
negative rating implications for this subsidiary.  This placement
also reflects the organization's prospective improvement in
capitalization as a result of reduced risk charges and lack of
future support to PHLVIC by way of capital infusions.

In line with S&P's assumptions, it will need to evaluate further
the impact of these changes on the organization.  S&P expects to
resolve the CreditWatch within the next few months as it gains
additional clarity on Phoenix's management plans.



PLATTSBURGH SUITES: Asks Court to Junk Bid to Dismiss Chap. 11 Case
-------------------------------------------------------------------
Plattsburgh Suites, LLC, asks the U.S. Bankruptcy Court for the
Northern District of New York to dismiss Stabilis Fund II, LLC's
motion to dismiss the Chapter 11 case for bad faith filing, or, in
the alternative, to terminate the automatic stay.

The Debtor argues that Stabilis Fund's motion should be dismissed
due to its failure to timely file pre-trial exhibits as required by
the Court's Scheduling Order dated June 11, 2015, or, in the
alternative, to prevent Stabilis Fund from putting into evidence
any exhibits at trial, and/or barring all testimony of Stabilis
Fund as to the value of its collateral at the evidentiary hearings
scheduled for July 1-2, 2015 for failure to timely submit its
Appraisal Report.

The Debtor is represented by:

         Richard L. Wisz, Esq.
         HODGSON RUSS LLP
         677 Broadway, Suite 301
         Albany, NY 12207
         Tel: (518) 465-2333

               About Plattsburgh Suites

Plattsburgh Suites, LLC, owns one parcel of real estate, an
off-campus student housing complex adjacent to SUNY Plattsburgh.
The property has been in a possession of a receiver since November
2013.

Plattsburgh Suites filed for Chapter 11 protection (Bankr. N.D.N.Y.
Case No. 15-10077) in Albany, New York, on Jan. 16, 2015,
disclosing $32.06 million in liabilities.  The case is assigned to
Judge Robert E. Littlefield Jr.

The Debtor has tapped Richard L. Weisz, Esq., at Hodgson Russ LLP,
in Albany, New York, as counsel.

In its an amended schedules, the Debtor disclosed $15,700,000 in
assets and $32,088,977 in liabilities as of the Chapter 11 filing.


POSITRON CORP: Shareholder Mulling Options on Defaulted Notes
-------------------------------------------------------------
Cecil O'Brate, a shareholder of Positron Corp., says he's
evaluating his options with respect to a promissory note issued by
a unit of Positron.

Pursuant to a Loan Purchase and Sale Agreement, dated April 30,
2015, between DX, LLC, a Kansas limited liability company of which
Cecil O'Brate is the sole member (“DX”) and Los Alamos National
Bank, a national banking association, DX purchased a promissory
note given by Los Alamos to Manhattan Isotope Technology, LLC, a
New Mexico Limited liability company and wholly-owned subsidiary of
Positron for $400,000.  The Note is guaranteed by Positron and
secured by all of the assets of Positron.

As of April 29, 2015, the Note was in default and the principal
balance of the Note was $451,589.74 with accrued interest in the
amount of $6,186.16 and accrued late fees in the amount of
$24,173.81.  Interest continues to accrue on the Note at the
default rate of interest which is 16% per annum from March 11,
2015. On June 12, 2015, O'Brate sent a demand letter  to each of
Manhattan and the Issuer demanding payment in full of the balance
of the Note together with all interest and late fees. O'Brate has
not received any response from Manhattan or Positron and has not
received any additional payments from Manhattan or Positron.
O'Brate has attempted to engage in discussions with Positron's
management, but has been unable to do so in any meaningful way.
Accordingly, O'Brate is currently evaluating his options with
respect to the Note, including initiating bankruptcy proceedings
against each of Manhattan and Positron or making a proposal to the
Issuer to acquire or restructure Positron.

O'Brate disclosed as of July 10 beneficial ownership of 3,276,297
shares of common stock of Positron Corporation, which represents 23
percent of the shares outstanding.

Using personal funds, O'Brate expended an aggregate of
approximately $3,878,251.20 to acquire 3,276,297.22 shares in
various transactions:

   * On Dec. 9, 2013, O'Brate acquired 1,000,000 Shares following a
conversion of $1,000,000 of a loan made by O'Brate to Positron.

   * On May 16, 2014, O'Brate acquired an additional 1,041,666.67
Shares following the conversion of the remaining $1,500,000 of the
Loan.

   * On Aug. 11, 2014, O'Brate purchased 833,333.33 Shares directly
from Positron for a total purchase price of $1,000,000.
   * On Feb. 2, 2015, O'Brate purchased 347,222.22 Shares directly
from the Issuer for a total purchase price of $250,000.

   * In various open market transactions between Oct. 30, 2013 and
Oct. 21, 2014, O'Brate purchased 54,075 Shares for a total purchase
price of $128,251.20.

A copy of the regulatory filing is available at:

                        http://is.gd/rCKMXd

                    About Positron Corporation

Headquartered in Fishers, Indiana, Positron Corporation is a
molecular imaging company focused on nuclear cardiology.

Positron reported a net loss of $2.58 million on $1.46 million of
sales for the year ended Dec. 31, 2014, compared to a net loss of
$7.1 million on $1.63 million of sales for the year ended Dec. 31,
2013.

As of March 31, 2015, the Company had $1.68 million in total
assets, $2.63 million in total liabilities and a $953,000 total
stockholders' deficit.

Sassetti LLC, in Oak Park, Illinois, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company has a significant
accumulated deficit which raises substantial doubt about the
Company's ability to continue as a going concern.



PREMIER BANK: United Fidelity Bank Assumes All Deposits
-------------------------------------------------------
Premier Bank, Denver, Colorado, was closed by the Colorado Division
of Banking, which appointed the Federal Deposit Insurance
Corporation (FDIC) as receiver.

To protect the depositors, the FDIC entered into a purchase and
assumption agreement with United Fidelity Bank, fsb, Evansville,
Indiana, to assume all of the deposits of Premier Bank.

The two former branches of Premier Bank will reopen as branches of
United Fidelity Bank, fsb during their normal business hours.
Depositors of Premier Bank will automatically become depositors of
United Fidelity Bank, fsb.  Deposits will continue to be insured by
the FDIC, so there is no need for customers to change their banking
relationship in order to retain their deposit insurance coverage up
to applicable limits.  Customers of Premier Bank should continue to
use their existing branch until they receive notice from United
Fidelity Bank, fsb that it has completed systems changes to allow
other United Fidelity Bank, fsb branches to process their accounts
as well.

Depositors of Premier Bank can access their money by writing checks
or using ATM or debit cards.  Checks drawn on the bank will
continue to be processed.  Loan customers should continue to make
their payments as usual.

As of March 31, 2015, Premier Bank had approximately $31.7 million
in total assets and $29.6 million in total deposits.  In addition
to assuming all of the deposits of the failed bank, United Fidelity
Bank, fsb agreed to purchase essentially all of the assets.

The FDIC estimates that the cost to the Deposit Insurance Fund
(DIF) will be $4.4 million.  Compared to other alternatives, United
Fidelity Bank, fsb's acquisition was the least costly resolution
for the FDIC's DIF.  Premier Bank is the sixth FDIC-insured
institution to fail in the nation this year, and the first in
Colorado.  The last FDIC-insured institution closed in the state
was Community Banks of Colorado, Greenwood Village, on October 21,
2011.



PROSPECT MEDICAL: Moody's Hikes Corporate Family Rating to 'B1'
---------------------------------------------------------------
Moody's Investors Service upgraded the Corporate Family Rating of
Prospect Medical Holdings, Inc. (Prospect) to B1 from B2. The
company's Probability of Default Rating was also upgraded to B1-PD
from B2-PD and the rating on Prospect's senior secured notes was
upgraded to B1 from B2. The rating outlook is stable.

The ratings upgrade primarily reflects Moody's expectation of
operational improvements at the company's existing and newly
acquired hospitals that will contribute to earnings growth and
improved cash flow. Moody's expects Prospect to sustain debt to
EBITDA below 4 times over the next twelve to eighteen months.

The following ratings were upgraded

Corporate Family Rating to B1 from B2

Probability of Default Rating to B1-PD from B2-PD

Senior secured notes due 2019 to B1 (LGD 3) from B2 (LGD 4)

The outlook is stable.

RATINGS RATIONALE

Prospect's B1 Corporate Family Rating reflects the company's
moderate scale, its high financial leverage, its high concentration
in only a few markets, and its significant reliance on California
and Texas Medicaid programs. Moody's anticipates that Prospect will
remain acquisitive beyond the transactions the company has already
announced in New Jersey and Connecticut in order to gain scale and
improve geographic diversification. Moody's expects Prospect to
generate EBITDA and cash flow growth from both existing and
soon-to-be-acquired hospitals. Further, Moody's anticipates that
Prospect will use internally generated cash and limit the use of
incremental debt to fund future growth so that leverage remains
below 4.0 times.

The stable outlook reflects Moody's expectation that Prospect's
leverage will remain moderately high but will benefit from near
term hospital acquisitions that will be funded with internally
generated cash. Moody's also expects that Prospect will maintain
good liquidity, despite capital commitments at newly acquired
facilities, due to improvement in operating cash flow.

Given Prospect's relatively small size and considerable
concentration in only a few markets, Moody's does not anticipate an
upgrade of the ratings in the near term. However, over the longer
term, the ratings could be upgraded if the company can increase
scale and enhance revenue and earnings diversification. Further,
the ratings could be upgraded if Prospect maintains debt to EBITDA
at around 3.0 and maintains a measured approach towards debt funded
acquisitions or shareholder initiatives.

The ratings could be downgraded if operational or integration
challenges cause a significant deterioration in financial metrics
or the company undertakes a material debt funded acquisition or
shareholder distribution. More specifically, ratings could be
downgraded if Moody's expects debt to EBITDA to be sustained above
4.0 times or if liquidity weakens.

Headquartered in Los Angeles, California, Prospect Medical
Holdings, Inc. provides health care services through a network of
13 acute care and behavioral hospitals located in California, Texas
and Rhode Island. Through its Medical Group business unit, the
company provides administrative management of health care services
to independent physician organizations that cover over 300,000
members through a network of primary care doctors and specialists.
Prospect recognized revenues of approximately $1.2 billion in the
twelve months ended March 31, 2015. The company is owned by private
equity firm Leonard Green & Partners L.P. and members of the
company's management team.




QUALITY LEASE: Chapter 11 Liquidation Plan Takes Effect
-------------------------------------------------------
Quality Lease and Rental Holdings, LLC said that its liquidation
plan officially took effect on June 8, 2015.

The liquidation plan took effect two weeks after it was approved by
Judge David Jones of U.S. Bankruptcy Court for the Southern
District of Texas.

The plan will be funded from the sale of membership interests of
the company's operating subsidiaries to its lender Main Street
Capital Corp.  

Main Street emerged as the winning bidder at an auction conducted
on May 7 by Quality Lease for the membership interests in Quality
Lease Service, LLC and Quality Lease Rental Service, LLC.

The lender offered to purchase the assets through a credit bid of
$6.25 million, beating out rival bidder Stellar Oilfield Rentals
LLC, which offered $6 million in cash.

The sale was approved on May 23 and closed on June 8, court filings
show.

Under the liquidation plan, Main Street agreed to fund a carve-out
of $437,500, which will be used to pay priority claims and $137,500
to pay general unsecured claims.

Among the creditors that voted on the liquidation plan, only those
holding Class 5 claims rejected it.

Class 5 claims are held by David Michael Mobley and his wife,
former owners of Quality Lease Service and Quality Lease Rental who
sold the companies for $60 million to Quality Lease in 2012.

Prior to the May 4 voting deadline, the Mobleys filed a motion
asking the bankruptcy court to temporarily allow one of their
claims against Quality Lease as a Class 4 general unsecured claim
for purposes of voting on the plan.

The Mobleys argued that the claim in the amount of $6.803 million
is based on the sale agreement and not on the Subordination and
Intercreditor Agreement they executed with the company in January
2013.

Quality Lease and Main Street opposed the motion, saying it is
subordinate to the lenders' claim and, thus, properly classified as
a Class 5 claim.  

Both companies also asked the court to determine that all claims
asserted by the Mobleys are properly classified under the
liquidation plan as Class 5 claims.  The Mobleys objected, arguing
that not all the claims they filed against the company are tied to
the subordination agreement.    

On May 1, Judge Jones allowed the Mobleys to cast a ballot in the
amount of $6.803 million in Class 5.  The bankruptcy judge,
however, overruled their objection to the liquidation plan, court
filings show.

              About Quality Lease and Rental Holdings

Quality Lease and Rental Holdings, LLC, doing business as Rocaceia
Energy Services, sought bankruptcy protection in Victoria, Texas
(Bankr. S.D. Tex. Case No. 14-60074) on Oct. 1, 2014.  Related
entities Quality Lease Rental Service, LLC, Quality Lease Service,
LLC, and Rocaceia, LLC also sought bankruptcy protection (Case Nos.
14-60075 to 14-60077).  The cases are assigned to Judge David R.
Jones.  The Debtors have tapped Walter J. Cicack, Esq., at Hawash
Meade Gaston Neese & Cicack LLP, in Houston, as counsel.

The U.S. Trustee for Region 7 was unable to solicit sufficient
interest to form a committee that will represent unsecured
creditors of the Debtors.

Victoria County is represented by:

        Diane W. Sanders, Esq.
        LINEBARGER GOGGAN BLAIR & SAMPSON, LLP
        P.O. Box 17428
        Austin, TX 78760
        Tel: (512) 447-6675
        Fax: (512) 443-5114
        E-mail: diane.sanders@lgbs.com

The Mobleys are represented by:

        Ronald J. Sommers, Esq.
        George R. Gibson, Esq.
        Richard A. Kincheloe, Esq.
        NATHAN SOMMERS JACOBS
        2800 Post Oak Blvd., 61st Floor
        Houston, TX 77056-5705
        Telephone: (713) 960-0303
        Facsimile: (713) 892-4800

               - and -

        Ronald A. Simank, Esq.
        NATHAN SOMMERS JACOBS
        615 North Upper Broadway, Suite 700
        Corpus Christi, TX 78401
        Telephone: (361) 884-2800
        Facsimile: (361) 884-2822

The Main Street Lenders are represented by:

        Edward L. Rothberg, Esq.
        Annie E. Catmull, Esq.
        HOOVER SLOVACEK LLP
        Galleria Tower II
        5051 Westheimer, Suite 1200
        Houston, Texas 77056
        Telephone: (713) 977-8686
        Facsimile: (713) 977-5395

The IRS is represented by:

        KENNETH MAGIDSON
        UNITED STATES ATTORNEY
        Jose Vela Jr., Esq.
        Assistant United States Attorney
        Attorney in Charge
        1000 Louisiana Street
        Houston, TX 77002
        Tel: (713) 567-9000
        Fax: (713) 718-3303

The Debtors' attorneys can be reached at:

        Walter J. Cicack, Esq.
        HAWASH MEADE GASTON NEESE & CICACK LLP
        2118 Smith Street
        Houston, TX 77002
        Tel: (713) 658-9001
        Fax: (713) 658-9011


QUANTUM FOODS: Young Conaway Files Supplemental Declaration
-----------------------------------------------------------
M. Blake Cleary, a partner at Young Conaway Stargatt & Taylor, LLP,
co-counsel for Quantum Foods, LLC, et al., submitted with the U.S.
Bankruptcy Court for the District of Delaware a supplemental
declaration disclosing the firm's connections with the Debtors and
parties-in-interest.

Pursuant to the initial declaration, Young Conaway described
conflicts and connections search that it conducted in connection
with the representations of the Debtors and listed its connections
with the Debtors and parties-in-interest.

The firm's office is located at Rodney Square, 1000 North King
Street, Wilmington, Delaware.

A copy of the declaration is available for free at:

http://bankrupt.com/misc/QUANTUMFOODS_1126_youngconawaysupp.pdf

                        About Quantum Foods

Founded in 1990 and headquartered in Bolingbrook, Illinois, Quantum
Foods, LLC -- http://www.quantumfoods.com/-- provides protein
products made from beef, poultry and pork.

Quantum Foods LLC and its affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 14-10318) on Feb. 18, 2014, to
facilitate the sale of substantially all their business to CTI
Foods Holding Co., LLC.

The Debtors' primary secured indebtedness totals $50.2 million,
owing to lenders led by Crystal Financial, LLC, as administrative
and collateral agent.

Quantum Foods is being advised in its restructuring by Daniel J.
McGuire, Esq., Gregory M. Gartland, Esq., and Caitlin S. Barr,
Esq., at Winston & Strawn as counsel; M. Blake Cleary, Esq.,
Kenneth J. Enos, Esq., and Andrew Magaziner, Esq., at Young,
Conaway, Stargatt & Taylor, LLP, serve as local counsel.  City
Capital Advisors is the investment banker.  FTI Consulting, Inc.
also serves as advisor. BMC Group is the claims and notice agent.

The U.S. Trustee for Region 3 appointed five members to the
official committee of unsecured creditors in the case.  The
Committee has retained Triton Capital Partners, Ltd. as financial
advisor; and Mark D. Collins, Esq., Russell C. Silberglied, Esq.,
Michael J. Merchant, Esq., Christopher M. Samis, Esq., and Robert
C. Maddox, Esq., at Richards, Layton & Finger, P.A. as counsel.

Raging Bull is represented in the case by Van C. Durrer II, Esq.,
at Skadden Arps Slate Meagher & Flom LLP.  Crystal Finance LLC is
represented by David S. Berman, Esq., at Riemer & Braunstein LLP.



QUICKEN LOANS: S&P Affirms BB Issuer Credit Rating, Outlook Stable
------------------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'BB' issuer
credit rating on Quicken Loans Inc. and 'BB' issue credit rating on
its senior unsecured notes (the notes).  However, on July 8, 2015,
S&P corrected the rating on the notes to 'BB' from 'BBB-', which it
assigned incorrectly on April 27, 2015, due to a misapplication of
criteria.  The correction of the rating was unrelated to the
company's performance or the performance of the company's bonds.
S&P's criteria require that the rating on the notes be no higher
than Quicken's issuer credit rating; therefore, S&P should have
assigned a 'BB' rating to the notes on April 27, 2015, rather than
'BBB-'.  The 'BB' issuer credit rating remains unchanged from S&P's
initial April 27 rating action.  The rating outlook on Quicken is
stable.

On July 8, 2015 S&P also corrected its recovery rating on Quicken's
unsecured debt to '3H' from '1'.  Although S&P's nominal recovery
expectation for Quicken's unsecured debt is between 90% and 100%,
the recovery rating has been capped at a '3', at the high end of
the range.  As per criteria, S&P generally caps unsecured issue
ratings at a '3' when the issuer credit rating is in the 'BB'
category because S&P anticipates a company will add either secured
debt or additional pari passu debt to its capital structure on the
way to default.

"The rating affirmation follows our routine surveillance of Quicken
Loans' operating results and trends in the broader mortgage
industry," said Standard & Poor's credit analyst Stephen Lynch.

Mortgage applications for the industry have been stronger than S&P
expected because of a dip in mortgage rates in the first half of
the year.  In the first quarter of 2015, Quicken originated $19.4
billion in mortgages and reported $433 million in adjusted EBITDA;
we expect second-quarter results to be similarly strong.  These
results compare favorably with our original expectation published
in April of this year that the company would originate $65 billion
of mortgages and generate $675 million to $725 million of adjusted
EBITDA for all of 2015.

The outlook on Quicken remains stable.  Standard & Poor's Ratings
Services believes Quicken will maintain its leading market position
and that Quicken's loan origination volumes will move in line with
the industry.  S&P believes Quicken's growing mortgage servicing
portfolio will help dampen the revenue volatility of the firm's
origination platform as rates rise.

S&P could lower the rating if it expects earnings to deteriorate
materially or if S&P believes that the company is pursuing a more
aggressive growth strategy.  Specifically, S&P could lower the
rating if it believes net debt to EBITDA were to rise above 1.5x on
a sustained basis.  Additionally, if Quicken is unable to
successfully resolve its legal matters, specifically with regard to
the Department of Justice and the Department of Housing and Urban
Development, such that the company incurs a substantial monetary
penalty, significant damage to its brand or a reduction in product
offerings, S&P may lower the rating.

S&P believes that an upgrade is unlikely in the foreseeable
future.



RADIOSHACK CORP: Approved to Tap ASK to Pursue Avoidance Actions
----------------------------------------------------------------
The U.S. Bankruptcy Court authorized the Official Committee of
Unsecured Creditors in the Chapter 11 cases of RS Legacy
Corporation, et al., to retain ASK LP as its special counsel nunc
pro tunc to April 9, 2015.

Katherine Good, Esq., at WHITEFORD, TAYLOR & PRESTON LLC, counsel
Committee submitted certification of counsel regarding application
for an order authorizing the retention and employment of ASK LLP as
special counsel.

ASK LLP is expected to analyze, prosecute and settle avoidance
action.

Joseph L. Steinfied, Jr., the managing partner of ASK LLP, told the
Court that the firm will be compensated on contingency basis as:

   1. Pre Suit -- ASK will earn legal fees on a contingency basis
of 15% of the cash value plus any cash equivalent value of any
claim waiver obtained on all avoidance actions it pursues on behalf
of the estate;

   2. Post Suit -- ASK will earn legal fees on a contingency basis
of 22.5% of the cash value plus any cash equivalent value of any
claim waiver obtained on all avoidance actions it pursues on behalf
of the estate; and

   3. Post Judgment -- ASK will earn legal fees on a contingency
basis of 27.5% of the cash value plus any cash equivalent value of
any claim waiver obtained on all avoidance actions it pursues on
behalf of the estate.

ASK will also advance all fees and expenses.

Mr. Steinfied assured the Court that ASK has no connection with the
Debtors, the creditors, and the U.S. Trustee.

                  About RadioShack Corporation

Headquartered in Fort Worth, Texas, RadioShack (OTCMKTS: RSHCQ) --
http://www.radioshackcorporation.com-- is a retailer of mobile
technology products and services as well as products related to
personal and home technology and power supply needs.  RadioShack's
retail network includes more than 4,300 company-operated stores in
the United States, 270 company-operated stores in Mexico, and
approximately 1,000 dealer and other outlets worldwide.

RadioShack Corporation and affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 15-10197) on Feb. 5, 2015. Judge
Kevin J. Carey presides over the case.

David G. Heiman, Esq., Greg M. Gordon, Esq., Amanda M. Suzuki,
Esq., Jonathan M. Fisher, Esq., Thomas A. Howley, Esq., and Paul
M. Green, Esq., at Jones Day serve as the Debtors' bankruptcy
counsel.

David M. Fournier, Esq., Evelyn J. Meltzer, Esq., and John H.
Schanne, II, Esq., at Pepper Hamilton LLP serve as co-counsel.
Carlin Adrianopoli at FTI Consulting, Inc., is the Debtors'
restructuring advisor. Maeva Group, LLC, is the Debtors'
Turnaround advisor.  Lazard Freres & Co. LLC is the Debtors'
investment banker.  A&G Realty Partners is the Debtors' real
estate
advisor.  Prime Clerk is the Debtors' claims and noticing agent.

In their petitions, the Debtors disclosed total assets of $1.2
billion, versus total debts of $1.3 billion.

Quinn Emanuel Urquhart & Sullivan, LLP and Cooley LLP represent
the Official Committee of Unsecured Creditors as co-counsel.
Houlihan Lokey Capital, Inc. serves as financial advisor and
investment banker.

The bankruptcy case is assigned to Judge Brendan L. Shannon.

                            *     *     *

In March 2015, Judge Shannon authorized RadioShack to sell about
1,700 of its stories to a unit of New York hedge fund Standard
General.  The buyer outlasted RadioShack's largest creditor, Salus
Capital Partners, in the auction for the stores.  The winning bid
by Standard General's unit, General Wireless Operations Inc., is
valued at about $160 million.  Salus offered $129 million cash bid.
Other RadioShack locations will be closed.

In June 2015, RadioShack won Bankruptcy Court approval to sell to
General Wireless the Company's brand name and customer data for
$26.2 million in cash and the assumption of specified liabilities.

RadioShack also offloaded other assets and locations abroad.  The
Company sold its Mexican business to retailer Grupo Gigante for
$31.8 million.  Gigante acquired RadioShack de Mexico, including
251 stores, brands and trademarks, via Gigante's unit Office Depot
de Mexico.

On June 12, 2015, RadioShack filed a bankruptcy liquidation plan
explaining how its remaining assets will be distributed.
RadioShack also changed its name to "RS Legacy Corporation" as part
of the sales to General Wireless.

Judge Shannon will convene a combined hearing on Aug. 26, 2015, at
11:00 a.m., to consider confirmation of the Joint Plan of
Liquidation of RS Legacy Corporation, f/k/a Radioshack Corp., et
al., and approval of the disclosure statement explaining that
plan.

Standard General is represented in the case by Debevoise & Plimpton
LLP's Jonathan E. Levitsky, Esq.

Salus is represented by Anthony W. Clark, Esq., and Jason M.
Liberi, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in
Wilmington, Delaware; and Jay M. Goffman, Esq., Mark A. McDermott,
Esq., and Christine A. Okike, Esq., at Skadden, Arps, Slate,
Meagher & Flom LLP, in New York.


RADIOSHACK CORP: Can Continue Use of Cash Collateral
----------------------------------------------------
Chief U.S. Bankruptcy Judge Brendan L. Shannon has authorized
RadioShack to continue using cash collateral.

The Debtors continue to require the use of cash collateral.  Among
other things, use of cash collateral is needed to wind down the
Debtors' remaining business operations, perform the Debtors'
obligations under the transition services agreement with General
Wireless, and sell the remaining assets.

Discussions regarding the consensual use of cash collateral have
taken place among the Debtors, the SCP Secured Parties, the
Creditors' Committee and the First Out ABL Lenders.  The First Out
ABL Lenders have been included in those discussions, despite having
(a) received full payment of their principal, interest, fees and
expenses through the date of the closing of the initial sale of
assets to General Wireless and (b) been provided with $12 million
in reserves and other protections pursuant to the order approving
the initial General Wireless sale, because they assert that their
interests are still not adequately protected. As a result of the
discussions, the Debtors believe they will reach agreement with the
SCP Secured Parties regarding the Secured Parties' consent to the
Debtors' use of Cash Collateral through July 4, 2015.  Further,
based upon discussions to date, the Debtors believe the Creditors'
Committee is or will be supportive of the relief requested in this
motion.

The First Out ABL Lenders have not consented to the use of Cash
Collateral.  The Debtors believe, however, that, even if the First
Out ABL Lenders ultimately withhold their consent and object to the
Motion, the Court may nonetheless authorize and approve the
Stipulation on the grounds that any remaining interest the First
Out ABL Lenders may have in Cash Collateral is adequately protected
as a result of, among other things, the $5 million Expense Reserve
and the $7 million Indemnification Reserve established pursuant to
the Court's order approving the initial sale of assets to General
Wireless.

                       Objections Filed

The Official Committee of Unsecured Creditors earlier filed an
objection to the cash collateral motion, noting that stating that
"[t]he Debtors continue to require the use of Cash Collateral the
Debtors and the SCP Secured Parties have not yet reached agreement
on certain terms of the Stipulation or on all aspects of the
Budget."   While the Committee supports the Debtors' use of Cash
Collateral in light of the Debtors intent to file a plan of
liquidation that provides a distribution to general unsecured
creditors, such use should not be authorized on the terms and
conditions of the draft form of Stipulation.

Cantor Fitzgerald Securities LLC, as DIP Agent, and the First Out
ABL Lenders also objected to the Debtors' Motion.   Cantor pointed
out that the Debtors in the Motion misinterpret the Sale Order and
ask the Court to authorize, on an expedited basis, nonconsensual
use of the ABL Parties' cash and other collateral having nothing to
do with the sale to General Wireless, rather than make much of any
attempt to gain consensual use from the ABL Parties.  

The Debtors, Cantor avers, must carry a heavy burden of proving
that the ABL Parties’ interests in their collateral are
adequately protected before they can nonconsensually use Cash
Collateral. It points out the Debtors have not even attempted to
meet their burden, introducing absolutely no evidence and instead
relying solely on a series of out-of-context quotes from the Sale
Hearing that are completely irrelevant to the current issue.

The First Out ABL Lenders are represented by:

         BLANK ROME LLP
         Stanley B. Tarr, Esq.
         Victoria Guilfoyle, Esq.
         1201 N. Market Street, Suite 800
         Wilmington, DE 19801
         Tel: (302) 425-6400
         Fax: (302) 425-6464
         Email: tarr@blankrome.com
                guilfoyle@blankrome.com

Cantor Fitzgerald is represented by:

         POTTER ANDERSON & CORROON LLP
         Jeremy W. Ryan, Esq.
         R. Stephen McNeill, Esq.
         1313 North Market Street, Sixth Floor
         Wilmington, DE 19899-0951
         Tel: (302) 984-6000
         Fax: (302) 658-1192

                   About RadioShack Corporation

Headquartered in Fort Worth, Texas, RadioShack (OTCMKTS: RSHCQ) --
http://www.radioshackcorporation.comÂ-- is a retailer of mobile
technology products and services, as well as products related to
personal and home technology and power supply
needs.  RadioShack's retail network includes more than 4,300
company-operated stores in the United States, 270 company-operated
stores in Mexico, and approximately 1,000 dealer and other outlets
worldwide.

RadioShack Corporation and affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 15-10197) on Feb. 5, 2015. Judge
Kevin J. Carey presides over the case.

David G. Heiman, Esq., Greg M. Gordon, Esq., Amanda M. Suzuki,
Esq., Jonathan M. Fisher, Esq., Thomas A. Howley, Esq., and Paul M.
Green, Esq., at Jones Day serve as the Debtors' bankruptcy
counsel.

David M. Fournier, Esq., Evelyn J. Meltzer, Esq., and John H.
Schanne, II, Esq., at Pepper Hamilton LLP serve as
co-counsel.  Carlin Adrianopoli at FTI Consulting, Inc., is the
Debtors' restructuring advisor. Maeva Group, LLC, is the Debtors'
Turnaround advisor. Lazard Freres & Co. LLC is the Debtors'
investment banker. A&G Realty Partners is the Debtors' real estate
advisor.  Prime Clerk is the Debtors' claims and
noticing agent.

In their Petitions, the Debtors disclosed total assets of $1.2
billion, versus total debts of $1.3 billion.

Quinn Emanuel Urquhart & Sullivan, LLP and Cooley LLP represent the
Official Committee of Unsecured Creditors as
co-counsel.  Houlihan Lokey Capital, Inc., serves as financial
advisor and investment banker.
The bankruptcy case is assigned to Judge Brendan L. Shannon.



RANDALL A. FRANZ: Court Rejects US Trustee's Summary Judgment Bid
-----------------------------------------------------------------
Montana Bankruptcy Judge Ralph B. Kirscher denied the U.S.
Trustee's motion for summary judgment filed in its lawsuit against
debtor Randall A. Franz.

The U.S. Trustee filed the adversary proceeding to revoke the
debtor's discharge pursuant to 11 U.S.C. Sec. 727(d)(2).  The U.S.
Trustee filed the motion for summary judgment on May 23, 2015,
together with a Statement of Uncontroverted Facts and supporting
memorandum.  Franz filed a response on June 15, 2015.  Trial of the
adversary proceeding was set to commence on July 10.

After review of the UST's SOUF, the UST's motion and memorandum,
and the Debtor's response, the Court finds and concludes that the
UST failed its burden to show there are no genuine issues of
material fact with respect to whether the Debtor fraudulently
failed to report the acquisition of or entitlement to property of
the estate as required to revoke his discharge under Sec.
727(d)(2).

A copy of Judge Kirscher's June 24, 2015 Memorandum Of Decision is
available at http://bit.ly/1Hp04vmfrom Leagle.com.

The lawsuit is, UNITED STATES TRUSTEE, Plaintiff, vs. RANDALL A.
FRANZ, Defendant, Adv No. 15-00003 (Bankr. D. Mont.).

Randall A. Franz filed his bankruptcy case under chapter 11 (Bankr.
D. Mont. Case No. 10-61754) on July 20, 2010.  The case was
converted to chapter 7 on January 17, 2013.


RECOVERY CENTERS: Alan Friedman Okayed as Broker
------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Washington
authorized Recovery Centers of King County to employ Allan Friedman
and Westlake Associates as broker.

The broker will assist the Debtor with selling its three real
properties located at 464 12th Avenue, Seattle, WA, 505 Washington
Ave. S., Kent, WA 98032, and 1701 18th Ave So., Seattle, WA 98144.
A buyer has already been procured for the 12th Avenue property.

Marketing efforts continue as to the other two properties.  The
listing agreements for those properties are still awaiting
finalization as the Debtor is seeking to obtain copies of the
secured lender's appraisals for the properties to determine the
valuations for the listing agreements.

Those listing agreements will also include the same provision for
5% real estate commission as set forth in the 12th Avenue
property's listing agreement.

                      About Recovery Centers

Recovery Centers of King County -- http://www.rckc.org/-- provided
Central Seattle and South King County residents with a continuum of
care for those who suffer with alcoholism or other drug addiction.

RCKC filed a Chapter 11 case (Bankr. W.D. Wash. Case No. 15-13060)
on May 15, 2015.  

Judge Timothy W. Dore presides over the case.  The Debtor tapped
Jeffrey B Wells, Esq., at Wells and Jarvis, P.S., in Seattle, as
counsel.

The Debtor's Chapter 11 plan contemplates the sale of its real
estate located at 464 - 12th Ave S, Seattle, Washington, 1701 18th
Ave. S, Seattle, WA and 505 Washington Ave. S., Kent, Washington.
The Debtor will sell real property located at 464 12th Avenue, in
Seattle, Washington, to Low Income Housing Institute for $4.1
million.

Bank of America, N.A., is the Debtor's secured lender.

The U.S. Trustee for Region 18 appointed five creditors to serve in
the Official Unsecured Creditors Committee.  The Committee is
represented by Nagler Law Group, P.S.



RECOVERY CENTERS: Nagler Law Approved as Counsel for Committee
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Washington
authorized the Unsecured Creditors' Committee in the Chapter 11
case of Recovery Centers of King County to retain Nagler Law Group
PS as its counsel.

The firm can be reached at:

         NAGLER LAW GROUP, P.S.
         720 Olive Way, #1000
         Seattle, WA 98101
         Tel: (206) 224-3460
         Fax: (206) 224-3463

                      About Recovery Centers

Recovery Centers of King County -- http://www.rckc.org/-- provided
Central Seattle and South King County residents with a continuum of
care for those who suffer with alcoholism or other drug addiction.

RCKC filed a Chapter 11 case (Bankr. W.D. Wash. Case No. 15-13060)
on May 15, 2015.  

Judge Timothy W. Dore presides over the case.  The Debtor tapped
Jeffrey B Wells, Esq., at Wells and Jarvis, P.S., in Seattle, as
counsel.

The Debtor's Chapter 11 plan contemplates the sale of its real
estate located at 464 - 12th Ave S, Seattle, Washington, 1701 18th
Ave. S, Seattle, WA and 505 Washington Ave. S., Kent, Washington.
The Debtor will sell real property located at 464 12th Avenue, in
Seattle, Washington, to Low Income Housing Institute for $4.1
million.

Bank of America, N.A., is the Debtor's secured lender.

The U.S. Trustee for Region 18 appointed five creditors to serve in
the Official Unsecured Creditors Committee.  The Committee is
represented by Nagler Law Group, P.S.



RECOVERY CENTERS: Ombudsman Won't Be Appointed in Case
------------------------------------------------------
The Hon. Timothy W. Dore of the U.S. Bankruptcy Court for the
Western District of Washington ordered that a healthcare ombudsman
will not be appointed in the Chapter 11 cases of Recovery Centers
of King County.

The Debtor has requested that the Court excuse the appointment of
an ombudsman as it is not necessary for the protection of patients
under the specific facts of the case.

The Debtor also declared that no objection to the motion was filed
in the Office of the Clerk or received by the Debtor.

                      About Recovery Centers

Recovery Centers of King County -- http://www.rckc.org/-- provided
Central Seattle and South King County residents with a continuum of
care for those who suffer with alcoholism or other drug addiction.

RCKC filed a Chapter 11 case (Bankr. W.D. Wash. Case No. 15-13060)
on May 15, 2015.

Judge Timothy W. Dore presides over the case.  The Debtor tapped
Jeffrey B Wells, Esq., at Wells and Jarvis, P.S., in Seattle, as
counsel.

The Debtor's Chapter 11 plan contemplates the sale of its real
estate located at 464 - 12th Ave S, Seattle, Washington, 1701 18th
Ave. S, Seattle, WA and 505 Washington Ave. S., Kent, Washington.
The Debtor will sell real property located at 464 12th Avenue, in
Seattle, Washington, to Low Income Housing Institute for $4.1
million.

Bank of America, N.A., is the Debtor's secured lender.

The U.S. Trustee for Region 18 appointed five creditors to serve in
the Official Unsecured Creditors Committee.  The
Committee is represented by Nagler Law Group, P.S.



RECOVERY CENTERS: Taps Robert Smith as Special Counsel
------------------------------------------------------
Recovery Centers of King County asks the U.S. Bankruptcy Court for
the Western District of Washington for permission to employ Robert
Smith as special counsel, as the need may arise, based on his prior
role as in-house counsel for the Debtor.

According to the Debtor, Mr. Smith's knowledge of the Debtor's
dealings, especially as they relate to the unemployment insurance
pool to which it belongs, may provide useful related to determining
how to handle the various contracts of or claims by or against the
estate.

                      About Recovery Centers

Recovery Centers of King County -- http://www.rckc.org/-- provided
Central Seattle and South King County residents with a continuum of
care for those who suffer with alcoholism or other drug addiction.

RCKC filed a Chapter 11 case (Bankr. W.D. Wash. Case No. 15-13060)
on May 15, 2015.  

Judge Timothy W. Dore presides over the case.  The Debtor tapped
Jeffrey B Wells, Esq., at Wells and Jarvis, P.S., in Seattle, as
counsel.

The Debtor's Chapter 11 plan contemplates the sale of its real
estate located at 464 - 12th Ave S, Seattle, Washington, 1701 18th
Ave. S, Seattle, WA and 505 Washington Ave. S., Kent, Washington.
The Debtor will sell real property located at 464 12th Avenue, in
Seattle, Washington, to Low Income Housing Institute for $4.1
million.

Bank of America, N.A., is the Debtor's secured lender.

The U.S. Trustee for Region 18 appointed five creditors to serve in
the Official Unsecured Creditors Committee.  The Committee is
represented by Nagler Law Group, P.S.



RECOVERY CENTERS: Wells and Jarvis Approved as Bankruptcy Counsel
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Washington
authorized Recovery Centers of King County to employ Wells and
Jarvis, P.S., as counsel.

Wells and Jarvis will, among other things:

   1. prepare records and reports as required by the Bankruptcy
Rules, Interim Bankruptcy Rules and the Local Bankruptcy Rules;

   2. prepare applications and proposed orders to be submitted to
the Court; and

   3. identify and prosecute claims and causes of action assertable
on behalf of the estate.

The hourly rates of the firm's personnel are:

      Jeffrey B. Wells                $360
      Emily Jarvis                    $310
      Paralegal                       $150

The parties agreed upon an initial advance fee of $7,000 (based on
an attorney fee of $5,283 and $1,717 to cover the chapter 11 filing
fee), and the Debtor paid that amount to Wells and Jarvis, P.S., on
Feb. 6, 2015.  Because that amount was subsequently fully incurred
prior to the petition in various pre-bankruptcy services, the
$7,000 was paid from trust to Wells and Jarvis, P.S., and an
additional $12,938 was also paid directly to Wells and Jarvis, P.S.
to cover pre-filing fees.  There are currently no funds remaining
in trust.

The firm can be reached at:

         WELLS AND JARVIS, P.S.
         502 Logan Building
         500 Union Street
         Seattle, WA 98101-2332
         Tel: (206) 624-0088
         Fax: (206) 624-0086

To the best of the Debtor's knowledge, the firm represent no
interest adverse to the estate in the matters upon which it is to
be retained.

                      About Recovery Centers

Recovery Centers of King County -- http://www.rckc.org/-- provided
Central Seattle and South King County residents with a continuum of
care for those who suffer with alcoholism or other drug addiction.

RCKC filed a Chapter 11 case (Bankr. W.D. Wash. Case No. 15-13060)
on May 15, 2015.  

Judge Timothy W. Dore presides over the case.  The Debtor tapped
Jeffrey B Wells, Esq., at Wells and Jarvis, P.S., in Seattle, as
counsel.

The Debtor's Chapter 11 plan contemplates the sale of its real
estate located at 464 - 12th Ave S, Seattle, Washington, 1701 18th
Ave. S, Seattle, WA and 505 Washington Ave. S., Kent, Washington.
The Debtor will sell real property located at 464 12th Avenue, in
Seattle, Washington, to Low Income Housing Institute for $4.1
million.

Bank of America, N.A., is the Debtor's secured lender.

The U.S. Trustee for Region 18 appointed five creditors to serve in
the Official Unsecured Creditors Committee.  The  Committee is
represented by Nagler Law Group, P.S.



REFLEK MANUFACTURING: Public Foreclosure Slated on July 24
----------------------------------------------------------
Special Opportunity Value Fund LP, as successor secured creditor of
Reflek Manufacturing Inc., will hold a public foreclosure sale on
July 24, 2015, at the secured creditor's counsel's office in
Atlanta, Georgia.

The secured creditor will offer the assets as two lots as follows
(a) Lot 1 - Machinery and equipment and Lot 2 - All other personal
property.  secured creditor reserves the rights to designate
sublots.

Any parties interest about the assets should contact the secured
creditor's counsel:

Gary W. Marsh, Esq.
DENTONS US LLP
303 Peachtree St., Suite 5300
Atlanta, GA 30308
Tel: (404) 527-4150
Email: gary.marsh@dentons.com

     - and -

RObert E. Richards, Esq.
233 South Wacker Drive, Suite 5900
Chicago, IL 60606
Tel: (312) 876-7396
Email: robert.richards@dentons.com


RESIDENTIAL CAPITAL: Objection to Claim No. 1083 Sustained in Part
------------------------------------------------------------------
Judge Martin Glenn of the United States Bankruptcy Court for the
South District of New York sustained in part and overruled in part
the Rescap Borrower Claims Trust's Seventy-Sixth Omnibus Objection
to Claims as to claim number 1083 filed by Maria M. and Elda
Thompson.

A mother and daughter, Maria M. Thompson and Elda Thompson, filed
Claim Number 1083 against Debtor GMAC Mortgage, LLC, the entity
that serviced their mortgage loan from October 2005 through
February 2013.  During that time, a foreclosure action was filed in
2007, a repayment agreement curing the prior default was entered
into and completed in 2008, and the Thompsons ran into a handful of
difficulties in meeting their monthly loan payments and property
taxes from 2009 through 2011.  The Thompsons' Claim boils down to
two main theories of relief: (1) breach of contract based on
improper servicing conduct and wrongful initiation of foreclosure
proceedings; and (2) violations of certain New Jersey statutes
relating to mortgage loans.  The Trust, a successor in interest to
the Debtors, filed an objection to the Thompsons' Claim, asserting
that the Thompsons fail to state a viable claim for relief against
GMACM.

Judge Glenn sustained in large, but overruled the objection to the
extent the Thompsons allege that GMACM improperly charged them
interest.  The Court found that the Thompsons' Claim is premised
primarily on two theories of relief: breach of contract and
violations of New Jersey statutory law.  In support of their Claim,
the Thompsons raise several different factual allegations including
the allegations made by the Thompsons that they made and GMACM
accepted and credited certain payments in 2007 prior to the filing
of the foreclosure Complaint.  The Court finds and concludes that
the Trust adequately shifted the burden to the Thompsons and the
Thompsons failed to meet their burden to establish the viability of
their Claim in their Opposition, at the Hearing, and at the
Evidentiary Hearing, except to the extent the Thompsons allege that
GMACM improperly charged them interest.  As such, the Objection to
the Claim is sustained in part and overruled in part.

The bankruptcy case is In re: RESIDENTIAL CAPITAL, LLC, et al.,
Chapter 11, Debtors, Case No. 12-12020 (MG), (Bankr. S.D.N.Y.).

Norman S. Rosenbaum, Esq. -- nrosenbaum@mofo.com -- Jordan A.
Wishnew, Esq. -- jwishnew@mofo.com -- and Jessica J. Arett, Esq. --
jarett@mofo.com -- of MORRISON & FOERSTER LLP serve as counsel for
ResCap Borrower Claims Trust

Maria M. Thompson, Pro Se.  Elda Thompson, Pro Se.

A full-text copy of Judge Glenn's Memorandum Opinion and Order
dated July 1, 2015, is available at http://is.gd/MF40A5from
Leagle.com.

                     About Residential Capital

Residential Capital LLC, the unprofitable mortgage subsidiary of
Ally Financial Inc., filed for bankruptcy protection (Bankr.
S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012.

Neither Ally Financial nor Ally Bank is included in the bankruptcy
filings.

ResCap, one of the country's largest mortgage originators and
servicers, was sent to Chapter 11 with 50 subsidiaries amid
"continuing industry challenges, rising litigation costs and
claims, and regulatory uncertainty," according to a company
statement.

ResCap disclosed $15.7 billion in assets and $15.3 billion in
liabilities at March 31, 2012.

Centerview Partners LLC and FTI Consulting are acting as financial
advisers to ResCap.  Morrison & Foerster LLP is acting as legal
adviser to ResCap.  Curtis, Mallet-Prevost, Colt & Mosle LLP is the
conflicts counsel.  Rubenstein Associates, Inc., is the public
relations consultants to the Company in the Chapter 11 case.
Morrison Cohen LLP is advising ResCap's independent directors.
Kurtzman Carson Consultants LLP is the claims and notice agent.

Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves
as counsel to Ally Financial.

ResCap sold most of the businesses for a combined $4.5 billion.
The Bankruptcy Court in November 2012 approved ResCap's sale of its
mortgage servicing and origination platform assets to Ocwen Loan
Servicing, LLC and Walter Investment Management Corporation for $3
billion; and its portfolio of roughly 50,000 whole loans to
Berkshire Hathaway for $1.5 billion.

Judge Martin Glenn in December 2013 confirmed the Joint Chapter 11
Plan co-proposed by Residential Capital and the Official Committee
of Unsecured Creditors.


RESIDENTIAL CAPITAL: Objection to Longoni Claims Sustained in Part
------------------------------------------------------------------
Judge Martin Glenn of the United States Bankruptcy Court for the
South District of New York sustained in part and overruled in part
the Rescap Borrower Claims Trust's objection to claim numbers 2291,
2294, 2295 and 2357 filed by Pamela D. Longoni and Jean Gagnon.

The Claims assert eight causes of action against GMACM and Debtor
Executive Trustee Services, LLC (ETS), previously asserted by the
Claimants in a lawsuit they filed against these two Debtors and
other defendant entities and individuals in the United States
District Court for the District of Nevada.  These causes of action
include: various violations of Nevada statutory law, fraud,
negligence, breach of contract, intentional infliction of emotional
distress, promissory estoppel, and concert of action.  The
Claimants also challenge GMACM's standing to initiate the
foreclosure proceedings.  Upon the Debtors' motion to dismiss, the
Nevada District Court upheld the Claimants' fraud, intentional
infliction of emotional distress, and promissory estoppel claims,
but did not address the remaining causes of action at issue before
the Bankruptcy Court.

The Trust objected to the claims filed by Pamela D. Longoni,
individually and on behalf of her daughter, Lacey Longoni, as well
as Longoni's former partner, Jean Gagnon.  The Claimants opposed.
Through its Objection, the Trust seeks to disallow and expunge the
Claims in their entirety, arguing that the Claims are without merit
and fail to articulate a valid legal basis that would give rise to
any liability on the part of GMACM or ETS.

Judge Glenn sustained in part and overruled in part the Trust's
Objection to the claims.  The Court holds that the Objection to the
Claims is: (1) SUSTAINED with prejudice as to the Claimants'
standing challenge; (2) SUSTAINED with prejudice as to the First
Cause of Action; (3) SUSTAINED with prejudice as to the Second
Cause of Action; (4) OVERRULED without prejudice as to the Third
Cause of Action to the extent it is asserted by Longoni, but is
SUSTAINED with prejudice to the extent the Third Cause of Action is
asserted by Gagnon and Lacey Longoni; (5) SUSTAINED with prejudice
such that the Fourth Cause of Action premised on negligence per se
and negligence arising out of a duty of care in entering into loan
modification negotiations is dismissed; is partially SUSTAINED with
prejudice and partially OVERRULED without prejudice as to the
Fourth Cause of Action to the extent it is premised on negligent
misrepresentation, in accordance with the Court's holding regarding
the Third Cause of Action; and is OVERRULED without prejudice such
that the Fourth Cause of Action, to the extent it is premised on
negligent infliction of emotional distress, survives this stage of
the pleadings; (6) SUSTAINED with prejudice as to the Fifth Cause
of Action; (7) OVERRULED without prejudice as to the Sixth Cause of
Action; (8) OVERRULED without prejudice as to the Seventh Cause of
Action; and (9) SUSTAINED with prejudice as to the Eighth Cause of
Action.

The Trust is directed to confer with the Claimants' counsel
immediately to discuss possible settlement of the Claims.
Additionally, the counsel will confer regarding the scheduling of
any discovery and an evidentiary hearing, as well as further
briefing before trial.  The Counsel will thereafter promptly file a
status letter advising the Court of the proposed schedule.  The
Trust's counsel will set the matter for a further status conference
during the next available omnibus hearing date.  The Claimants'
Nevada counsel may participate by telephone.  The Court will enter
a scheduling order following that conference.

The bankruptcy case is In re: RESIDENTIAL CAPITAL, LLC, et al.,
Chapter 11, Debtors, Case No. 12-12020 (MG), JOINTLY ADMINISTERED
(Bankr. S.D.N.Y.).

A full-text copy of Judge Glenn's Memorandum Opinion and Order
dated July 1, 2015, is available at http://is.gd/WwruT1from
Leagle.com.

Norman S. Rosenbaum, Esq. -- nrosenbaum@mofo.com -- Jordan A.
Wishnew, Esq. -- jwishnew@mofo.com -- and Jessica J. Arett, Esq. --
jarett@mofo.com -- of MORRISON & FOERSTER LLP serve as counsel for
ResCap Borrower Claims Trust

Christian W. Hancock, Esq. -- chancock@babc.com -- and Avery Ann
Simmons, Esq. -- asimmons@babc.com -- of BRADLEY ARANT BOULT
CUMMINGS LLP serve as counsel for ResCap Liquidating Trust.

                      About Residential Capital

Residential Capital LLC, the unprofitable mortgage subsidiary of
Ally Financial Inc., filed for bankruptcy protection (Bankr.
S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012.

Neither Ally Financial nor Ally Bank is included in the bankruptcy
filings.

ResCap, one of the country's largest mortgage originators and
servicers, was sent to Chapter 11 with 50 subsidiaries amid
"continuing industry challenges, rising litigation costs and
claims, and regulatory uncertainty," according to a company
statement.

ResCap disclosed $15.7 billion in assets and $15.3 billion in
liabilities at March 31, 2012.

Centerview Partners LLC and FTI Consulting are acting as financial
advisers to ResCap.  Morrison & Foerster LLP is acting as legal
adviser to ResCap.  Curtis, Mallet-Prevost, Colt & Mosle LLP is the
conflicts counsel.  Rubenstein Associates, Inc., is the public
relations consultants to the Company in the Chapter 11 case.
Morrison Cohen LLP is advising ResCap's independent directors.
Kurtzman Carson Consultants LLP is the claims and notice agent.

Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves
as counsel to Ally Financial.

ResCap sold most of the businesses for a combined $4.5 billion.
The Bankruptcy Court in November 2012 approved ResCap's sale of its
mortgage servicing and origination platform assets to Ocwen Loan
Servicing, LLC and Walter Investment Management Corporation for $3
billion; and its portfolio of roughly 50,000 whole loans to
Berkshire Hathaway for $1.5 billion.

Judge Martin Glenn in December 2013 confirmed the Joint Chapter 11
Plan co-proposed by Residential Capital and the Official Committee
of Unsecured Creditors.


RESIDENTIAL CAPITAL: Silver's Wrongful Foreclosure Claim Nixed
--------------------------------------------------------------
Bankruptcy Judge Martin Glenn sustained the objection filed by
Residential Capital's Borrower Claims Trust to Claim Number 61
filed by Francine Silver.  The Claim is disallowed and expunged.

The Claim is based on causes of action that Silver previously
asserted against Debtor GMAC Mortgage, LLC in California actions
filed before GMACM sought Chapter 11 protection. The Claim asserts
wrongful foreclosure and unjust enrichment causes of action against
GMACM, premised on GMACM's allegedly wrongful foreclosure on
Silver's home.

A copy of the Court's June 24, 2015 Memorandum Opinion and Order is
available at http://bit.ly/1LVVYRSfrom Leagle.com.


REVEL AC: Court Says Agreements with Tenants Are "True Leases"
--------------------------------------------------------------
New Jersey Bankruptcy Judge Michael B. Kaplan declared that Revel
AC Inc.'s agreements with the so-called Amenity Tenants and the LDV
Tenants are true leases, as opposed to management or other similar
agreements.  Judge Kaplan granted, in part, IDEA Boardwalk LLC's
cross motion, which was filed in connection with the Debtors' prior
motion to reject certain leases and executory contracts, in which
IDEA seeks an order clarifying its rights under 11 U.S.C. Sec.
365(h).  Judge Kaplan held that IDEA, the Amenity Tenants, and the
LDV Tenants made valid elections to stay in possession of the
leased premises pursuant to Sec. 365(h).

Judge Kaplan also granted, in part, IDEA's request for a
preliminary injunction, saying IDEA is entitled to the possessory
rights appurtenant to the real property, subject to compliance with
applicable local, state and federal laws and regulations.

The Court denied the Debtors' motion to dismiss the first amended
adversary complaint filed by IDEA related to the lease dispute.
The lawsuit is captioned, IDEA Boardwalk, LLC, Plaintiff, v. Revel
Entertainment Group, LLC, Defendant, Ad. Pro. No. 14-01756
(MBK)(Bankr. D.N.J.).  In the lawsuit, IDEA seeks temporary and
permanent injunctive and declaratory relief.

In its ruling, the Court addressed only Count One of the Complaint,
which consists of IDEA's request to preliminarily enjoin the
Defendant from engaging in conduct that prevents IDEA from enjoying
its possessory rights, including the right to utilities and
necessary easements.

On August 28, 2014, the Debtors filed the motion to reject the
Agreements held with the Tenants. The Rejection Motion sought
rejection of the Agreements nunc pro tunc to the Debtors' shutdown
date of September 2, 2014.  On the Shutdown Date, the Debtors
ceased operations and barred the Tenants from accessing the
premises. Each of the Tenants gave notice of its intent to continue
exercising possessory leasehold rights under Sec. 365(h).

On April 6, 2015, the Court entered an order approving the sale of
the Debtors' assets to Polo North, pursuant to Sec. 363 of the
Bankruptcy Code. The sale closing occurred on the following day.
Thereafter, on April 13, 2015, IDEA filed its Cross Motion, seeking
clarification of its Sec. 365(h) rights as they related to the
pending Rejection Motion. Subsequently, on April 20, 2015, the
Court entered an order granting the Rejection Motion.6

Polo North adopts the position originally set forth by the
Debtor/Defendant, that the Tenants' Sec. 365(h) elections were
invalid because the Agreements are not true leases. Polo North
contends that the Agreements are either management or joint venture
agreements, and, consequently, there are no possessory rights
capable of being retained by the Tenants. As such, the Agreements
would not fall within the purview of Sec. 365(h).

The Tenants maintain that the dictates of Sec. 365(h) do apply
because the Agreements are indeed true leases.

The Amenity Tenants consist of Exhale Enterprises XXI, Inc.,
GRGAC1, LLC, GRGAC2, LLC, GRGAC3, LLC, Mussel Bar AC, LLC, PM
Atlantic City, LLC, RJ Atlantic City, LLC and The Marshall Retail
Group, LLC.

The LDV Tenants consist of American Cut AC Marc Forgione, LLC,
Azure AC Allegretti, LLC, and Lugo AC, LLC. The group of entities
that now constitute the LDV Tenants were originally part of the
Amenity Tenants, but later obtained separate counsel and received
designation as the LDV Tenants.

A copy of Judge Kaplan's June 24, 2015 Memorandum Decision is
available at http://bit.ly/1D5bDXHfrom Leagle.com.

Stuart J. Moskovitz, Esq., Law Offices of Stuart J. Moskovitz,
Esq., Freehold, NJ, Attorney for Polo North Country Club, Inc.

Jeffrey Cooper, Esq., Barry Roy, Esq., Rabinowitz, Lubetkin &
Tully, L.L.C., Livingston, NJ, Attorneys for IDEA Boardwalk, LLC.

Warren J. Martin Jr., Esq., Porzio Bromberg & Newman P.C.,
Morristown, NJ, Attorneys for Exhale Enterprises XXI, Inc., GRGAC1,
LLC, GRGAC2, LLC, GRGAC3, LLC, Mussel Bar AC, LLC, PM Atlantic
City, LLC, RJ Atlantic City, LLC and The Marshall Retail Group, LLC
("Amenity Tenants").

Robert K. Dakis, Esq., Morrison Cohen, LLP, New York, NY, Attorneys
for American Cut AC Marc Forgione, Azure AC Allegretti, and Lugo
AC, LLC ("LDV Tenants").

Michael D. Sirota, Esq., Warren A. Usatine, Esq., Ryan T. Jareck,
Esq., Cole Schotz P.C., Hackensack, NJ, Attorneys for the Official
Committee of Unsecured Creditors.

Michael Viscount, Esq., Samuel Israel, Esq., Fox Rothschild LLP,
Philadelphia, PA, and John K. Cunningham, Esq., Richard S. Kebrdle,
Esq., Kevin M. McGill, Esq., Jason N. Zakia, Esq., White & Case
LLP, Miami, FL, Attorneys for the Debtors.

                           About Revel AC

Revel AC, Inc. -- http://www.revelresorts.com/-- owns and operates

Revel, a Las Vegas-style, beachfront entertainment resort and
casino located on the Boardwalk in the south inlet of Atlantic
City, New Jersey.  Revel AC Inc. and five of its affiliates sought
bankruptcy protection (Bankr. D.N.J. Lead Case No. 14-22654) on
June 19, 2014, to pursue a quick sale of the assets.  The Chapter
11 cases of Revel AC LLC and its debtor-affiliates are transferred
to Judge Michael B. Kaplan.  The Debtors' cases was originally
assigned to Judge Gloria M. Burns.  The Debtors' Chapter 11 cases
are jointly consolidated for procedural purposes.  Revel AC
estimated assets ranging from $500 million to $1 billion, and the
same amount of liabilities.

White & Case, LLP, and Fox Rothschild, LLP, serve as the Debtors'
Counsel, and Moelis & Company, LLC, is the investment banker.  The
Debtors' solicitation and claims agent is Alixpartners, LLP.

The prepetition first lenders are represented by Cadwalader,
Wickersham & Taft LLP.  The prepetition second lien lenders are
represented by Paul, Weiss, Rifkind, Wharton & Garrison LLP.  The
DIP agent is represented by Milbank, Tweed, Hadley & McCloy LLP.

This is Revel AC's second trip to bankruptcy.  The company first
sought bankruptcy protection (Bankr. D.N.J. Lead Case No.
13-16253)
on March 25, 2013, with a prepackaged plan that reduced debt by
$1.25 billion.  Less than two months later on May 15, 2013, the
2013 Plan was confirmed and became effective on May 21, 2013.

                        *     *     *

Revel AC, Inc., et al., on April 20, 2015, filed an amended plan of
reorganization and accompanying disclosure statement to incorporate
the terms of a settlement and plan support agreement entered into
with the Official Committee of Unsecured Creditors, and Wells Fargo
Bank, N.A., as DIP Agent, and Wells Fargo Principal Lending, LLC,
as a Prepetition First Lien Lender and DIP Lender.  The Settlement
Agreement, among other things, provides that Wells Fargo agrees to
give the general unsecured creditors $1.60 million of its recovery
from the proceeds of the sale of substantially all of the Debtors'
assets to Polo North Country Club, Inc., and to advance $150,000
from its recovery to fund the Debtors' reconciliation of claims and
prosecution of claims or estate causes of actions.

Early in April 2015, U.S. Bankruptcy Judge Gloria Burns approved an
$82 million sale of the Revel Casino Hotel to Polo North Country
Club, Inc., which is owned by Florida developer Glenn Straub,
ending nearly 10 months of contentious legal combat for control of
the Atlantic City, N.J., resort.


ROSETTA GENOMICS: Files Financial Statements of CynoGen
-------------------------------------------------------
On April 13, 2015, Rosetta Genomics Ltd. completed its acquisition
of CynoGen Inc. from Prelude Corporation, a Fjord Ventures
portfolio company.

In connection with the acquisition of CynoGen, the Company provided
the Securities and Exchange Commission certain historical and pro
forma financial information.

For the year ended Dec. 31, 2014, CynoGen reported a net loss and
comprehensive loss of $8.2 million on $6.5 million of net sales
compared to a net loss of $7.6 million on $1.6 million of net sales
for the year ended Dec. 31, 2013.

A copy of the audited financial statements is available for free at
http://is.gd/YKiYWO

                           About Rosetta

Based in Rehovot, Israel, Rosetta Genomics Ltd. is seeking to
develop and commercialize new diagnostic tests based on a recently
discovered group of genes known as microRNAs.  MicroRNAs are
naturally expressed, or produced, using instructions encoded in
DNA and are believed to play an important role in normal function
and in various pathologies.  The Company has established a CLIA-
certified laboratory in Philadelphia, which enables the Company to
develop, validate and commercialize its own diagnostic tests
applying its microRNA technology.

Rosetta Genomics reported a loss from continuing operations of
$14.5 million on $1.32 million for the year ended Dec. 31, 2014, a
loss from continuing operations of $13.2 million in 2013 and a loss
from continuing operations of $10.69 million in 2012.

As of Dec. 31, 2014, the Company had $17.3 million in total assets,
$2.21 million in total liabilities and $15.06 million in total
shareholders' equity.

                        Bankruptcy Warning

"We will likely require substantial additional funding and expect
to augment our cash balance through financing transactions,
including the issuance of debt or equity securities and further
strategic collaborations.  On December 7, 2012, we filed a shelf
registration statement on Form F-3 with the SEC for the issuance of
ordinary shares, various series of debt securities and/or warrants
to purchase any of such securities, either individually or in
units, with a total value of up to $75 million, from time to time
at prices and on terms to be determined at the time of such
offerings.  The filing was declared effective on December 19, 2012.
As of the time of the filing of this Annual Report on Form 20-F,
we had sold through the Cantor Sales Agreement an aggregate of
4,736,854 of our ordinary shares for gross proceeds of $19.9
million under this shelf registration statement, leaving an
aggregate of approximately $55.1 million of securities available
for sale under this Form F-3, subject to limitations imposed by the
SEC for companies with a public float of less than $75 million.  If
we need additional funding, there can be no assurance that we will
be able to obtain adequate levels of additional funding on
favorable terms, if at all.  If adequate funds are needed and not
available, we may be required to:

   * delay, reduce the scope of or eliminate certain research and
     development programs;

   * obtain funds through arrangements with collaborators or
     others on terms unfavorable to us or that may require us to
     relinquish rights to certain technologies or products that we

     might otherwise seek to develop or commercialize
     independently;

   * monetize certain of our assets;

   * pursue merger or acquisition strategies; or

   * seek protection under the bankruptcy laws of Israel and the
     United States," the Company said in its annual report for the
     year ended Dec. 31, 2014.


ROSETTA GENOMICS: Files Prospectus Supplement to Shares Offering
----------------------------------------------------------------
Rosetta Genomics Ltd., on Feb. 18, 2015, entered into a controlled
equity offering sales agreement with Cantor Fitzgerald & Co., as
sales agent.  Under the Agreement, Rosetta may offer and sell
ordinary shares, par value NIS 0.6 per share, from time to time
through Cantor, acting as agent.

On July 8, 2015, Rosetta filed a prospectus supplement relating to
the offer and sale, from time to time, of its ordinary shares
having an aggregate offering price of up to $3,600,000 pursuant to
the Agreement.  Rosetta intends to use the net proceeds from the
offering, if any, for its operations and for other general
corporate purposes, including, but not limited to, repayment or
refinancing of future indebtedness or other future corporate
borrowings, working capital, intellectual property protection and
enforcement, capital expenditures, investments, acquisitions or
collaborations, research and development and product development.

Rosetta is not obligated to sell any Shares pursuant to the
Agreement.  Subject to the terms and conditions of the Agreement,
Cantor will use commercially reasonable efforts, consistent with
its normal trading and sales practices and applicable state and
federal law, rules and regulations and the rules of The NASDAQ
Capital Market, to sell Shares from time to time based upon
Rosetta's instructions, including any price, time or size limits or
other customary parameters or conditions Rosetta may impose.

Under the Agreement, Cantor may sell Shares by any method deemed to
be an "at-the-market" offering as defined in Rule 415 promulgated
under the Securities Act of 1933, as amended, including sales made
directly on The NASDAQ Capital Market, on any other existing
trading market for the Shares or to or through a market maker.  In
addition, pursuant to the terms and conditions of the Agreement and
subject to the instructions of Rosetta, Cantor may sell Shares by
any other method permitted by law, including in privately
negotiated transactions.

Rosetta will pay Cantor a commission of up to 3.0% of the aggregate
gross proceeds from each sale of Shares.

                           About Rosetta

Based in Rehovot, Israel, Rosetta Genomics Ltd. is seeking to
develop and commercialize new diagnostic tests based on a recently
discovered group of genes known as microRNAs.  MicroRNAs are
naturally expressed, or produced, using instructions encoded in
DNA and are believed to play an important role in normal function
and in various pathologies.  The Company has established a CLIA-
certified laboratory in Philadelphia, which enables the Company to
develop, validate and commercialize its own diagnostic tests
applying its microRNA technology.

Rosetta Genomics reported a loss from continuing operations of
$14.5 million on $1.32 million for the year ended Dec. 31, 2014, a
loss from continuing operations of $13.2 million in 2013 and a loss
from continuing operations of $10.69 million in 2012.

As of Dec. 31, 2014, the Company had $17.3 million in total assets,
$2.21 million in total liabilities and $15.06 million in total
shareholders' equity.

                        Bankruptcy Warning

"We will likely require substantial additional funding and expect
to augment our cash balance through financing transactions,
including the issuance of debt or equity securities and further
strategic collaborations.  On December 7, 2012, we filed a shelf
registration statement on Form F-3 with the SEC for the issuance of
ordinary shares, various series of debt securities and/or warrants
to purchase any of such securities, either individually or in
units, with a total value of up to $75 million, from time to time
at prices and on terms to be determined at the time of such
offerings.  The filing was declared effective on December 19, 2012.
As of the time of the filing of this Annual Report on Form 20-F,
we had sold through the Cantor Sales Agreement an aggregate of
4,736,854 of our ordinary shares for gross proceeds of $19.9
million under this shelf registration statement, leaving an
aggregate of approximately $55.1 million of securities available
for sale under this Form F-3, subject to limitations imposed by the
SEC for companies with a public float of less than $75 million.  If
we need additional funding, there can be no assurance that we will
be able to obtain adequate levels of additional funding on
favorable terms, if at all.  If adequate funds are needed and not
available, we may be required to:

   * delay, reduce the scope of or eliminate certain research and
     development programs;

   * obtain funds through arrangements with collaborators or
     others on terms unfavorable to us or that may require us to
     relinquish rights to certain technologies or products that we

     might otherwise seek to develop or commercialize
     independently;

   * monetize certain of our assets;

   * pursue merger or acquisition strategies; or

   * seek protection under the bankruptcy laws of Israel and the
     United States," the Company said in its annual report for the
     year ended Dec. 31, 2014.


RREAF O&G PORTFOLIO: Section 341 Meeting Set for August 13
----------------------------------------------------------
A meeting of creditors in the bankruptcy case of RREAF O&G
Portfolio #2 LLC will be held on Aug. 13, 2015, at 12:15 p.m. at
Midland Room 124.  Creditors have until Nov. 11, 2015, to submit
their proofs of claim.

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

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

RREAF O&G Portfolio #2 LLC and three other affiliates filed Chapter
11 petitions (Bankr. W.D. Tex. Proposed Lead Case No.
15-70094) on July 8, 2015.  The petition was signed by Webb M.
Sowden, III as chief executive officer.  The Debtor estimated
assets of $50 million to $100 million and debts of at least $10
million.  Holland & Knight LLP serves as the Debtor's counsel.
Hon. Ronald B. King is assigned to the case.


RREAF O&G: Owners of 8 Texas Hotel Properties File for Ch. 11
-------------------------------------------------------------
RREAF O&G Portfolio #2 LLC and certain affiliated entities, which
collectively own eight hotel properties in Texas, have sought
bankruptcy protection.

Two of the properties are located in Midland, Texas, and the
remaining six properties are located in Andrews, Texas, Cuero
Texas, Hobbs, New Mexico, Pearsall, Texas, Pecos, Texas and Port
Arthur, Texas.  Each of the properties is branded with well-known
franchises, or "flags."

Based upon appraisals obtained in April, 2015, the value of the
Debtors' hotel properties is $57,000,000.

Seven of the hotel properties are owned by Portfolio #2, and one
property is owned by debtor RREAF O&G Portfolio #3 LLC ("Portfolio
#3".  The sole member of Portfolio #2 is debtor RREAF O&G Portfolio
Manager #2 LLC ("#2 Manager") and the sole member of Portfolio #3
is RREAF O&G Portfolio #3 Manager LLC ("#3 Manager").

The Debtors' hotel properties are located in areas with high
concentrations of oil and gas activity.  Accordingly, the Debtors'
business is closely tied to the oil and gas labor market, as many
of the workers in these areas do not live in the area and therefore
require hotel accommodations.

The Debtors' hotels are managed and operated by Channel Point
Hospitality LLC, which provides the employees at each hotel.  The
Debtors intend to honor their management agreements with Channel
Point.  The hotel properties are dispersed throughout Texas and New
Mexico in areas that are either rural or semi-rural.  By utilizing
Channel Point, the Debtors generally have been able to operate on a
cash flow positive basis (net of debt-service obligations as the
Debtors' secured debt recently matured), paying for goods and
services on regular basis.

                        Debt to Spectrum

In April 2014, Spectrum Origination LLC provided the Debtors a
bridge facility to assist the Debtors in acquiring their hotel
properties.  As of the Petition Date, the Debtors allegedly owe
Spectrum $44,246,351.

Despite the fact that during the last year, the Debtors have made
all required interest payments and have made over $3 million of
principal payments, Spectrum has been unwilling to extend the term
of the loans beyond May 2015.

Since the fall of 2014, the Company has diligently pursued
opportunities for refinancing the Loan.  However, the market for
refinancing the loans was materially and adversely affected by the
fall in oil prices during the fall of 2014 and winter of 2015.  

The Debtors now say they have identified a lender and equity
investors that will enable them to refinance the loans and pay off
Spectrum in full for all amounts owed.  Spectrum, however, has not
been cooperative in agreeing to terms which would facilitate the
proposed refinance and has threatened to exercise its remedies.

Due to the value of the assets, the realistic possibility of
achieving the refinance and improving business outlook, the Debtors
believe that the Chapter 11 filing is necessary in order to
preserve the value of the Company's assets.

                         First Day Motions

The Debtors on the Petition Date filed motions:

  -- to jointly administer their Chapter 11 cases;

  -- for designation as complex Chapter 11 cases;

  -- to extend the deadline to file their schedules and
statements;

  -- to approve their cash management procedures;

  -- to honor obligations under management agreements with Channel
Point Hospitality LLC;

  -- to pay prepetition taxes and fees; and

  -- to use cash collateral.

                          About RREAF O&G

RREAF O&G Portfolio #2 LLC, RREAF O&G Portfolio Manager #2 LLC,
RREAF O&G Portfolio #3 LLC, and RREAF O&G Portfolio #3 Manager LLC,
collectively, own eight hotel properties in Texas.

RREAF O&G Portfolio #2, et al., sought Chapter 11 bankruptcy
protection (Bankr. W.D. Tex. Lead Case No. 15-70094), in Midland,
Texas, on July 8, 2015.  Webb M. ("Kip") Sowden, III, the CEO,
signed the Chapter 11 petitions.

The cases are assigned to Chief Bankruptcy Judge Ronald B. King.

The Debtors tapped Holland & Knight LLP as counsel.

Portfolio #2 estimated $50 million to $100 million in assets and
less than $50 million in debt.


RREAF O&G: Proposes to Use Spectrum's Cash Collateral
-----------------------------------------------------
RREAF O&G Portfolio #2 LLC and its debtor affiliates are asking the
U.S. Bankruptcy Court for the Western District of Texas to enter
interim and final orders authorizing their use of cash collateral
of Spectrum Origination LLC.

Portfolio #2 and #2 Manager are parties to a Loan Agreement dated
as of April 30, 2014 with Spectrum, as lender. The original term of
the loan evidenced by the Portfolio #2 Loan Agreement was one year,
but the term was extended pursuant to a forbearance agreement to
May 20, 2015.   As of the Petition Date, the aggregate principal
amount outstanding under the Portfolio #2 Loan Agreement is
approximately $39,118,351 (the "Portfolio #2 Debt").

Portfolio #3 and #3 Manager are parties to a Loan Agreement dated
as of November 21, 2014 with Spectrum, as lender.  The original
term of the loan evidenced by the Portfolio #3 Loan Agreement was
approximately 6 months, but the term of that loan was also extended
pursuant to a forbearance agreement to May 20, 2015.  As of the
Petition Date, the aggregate principal amount outstanding under the
Portfolio #3 Loan Agreement is approximately $5,128,000 (the
"Portfolio #3 Debt").

Spectrum asserts that it has a lien on substantially all of the
Debtors' assets to secure the Spectrum Debt.

Based upon current appraisals obtained in April, 2015, the value of
the Debtors' hotel properties is $57,000,000, as compared to
Spectrum's alleged debt of approximately $44,246,351. Accordingly,
even assuming that the Spectrum Debt and alleged liens are valid,
the Debtors have over $12.75 million in equity in the hotel
properties, which is more than 28% of the Spectrum Debt.

The Loan Agreements with Spectrum were entered into as a bridge
facility to assist the Debtors in acquiring the hotel properties.
Despite the fact that during the last year, the Debtors have made
all required interest payments on the Spectrum Debt and have made
over $3 million of principal payments, Spectrum has been unwilling
to extend the term of the loans.  Accordingly, the Debtors are
actively pursuing several sources of refinance of the Spectrum
Debt.  Despite the Debtors' payment of all interest on the Spectrum
Debt (even after maturity), as well as substantial principal
payments, Spectrum has also been unwilling to provide the Debtors a
reasonable amount of time to refinance the Spectrum Debt.  

The Debtors attempted to negotiate a forbearance agreement prior to
the Petition Date, which would have allowed the Debtors time to
obtain a refinance of the Spectrum Debt.  Unfortunately, Spectrum
demanded that in return for a limited amount of time, the Debtors
must agree to execute "deeds in lieu" that would be released,
without notice, at any time that Spectrum determined an alleged
default occurred, or upon a date certain if the Spectrum Debt was
not refinanced.  Because of the substantial equity in the Debtors'
properties, the Debtors were unwilling to execute documents that
would allow Spectrum to reap value above and beyond the Spectrum
Debt, without any ability for the Debtors to challenge Spectrum's
actions.

On July 6, 2015, Spectrum sent notice to the Debtors' bank (Wells
Fargo) to direct funds to Spectrum's account, thereby cutting off
the Debtors' ability to operate certain of its properties.  Because
Spectrum asserts a lien on the Debtors' remaining funds, and
presumably asserts that the funds constitute "Cash Collateral," the
Debtors are seeking approval to use cash collateral.

                       Cash Collateral

The Debtors have an immediate need to use cash collateral to
continue to operate their businesses.  Without such funds, the
Debtors will not be able to pay costs and expenses, including, but
not limited to, general and administrative operating expenses that
will arise in the administration of these cases.

The Debtors propose to adequately protect the alleged interest of
Spectrum in their prepetition collateral in a number of ways:

   * First, Spectrum is substantially oversecured and holds a
sizeable equity cushion in its alleged collateral.  The value of
the prepetition collateral is approximately $57 million, which
substantially exceeds the sum total of the indebtedness to Spectrum
(approximately $44 million), and the resulting equity cushion of
almost 30% will protect Spectrum against any decrease in the value
of its interests in the prepetition collateral for the duration of
the requested use of Cash Collateral.

   * Second, the Debtors propose to grant Spectrum replacement
liens.  Subject to prior perfected and unavoidable liens and
security interests and only to the extent of any actual
diminution in the value of the Spectrum's interest in Cash
Collateral as a result of the Debtors' use thereof, the Debtors
propose to grant Spectrum replacement liens upon: (a) all assets in
which Spectrum held a validly perfected lien as of the Petition
Date ("Prepetition Collateral"), and (b) all property acquired by
the Debtors after the Petition Date that is of the exact nature,
kind or character as the Prepetition Collateral.  The Debtors
anticipate that those replacement liens will adequately protect
Spectrum for the use of Cash Collateral.  The Debtors do not
propose to grant Spectrum liens in avoidance actions under Chapter
5 of the Bankruptcy Code or the proceeds thereof.

   * Third, the Debtors will provide Spectrum ample information
relating to projected revenues and expenses, and actual revenue and
expenses.  This information will enable Spectrum to monitor its
interests in the Prepetition Collateral and Cash Collateral.

                          About RREAF O&G

RREAF O&G Portfolio #2 LLC, RREAF O&G Portfolio Manager #2 LLC,
RREAF O&G Portfolio #3 LLC, and RREAF O&G Portfolio #3 Manager LLC,
collectively, own eight hotel properties in Texas.

RREAF O&G Portfolio #2, et al., sought Chapter 11 bankruptcy
protection (Bankr. W.D. Tex. Lead Case No. 15-70094), in Midland,
Texas, on July 8, 2015.  Webb M. ("Kip") Sowden, III, the CEO,
signed the Chapter 11 petitions.

The cases are assigned to Chief Bankruptcy Judge Ronald B. King.

The Debtors tapped Holland & Knight LLP as counsel.

Portfolio #2 estimated $50 million to $100 million in assets and
less than $50 million in debt.


RREAF O&G: Says Schedules Deadline Should Be Moved to August
------------------------------------------------------------
RREAF O&G Portfolio #2 LLC and its debtor affiliates are asking the
U.S. Bankruptcy Court for the Western District of Texas to extend
the time to file their schedules of assets and liabilities and
statements of financial affairs for an additional 16 days (for a
total of 30 days from the Petition Date).

Given the size and complexity of their businesses, and the fact
that the Debtors' business operations have been recently disrupted
as a result of the exercise of remedies by their prepetition
lenders, the Debtors have not had, and likely will not have an
opportunity to gather the necessary information to prepare and file
their respective Schedules, Statements, and equity lists prior to
the existing deadlines set by the Bankruptcy Code and Bankruptcy
Rules.

                          About RREAF O&G

RREAF O&G Portfolio #2 LLC, RREAF O&G Portfolio Manager #2 LLC,
RREAF O&G Portfolio #3 LLC, and RREAF O&G Portfolio #3 Manager LLC,
collectively, own eight hotel properties in Texas.

RREAF O&G Portfolio #2, et al., sought Chapter 11 bankruptcy
protection (Bankr. W.D. Tex. Lead Case No. 15-70094), in Midland,
Texas, on July 8, 2015.  Webb M. ("Kip") Sowden, III, the CEO,
signed the Chapter 11 petitions.

The cases are assigned to Chief Bankruptcy Judge Ronald B. King.

The Debtors tapped Holland & Knight LLP as counsel.

Portfolio #2 estimated $50 million to $100 million in assets and
less than $50 million in debt.


RREAF O&G: Wants to Keep Channel Point as Hotels' Manager
---------------------------------------------------------
RREAF O&G Portfolio #2 LLC and its debtor affiliates are asking the
U.S. Bankruptcy Court for the Western District of Texas for
approval to honor their obligations under their management
agreements with Channel Point Hospitality LLC.

The Debtors' hotels are managed and operated by Channel Point
pursuant to management agreements entered into with respect to each
of the Debtors' eight hotel properties.

Among other things, the Management Agreements provide that Channel
Point will furnish employees at each hotel, and such employees are
employees of Channel Point or Channel Point's affiliates, not the
Debtors.  The Debtors are obligated to provide Channel Point with
sufficient funds to operate the hotels, including funds necessary
to pay employees.  Further, the Debtors are obligated to pay
Channel Point certain management fees in connection with management
of the Debtors' properties, including a fee of 3% of gross revenue,
along with certain other accounting and revenue management fees
payable under the management agreements.

Section 9.1 of each of the Management Agreements provides that the
Debtors must furnish "Working Capital" as such term is defined in
the Management Agreements to Channel Point for operation of each of
the individual hotel properties.  Channel Point has informed the
Debtors of immediate need for Working Capital under the Management
Agreements of $345,000 (the "Working Capital Payment").  After
payment of the Working Capital Payment to Channel Point, it is
anticipated that Channel Point will, in turn, pay certain pre- and
post-petition obligations of the Debtors to vendors and employees
to ensure that the operations of the hotel properties are not
disrupted by the filing of the bankruptcy cases.

The Management Agreements further provide that the Debtors are
required to furnish reasonably necessary funds to Channel Point to
assure that Channel Point has sufficient Working Capital to operate
the properties on a monthly basis.  Historically, the Debtors have
complied with this requirement by making payments to Channel Point
on a bi-monthly basis in an amount equal to approximately half of
the monthly budgeted amounts for the operation of the properties.

Brent R. McIlwain, Esq., at Holland & Knight LLP, tells the Court
that the Debtors' hotel properties are dispersed throughout Texas
and New Mexico in areas that are either rural or semi-rural.  By
utilizing Channel Point, the Debtors generally have been able to
operate on a cash flow positive basis (net of debt-service
obligations as the Debtors' secured debt recently matured), paying
for goods and services on regular basis.  If the Debtors were
forced to find a replacement manager for Channel Point, or the
Debtors would likely suffer operational interruptions from the loss
of employees and significantly increased costs from replacement
vendors, which would cause significant damage to the Debtors'
estates.

                          About RREAF O&G

RREAF O&G Portfolio #2 LLC, RREAF O&G Portfolio Manager #2 LLC,
RREAF O&G Portfolio #3 LLC, and RREAF O&G Portfolio #3 Manager LLC,
collectively, own eight hotel properties in Texas.

RREAF O&G Portfolio #2, et al., sought Chapter 11 bankruptcy
protection (Bankr. W.D. Tex. Lead Case No. 15-70094), in Midland,
Texas, on July 8, 2015.  Webb M. ("Kip") Sowden, III, the CEO,
signed the Chapter 11 petitions.

The cases are assigned to Chief Bankruptcy Judge Ronald B. King.

The Debtors tapped Holland & Knight LLP as counsel.

Portfolio #2 estimated $50 million to $100 million in assets and
less than $50 million in debt.



SABINE OIL: Amends Forbearance Agreement to Provide Flexibility
---------------------------------------------------------------
Sabine Oil & Gas Corporation on July 8, 2015, signed an amendment
to its forbearance agreement with the lenders under its second lien
term loan facility.  The amended forbearance agreement will provide
the Company with additional flexibility as it continues discussions
with its creditors and their respective professionals regarding the
Company's debt and capital structure.  

Pursuant to the amendment to the forbearance agreement, the lenders
under the second lien term loan facility have agreed to forbear
from exercising remedies until the earlier of (i) certain events of
default under the forbearance agreement or second lien term loan
facility, (ii) the acceleration or exercise of remedies by any
other lender or creditor, and (iii) the earlier of the termination
of the forbearance period under the Company's revolving credit
facility and July 15, 2015, with respect to the Company's currently
existing events of default under the second lien term loan
facility.  In exchange for agreeing to forbear, the Company has
agreed during the Forbearance Period to, among other things,
tighten certain covenants under the second lien term loan
facility.

As previously announced, the Company has retained financial
advisors, Lazard, and legal advisors, Kirkland & Ellis LLP, to
advise management and the board of directors on strategic
alternatives related to its capital structure.  The Company
believes it is in the best interests of its stakeholders to
actively address the Company's debt and capital structure and is
continuing discussions with its creditors and their respective
professionals.  As previously reported, as of May 8, 2015, the
Company had a cash balance of approximately $276.9 million, which
provides substantial liquidity to fund its current operations.  The
Company is continuing to pay suppliers and other trade creditors in
the ordinary course.

Additional information about the amendment to the forbearance
agreement is available for free at http://is.gd/Iyrmul

                 About Sabine Oil & Gas Corporation

Sabine Oil & Gas LLC, (formerly Forest Oil Corporation) --
http://www.sabineoil.com-- is an independent energy company
engaged in the acquisition, production, exploration and development
of onshore oil and natural gas properties in the United States.
Sabine's current operations are principally located in Cotton
Valley Sand and Haynesville Shale in East Texas, the Eagle Ford
Shale in South Texas, and the Granite Wash in the Texas Panhandle.

Sabine Oil reported a net loss including non-controlling interests
of $327 million in 2014, compared with net income including
non-controlling interests of $10.6 million in 2013.

Deloittee & Touche LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the uncertainty associated with
the Company's ability to repay its outstanding debt obligations as
they become due raises substantial doubt about its ability to
continue as a going concern.

                        Bankruptcy Warning

The Company's borrowing base under its New Revolving Credit
Facility was subject to its semi-annual redetermination on April
27, 2015, and was decreased to $750 million.  Since the Company's
New Revolving Credit Facility is fully drawn, the decrease in the
Company's borrowing base as a result of the redetermination
resulted in a deficiency of approximately $250 million which must
be repaid in six monthly installments of $41.54 million.

Additionally, the Company has elected to exercise its right to a
grace period with respect to a $15.3 million interest payment under
its Term Loan Facility.  The interest payment was due
April 21, 2015; however, such grace period permits the Company 30
days to make such interest payment before an event of default
occurs.  The Company believes it is in the best interests of its
stakeholders to actively address the Company's debt and capital
structure and intends to continue discussions with its creditors
and their respective professionals during the 30-day grace period.
If the Company fails to pay the interest payment during the 30-day
grace period and does not obtain a waiver for the interest
payment, an event of default would exist under the Term Loan
Facility and the lenders under the Term Loan Facility would be able
to accelerate the debt.  However, the lenders would not be able to
foreclose on the collateral securing the Term Loan Facility until
after the expiration of the 180-day standstill.  If the Company
continues to fail to pay the interest payment, such failure could
constitute a cross default under certain of the Company's other
indebtedness.  If the indebtedness under the Term Loan Facility or
any of the Company's other indebtedness is accelerated, the Company
said it may have to file for bankruptcy.
     
                            *    *    *

As reported by the TCR on May 27, 2015, Moody's Investors Service
downgraded Sabine Oil & Gas Corporation's corporate family rating
to C from Caa3 following the company's announcement that it did not
make the interest payment due on its Second Lien Credit Agreement
following the expiration on May 21 of the 30-day grace period with
respect to its April 21, 2015 scheduled payment date. Moody's also
downgraded SOGC's second lien notes to C from Caa3 and its senior
unsecured notes to C from Ca.

The TCR reported on April 24, 2015, that Standard & Poor's Ratings
Services, lowered its corporate credit on Sabine Oil & Gas Corp. to
'D' from 'CCC'.  "The downgrade reflects the company's decision not
to pay approximately $15.3 million in interest that was due on
April 21, 2015, on its second-lien term loan," said Standard &
Poor's credit analyst Ben Tsocanos.


SABINE OIL: Amends Forbearance Agreement to Term Loan Facility
--------------------------------------------------------------
Sabine Oil & Gas Corporation announced that on July 8, 2015, it
signed an amendment to its previously announced forbearance
agreement with the lenders under its second lien term loan
facility.  The amended forbearance agreement will provide the
Company with additional flexibility as it continues discussions
with its creditors and their respective professionals regarding the
Company's debt and capital structure.  Pursuant to the amendment to
the forbearance agreement, the lenders under the second lien term
loan facility have agreed to forbear from exercising remedies until
the earlier of (i) certain events of default under the forbearance
agreement or second lien term loan facility, (ii) the acceleration
or exercise of remedies by any other lender or creditor, and (iii)
the earlier of the termination of the forbearance period under the
Company's revolving credit facility and July 15, 2015 (the
"Forbearance Period"), with respect to the Company's currently
existing events of default under the second lien term loan
facility.  In exchange for agreeing to forbear, the Company has
agreed during the Forbearance Period to, among other things,
tighten certain covenants under the second lien term loan
facility.

As previously announced, the Company has retained financial
advisors, Lazard, and legal advisors, Kirkland & Ellis LLP, to
advise management and the board of directors on strategic
alternatives related to its capital structure.  The Company
believes it is in the best interests of its stakeholders to
actively address the Company's debt and capital structure and is
continuing discussions with its creditors and their respective
professionals.  As previously reported, as of May 8, 2015, the
Company had a cash balance of approximately $276.9 million, which
provides substantial liquidity to fund its current operations.  The
Company is continuing to pay suppliers and other trade creditors in
the ordinary course.

Additional information about the amendment to the forbearance
agreement is contained in a report on Form 8-K filed today with the
SEC.

               About Sabine Oil & Gas Corporation

Sabine Oil & Gas Corporation -- http://www.sabineoil.com-- is an
independent energy company engaged in the acquisition, production,
exploration and development of onshore oil and natural gas
properties in the United States.  Sabine's current operations are
principally located in the Cotton Valley Sand and Haynesville Shale
in East Texas, the Eagle Ford Shale in South Texas, the Granite
Wash in the Texas Panhandle and the North Louisiana Haynesville.


SEARS HOLDINGS: Completes Seritage Growth Properties Transaction
----------------------------------------------------------------
Sears Holdings Corporation announced that it closed its right
offering and sale-leaseback transaction with Seritage Growth
Properties, a recently formed, independent publicly traded real
estate investment trust.

In the transaction, Sears sold 235 Sears- and Kmart-branded stores
to Seritage along with Sears' 50 percent interests in joint
ventures with each of Simon Property Group, Inc., General Growth
Properties, Inc. and The Macerich Company, which together hold an
additional 31 Sears Holdings properties.

Sears Holdings received aggregate gross proceeds from the
transaction of $2.7 billion, which provides the Company with
enhanced financial flexibility to accelerate investments in its
transformation to an asset light, member-centric integrated
retailer.

Seritage began trading on the New York Stock Exchange under the
symbol "SRG" on July 6, 2015.  Sears Holdings will continue to be
listed on the Nasdaq Global Select Market under the symbol "SHLD."

In connection with the transaction, Seritage has entered into
agreements under which it will lease the substantial majority of
the acquired properties, including those owned by the joint
ventures, back to Sears Holdings, with the remaining stores being
leased to third parties.  Under the terms of the master leases with
Sears Holdings, Seritage and the joint ventures have the right to
recapture space from Sears Holdings, allowing them to reconfigure
and rent the recaptured space to third-party tenants over time.

"We expect the creation of Seritage to enable us to accelerate many
of the activities that we have been pursuing over the past several
years to transform Sears Holdings into a leading integrated retail
membership-focused company," said Edward S. Lampert, Sears
Holdings' Chairman and chief executive officer.  "By separating a
portion of Sears Holdings' real estate portfolio into a new,
publicly traded company, and leasing back the space, we are
substantially enhancing Sears Holdings' financial flexibility and
significantly transforming our capital structure toward one that is
more flexible, long-term oriented and less dependent on inventory
and receivables.  We expect to continue to operate most of our
retail stores in each of the locations owned by Seritage and lease
back the properties, just as we do at a large number of our
locations."

                            About Sears

Sears Holdings Corporation (NASDAQ: SHLD) --
http://www.searsholdings.com/-- is an integrated retailer focused
on seamlessly connecting the digital and physical shopping
experiences to serve members.  Sears Holdings is home to Shop Your
Waytm, a social shopping platform offering members rewards for
shopping at Sears and Kmart as well as with other retail partners
across categories important to them.

The Company operates through its subsidiaries, including Sears,
Roebuck and Co. and Kmart Corporation, with more than 2,000 full-
line and specialty retail stores in the United States and Canada.

Kmart Corporation and 37 of its U.S. subsidiaries filed voluntary
Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 02-02474) on
Jan. 22, 2002.  Kmart emerged from chapter 11 protection on May 6,
2003, pursuant to the terms of an Amended Joint Plan of
Reorganization.  Skadden, Arps, Slate, Meagher & Flom, LLP,
represented Kmart in its restructuring efforts.  Its balance sheet
showed $16,287,000,000 in assets and $10,348,000,000 in debts when
it sought chapter 11 protection.

Kmart bought Sears, Roebuck & Co., for $11 billion to create the
third-largest U.S. retailer, behind Wal-Mart and Target, and
generate $55 billion in annual revenues.  Kmart completed its
merger with Sears on March 24, 2005.

For the year ended Jan. 31, 2015, the Company reported a net loss
attributable to Holdings' shareholders of $1.68 billion compared to
a net loss attributable to Holdings' shareholders of $1.36 billion
for the year ended Feb. 1, 2014.  As of May 2, 2015, Sears Holdings
had $13.3 billion in total assets, $14.5 billion in total
liabilities, and a $1.20 billion total deficit.

                            *     *     *

Moody's Investors Service in January 2014 downgraded Sears
Holdings Corporate Family Rating to 'Caa1' from 'B3'.  The rating
outlook is stable.

The downgrade reflects the accelerating negative performance of
Sears' domestic business with comparable sales falling 7.4% for
the quarter to date ending January 6th, 2014 compared to the prior
year.  The company now expects domestic Adjusted EBITDA to decline
to a range of ($80 million) to $20 million for the fourth fiscal
quarter, compared with $365 million in the year prior period.  For
the full year, Sears expects domestic Adjusted EBITDA loss between
$(308) million and $(408) million, as compared to $557 million
last year.  Moody's expects full year cash burn (after capital
spending, interest and pension funding) to be around $1.2 billion
in 2013 and we expect Sears' cash burn to remain well above $1
billion in 2014.  "Operating performance for fiscal 2013 is
meaningfully weaker than our previous expectations, and we expect
negative trends in performance to persist into 2014" said Moody's
Vice President Scott Tuhy.  He added "While Sears noted improved
engagement metrics for its "Shop Your Way" Rewards program,
Moody's remains uncertain when these improved engagement metrics
will lead to stabilization of operating performance."

As reported by the TCR on March 26, 2014, Standard & Poor's
Ratings Services affirmed its ratings on the Hoffman Estate, Ill.-
based Sears Holdings Corp., including the 'CCC+' corporate credit
rating.

Fitch Ratings had downgraded its long-term Issuer Default Ratings
(IDR) on Sears Holdings Corporation (Holdings) and its various
subsidiary entities (collectively, Sears) to 'CC' from 'CCC',
according to a TCR report dated Sept. 12, 2014.


SHOTWELL LANDFILL: Bankr. Administrator Wants Minor Plan Changes
----------------------------------------------------------------
Marjorie K. Lynch, the Bankruptcy Administrator for the Eastern
District of North Carolina, says she supports confirmation of
Shotwell Landfill, Inc., et al.'s First Amended Consolidated Plan
of Reorganization dated March 30, 2015, subject to certain changes
and revisions.

The Bankruptcy Administrator objects to the provision in the plan
waiving the obligation of professionals to submit fee applications
for services rendered in connection with the implementing the plan.
The Bankruptcy Administrator requests that fee applications be
required until the case(s) have been closed.

The LSCG settlement terms and the plan impose numerous duties on
the CRO as to reporting fraud and mismanagement. The Bankruptcy
Administrator requests that any such reports be made to the
Bankruptcy Administrator as well for as long as the case remains
pending and for at least 12 months after the case is closed.

Moreover, the Bankruptcy Administrator requests that these
provisions be incorporated into the Plan for the benefit of
unsecured creditors:

   a. Appointment of a disbursing agent: The plan should provide
for the appointment and compensation of a disbursing agent who will
receive the proposed payments on behalf of unsecured creditors and
distribute them to creditors as required by the plan beginning with
the $100,000 payment due on the effective date.  The initial
payment of $100,000, as well as the $45,000 quarterly payments
should be made whether or not all claims objections have been
resolved due to the lengthy period of time that claims objections
have been pending in these particular cases.

   b. Reporting Requirements: For as long as he serves, the CRO
shall be responsible for submitting the post confirmation reports
due under the terms of the confirmed plan, including the settlement
with LSCG or its successor. In addition, the CRO shall notify the
Bankruptcy Administrator of any default under the confirmed plan
for so long as the case remains open.

                        The Chapter 11 Plan

As reported in the April 29, 2015 edition of the TCR, the Debtors
propose a reorganization plan that promises to pay all allowed
claims in full over time.  

LSCG Fund 18, LLC's secured claims will be treated pursuant to a
settlement agreement.  Among other things, the agreement gives LSCG
a secured claim in the amount of $15,250,000 (which amount may
increase upon default), allows LSCG to retain all liens, gives LSCG
an expanded lien on all unencumbered assets, keeps the Court
Restructuring Officer in place until LSCG is paid, provides that
the LSCG debt will mature in three years, and provides for an
orderly liquidation if the Debtor fails to pay LSCG at maturity.

Holders of allowed unsecured claims of less than $5,000 will be
paid in full 90 days after the Effective Date.  Holders of other
allowed unsecured claims will split $100,000 on the Effective Date
and will receive quarterly installments of $45,000 until paid in
full, with the claims bearing interest at the rate of 3.25%.

The existing allowed equity interests in the Debtors will remain
the same as prepetition.  Nothing in the Plan will affect the
enforceability of the undated Memorandum Agreement signed by David
King, David Cook, and Southfield Partners, LLC.

The Plan proposes a form of "substantive consolidation."  Although
the six Debtors will remain separate entities (with separate equity
interests), each Debtor will be liable to make all payments called
for by the Plan, regardless of which of the six Debtors originally
had liability on the claim.  Given the joint manner in which the
six Debtors have historically operated (including the regular
transfer of funds between companies, the payment of debts based
upon cash availability rather than obligor, and the periodic
writing off of intercompany debt), the Debtors believe that a plan
paying all debts in full, over time, regardless of which entity
owes the debt, is appropriate.

The Debtor on April 21, 2015, filed a disclosure statement
explaining the terms of its First Amended Consolidated Chapter 11
Plan, filed March 30, 2015.  A copy of the document is available
for free at:

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

                      About Shotwell Landfill

Raleigh, North Carolina-based Shotwell Landfill, Inc., and its
affiliates filed Chapter 11 bankruptcy petitions (Bankr. E.D.N.C.
Lead Case No. 13-02590) in Wilson on April 19, 2013.

Blake P. Barnard, Esq., William P. Janvier, Esq., and Samantha Y.
Moore, Esq., at the Janvier Law Firm, PLLC, in Raleigh, N.C.,
serve as the Debtors' counsel.  William W. Pollock, Esq., at
Ragsdale Liggett PLLC, in Raleigh, N.C., is the special counsel.

Shotwell Landfill appointed Doug Gurkins as restructuring officer.

Shotwell, in its amended schedules, disclosed $23.2 million in
assets and $10.05 million in liabilities.

                           *     *     *

Judge Stephani W. Humrickhouse has terminated the exclusivity
period within which the affiliate debtors of Shotwell Landfill
Inc., may file a chapter 11 plan and disclosure statement.  On
August 25, 2014, secured creditor LSCG Fund 18, LLC, filed with
the Bankruptcy Court a Second Amended Consolidated Chapter 11 Plan
of Liquidation for Shotwell Landfill et al.  The Plan states that
the Debtors' creditors are best served if the landfill located at
4724 Smithfield Road, Wendell, North Carolina 27591, and all of
the Debtors' property are managed, marketed, and liquidated.
Within six months of the confirmation date (or at a later time as
a liquidation trustee will determine only after consultation and
approval by LSCG and the Unsecured Creditors' Committee), the
Liquidation Trustee will conduct an auction of the property,
including the Landfill.


SHOTWELL LANDFILL: Class 7 Says "No" to Plan; Other Classes Accept
------------------------------------------------------------------
Shotwell Landfill, Inc., et al.'s ballot report filed July 8, 2015,
shows that with the exception of one class, majority of creditors
entitled to vote on the First Amended Consolidated Plan of
Reorganization dated March 30, 2015, have accepted the Plan.

Yes votes were obtained from:

   * LSCG Fund 18, LLC, which has a $15,250,000 secured claim
pursuant to a settlement with the Debtors, and is lone voting
creditor in Class 3.

   * Caterpillar Financial Services Corp., which has a $150,114
secured claim and is the lone voting creditor in Class 4.

   * David Stallings as assignee of North State Bank, which has a
secured $14,135 claim in Class 8.

   * All holders of small unsecured claims in Class 9 who submitted
ballots.

   * Holders of general unsecured claims in Class 10 that hold at
least two-third in amount and more than one-half in number of the
allowed claims.  Specifically, 10 creditors holding a total of
$1.25 million in claims voted to accept the Plan while 7 creditors
holding 257,000 in claims voted to reject.

TT&E Iron & Metal, Inc., the lone creditor in Class 7 with a claim
of $138,267, voted to reject the Plan.

Section 1126(c) of the Bankruptcy Code provides that a plan of
reorganization is deemed "accepted" by a class if votes in favor
are cast by creditors "that hold at least two-third in amount and
more than one-half in number of the allowed claims in such class."

A copy of the Ballot Report is available for free at:

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

U.S. Bankruptcy Judge Stephani W. Humrickhouse on April 30 entered
an order conditionally approving the Disclosure Statement and
setting a July 9 hearing to consider confirmation of the Plan.  The
judge also set a June 30 deadline for ballots and objections.

                    TT&E Says Plan Not Feasible

TT&E Iron & Metal asserts a $149,271 secured claim in Class 6 and a
$12,483 unsecured claim in Class 11.  TT&E complains, among other
things, that the Plan is not feasible and is likely to be followed
by liquidation or the need for further reorganization.  The
creditor also claims that the Plan discriminates unfairly as the
primary secured creditor, LSCG, is provided protection in the form
of a CRO while no protection is afforded to TT&E.  It also notes
that the Plan lacks a bar date for filing objections to claim.

TT&E is represented by:

         HOWARD, STALLINGS, FROM, HUTSON,
          ATKINS, ANGELL & DAVIS, P.A.
         Nicholas C. Brown, Esq.
         P.O. Box 12347
         Raleigh, NC 27605
         Tel: 919-821-7700
         Fax: 919-821-7703

                     Supplement to Disclosures

The Debtors on July 6, 2015, submitted a supplement to the
Disclosure Statement to include a fully executed copy of the full
and final settlement agreement dated June 2015 with LSCG.  A copy
of the document is available for free at:

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

                        The Chapter 11 Plan

As reported in the April 29, 2015 edition of the TCR, the Debtors
propose a reorganization plan that promises to pay all allowed
claims in full over time.  

LSCG Fund 18, LLC's secured claims will be treated pursuant to a
settlement agreement.  Among other things, the agreement gives LSCG
a secured claim in the amount of $15,250,000 (which amount may
increase upon default), allows LSCG to retain all liens, gives LSCG
an expanded lien on all unencumbered assets, keeps the Court
Restructuring Officer in place until LSCG is paid, provides that
the LSCG debt will mature in three years, and provides for an
orderly liquidation if the Debtor fails to pay LSCG at maturity.

Holders of allowed unsecured claims of less than $5,000 will be
paid in full 90 days after the Effective Date.  Holders of other
allowed unsecured claims will split $100,000 on the Effective Date
and will receive quarterly installments of $45,000 until paid in
full, with the claims bearing interest at the rate of 3.25%.

The existing allowed equity interests in the Debtors will remain
the same as prepetition.  Nothing in the Plan will affect the
enforceability of the undated Memorandum Agreement signed by David
King, David Cook, and Southfield Partners, LLC.

The Plan proposes a form of "substantive consolidation."  Although
the six Debtors will remain separate entities (with separate equity
interests), each Debtor will be liable to make all payments called
for by the Plan, regardless of which of the six Debtors originally
had liability on the claim.  Given the joint manner in which the
six Debtors have historically operated (including the regular
transfer of funds between companies, the payment of debts based
upon cash availability rather than obligor, and the periodic
writing off of intercompany debt), the Debtors believe that a plan
paying all debts in full, over time, regardless of which entity
owes the debt, is appropriate.

The Debtor on April 21, 2015, filed a disclosure statement
explaining the terms of its First Amended Consolidated Chapter 11
Plan, filed March 30, 2015.  A copy of the document is available
for free at:

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

                      About Shotwell Landfill

Raleigh, North Carolina-based Shotwell Landfill, Inc., and its
affiliates filed Chapter 11 bankruptcy petitions (Bankr. E.D.N.C.
Lead Case No. 13-02590) in Wilson on April 19, 2013.

Blake P. Barnard, Esq., William P. Janvier, Esq., and Samantha Y.
Moore, Esq., at the Janvier Law Firm, PLLC, in Raleigh, N.C.,
serve as the Debtors' counsel.  William W. Pollock, Esq., at
Ragsdale Liggett PLLC, in Raleigh, N.C., is the special counsel.

Shotwell Landfill appointed Doug Gurkins as restructuring officer.

Shotwell, in its amended schedules, disclosed $23.2 million in
assets and $10.05 million in liabilities.

                           *     *     *

Judge Stephani W. Humrickhouse has terminated the exclusivity
period within which the affiliate debtors of Shotwell Landfill
Inc., may file a chapter 11 plan and disclosure statement.  On
August 25, 2014, secured creditor LSCG Fund 18, LLC, filed with
the Bankruptcy Court a Second Amended Consolidated Chapter 11 Plan
of Liquidation for Shotwell Landfill et al.  The Plan states that
the Debtors' creditors are best served if the landfill located at
4724 Smithfield Road, Wendell, North Carolina 27591, and all of
the Debtors' property are managed, marketed, and liquidated.
Within six months of the confirmation date (or at a later time as
a liquidation trustee will determine only after consultation and
approval by LSCG and the Unsecured Creditors' Committee), the
Liquidation Trustee will conduct an auction of the property,
including the Landfill.


SOBELMAR ANTWERP: Lender Seeks Dismissal of Ch. 11 Case
-------------------------------------------------------
HSH Nordbank AG asks the Bankruptcy Court for the District of
Connecticut to declare the earnings of the vessels of Sobelmar
Antwerp N.V., et al., are not property of the Debtors, or, in the
alternative, dismiss the Chapter 11 cases or abstain from the
Chapter 11 cases.

HSH Nordbank explains that the Debtors have only a temporary
license to collect the earnings, which terminated along with the
termination of the First Loan Agreement.  Sobelmar, the secured
lender asserts, no longer has any rights to collect the earnings,
which are the sole property of HSH.  Thus, the earnings are not
property of the Estate, the secured lender argues.

HSH also asks the Court to dismiss the Chapter 11 cases because the
Debtors failed to provide adequate protection to the secured
lenders.  In fact, the only adequate protection that has been
offered to HSH by Debtors in the present proceeding is a
replacement lien on revenues of the vessels mortgaged to HSH.
This, however, is insufficient, as those funds have already been
assigned to HSH.

HSH also points out that the Debtors had no connection with
Connecticut, or even the United States at all, until Debtors
deposited funds with their attorneys immediately prior to filing
the petition.  The Debtors had no connection whatsoever with the
United States prior to their planning for a bankruptcy filing, the
secured lender tells the Court.  This proceeding should be
dismissed on the basis that the United States is an inconvenient
forum, the secured lender asserts.

HSH is represented by:

         Michael R. Enright, Esq
         ROBINSON & COLE LLP
         280 Trumbull Street
         Hartford, CT 06103
         Tel: 860 275 8290
         Fax: 860 275 8299
         Email: menright@rc.com

            -- and --

         John G. Kissane, Esq.
         Jane Freeberg Sarma, Esq.
         WATSON FARLEY & WILLIAMS LLP
         1133 Avenue of the Americas, 11th Floor
         New York, NY 10036
         Tel: (212) 922 2200
         Fax: (212) 922 1512
         Email: jkissane@wfw.com  
                jfreeberg@wfw.com

                  About Sobelmar Antwerp

Sobelmar Antwerp N.V., a Belgium corporation provides worldwide
seaborne transportation services, operating a fleet of four
handysize bulk carriers.  The vessels Brasschaat, Vyritsa, Kovdor,
and Zarachensk, are owned that are all Marshall Islands
corporations.

Sobelmar Antwerp N.V. and its affiliates sought Chapter 11
bankruptcy protection (Bankr. D. Conn. Lead Case No. 15-20423) in
Hartford, Connecticut, in the United States on March 17, 2015.

The Debtors have approximately $66.2 million in assets and $63
million in liabilities as of Dec. 31, 2014.

The Debtors tapped Bracewell & Giuliani LLP, in Hartford,
Connecticut, as counsel.


SPECTRUM ANALYTICAL: Court Denies Bank's Bid for Abstention
-----------------------------------------------------------
Judge Henry J. Boroff of the U.S. Bankruptcy Court for the District
of Massachusetts denied a motion of Bank Rhode Island seeking that
the Court abstain from asserting jurisdiction with respect to the
bankruptcy cases of Spectrum Analytical Inc. and Hanibal Technology
LLC.

The Bank believed that Hanibal Tayeh, the Debtors' principal, has
filed the petition to reinstate himself in control of the Debtors,
an occurrence which would be to the substantial detriment of the
Debtors and their creditors.

                    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 disclosed $8,658,751 in assets and $1,987,714 in
liabilities as of the Chapter 11 filing.  Hanibal estimated less
than $10 million in assets and debt.

Bacon Wilson, P.C., serves as the Debtors' counsel.



SQUARETWO FINANCIAL: Moody's Cuts Corporate Family Rating to Caa1
-----------------------------------------------------------------
Moody's Investors Service downgraded SquareTwo Financial
Corporation's Corporate Family and Senior Secured ratings to Caa1
with a negative outlook. This is a conclusion of the review
initiated on April 2, 2015.

Downgrades:

Issuer: SquareTwo Financial Corporation

Corporate Family Rating Downgraded from B3 to Caa1

Senior Secured Downgraded from B3 to Caa1

RATINGS RATIONALE

The downgrade reflects weakened profitability and cashflow
generation, as well as its growing negative equity as a result of
reduced supply of charged-off debt and elevated pricing. These
conditions have negatively impacted SquareTwo's profitability and
debt coverage for more than a year as charged-off debt supply has
been slow to normalize to historical levels. The negative outlook
reflects uncertainty regarding SquareTwo's ability to significantly
improve profitability, capital and liquidity at a sensitive time
with maturities on the senior revolving credit facility and the
senior second lien notes occurring in 10 months and 22 months,
respectively.

Purchased debt supply declined drastically beginning in the fourth
quarter of 2013 resulting in increased pricing. The notable decline
in charged-off consumer debt sales by financial institutions is a
result of significant regulatory uncertainty as the Consumer
Financial Protection Bureau, the industry's primary federal
regulator, considers rules in areas such as information accuracy
and debt collector communication methods. In addition, The Office
of the Comptroller of the Currency issued a bulletin in August 2014
to its regulated banks that may be suppliers of charged-off debt
providing guidance on similar topics as the CFPB in addition to
addressing the importance that banks have appropriate due-diligence
and oversight of debt sale arrangements. We expect suppliers of
charged-off debt will return to the market but the timing is
uncertain.

Losses have depleted SquareTwo's positive equity position of $9.1
million as of 31 March 2014 to ($47.7) million as of 31 March 2015.
In addition, a combination of high prices for charged-off debt,
increased costs, and a declining portfolio has had a negative
impact on cashflow and could impact SquareTwo's ability to pursue
new purchase opportunities once supply fully returns to the
market.

SquareTwo's two largest sources of funding, a senior revolving
credit facility and senior second lien notes, mature in April 2016
and April 2017 respectively. The ability to refinance this funding
could become more difficult if charged-off debt supply remains
constrained as the time to these maturities approaches. SquareTwo's
debt outstanding as a multiple of Adjusted EBITDA increased from
1.6 as of March 31, 2014 to 2.4 as of March 31, 2015.

SquareTwo has responded to regulatory developments and concerns of
charged-off debt suppliers by investing in infrastructure and
bringing certain functions such as non-legal collections and
compliance in-house from its existing closed loop network of
attorneys. This investment should position SquareTwo to compete for
future business as charged-off debt suppliers will likely be more
discerning of buyers and the integrity of their platforms.
Centralized functions should also be more cost effective after
charged-off debt supply normalizes which will enable scalable
benefits.

Ratings could be upgraded if market conditions for charged-off debt
supply improve and profitability and capital improves as well.

Ratings could be downgraded further if constrained supply
conditions persist or if regulatory developments continue to have
negative effects on cash flow and profitability.

SquareTwo is a purchaser of charged off debt receivables which
pursues collections via in-house staff and a network of attorneys.
SquareTwo is headquartered in Denver, CO.



ST. JOSEPH'S HOSPITAL: Moody's Affirms 'Ba2' Debt Rating
--------------------------------------------------------
Moody's Investors Service affirms the Ba2 rating on St. Joseph's
Hospital Health Center's bonds, affecting approximately $204
million of outstanding debt. The outlook is revised to stable from
negative.

SUMMARY RATING RATIONALE

The outlook revision to stable from negative reflects expected
integration benefits from St. Joseph's status as a fully owned
member of Trinity Health (Trinity Health Credit Group rated Aa3),
limited capital needs, and reduced liquidity risks following
completion of an IT installation, patient tower and financing last
year. However, the system still has considerable operating
challenges with very weak margins and liquidity and high leverage,
which are reflected in the Ba2 rating. Partly mitigating these
risks is St. Joseph's position as a leading healthcare provider in
the competitive Syracuse service area.

OUTLOOK

The stable outlook reflects expected integration benefits of St.
Joseph's joining Trinity Health as a fully owned member hospital.
Benefits include savings from consolidation of certain support
functions and management expertise, which are expected to
contribute to improved operating performance. The stable outlook
also reflects St. Joseph's limited capital needs, following
completion of an IT installation and patient tower, which will help
maintain liquidity despite weak margins.

WHAT COULD MAKE THE RATING GO UP

-- Improved and sustained operating cashflow margins

-- Material growth in liquidity

-- Further integration with and demonstration of financial support
from Trinity Health

-- Reduced balance sheet and operating leverage

WHAT COULD MAKE THE RATING GO DOWN

-- Failure to improve operating cashflow margin

-- Cash decline below current levels or constraints on liquidity

-- Increased leverage

OBLIGOR PROFILE

St. Joseph's Hospital Health Center operates a 431-bed hospital in
Syracuse, New York and provides inpatient and outpatient services
in the central New York area. The financial statistics above
include other subsidiaries, including physician-related
organizations.

LEGAL SECURITY

Bonds are secured by a pledge of gross receipts as well as a
mortgage lien on St. Joseph's Hospital Health Center. While
security for the bonds is the hospital only, our assessment and the
numbers in this report reflect performance for the system
(including physician-related subsidiaries). Debt service reserve
fund is present; additional indebtedness tests are standard.



STRATECO RESOURCES: Court Extends CCAA Proceedings Until Sept. 3
----------------------------------------------------------------
The process for the motion to institute proceedings filed by
Strateco Resources Inc. with the Superior Court of Quebec whereby
Strateco is claiming some $190 million from the Quebec government
is unfolding as per the agreed-to schedule; the Court has agreed to
special case management and the Attorney General of Quebec has
submitted its defense.  The Superior Court of Quebec (Commercial
Division) has also extended the initial order issued under the
Companies' Creditors Arrangement Act ("CCAA") in relation to
Strateco until September 3, 2015.

Motion to Institute Proceedings

Pursuant to the motion to institute proceedings, the Attorney
General of Quebec had asked for special case management, which
Strateco had not opposed.  On June 25, 2015, the Associate Chief
Justice therefore appointed the Honourable Justice Denis Jacques of
the Quebec Superior Court as the coordinating judge of the
proceedings.  This appointment is aimed at ensuring that the
proceedings are handled efficiently.

Furthermore, as provided for in the agreement between Strateco and
the Attorney General of Quebec, the latter filed the Quebec
government's defense on June 26, 2015.  The agreement can be found
under "Legal Proceedings" on Strateco's website
(www.stratecoinc.com/en/legal-proceedings.php).

CCAA Initial Order

The coordinating judge of the Superior Court of Quebec (Commercial
Division) has appointed the Honourable Justice Danielle Turcotte to
oversee the CCAA proceedings instituted by Strateco.  On
July 8, 2015, at Strateco's request, the Superior Court of Quebec
(Commercial Division) approved an extension of the protection
provided by the initial order until September 3, 2015, to enable
Strateco to finalize its efforts to finance the $190 million
lawsuit against the Quebec government.

Justice Turcotte also rendered her decision regarding the request
for the creation of two super-priority charges to protect the
professionals and the directors, which was opposed by Toro Energy
Limited ("Toro").  As requested by Strateco, the judge ordered an
administrative charge of $2 million to protect the professionals
and another charge of $2.5 million to protect the directors.  These
charges have priority over charges of Toro and other secured
creditors.  The judgment can be found under "Legal Proceedings" on
Strateco's website.

Based in Montreal, Canada, Strateco Resources Inc. --
http://www.stratecoinc.com/home.php-- an exploration stage
company, engages in the acquisition, development, evaluation, and
exploration of mineral.



STW RESOURCES: Reports $2.92-Mil. Net Loss in March 31 Quarter
--------------------------------------------------------------
STW Resources Holding Corp. filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing a
net loss of $2.92 million on $2.68 million of net revenues for the
three months ended March 31, 2015, compared with a net loss of
$2.45 million on $3.60 million of net revenues for the same period
in 2014.

The Company's balance sheet at March 31, 2015, showed $5.10 million
in total assets, $25.9 million in total liabilities and total
stockholders' deficit of $20.9 million.

The Company had an accumulated deficit of $42.0 million as of March
31, 2015, and as of that date was delinquent in payment of $2.83
million of sales and payroll taxes.  As of March 31, 2015, $3.66
million of notes payable are in default.  Since its inception in
January 2008 through Dec. 31, 2014, management has raised equity
and debt financing of approximately $20 million to fund operations
and provide working capital.  The cash resources of the Company are
insufficient to meet its planned business objectives without
additional financing.  These and other factors 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/po0pcn

STW Resources Holding Corp., based in Midland, Texas, provides
customized water reclamation/processing services.  The Company
services these markets: gas shale hydro-fracturing flowback,
oil and gas produced water, desalination, brackish water, and
municipal wastewater.

The Company reported a net loss of $5.31 million on $4.8 million
of revenue for  the three months ended Sept. 30, 2014, compared
with net income of $2.38 million on $147,617 of revenue for the
same period last year.

The Company's balance sheet at Sept. 30, 2014, showed $4.09
million in total assets, $22.3 million in total liabilities,
and a stockholders' deficit of $18.2 million.



SUNVALLEY SOLAR: Reverse Common Stock Split to Take Effect July 13
------------------------------------------------------------------
The Board of Directors of Sunvalley Solar, Inc., approved a 1 for
20 reverse stock split of the Company's issued and outstanding
shares of Common Stock, with a resulting decrease in the number of
the Company's authorized shares of Common Stock from 90,000,000
shares to 4,500,000 shares.  Any fractional shares of the Company's
Common Stock resulting from the reverse stock split will be rounded
up to the nearest whole share.  The new CUSIP number for the
Company's Common Stock following the reverse stock split will be
86802Y 302.

The reverse stock split and the resulting decrease in the number of
the Company's authorized shares of Common Stock are to become
effective on July 13, 2015, at 5:00 p.m. Eastern Time, provided
that Finra first clears the proposed reverse stock split.

The reverse stock split of the Company's Common Stock will not
affect the number of issued and outstanding shares of the Company's
Class A Convertible Preferred Stock.  However, it will affect the
conversion rate or ratio of the Company's Class A Convertible
Preferred Stock.  Prior to the reverse stock split taking effect,
the conversion rate is one share of Class A Convertible Preferred
Stock is convertible to one share of the Company's Common Stock.
Following the reverse stock split, the conversion rate will be 20
shares of the Company's Class A Convertible Preferred Stock will be
convertible to one share of the Company's Common Stock.

                       About Sunvalley Solar

Sunvalley Solar, Inc., is a California-based solar power
technology and system integration company.  Since the inception of
its business in 2007, the company has focused on developing its
expertise and proprietary technology to install residential,
commercial and governmental solar power systems.

Sunvalley Solar reported a net loss of $1.28 million on $3.31
million of revenues for the year ended Dec. 31, 2014, compared with
net income of $764,000 on $4.09 million of revenues for the year
ended Dec. 31, 2013.

As of March 31, 2015, the Company had $6.34 million in total
assets, $5.78 million in total liabilities and $561,000 in total
stockholders' equity.

Sadler, Gibb & Associates, LLC, in Salt Lake City, UT, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2014, citing that the
Company has an accumulated deficit of $3.65 million, which raises
substantial doubt about its ability to continue as a going concern.


TRACER PROTECTION: Louisiana Appeals Court Reverses Ruling
----------------------------------------------------------
The Court of Appeals of Louisiana, First Circuit reversed the trial
court's decision and remanded the case captioned TRACER PROTECTION
SERVICES, INC. AND TRACER ARMED SERVICES, INC., v. DAVID G. BURTON,
SR. AND RHONDA W. HAYES, NO. 2014 CA 1111(La. Ct. App., 1st Cir.).

David G. Burton, Sr., appealed a partial summary judgment granted
in favor of Tracer Protection Services, Inc. ("TPSI"), Tracer Armed
Services, Inc. ("TASI"), and Rene Ortlieb, dismissing all of
Burton's claims arising out of the ownership of TPSI. In connection
with this appeal, the appellees filed an answer contesting the
trial court's denial of their motion for summary judgment on the
issue of TASI's ownership.

TPSI and TASI had sued Burton and other defendants for damages,
alleging that, among other things, Burton misappropriated and
converted the companies' assets for his own personal use. Burton
asserted that he was 100% owner of both TPSI and TASI by virtue of
a February 12, 2004 agreement executed by him and Clifton Redlich.
On the other hand, the companies contended that the 2004 Agreement
is absolutely null because it contradicted TPSI's bankruptcy
reorganization documents, pursuant to which, all of TPSI's shares
were transferred to Ansted, Inc., a company owned by Redlich and
50% of which was owned by Alsace Lorraine Corporation ("ALC"), a
company owned by Ortlieb.

The appellate court held that the trial court erred in ruling that,
as a matter of law, the 2004 Agreement is invalid because of the
alleged bankruptcy fraud. The issue of whether Burton and Redlich
intended to defraud the bankruptcy court is a fact very much in
dispute. It also held that the trial court incorrectly granted
summary judgment in favor of the appellees on the issue of the
validity of the purported transfer of TPSI to Burton, as the issue
of companies' ownership should be decided at a trial on the
merits.

The appellate court agreed with the trial court, however, in its
ruling that the appellees are not entitled to judgment as a matter
of law on the issue of the validity of Redlich's purported transfer
of TASI to Burton.

A copy of the June 5, 2015 judgment is available at
http://is.gd/anqyoSfrom Leagle.com.

L.J. Hymel, Michael Reese Davis, Tim P. Hartdegen, Baton Rouge, LA,
Attorneys for Appellees Plaintiffs — Tracer Protection Services,
Inc., Tracer Armed Services, Inc. and Rene Ortlieb, III.

Eric A. Kracht, Scott E. Frazier, Baton Rouge, LA, Attorneys for
Appellant Defendant, David G. Burton, Sr.

TPSI filed a Chapter 11 petition in 1996.  In late 1997, the
bankruptcy court confirmed a plan of reorganization that included
four agreements, executed on Oct. 6, 1997.  Pursuant to the
agreements, Mr. Burton transferred all of his shares of stock in
TPSI, representing 100% ownership of the company, to Ansted Inc.
for $100,000, which was deposited into the registry of the
bankruptcy court.  Ansted was appointed to manage Tracer, and Mr.
Burton was to continue to be employed by Tracer and serve as its
nominal president.  The parties also executed a stock option
agreement in which Ansted gave Mr. Burton the option to purchase
Tracer's stock between Sept. 5, 2001, and Dec. 21, 2001 for
$340,000.


TRANSWEST RESORT:  9th Circ. Flips Ruling on Lender Plan Objections
-------------------------------------------------------------------
The United States Court of Appeals for the Ninth Circuit reversed a
district court's order and held that a lender's objection to the
confirmation of a plan of reorganization are not equitably moot and
should be considered on appeal.

In 2007, Debtor Transwest Resort Properties, Inc., and four of its
related entities acquired the Westin Hilton Head Resort and Spa and
the Westin La Paloma Resort and Country Club.  The Debtors
defaulted on the mezzanine and mortgage loans, respectively, and in
2010, filed for Chapter 11 bankruptcy.  The bankruptcy cases for
the five entities were jointly administered.

JPMCC 2007-C1 Grasslawn Lodging, LLC, which had acquired the
mortgage loan before the Debtors filed for bankruptcy, filed a
proof of claim in the bankruptcy proceeding for $299 million.  PIM
Ashford Subsidiary I LLC, which had acquired the mezzanine loan in
2008, filed two proofs of claim totaling $39 million.  The Debtors
and Lender stipulated that the value of the two hotels was $92
million.  The Debtors filed a joint plan of reorganization, which
proposed to cancel the Mezzanine Debtors' equity interest in the
Operating Debtors and to dissolve the Mezzanine Debtors.  Southwest
Value Partners Fund XV, LP, would invest no less than $30 million
and would become the new sole owner of the Operating Debtors.
There were ten classes of claims under the plan.  The mortgage loan
and the mezzanine loan were each in a class by themselves.  After
the plan was proposed, Lender acquired the mezzanine loan from PIM
Ashford.  Lender then voted both its positions (its original claim
and the claim it obtained from PIM Ashford) against the plan.  The
plan was confirmed despite the votes of Lender's two dissenting
classes because the plan satisfied the "cram down" requirements of
Section 1129(b) of the Bankruptcy Code.  The bankruptcy court
overruled Lender's two objections and confirmed the plan. Four days
after the bankruptcy court confirmed the plan, Lender filed a
notice of appeal. When the district court then considered the
appeal -- which advanced Lender's two objections to the plan -- it
held that the appeal was equitably moot. Although the district
court acknowledged that Lender had been diligent in seeking a stay,
it stated that the plan had been consummated, third parties had
relied on the confirmation of the plan, and the relief sought would
be inequitable. Lender filed a timely appeal from that decision.

The Ninth Circuit reversed the district court's decision, finding
that the Lender was diligent about seeking appellate review of its
two objections to the plan.  Four days after the bankruptcy court
confirmed the plan, Lender filed a notice of appeal and asked the
bankruptcy court to stay the consummation of the plan.  When the
bankruptcy court denied that motion, Lender sought a stay from the
district court.  That Lender was diligent here cuts strongly in
favor of appellate review of Lender's claims, the Ninth Circuit
said.  The Ninth Circuit concluded that Lender's appeal is not
equitably moot.  Although the plan has been substantially
consummated, Lender was diligent about seeking a stay, and it would
be possible to devise an equitable remedy for each objection that
would not bear unduly on innocent third parties.

The appeals case is JPMCC 2007-C1 GRASSLAWN LODGING, LLC,
Appellant, v. TRANSWEST RESORT PROPERTIES INCORPORATED; SOUTHWEST
VALUE PARTNERS FUND XV LLP; SWVP LA PALOMA LLC; SWVP HILTON HEAD
LLC, Appellees, Case No. 12-17176, (9th Circ.).

The bankruptcy case is IN RE TRANSWEST RESORT PROPERTIES, INC.,
Debtor, Case No. 10-37134 (Bankr. D. Ariz).

David M. Neff (argued), Esq. --  dneff@perkinscoie.com -- and Eric
E. Walker, Esq. -- ewalker@perkinscoie.com -- of Perkins Coie LLP
serve as counsel for Appellant.

Susan G. Boswell (argued), Esq. -- susan.boswell@quarles.com -- and
E. King Poor, Esq. -- king.poor@quarles.com -- of Quarles & Brady
LLP; Kasey C. Nye, Esq., of Mesch, Clark & Rothschild serve as
counsel for Appellees.

A full-text copy of Judge Friedland's Opinion dated July 1, 2015
available at http://is.gd/lko1H1from Leagle.com.

                    About Transwest Resort

Tucson, Arizona-based Transwest Resort Properties, Inc., indirectly
owns an interest in two companies, Transwest Tucson Property,
L.L.C., and Transwest Hilton Head Property, L.L.C.
These two companies each own and manage a resort hotel: the Westin
La Paloma Resort and Country Club in Tucson, Arizona, which is
owned and managed by Transwest Tucson Property, L.L.C., and the
Westin Hilton Head Island Resort and Spa on Hilton Head Island in
South Carolina, which is owned and managed by Transwest Hilton Head
Property, L.L.C.

TRP, Transwest Tucson Property, and Transwest Hilton Head property
are affiliates of Transwest Partners, a real estate development and
investment firm which has been active in the hospitality sector in
Southern Arizona and Sonora, Mexico.

Transwest Tucson Property is a wholly owned subsidiary of
Transwest Tucson II, L.L.C.  Transwest Hilton Head Property is a
wholly-owned subsidiary of Transwest Hilton Head II, L.L.C.

TRP filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz.
Case No. 10-37134) on Nov. 17, 2010.  Kasey C. Nye, Esq., Susan g.
Boswell, Esq., and Elizabeth S. Fella, Esq., at Quarles & Brady
LLP, in Tucson, Ariz., assist the Debtor in its restructuring
effort.  TRP estimated its assets at up to $50,000 and debts at
$10 million to $50 million.

Affiliates Transwest Hilton Head Property, L.L.C. (Bankr. D. Ariz.
Case No. 10-37170), Transwest Tucson Property, L.L.C.(Bankr. D.
Ariz. Case No. 10-37160), Transwest Tucson II, L.L.C. (Bankr. D.
Ariz. Case No. 10-37151), and Transwest Hilton Head II, L.L.C.
Bankr. D. Ariz. Case No. 10-37145) filed separate Chapter 11
petitions on Nov. 17, 2010.  BeachFleischman PC serves as tax
preparer and advisor, accountant and auditor.  Hundley & Company,
LLC, serves as financial restructuring and interest rate experts,
and Hospitality Real Estate Counselors as valuation consultant and
expert.  Transwest Hilton Head Property estimated assets at $10
million to $50 million and debts at $100 million to $500 million.
Transwest Tucson Property estimated assets at $50 million to $100
million and debts at $100 million to $500 million.

The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors.


TRISTAR WELLNESS: Names Michel Boileau as Interim Chairman
----------------------------------------------------------
Harry Pond resigned from his positions as Tristar Wellness
Solutions, Inc.'s chairman of the Board and as a member of the
Board.  Mr. Pond did not hold any positions on any Board committees
at the time of his resignation.

On July 7, 2015, the Company's Board of Directors appointed Michel
Boileau, M.D., as interim Chairman of the Board to replace Mr.
Pond.  

                      About TriStar Wellness

TriStar Wellness Solutions, Inc., offers products and technologies
in the areas of wound care, women's health and therapeutic skin
care.  The Company is based in Westport, Connecticut.

TriStar Wellness reported a net loss of $8.87 million on $5.54
million of sales revenue for the year ended Dec. 31, 2014, compared
to a net loss of $12.6 million on $3.77 million of sales revenue
for the year ended Dec. 31, 2014.

As of March 31, 2015, the Company had $2.69 million in total
assets, $14.9 million in total liabilities and a $12.2 million
total stockholders' deficit.

M&K CPAS, PLLC, in Houston, TX, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company has suffered
reoccurring losses from operations, and has an accumulated deficit
and working capital deficit as of Dec. 31, 2014.  These conditions
raise substantial doubt about its ability to continue as a going
concern.


TUNICA-BILOXI GAMING: Moody's Cuts Prob. of Default Rating to D-PD
------------------------------------------------------------------
Moody's Investors Service downgraded Tunica-Biloxi Gaming
Authority's (TBGA) Probability of Default Rating to D-PD from
Caa3-PD, its Corporate Family Rating to Ca from Caa3, and the
rating on its 9.0% senior unsecured notes to Ca from Caa3. This
rating action follows TBGA's decision to not make its May 15, 2015
scheduled interest payment within the 30 day grace period allowed
under the indenture. The rating outlook is negative.

Rating Rationale

TBGA's 9.0% senior unsecured notes mature on November 15, 2015. The
negative outlook reflects Moody's view that TBGA will have
difficulty refinancing the notes without a restructuring and
impairment to bondholders. TBGA's operations have suffered from new
supply in its primary market area which has resulted in double
digit earnings declines in fiscal 2013 and fiscal 2014. At March
29, 2015 the company had about $17.5 million of cash on hand and no
committed revolver.

The following ratings were lowered:

Corporate Family Rating to Ca from Caa3

Probability of Default Rating to D-PD from Caa3-PD

$150 million 9.0% senior unsecured notes to Ca (LGD4) from Caa3
(LGD4)

Tunica-Biloxi Gaming Authority is an unincorporated governmental
agency of the Tunica-Biloxi Tribe of Louisiana. TBGA owns and
operates the Paragon Casino Resort located in Marksville,
Louisiana. As of March 29, 2015 the casino had 1,617 slot machines,
45 house banked table games (including blackjack and specialty
games), and nine poker tables. The facility also features a
convention/entertainment center, three full-service restaurants, a
550 seat buffet, 18 hole golf course and a 535-room hotel. Net
revenue for the LTM period ended March 29, 2015 was about $105
million.



TURBOCOMBUSTOR TECHNOLOGY: Moody's Cuts Corp Family Rating to B3
----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of TurboCombustor
Technology, Inc's (dba "Paradigm Precision"), including the
Corporate Family Rating (CFR) to B3 from B2, the Probability of
Default Rating to Caa1-PD from B2-PD and the senior secured rating
to B3 from B2, reflecting the weakening liquidity and earning
profile. The rating outlook was revised to negative from stable.

RATINGS RATIONALE

The downgrade reflects levels of cash flow generation that continue
to trail expectations coupled with recent weakness in operating
performance that has led to a further tightening on an already
strained cash flow profile. Moody's anticipates negative free cash
flow for 2015 (estimated to range from -$5 to -$15 million for
2015) and earnings headwinds that will lead to a weakening of
credit metrics over the balance of the year. The company's ability
to stabilize and more effectively manage working capital levels
while improving overall cash flow generation will be critical
rating considerations over the next 12 months.

The B3 Corporate Family Rating (CFR) reflects TurboCombustor's
small scale, a history of weak cash flow generation and a high
degree of customer concentration (top 3 customers account for about
75% of sales). Moody's believes that TurboCombustor's reliance on
large OEM customers leaves the company vulnerable to significant
pricing pressure and susceptible to unfavorable changes in payment
terms which creates volatility in cash flow and working capital
levels. TurboCombustor's cash flow profile has been negatively
impacted by one-time acquisition related liabilities over the last
24 months. Nevertheless, working capital levels that continue to
increase and cash flows that are consistently lower than
expectations are of increasing concern. The Caa1-PD is one notch
lower than the CFR because of the expectation that, with one large
class of secured debt which would be the largest portion of the
liability claims, under a stress condition the creditors would move
quickly to take action to preserve asset value. This would result
in a higher than average expected recovery, but also increase the
probability of default.

The rating also incorporates the long-term nature of many of
TurboCombustor's customer agreements which bolster revenue
visibility as well as barriers to entry such as lengthy
qualification processes and long-standing customer relationships.
Favorable commercial aerospace fundamentals (50% of sales) and the
company's diverse presence on existing (GE90, CFM56 and V2500) and
next generation (LEAP, GEnx and F135) engine platforms should allow
for moderate growth over the intermediate term although the
company's exposure to military markets (30% of sales), which
continue to experience continued budgetary constraints, acts as a
tempering consideration.

"We consider TurboCombustor's liquidity profile to be adequate,
based on availability under the revolving credit facility. Cash
flow from operations is expected to be flat to modestly positive
during 2015 as the company makes the last installment on its
assumed pension liabilities (a payment of $15 million was made
during the first quarter of 2015). Moderate working capital
outflows coupled with earnings headwinds are also anticipated to
dampen cash flow from operations during 2015."

"We expect negative free cash flow of about -$5 to -$15 million
during the year as the company continues to make capacity
investments (capex likely to be $17 million in 2015). External
liquidity is provided by a $70 million revolving credit facility
due 2018 and we expect the company to have continued reliance on
the facility over the next 12 months given its relatively low cash
balances (about $13 million as of March 31, 2015). The facility
contains a springing maximum total first lien leverage ratio of
6.25x (which steps down in the first quarter of 2016) that comes
into effect if usage under the revolver exceeds 25% (includes a $5
million LC carve-out). We expect a good level of near-term
compliance cushion. Substantially all of the company's domestic
material assets are pledged to its secured lenders."

The negative outlook reflects expectations of negative free cash
flow during 2015 and earnings headwinds that will result in a
weakening of TurboCombustor's credit metrics over the near term.

A ratings upgrade is unlikely in the near-term given the company's
weak cash flows and its tightening liquidity profile. An upward
rating action would be driven by expectations of a meaningful
improvement in TurboCombustor's cash flow profile, EBITDA margins
consistently in the mid-teens and Debt-to-EBITDA approaching 4.0x.

Downward rating pressure would be prompted by continued negative
free cash flow or a weakening of TurboCombustor's liquidity profile
such that the company became more reliant on its revolving credit
facility. Debt-to-EBITDA sustained above 5.0x or EBITDA margins
remaining in the low-teens could also pressure the rating
downwards.

Issuer: TurboCombustor Technology, Inc.

The following ratings were downgraded:

Corporate Family Rating, downgraded to B3 from B2

Probability of Default Rating, downgraded to Caa1-PD from B2-PD

$70 million first lien revolver due 2018, downgraded to B3, LGD3
from B2, LGD4

$260 million first lien term loan due 2020, downgraded to B3, LGD3
from B2, LGD4

Outlook changed:

Rating Outlook, to Negative from Stable

TurboCombustor Technologies, Inc. (dba "Paradigm Precision") is
majority-owned by entities of The Carlyle Group. The company is
involved with the fabrication and assembly of gas turbine engine
parts for use in commercial, military, and industrial applications.
Revenues for the twelve months ended March 2015 were approximately
$460 million.



TWIN RINKS: Creditors' Panel Hires Meyer Suozzi as General Counsel
------------------------------------------------------------------
The Official Committee of Unsecured Creditors of Twin Rinks at
Eisenhower, LLC asks for authorization from the Hon. Robert E.
Grossman of the U.S. Bankruptcy Court for the Eastern District of
New York to retain Meyer, Suozzi, English & Klein, P.C. as general
counsel, nunc pro tunc to June 8, 2015.

The Committee requires Meyer Suozzi to:

   (a) attend the meetings of the Committee;

   (b) review financial and operational information furnished by
       the Debtor to the Committee;

   (c) assist in any efforts to sell assets of the Debtor in a
       manner that maximizes value for creditors;

   (d) investigate any and all estate causes of action for, among
       other things, possible fraudulent conveyances and other
       claims;

   (e) conduct discovery, as maybe appropriate, regarding the
       Debtor and its financial affairs;

   (f) analyze any proposed Chapter 11 plan;

   (g) confer with the Debtor's management, counsel and financial
       advisors;

   (h) review the Debtor's schedules, statements of financial
       affairs and business plan;

   (i) advise the Committee regarding the ramifications of the
       Debtor's activities and motions before this Court;

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

   (k) review and analyze the work product of any investment
       banker or other professional retained by the Debtor and
       report to the Committee;

   (l) provide the Committee with legal advice regarding the
       chapter 11 case;

   (m) prepare various applications and memoranda of law submitted

       to the Court for consideration; and

   (n) perform such other legal services for the Committee as may
       be necessary or proper in this proceeding.

Meyer Suozzi will be paid at these hourly rates:

       Shareholders          $525-$675
       Associates            $175-$295
       Paralegals            $100-$130

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

Howard B. Kleinberg, shareholder of Meyer Suozzi, 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.

Meyer Suozzi can be reached at:

       Howard B. Kleinberg, Esq.
       MEYER, SUOZZI, ENGLISH & KLEIN, P.C.
       990 Stewart Avenue, Suite 300
       P.O. Box 9194
       Garden City, NY 11530
       Tel: (516) 741-6565
       Fax: (516) 741-6706
       E-mail: hkleinberg@msek.com

                          About Twin Rinks

Twin Rinks At Eisenhower, LLC, an East Meadow, New York-based ice
skating rink operator and entertainment business, sought Chapter
11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 15-72466) on
June 8, 2015, with plans to sell its business and its assets as a
going concern.

The Debtor disclosed $52.4 million in assets and $55.2 million in
debt as of May 25, 2015.  

The Debtor tapped Jones & Schwartz, P.C., as counsel, and Greenspan
Associates, CPAs, as accountants.


UNIVERSITY GENERAL: Court OKs Lease Pact With Cambridge Properties
------------------------------------------------------------------
The Hon. Letitia Z. Paul of the U.S. Bankruptcy Court for the
Southern District of Texas entered an order approving the
University General Health System, Inc., et al.'s lease agreement
with Cambridge Properties.

In a motion filed on June 5, 2015, the Debtors sought court
approval to enter into a new lease of office space for their
non-medical business operations.  The proposed lease, according to
the Debtors, is for additional space in the same building where the
Debtors' hospital is located.  The Debtors said that their current
office space is far too large and expensive for their current
needs.  The Debtors stated that they are filing a motion to reject
their existing office lease.  The net result of these two motions
will be a reduction of the Debtors' monthly operating expenses by
more than $45,000, the Debtors claimed.

The Debtors have a negotiated a lease with Cambridge Properties, a
copy of which is available for free at http://is.gd/BWJ77b. The
basic terms of the lease are:

      a. Commencement Date -- July 1, 2015
      b. Term -- Month to Month
      c. Base Rent -- $4,000/month
      d. Security Deposit -- None
      e. Termination -- 30-day notice by either party

                  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.


UNIVERSITY GENERAL: Foster Wants Adequate Protection Payments
-------------------------------------------------------------
Advanced Functional Assessments, Inc., doing business as C. Foster
& Associates, a Texas Corporation, F20 Enterprises, Inc., and Clint
Foster, filed an agreed motion for adequate protection and that
University General Health System, Inc., et al., be authorized and
ordered
to provide adequate protection payments to Foster.

A hearing on the motion is set for July 20, 2015, at 1:00 a.m.  A
copy of the motion is available for free at http://is.gd/3D8YIO

Foster claims it is entitled to adequate protection or in the
alternative relief from the automatic stay to enforce its rights
under the sale agreements.  Foster says that its interest in the
collateral is not adequately protected and that Foster has
negotiated with University General Hospital, LP, for payment of
adequate protection and UGH-LP has agreed to pay the amount of
$9,006 per month beginning on July 1, 2015, as adequate protection
to Foster, subject to the Court's entry of an order authorizing
adequate protection.

The Debtors need the continued operation of the centers and have
agreed that the adequate protection payments in the amount of
$9,006 per month are reasonable and necessary for operation of the
Debtor.  The motion is unopposed by the Debtors.

On Oct. 1, 2013, Foster entered into an asset acquisition agreement
with UGH-LP, one of the Debtors in this proceeding.  Pursuant to
the terms of the agreement, Foster sold to UGH-LP all of its
interest in four free-standing physical therapy and rehabilitation
facilities located at 5150 Crenshaw Road, Suite DIOO, Pasadena,
Texas 77505; 6565 West Loop South, Suite 820, Bellaire, Texas
77401; 2100 Nasa Parkway, Suite
100, Seabrook, Texas 77586; and 7111 Medical Center Drive, Suite
101, Texas City, Texas 77591.

In consideration for the sale of the centers and their assets,
UGH-LP agreed to pay $900,000 to Foster by virtue of two promissory
notes in the amount of $350,000 and a second note in the amount of
the debts of the centers to be assumed by UGH-LP.  The obligation
was secured by a security interest in favor of Foster and further
guaranteed by University General Health Systems, Inc.

On the Petition Date, UGH-LP owed Foster $236,845.92 on the first
note, and owed $476,521.33 on the assumption note.

Subsequent to the closing, the centers became operating units of
UGH-LP and as provided in the assumption note required the assumed
obligations to be paid at the rate of $9,006 per month to meet the
assumed debtor obligations of the centers.

Prior to the Petition Date, the UGH-LP met its obligation to the
assumption note, which allowed for the continued operation of the
centers.  However, after the bankruptcy filing UGH-LP has ceased
payment of the monthly obligation, which threatens the closure of
the centers and the accompanying loss of the value to UGH-LP and
Foster.  Further, several of the assumed liabilities are encumbered
by liens provided by the centers to the lenders who have no privity
to UGH-LP.

At this time, Foster is operating the centers, but is not
collecting the revenues produced by the centers, which would allow
the obligations contemplated by the assumption note to be paid.
The Debtors' failure to pay threatens the viability and continued
operation of the centers.

After due consideration, the Debtors agree that adequate protection
is required to protect the integrity and continued operation of the
centers, which are valuable assets of the estate.

Foster is represented by:

      Law Office of Peter Johnson
      Peter Johnson, Esq.
      Eleven Greenway Plaza, Suite 2820
      Houston, TX 77046
      Tel: (713) 961-1200
      Fax: (713) 961-0941

                  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.


UNIVERSITY GENERAL: SEC Has Until Sept. 1 to Decide on Debts
------------------------------------------------------------
The Hon. Letitia Z. Paul of the U.S. Bankruptcy Court for the
Southern District of Texas entered an agreed order and stipulation
extending the time to take action, to the extent necessary, to
determine the nondischargeability of a debt owing to a governmental
unit.

The Court ordered that the date by which the U.S. Securities and
Exchange Commission must file its complaint or take other action
that may be required in the Chapter 11 case of University General
Health System, Inc., to determine the nondischargeability of a debt
will be Sept. 1, 2015, or at a later date as may be ordered by the
Court, without prejudice to SEC's right to seek further extension
of the date.

On June 4, 2015, SEC filed an unopposed motion asking the Court to
extend the date by which SEC must seek a determination of
nondischargeability of debts described in Section 1141(d)(6) of the
Bankruptcy Code from July 3, 2015, to Sept. 1, 2015, without
prejudice to seeking further extensions.  The Agreed Order and
Stipulation is agreed to, through counsel, by the Debtor, the
affected party in this case.  In support of the requested relief,
SEC staff submits that extending the deadline will avoid premature
litigation and expenditure of resources, and will promote judicial
economy.

Secured creditor Harris County filed on June 18, 2015, a notice of
secured lien in response to Arena Group, L.P.'s motion for relief
from the automatic stay.  Harris County claims a secured tax lien
on the personal property.  The Debtors are obligated to Harris
County for business personal property taxes in the amount of
$37,047.99, plus post-petition interest.  While Harris County does
not object to Arena Group's stay motion, it does assert its secured
tax lien against the collateral.  

                  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.


UNIVERSITY GENERAL: Severed from State Court Lawsuit
----------------------------------------------------
University General Health System, Inc., et al., together with Reed
Migraine Centers of Texas, PLLC, Dr. Kenneth L. Reed, M.D., and
Neuro Stim Technologies, LLC, ask the U.S. Bankruptcy Court for the
Southern District of Texas, Houston Division, to lift the automatic
stay to allow Reed to sever the Debtor Defendants and Dr. Hassan
Chahadeh from the lawsuit pending in the Dallas County Court.

Joshua W. Wolfshohl, Esq., at Porter Hedges, LLP, in Houston,
Texas, tells the Bankruptcy Court that Reed and the Debtors have
agreed that the Debtors' bankruptcy cases should not prevent the
pursuit by Reed of any and all claims against the Remaining
Defendants.  Mr. Wolfshohl says the State Court has indicated that
it will not move forward in the lawsuit without an order from the
Bankruptcy Court allowing the lawsuit to progress.

The Debtors are represented by:

          John F. Higgins, Esq.
          Joshua W. Wolfshohl, Esq.
          Aaron J. Power
          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

Reed, et al., are represented by:

          Vickie L. Driver, Esq.
          William L. Medford, Esq.
          LEWIS BRISBOIS BISGAARD & SMITH, LLP
          2100 Ross Avenue, Suite 2000
          2100 Ross Avenue, Suite 2000
          Dallas, TX 75201
          Telephone: (214)722-7123
          Facsimile: (214)722-7111
          Email: vickie.driver@lewisbrisbois.com
                 william.medford@lewisbrisbois.com

            About University General Health System

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.



US SHALE SOLUTIONS: Moody's Cuts Corporate Family Rating to 'Caa3'
------------------------------------------------------------------
Moody's Investors Service downgraded US Shale Solutions, Inc.'s
Corporate Family Rating and Probability of Default Rating to Caa3
and Caa3-PD, respectively, from B3 and B3-PD. Moody's also
downgraded the company's secured notes rating to Caa3 from B3. The
outlook was changed to negative. Moody's will withdraw all ratings
for the company in the near future.

Issuer: US Shale Solutions, Inc.

Downgrades:

Corporate Family Rating, Downgraded to Caa3 from B3

Probability of Default Rating, Downgraded to Caa3-PD from B3-PD

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

Senior Secured Regular Bond/Debenture (Local Currency), Downgraded
to Caa3, LGD4 from B3, LGD4

Outlook Actions:

Outlook, Changed To Negative From Stable

RATINGS RATIONALE

The downgrade reflects the heightened probability of a near-term
debt restructuring caused by the significant deterioration in
oilfield services industry fundamentals due to continuing weak oil
and natural gas prices. Smaller oil field service providers like US
Shale will have a difficult time competing against larger and more
established competitors in this unfavorable industry environment.
Moody's believes that the company has an unsustainable capital
structure and may not cover its fixed charges in light of
significant cash flow declines in 2015 and 2016. US Shale's fixed
charges include interest payments on its 12.5% secured notes and
maintenance capex. In addition, the notes mature in 2017 making
timely refinancing less likely if the weaker industry fundamentals
persist.

Subsequent to these rating actions, Moody's will withdraw all
ratings because it believes it has insufficient information to
support the maintenance of the ratings. Moody's has not received US
Shale's audited financial statements for 2014, and does not expect
to receive financial information from the company going forward.

US Shale Solutions, Inc. is an oilfield services provider
headquartered in Houston, Texas.



USAGM TOPCO: S&P Assigns 'B' Corp Credit Rating, Outlook Stable
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to Santa Ana, Calif.-based USAGM Topco LLC.  The
outlook is stable.

At the same time, S&P assigned its 'B' issue-level rating to the
company's proposed first-lien credit facilities, including a $130
million revolving facility due 2020 and $710 million term loan and
$50 million delayed-draw term loan due 2022.  The recovery rating
for the proposed first-lien facilities is '3', which indicates
S&P's expectation for lenders to receive meaningful (50% to 70%, at
the high end of the range) recovery in the event of payment
default.  USAGM Holdco LLC is the borrower.

In addition, S&P assigned its 'CCC+' issue-level rating to the
proposed second-lien facilities, including a $300 million term loan
and $20 million delayed-draw term loan due 2023.  The recovery
rating for the proposed second-lien facilities is '6', which
indicates S&P's expectation for lenders to receive negligible (0%
to 10%) recovery in the event of payment default. USAGM Holdco LLC
is the borrower.

S&P's ratings assume the transactions close on substantially the
same terms presented to S&P.

The ratings reflect Universal's highly leveraged financial
condition, participation in the fragmented manned security services
industry, and narrow business focus.  S&P has also factored into
the rating the company's good market position, flexible cost
structure, diversified client base, and good client retention
experience.  Pro forma for the transaction, leverage is high about
9.0x.  S&P expects credit metrics to remain steady at year-end 2015
and improve slightly in 2016.

Universal participates in a highly competitive industry that limits
pricing power with low barriers to entry and low switching costs.
The domestic manned security market leader is Securitas AB with 17%
share, followed by G4S PLC with 13% and Allied Security Holdings
LLC at 10%.  Universal ranks third domestically with about a 9%
share.

The stable rating outlook reflects S&P's expectation that Universal
will be able to support its high-debt levels given its history of
integrating acquisitions and good market position in the growing
manned guard sector.  S&P expects the company to at least maintain
credit metrics near current levels, including leverage in the
mid-8x area, over the next year to maintain the stable outlook.

S&P could lower its ratings if EBITDA interest coverage decreases
to below 1.5x on a sustained basis, perhaps from unexpected
customer contract losses or the inability to achieve planned
synergies for the transaction or planned acquisitions, leading to
cash flow and profit declines.

Given the company's debt levels, its acquisition strategy and
ownership by a financial sponsor, it is unlikely that S&P would
consider an upgrade in the next 12 months.



VERTICAL COMPUTER: Provides Details on Deals with Creditors
-----------------------------------------------------------
Vertical Computer Systems, Inc., filed a Form 8-K report with the
Securities and Exchange Commission to provide further description
of the transactions detailed in two of the Company's Form 8-K
reports, both of which were filed on July 7, 2015.

Vertical Computer and certain subsidiaries, on June 3, 2015,
entered into a series of transactions with Victor Weber and on July
6, 2015, the Company and certain subsidiaries entered into an
amendment of a loan agreement with Lakeshore Investment, Inc. and
the $1,759,150 promissory note issued to Lakeshore.  Mr. Weber and
Lakeshore are both secured creditors and not related parties.

Under the agreement entered into with Mr. Weber, Ploinks, Inc. is
obligated to issue 1,000,000 shares of its common stock to Mr.
Weber. Under the amendment to the Loan Agreement with Lakeshore,
Ploinks, Inc. is obligated to issue 3,000,000 shares of its common
stock to Lakeshore.  The Company's subsidiary, Ploinks, Inc., has
issued 100,000,000 shares of its common stock to the Company and
will have 105,000,000 shares of its common stock outstanding after
the above shares are issued.

                     About Vertical Computer

Richardson, Tex.-based Vertical Computer Systems, Inc., is a
multinational provider of Internet core technologies, application
software, and software services through its distribution network
with operations or sales in the United States, Canada and Brazil.

Vertical Computer reported a net loss applicable to common
stockholders of $2.07 million on $7.43 million of total revenues
for the year ended Dec. 31, 2014, compared to a net loss applicable
to common stockholders of $3.08 million on $6.05 million of total
revenues for the year ended Dec. 31, 2013.

As of March 31, 2015, the Company had $1.1 million in total
assets, $18 million in total liabilities, $9.90 million in total
convertible cumulative preferred stock, and a $26.8 million total
stockholders' deficit.

MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company suffered net losses
and has a working capital deficiency, which raises substantial
doubt about its ability to continue as a going concern.


VICTORY MEDICAL: Creditors Object to Cash Collateral Use
--------------------------------------------------------
The Official Committee of Unsecured Creditors, LegacyTexas Bank,
and Texas Capital Bank ask the U.S. Bankruptcy Court for the
Northern District of Texas to deny Victory Medical Center
Mid-Cities, LP, et al.'s motion for second interim authority to use
cash collateral.

LegacyTexas explained that whenever the parties' negotiations over
the terms of the Second Interim Order fail, it reserves all right
to raise and assert any and all objections to the Debtor's
continued use of Cash Collateral, including, but not limited to (i)
the Debtor's inability to provide Legacy with adequate protection
for the continued use of Cash Collateral, and/or (ii) the propriety
of any line item set forth on any proposed Cash Collateral budget
covering any period of time after June 30, 2015.

The Creditors' Committee says it does not object to the use of cash
collateral per se, but rather to its use on the terms proposed,
including but not limited to the use of cash collateral to run a
sale process that effectively allows interested parties only a week
to perform due diligence and requires the bidders, the Debtors and
the Consultation Parties to negotiate and document at least four
different asset purchase agreements over the Fourth of July
Weekend.  The Committee sees no benefit to the estates or their
unsecured creditors in allowing the Debtors to burn through cash
while trying to sell assets on a completely unrealistic timeline.
Use of cash collateral on this basis does not maximize value; it
merely dissipates some of the Debtor's most valuable assets --
their accounts receivable -- for the exclusive benefit of the
Lenders, the Committee said.

Further, the Committee objected to the proposed Second Interim cash
collateral Order and the budget because the Budget fails to account
for, let alone pay in full, the administrative costs of
administering the Debtor's estates over the next 30 days.  The said
budget is devoid of any information as to how the
not-inconsiderable expense of selling the Lenders' collateral will
be paid for, the Committee complained.  In addition, the rushed
sale process the Debtor envisions promises nothing to unsecured
creditors while allowing the Lenders to rent the protections and
benefits of the bankruptcy process, through the use of cash
collateral, for their own purposes.  Moreover, the Committee
objected the entry of the proposed Second Interim Cash Collateral
Order because it grants the Lenders adequate protection to which
they have not demonstrated entitlement, fails expressly to preserve
the rights of the estates and the Committee, and does not grant the
Committee adequate time to investigate the Lenders' liens.  In
short, while the Debtors require the use of the Cash Collateral,
the scope of the relief must be limited and modified to protect the
interests of all creditors of the Debtor's estate.  It must have a
consensual resolution of the Committee's Objection otherwise the
Court should not approve the relief requested. Finally, the
Committee understands that rather than seek approval of a final
order at the hearing, the Debtors intend to seek the continued use
of cash collateral on an interim basis through the submission of
the second interim cash collateral order and budget.

Texas Capital Bank objected because the Debtors cannot provide
adequate protection to Texas Capital.  The Debtors provide no
description of how the said adequate protection will adequately
protect Texas Capital for the diminution in its collateral
position.  In short, though Texas Capital understands that the
Debtors need to utilize cash in the operation of their business,
Craig Ranch's proposal is simply to utilize collections on accounts
receivable without replacing the accounts receivable or providing
any other form of adequate protection.  Though a typical debtor may
need some period of time to utilize cash collateral in order to
determine how to proceed with a case, allowing Craig Ranch to
utilize Texas Capital as cash collateral in the present case would
place the burden on Texas Capital while providing Texas Capital
with no adequate protection.

The Debtors are represented by:

         Edward L. Rothberg, Esq.
         Melissa A. Haselden, Esq.
         T. Josh Judd, Esq.
         HOOVER SLOVACEK LLP
         5051 Westheimer, Suite 1200
         Galleria Tower II
         Houston, TX 77056
         Tel: (713) 977-8686
         Fax: (713) 977-5395
         Email: rothberg@hooverslovacek.com
                haselden@hooverslovacek.com
                judd@hooverslovacek.com

LegacyTexas Bank is represented by:
     
          Matthew T. Ferris, Esq.
          Lloyd A. Lim, Esq.
          WINSTEAD PC
          500 Winstead Building
          2728 N. Harwood Street
          Dallas, TX 75201
          Tel: (214) 745-5400
          Fax: (214) 745-5390
          Email: mferris@winstead.com
                 llim@winstead.com

The Creditors' Committee is represented by:

          Donald J. Detweiler, Esq.
          PEPPER HAMILTON LLP
          Hercules Plaza, Suite 5100
          1313 N. Market Street
          P.O. Box 1709
          Wilmington, DE 19899
          Tel: (302) 777-6524
          Fax: (800) 342-6137
          Email: detweild@pepperlaw.com

             -- and --

          Deborah Kovsky-Apap, Esq.
          PEPPER HAMILTON LLP
          4000 Town Center, Suite 1800
          Southfield, MI 48075
          Tel: (248) 359-7331
          Fax: (313) 731-1572
          Email: kovsky@pepperlaw.com

             -- and --

          Jeff P. Prostok, Esq.
          Lynda L. Lankford, Esq.
          FORSHEY & PROSTOK LLP
          777 Main Street, Suite 1290
          Fort Worth, TX 76102
          Tel: (817) 877-8855
          Fax: (817) 877-4151
          Email: jprostok@forsheyprostok.com
                 llankford@forsheyprostok.com

               About Victory Healthcare

Victory Parent Company, LLC, and 8 affiliated companies sought
Chapter 11 protection in Fort Worth, Texas (Bankr. N.D. Tex.) on
June 12, 2015, in Ft. Worth, Texas.

Headquartered in The Woodlands, Texas, Victory Parent Company
manages six medical centers in Texas.  Founded in 2005, Victory now
maintains medical centers offering emergency room services in
through Victory Medical Center Mid-Cities in Hurst, Victory Medical
Center Plano, Victory Medical Center Craig Ranch in McKinney, and
Victory Medical Center Landmark in San Antonio. The company also
manages its Victory Medical Center Beaumont and Houston-East, which
are not part of the Chapter 11 filing and will be sold separately.

The Debtors tapped Hoover Slovacek, LLP, as counsel; Epiq
Bankruptcy Solutions, LLC, as claims agent; and Baker, Donelson,
Bearman, Caldwell & Berkowitz, PC, as special counsel.


VIGGLE INC: Wolverine Asset Reports 8.8% Stake as of June 29
------------------------------------------------------------
Wolverine Asset Management, LLC, Wolverine Holdings, L.P.,
Wolverine Trading Partners, Inc., Christopher L. Gust and
Robert R. Bellick disclosed in a Schedule 13G filed with the
Securities and Exchange Commission that as of June 29, 2015, they
beneficially owned 2,048,780 shares of common stock of Viggle Inc.,
which represents 8.8 percent of the shares outstanding.  A copy of
the regulatory filing is available at http://is.gd/lwlEJn

                           About Viggle

New York City-based Viggle Inc. is a loyalty marketing company.
The Company has developed a loyalty program for television that
gives people real rewards for checking into the television shows
they are watching on most mobile operating system.  Viggle users
can redeem their points in the app's rewards catalog for items
such as movie tickets, music, or gift cards.

Viggle reported a net loss of $68.4 million on $18 million of
revenues for the year ended June 30, 2014, compared with a net
loss of $91.4 million on $13.9 million of revenues for the year
ended June 30, 2013.

The Company's balance sheet at March 31, 2015, showed $70.9 million
in total assets, $54.6 million in total liabilities, $11.4 million
in series C convertible redeemable preferred stock, and
stockholders' equity of $4.88 million.

BDO USA, LLP, in New York, issued a "going concern" qualification
on the consolidated financial statements for the year ended
June 30, 2014.  The independent auditors noted that the Company
has suffered recurring losses from operations and at June 30,
2014, has a deficiency in working capital that raises substantial
doubt about its ability to continue as a going concern.


VIKING CRUISES: S&P Revises Outlook to Neg. & Affirms 'B+' CCR
--------------------------------------------------------------
Standard & Poor's Rating Services said it revised its rating
outlook on Woodland Hills, Calif.-based Viking Cruises Ltd. to
negative from stable.  At the same time, S&P affirmed all ratings,
including its 'B+' corporate credit rating, on Viking.

"The outlook revision to negative reflects our expectation for
adjusted debt to EBITDA to remain weak through 2016 following a
significant payment in connection with the resolution of
outstanding legal proceedings unrelated to operations and is based
on our current operating forecast," said Standard & Poor's credit
analyst Ariel Silverberg.

"This use of cash comes at a time when we expect Viking's EBITDA
growth will slow and the company is engaging in price discounting
in order to fill ships," she added.

The affirmation reflects S&P's belief that, notwithstanding weaker
leverage measures because of the payment and Viking's recent price
discounting in a maturing river cruise market, Viking's EBITDA will
grow in the mid-teens percent area through 2016.

S&P's assessment of Viking's business risk profile as "fair"
reflects the company's leading position in the river cruise
industry, which S&P believes is maturing after growing in the
mid-teens percent area in terms of passengers over the past several
years, as well as good revenue visibility, given its long booking
window.

S&P's assessment of Viking's financial risk profile as "highly
leveraged" reflects S&P's forecast for adjusted debt to EBITDA to
be around 6x through 2016 and for adjusted FFO to debt to remain
around 10% to 11% through 2016.  These highly leveraged credit
measures are partially mitigated by S&P's forecast for adjusted
EBITDA coverage of interest to remain relatively good, at around 3x
through 2016.

The negative outlook reflects S&P's expectation for adjusted debt
to EBITDA to remain weak through 2016, compared to its 6x threshold
for Viking.  Following the significant cash payment, and based on
S&P's current operating forecast, it expects adjusted debt to
EBITDA to increase to be around 6x through 2016.  If there is any
underperformance compared to S&P's base-case operating forecast,
adjusted debt to EBITDA would likely be sustained above 6x and S&P
could lower its ratings on Viking.

S&P could lower ratings if it believes adjusted debt to EBITDA
would be sustained above 6x.  This would likely result if the
company is unsuccessful at matching capacity growth and demand,
resulting in modestly lower EBITDA growth than S&P currently is
forecasting.  S&P could also lower the rating if it come to believe
that management will increase leverage to pursue additional
dividends.

S&P could revise the outlook to stable once it is confident that
adjusted debt to EBITDA will improve to, and be sustained below 6x.
This would likely result from greater than expected EBITDA growth
relative to S&P's forecast or revised capital spending plans.



VIPER VENTURES: Judge Extends Deadline to Remove Suits to July 30
-----------------------------------------------------------------
U.S. Bankruptcy Judge Catherine Peek McEwen has given Viper
Ventures LLC until July 30, 2015, to file notices of removal of
lawsuits involving the company.

                       About Viper Ventures

Viper Ventures, LLC, is a Florida limited liability company that
owns 31 acres of waterfront land on Rattlesnake Point just south of
Gandy Boulevard in Tampa, Florida.

Viper Ventures filed a Chapter 11 bankruptcy petition (Bankr.
M.D. Fla. Case No. 15-bk-03404) in Tampa, Florida, on April 1,
2015.  The case is assigned to Judge Catherine Peek McEwen.

The Debtor is represented by Edward J. Peterson, III, Esq., at
Stichter, Riedel, Blain & Prosser, PA, in Tampa, Florida.

The Debtor disclosed $6,669,137 in assets and $16,110,224 in
liabilities as of the Chapter 11 filing.

According to the docket, the Debtor's Chapter 11 plan and
explanatory disclosure statement are due by July 30, 2015.


WESTMORELAND COAL: Charles Frischer Buys 189,489 Common Shares
--------------------------------------------------------------
Charles Frischer, holder of 6.7 equity stake in Westmoreland Coal
Company, sent a letter to the Company's chief executive officer
expressing his support for the course that management is pursuing.

"Management has done an excellent job over the last eight years and
the next 12 to 18 months should be highly productive for the
company.  I know the management team is working hard to take
advantage of the massive upheaval in the coal business."

Mr. Frischer purchased, directly and through his IRA, 189,489
Shares from March 9, 2015, through July 7, 2015, for an aggregate
purchase price of $4,794,166.  Libby Frischer Family Partnership
purchased 18,690 Shares from March 9, 2015, through July 7, 2015,
for an aggregate purchase price of $326,304.

As of July 6, 2015, Mr. Frischer beneficially owned 1,205,700
Common Shares of Westmoreland Coal while the Partnership held
beneficial ownership of 31,000 common shares.

A copy of the regulatory filing is available for free at:

                        http://is.gd/o7gYd3

                      About Westmoreland Coal

Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE
AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest
independent coal company in the United States.  The Company's coal
operations include coal mining in the Powder River Basin in
Montana and lignite mining operations in Montana, North Dakota and
Texas.  Its power operations include ownership of the two-unit
ROVA coal-fired power plant in North Carolina.

Westmoreland Coal Company reported a net loss applicable to common
shareholders of $173 million in 2014, a net loss applicable to
common shareholders of $6.05 million in 2013 and a net loss
applicable to common shareholders of $8.58 million in 2012.

As of March 31, 2015, Westmoreland Coal had $1.82 billion in total
assets, $2.21 billion in total liabilities, and a $389 million
total deficit.

                           *     *     *

As reported by the TCR on Nov. 20, 2014, Standard & Poor's Rating
Services raised its corporate credit rating on Westmoreland Coal
Co. one-notch to 'B' from 'B-'.  "The stable outlook is supported
by Westmoreland's committed sales position over the next year,
which should result in stable cash flows," said Standard & Poor's
credit analyst Chiza Vitta.

Moody's upgraded the corporate family rating (CFR) of Westmoreland
Coal Company to 'B3' from 'Caa1', and assigned 'Caa1' rating to
the company's proposed new $300 million First Lien Term Loan, the
TCR reported on Nov. 20, 2014.  The upgrade of the CFR reflects the
company's successful integration of the Canadian mines acquired in
April 2014, and Moody's expectation that the company's Debt/ EBITDA
will track at around 5x in 2015 and 2016 and that the
company will be break-even to modestly free cash flow positive
over the same time period.


WINLAND OCEAN: Principal Creditor Says Case Dismissal Unfair
------------------------------------------------------------
China Merchants Bank Co. Ltd., the principal creditor of Winland
Ocean Shipping Corp., et al., is opposing a motion of the U.S.
Trustee to dismiss the Chapter 11 cases of Winland Ocean, et al.,
stating that dismissal would be patently unfair to CMB.

The Court, on June 5, 2015, granted CMB's motion for relief from
the automatic stay and entered the stay order, which, among other
things, authorized CMB to arrest, and commence and continue,
foreclosure proceedings with respect to two dry bulk vessels which
comprise CMB's collateral.  However, one vessel, the M.V. Fon Tai,
remains under the Debtors' control and has not been turned over to
CMB.

CMB related that in the June 8 motion, Judy A. Robbins, the U.S.
Trustee cited that Matthew S. Okin, the Debtors' general bankruptcy
counsel for the Debtors, has informed the U.S. Trustee that the
Debtors' principal Mr. Li [Honglin] and the other directors have
resigned and someone new is running the company, and that the
Debtors, through their new director, dismissed Robert E. Ogle as
chief restructuring officer.

CMB asserted that the Court must not surrender jurisdiction without
at least expending reasonable efforts to assist CMB to obtain
possession of the M.V. Fon Tai, resolve the adversary proceeding in
full and otherwise tie down any remaining loose ends.

The U.S. Trustee explained that that the Court must dismiss the
cases on these grounds:

   a) substantial or continuing loss to or diminution of the estate
and the absence of a reasonable likelihood of rehabilitation; and

   b) failure to file a disclosure statement, or to file or confirm
a plan, within the time fixed by this title or by order of the
Court.

                    About Winland Ocean Shipping

Winland Ocean Shipping Corp. is mainly engaged in ocean
transportation of dry bulk cargoes worldwide through the ownership

and operation of dry bulk vessels and chartering brokerage
services. The company operates in the People's Republic of China,
Japan, Korea, the Russian Federation, and southern and eastern
Asia.  Winland Ocean Shipping is based in Sheung Wan, Hong Kong.

Winland Ocean Shipping Corporation and its five affiliates sought
protection under Chapter 11 of the Bankruptcy Code on Feb. 12,
2015

(Bankr. S.D. Tex., Case No. 15-60007).  The case is assigned to
Judge David R Jones. The Debtors are represented by Matthew Scott
Okin, Esq., George Y.  Nino, Esq., and Ruth E. Piller, Esq., at
Okin & Adams LLP, in Houston, Texas.  The petition was signed by
Robert E. Ogle, chief restructuring officer.

The U.S. trustee overseeing the Chapter 11 case of Winland Ocean
Shipping Corp. appointed five creditors of the company to serve on
the official committee of unsecured creditors.



[*] 4th Circ. Affirms Suspension of Atty from Bankruptcy Practice
-----------------------------------------------------------------
The United States Court of Appeals for the Fourth Circuit affirmed
a district court's affirmance of an order of the bankruptcy court
partially suspending of Robert Lewis, Jr., from practicing in the
bankruptcy court.

The Bankruptcy Administrator identified several discrepancies
within the debtor's bankruptcy schedules and between the debtor's
statements and those prepared by his attorney, Robert Lewis,
particularly with respect to fees paid to Lewis.  After further
investigation, the BA filed a report of Lewis' alleged misconduct
and moved for sanctions to be imposed against Lewis for violating
the requirement of full disclosure of fees in bankruptcy cases.
The BA also asserted numerous other violations by Lewis, including
the acceptance of more than $6,000 from the debtor, purportedly
toward attorney's fees for prepetition civil litigation of which
the debtor denied knowledge; continuing to represent the debtor
without approval from the bankruptcy court after conversion of the
debtor's case to Chapter 11; violating the rule against
"ghost-writing" appeal documents for the debtor; and failing to
maintain copies of filed documents that contain an original
signature.  The Chapter 7 Trustee also moved for sanctions on these
same bases.

The court directed that Lewis' privilege to practice before the
bankruptcy court would be reinstated on May 19, 2014, provided
that, before that date, Lewis paid the sanctions and disgorged the
fee amount, as required by the court's original sanctions order.
The court also ordered that the heightened reporting requirements
imposed on Lewis in the original sanctions order would continue for
all new bankruptcy cases filed by Lewis.  Lewis appealed from the
sanctions order and from the reinstatement order.  The district
court affirmed the bankruptcy court's rulings.  Lewis noted his
appeal to the Fourth Circuit, challenging the authority of the
bankruptcy court to order sanctions, the nature of the sanctions
imposed, and the fact that the bankruptcy court did not issue
findings of fact or conclusions of law.  He also argued that the
district court erred by considering the Appellees' brief filed in
the appeal from the reinstatement order in deciding the issues in
the appeal from the sanctions order and erred by affirming the
bankruptcy court's disposition without holding oral argument.
Lewis contends that the bankruptcy court lacks authority to suspend
the bar privileges of attorneys who practice in that court,
claiming that only the district court has such authority.

The Fourth Circuit found no reversible error by either the
bankruptcy court or the district court.  The Fourth Circuit
dispenses with oral argument because the facts and legal
contentions are adequately presented in the materials before the
court and argument would not aid the decisional process.

The appeals case is DENNIS DARNAY WILLIAMS, Plaintiff, v. MARJORIE
K. LYNCH, Defendant-Appellee, JAMES B. ANGELL,
Party-in-Interest-Appellee, Case No. 14-1881 (4th Circ.).

A full-text copy of the Opinion dated June 9, 2015, is available at
http://is.gd/Jq04sZfrom Leagle.com.

Robert Lewis, Jr., Esq., of LEWIS LAW FIRM serves as counsel for
Appellant.

Brian C. Behr, Esq., OFFICE OF THE BANKRUPTCY ADMINISTRATOR, James
B. Angell, Esq. -- jangell@hsfh.com -- Nicholas C. Brown, Esq. --
nbrown@hsfh.com -- of HOWARD, STALLINGS, FROM & HUTSON, PA serve as
counsel for Appellees.


[^] BOND PRICING: For the Week from July 6 to 10, 2015
------------------------------------------------------
   Company              Ticker  Coupon Bid Price  Maturity Date
   -------              ------  ------ ---------  -------------
Affinion
  Investments LLC       AFFINI  13.500    45.938      8/15/2018
Ally Financial Inc      ALLY     3.000    99.990      7/15/2015
Alpha Natural
  Resources Inc         ANR      9.750     6.000      4/15/2018
Alpha Natural
  Resources Inc         ANR      6.000     5.000       6/1/2019
Alpha Natural
  Resources Inc         ANR      6.250     6.994       6/1/2021
Alpha Natural
  Resources Inc         ANR      3.750     8.000     12/15/2017
Alpha Natural
  Resources Inc         ANR      7.500    24.750       8/1/2020
Alpha Natural
  Resources Inc         ANR      4.875     5.500     12/15/2020
Alpha Natural
  Resources Inc         ANR      7.500    22.000       8/1/2020
Alpha Natural
  Resources Inc         ANR      7.500    25.500       8/1/2020
Altegrity Inc           USINV   14.000    42.500       7/1/2020
Altegrity Inc           USINV   13.000    48.000       7/1/2020
Altegrity Inc           USINV   14.000    35.000       7/1/2020
American Eagle
  Energy Corp           AMZG    11.000    35.000       9/1/2019
American Eagle
  Energy Corp           AMZG    11.000    35.500       9/1/2019
Arch Coal Inc           ACI      7.000    15.337      6/15/2019
Arch Coal Inc           ACI      7.250    29.750      10/1/2020
Arch Coal Inc           ACI      7.250    12.500      6/15/2021
Arch Coal Inc           ACI      9.875    17.850      6/15/2019
Arch Coal Inc           ACI      8.000    17.875      1/15/2019
Arch Coal Inc           ACI      8.000    17.750      1/15/2019
BPZ Resources Inc       BPZR     8.500    15.075      10/1/2017
Caesars Entertainment
  Operating Co Inc      CZR     10.000    28.313     12/15/2018
Caesars Entertainment
  Operating Co Inc      CZR      6.500    33.000       6/1/2016
Caesars Entertainment
  Operating Co Inc      CZR     10.750    27.250       2/1/2016
Caesars Entertainment
  Operating Co Inc      CZR     12.750    25.750      4/15/2018
Caesars Entertainment
  Operating Co Inc      CZR      5.750    30.000      10/1/2017
Caesars Entertainment
  Operating Co Inc      CZR     10.000    28.500     12/15/2018
Caesars Entertainment
  Operating Co Inc      CZR      5.750    12.250      10/1/2017
Caesars Entertainment
  Operating Co Inc      CZR     10.000    28.000     12/15/2018
Caesars Entertainment
  Operating Co Inc      CZR     10.000    28.000     12/15/2018
Caesars Entertainment
  Operating Co Inc      CZR     10.750    25.750       2/1/2016
Caesars Entertainment
  Operating Co Inc      CZR     10.000    28.000     12/15/2018
Cal Dive
  International Inc     CDVI     5.000     1.000      7/15/2017
Champion
  Enterprises Inc       CHB      2.750     0.250      11/1/2037
Chassix Holdings Inc    CHASSX  10.000     8.000     12/15/2018
Chassix Holdings Inc    CHASSX  10.000     8.000     12/15/2018
Chassix Holdings Inc    CHASSX  10.000     8.000     12/15/2018
Claire's Stores Inc     CLE      8.875    43.000      3/15/2019
Claire's Stores Inc     CLE     10.500    64.380       6/1/2017
Colt Defense LLC /
  Colt Finance Corp     CLTDEF   8.750    28.030     11/15/2017
Colt Defense LLC /
  Colt Finance Corp     CLTDEF   8.750    30.125     11/15/2017
Colt Defense LLC /
  Colt Finance Corp     CLTDEF   8.750    30.125     11/15/2017
Comstock
  Resources Inc         CRK      7.750    36.880       4/1/2019
Dendreon Corp           DNDN     2.875    69.000      1/15/2016
Encore Acquisition Co   DNR      6.000   100.000      7/15/2015
Endeavour
  International Corp    END     12.000    11.500       3/1/2018
Endeavour
  International Corp    END     12.000     8.750       3/1/2018
Endeavour
  International Corp    END     12.000     8.750       3/1/2018
Endo Health
  Solutions Inc         ENDP     7.000   102.002      7/15/2019
Energy Conversion
  Devices Inc           ENER     3.000     7.875      6/15/2013
Energy Future
  Intermediate
  Holding Co LLC /
  EFIH Finance Inc      TXU     10.000     1.875      12/1/2020
Energy Future
  Intermediate
  Holding Co LLC /
  EFIH Finance Inc      TXU     10.000     1.875      12/1/2020
Energy XXI Gulf
  Coast Inc             EXXI     9.250    50.000     12/15/2017
Energy XXI Gulf
  Coast Inc             EXXI     7.750    35.000      6/15/2019
FBOP Corp               FBOPCP  10.000     1.843      1/15/2009
FairPoint
  Communications
  Inc/Old               FRP     13.125     1.879       4/2/2018
Federal Farm
  Credit Banks          FFCB     0.820    99.995      2/21/2017
Federal Farm
  Credit Banks          FFCB     1.850   100.000      6/12/2019
Federal Farm
  Credit Banks          FFCB     1.470    99.900       7/9/2018
Federal Farm
  Credit Banks          FFCB     0.850   100.000      2/15/2017
Federal Farm
  Credit Banks          FFCB     1.100   100.000     10/23/2017
Federal Farm
  Credit Banks          FFCB     1.120   100.000     10/16/2017
Federal Farm
  Credit Banks          FFCB     0.930   100.003      5/15/2017
Federal Farm
  Credit Banks          FFCB     4.070   100.025      7/10/2034
Federal Farm
  Credit Banks          FFCB     0.900   100.002      5/25/2017
Federal Home
  Loan Banks            FHLB     0.750    99.871      4/17/2017
Fleetwood
  Enterprises Inc       FLTW    14.000     3.557     12/15/2011
GT Advanced
  Technologies Inc      GTAT     3.000    24.500      10/1/2017
Gevo Inc                GEVO     7.500    59.500       7/1/2022
Goodrich
  Petroleum Corp        GDP      8.875    36.000      3/15/2019
Goodrich
  Petroleum Corp        GDP      5.000    45.000      10/1/2032
Gymboree Corp/The       GYMB     9.125    39.617      12/1/2018
Hercules Offshore Inc   HERO     8.750    32.000      7/15/2021
Hercules Offshore Inc   HERO    10.250    32.500       4/1/2019
Hercules Offshore Inc   HERO    10.250    32.750       4/1/2019
Hercules Offshore Inc   HERO     8.750    34.000      7/15/2021
International Lease
  Finance Corp          AER      6.850   100.000      7/15/2015
JPMorgan Chase & Co     JPM      6.400   100.071      9/15/2037
JPMorgan Chase & Co     JPM      6.400    98.750      9/15/2037
JPMorgan Chase & Co     JPM      5.600    99.150     12/15/2021
JPMorgan Chase & Co     JPM      5.150    99.266      6/15/2018
JPMorgan Chase & Co     JPM      5.900   100.000      6/15/2022
JPMorgan Chase & Co     JPM      5.100   100.235      7/15/2020
JPMorgan Chase & Co     JPM      6.000    99.889      9/15/2026
JPMorgan Chase & Co     JPM      5.600   100.000      1/15/2022
James River Coal Co     JRCC     3.125     0.001      3/15/2018
John Hancock Life
  Insurance Co          MFCCN    4.400   100.000      7/15/2015
Lantheus Medical
  Imaging Inc           LANMED   9.750   102.800      5/15/2017
Las Vegas Monorail Co   LASVMC   5.500     0.010      7/15/2019
Lehman Brothers
  Holdings Inc          LEH      4.000     8.875      4/30/2009
Lehman Brothers
  Holdings Inc          LEH      5.000     8.875       2/7/2009
MF Global Holdings Ltd  MF       6.250    20.000       8/8/2016
MF Global Holdings Ltd  MF       1.875    20.000       2/1/2016
MF Global Holdings Ltd  MF       3.375    20.000       8/1/2018
MF Global Holdings Ltd  MF       9.000    20.000      6/20/2038
MModal Inc              MODL    10.750    10.125      8/15/2020
Magnetation LLC /
  Mag Finance Corp      MAGNTN  11.000    31.000      5/15/2018
Magnetation LLC /
  Mag Finance Corp      MAGNTN  11.000    35.000      5/15/2018
Magnetation LLC /
  Mag Finance Corp      MAGNTN  11.000    26.875      5/15/2018
Midstates Petroleum
  Co Inc / Midstates
  Petroleum Co LLC      MPO     10.750    38.250      10/1/2020
Molycorp Inc            MCP     10.000    12.250       6/1/2020
Molycorp Inc            MCP      6.000     1.063       9/1/2017
Molycorp Inc            MCP      5.500     1.383       2/1/2018
OMX Timber Finance
  Investments II LLC    OMX      5.540    17.500      1/29/2020
Peabody Energy Corp     BTU      6.000    39.500     11/15/2018
Peabody Energy Corp     BTU      6.500    28.358      9/15/2020
Powerwave
  Technologies Inc      PWAV     2.750     0.125      7/15/2041
Powerwave
  Technologies Inc      PWAV     1.875     0.125     11/15/2024
Powerwave
  Technologies Inc      PWAV     1.875     0.125     11/15/2024
Quicksilver
  Resources Inc         KWKA     9.125     9.974      8/15/2019
Quicksilver
  Resources Inc         KWKA    11.000    12.500       7/1/2021
Quiksilver Inc /
  QS Wholesale Inc      ZQK     10.000    27.710       8/1/2020
RadioShack Corp         RSH      6.750     3.125      5/15/2019
RadioShack Corp         RSH      6.750     1.078      5/15/2019
RadioShack Corp         RSH      6.750     1.078      5/15/2019
Sabine Oil & Gas Corp   SOGC     7.250    20.000      6/15/2019
Sabine Oil & Gas Corp   SOGC     7.500    20.500      9/15/2020
Sabine Oil & Gas Corp   SOGC     9.750    16.000      2/15/2017
Sabine Oil & Gas Corp   SOGC     7.500    19.750      9/15/2020
Sabine Oil & Gas Corp   SOGC     7.500    19.750      9/15/2020
Samson Investment Co    SAIVST   9.750     4.500      2/15/2020
Saratoga Resources Inc  SARA    12.500     6.500       7/1/2016
Spectrum Brands Inc     SPB      6.750   103.480      3/15/2020
Swift Energy Co         SFY      7.125    54.234       6/1/2017
Swift Energy Co         SFY      8.875    37.250      1/15/2020
Sysco Corp              SYY      2.350   100.616      10/2/2019
Sysco Corp              SYY      1.450   100.432      10/2/2017
TMST Inc                THMR     8.000    12.000      5/15/2013
Terrestar Networks Inc  TSTR     6.500    10.000      6/15/2014
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     15.000    12.500       4/1/2021
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     10.500    12.188      11/1/2016
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     15.000    12.000       4/1/2021
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     10.500    14.500      11/1/2016
US Shale
  Solutions Inc         SHALES  12.500    49.500       9/1/2017
US Shale Solutions Inc  SHALES  12.500    57.500       9/1/2017
Venoco Inc              VQ       8.875    26.250      2/15/2019
Verso Paper
  Holdings LLC /
  Verso Paper Inc       VRS     11.750    27.905      1/15/2019
Verso Paper
  Holdings LLC /
  Verso Paper Inc       VRS     11.375    32.300       8/1/2016
Verso Paper
  Holdings LLC /
  Verso Paper Inc       VRS      8.750    22.944       2/1/2019
Verso Paper
  Holdings LLC /
  Verso Paper Inc       VRS     11.750    25.375      1/15/2019
Verso Paper
  Holdings LLC /
  Verso Paper Inc       VRS     11.750    25.375      1/15/2019
Walter Energy Inc       WLTG     9.875     1.550     12/15/2020
Walter Energy Inc       WLTG     8.500     2.750      4/15/2021
Walter Energy Inc       WLTG     9.875     1.227     12/15/2020
Walter Energy Inc       WLTG     9.875     1.227     12/15/2020


                            *********

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
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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,
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Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
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Copyright 2015.  All rights reserved.  ISSN: 1520-9474.

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                   *** End of Transmission ***